Holders.Table There are 137 holders of record of common stock. Contents

Table of Contents

Table of Contents

Table of Contents

Holders.Table There are 137 holders of record of common stock. Contents

Table of Contents

Table of Contents

Table of Contents

Table of Contents

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-K

(Mark one)

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

For the fiscal year ended: October 31, ~~2009~~2010

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

For the transition period from to

Commission File Number: 0-50089

~~NATIONAL~~NX ~~ENERGY SERVICES COMPANY~~GLOBAL, INC.

~~(Exact~~f/k/a NATIONAL ~~name~~ENERGY ofSERVICES ~~small~~COMPANY, ~~business~~INC. ~~issuer in its charter)~~

(Exact name of registrant in its charter)

Nevada

52-2082372

(State or other jurisdiction of

incorporation or organization)

(IRS Employer

Identification No.)

3153 Fire Road, Suite 2C, Egg Harbor Township, NJ		08234
16238 F-108 Ranch Rd, Austin, TX		78717
(Address of principal executive offices)		(Zip Code)
(address of principal place of business)		(Zip Code)

Issuer’'s telephone number: (~~800~~877) ~~758~~249-~~9288~~9089

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

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

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

~~Check~~Indicate by check mark whether the issuer is not required to file reports pursuant to Section 13 or 15(d) of the Exchange Act. Yes ¨ No x

~~Check~~Indicate by check mark whether the issuer (1) filed all reports required to be filed by Section 13 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 ¨

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

~~Check~~Indicate by check mark if there is no disclosure of delinquent filers in response to Item 405 of Regulation S-K contained in this form, and no disclosure will be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. ¨

~~Check~~Indicate by check mark whether the registrant is a large accelerated filer , an accelerated filer, a non-accelerated filer, or smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

(Check One)

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

The aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to the price at which the common equity was sold, or the average bid and asked price of such common equity, as of aApril 30, ~~specified~~2010 ~~date within the past 60 days~~ was $~~225~~756,~~476~~078 .

The number of shares outstanding of the issuer’s common stock, as of ~~February~~March 1210, ~~2010~~2011 was 32 264,~~210~~916,~~846~~386.

Contents


Contents
PART I
ITEM 1.	DESCRIPTION OF BUSINESS	1
ITEM 1A.	RISK FACTORS	4
ITEM 1B.	UNRESOLVED STAFF COMMENTS	4
ITEM 2.	PROPERTIES	4
ITEM 3.	LEGAL PROCEEDINGS	4
ITEM 4.	(REMOVED AND RESERVED)	4
PART II
ITEM 5.	MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES	4
ITEM 6.	SELECTED FINANCIAL DATA	6
ITEM 7.	MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS	7
ITEM 7A.	QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK	10
ITEM 8.	FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA	10
ITEM 9.	CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE	10
ITEM 9A.	CONTROLS AND PROCEDURES	10
ITEM 9B.	OTHER INFORMATION	11
PART III
ITEM 10.	DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE	11
ITEM 11.	EXECUTIVE COMPENSATION	12
ITEM 12.	SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS	14
ITEM 13.	CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE	16
ITEM 14.	PRINCIPAL ACCOUNTING FEES AND SERVICES	16
PART IV
ITEM 15.	EXHIBITS, FINANCIAL STATEMENT SCHEDULES	16

PART I
ITEM 1.	DESCRIPTION OF BUSINESS	2
ITEM 1A.	RISK FACTORS	7
ITEM 2.	DESCRIPTION OF PROPERTY	7
ITEM 3.	LEGAL PROCEEDINGS	7
ITEM 4.	SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS	8
PART II
ITEM 5.	MARKET FOR COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND SMALL BUSINESS ISSUER PURCHASES OF EQUITY SECURITIES	8
ITEM 6.	SELECTED FINANCIAL DATA	9
ITEM 7.	MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS	9
ITEM 7A.	QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK	13
ITEM 8.	FINANCIAL STATEMENT AND SUPPLEMENTARY DATA	13
ITEM 9.	CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE	13
ITEM 9A.	CONTROLS AND PROCEDURES	13
ITEM 9B.	OTHER INFORMATION	15
PART III
ITEM 10.	DIRECTORS, OFFICERS AND CORPORATE GOVERNANCE	15
ITEM 11.	EXECUTIVE COMPENSATION	16
ITEM 12.	SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT	18
ITEM 13.	CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS AND DIRECTOR INDEPENDENCE	19
ITEM 14.	PRINCIPAL ACCOUNTING FEES AND SERVICES	19
PART IV
ITEM 15.	EXHIBITS	20

PART I

CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

This Report contains certain forward-looking statements regarding NX Global, Inc. f/k/a National Energy Services Company, Inc., (“~~National Energy~~NX ~~Services~~Global”) and together with its subsidiaries (the “Company”, “we”, “us” or “our”), its business and its financial prospects. These statements represent Management’s present intentions and its present belief regarding the Company’s future. Nevertheless, there are numerous risks and uncertainties that could cause actual results to differ from the results suggested in this Report. Among the more significant factors are:

• The Company has not been profitable in recent years. ~~Although the Company implemented a number of programs to help us achieve profitability, they were unsuccessful.~~

•

The Company lacks the capital necessary to significantly expand its business. Unless the expansion of business is sufficient enough that the gross profit will exceed administrative costs, the Company will not achieve profitability.

•

Expansion of business will require that an expansion of accounting and other internal management systems. Such an expansion may lead to inefficiencies that could prevent profitability.

•

The Company has sought to expand its business model and discontinue certain unprofitable business elements while expecting to expand other product offerings.

Because these and other risks may cause ~~National~~NX ~~Energy Services~~Global’s actual results to differ from those anticipated by Management, the reader should not place undue reliance on any forward-looking statements that appear in this Report. Readers should also take note that ~~National~~NX ~~Energy~~Global ~~Services~~ will not necessarily make any public announcement of changes affecting these forward-looking statements, which should be considered accurate on this date only.

ITEM 1.

DESCRIPTION OF BUSINESS

Business of the Company

~~National~~NX ~~Energy~~Global ~~Services Company, Inc. (“NES”)~~ was incorporated on February 17, 1998 in Nevada as ~~Coastal~~to ~~Enterprises,~~engage ~~Inc.~~in ~~Coastal~~an ~~Enterprises,~~internet ~~Inc~~related business. and National Energy Services Company, Inc., an unaffiliated New Jersey corporation formed in ~~September~~1995 ~~1994~~(“NESNJ”), entered into an Agreement and Plan of Share Exchange, dated ~~October~~January 19, 2001, ~~immediately changing the name of Coastal Enterprises, Inc. to National Energy Services Company, Inc.~~ pursuant to which the shareholders of ~~the~~NESNJ ~~New~~on January 19, ~~Jersey~~2001 ~~corporation~~ were issued 10,000,000 shares of common ~~shares~~stock of NX Global, par value $.001, ~~of the Nevada corporation~~ in exchange for 100% of the issued and outstanding shares of the ~~New Jersey corporation~~NESNJ, which became a wholly-owned subsidiary of ~~Nevada~~the ~~corporation~~Company. For accounting purposes, the transaction was accounted for as a reverse acquisition. ~~National~~In ~~Energy~~September ~~Services Company,~~2010 ~~Inc.~~the ofCompany ~~New~~changed ~~Jersey~~its ~~operates~~name asto ~~the~~NX ~~sales~~Global, ~~and~~Inc. ~~service~~from ~~subsidiary of~~ National Energy Services Company, Inc. ~~The subsidiary’s New Jersey sales operations were closed in January 2010.~~

2NX Global, Inc. sold the stock it owned in NESNJ, the New Jersey subsidiary in March 2010. This entity had ceased most of its operations in January, 2010. The operations of NESNJ, which comprised of all the Company’s operations until January 2010, are considered as discontinued operations.

The Company is engaged in operating three divisions and various subsidiaries within each division either created by the Company or to be purchased for more rapid growth. The divisions include Renewable Energy Project Management, Renewable Energy Product Sales and Green Internet Technologies.

Renewable Energy Project Management initially consists of project management and marketing of those services to solar/thermal, bio-fuels and waste to energy project owners. Current various joint ventures investments are being negotiated to enable the Company to get into the markets with signed projects. These projects include bio-fuel from algae and from pyrolisis of tires, pyrolisis of municipal solid waste to energy, and combination operations of solar/thermal and animal waste pyrolisis.

The Renewable Energy Product Sales division markets to the end user products that reduce the energy cost to home and commercial building users to pennies on the dollars they previously spent and provide revenue for the company through sale of excess energy to the grid. Additional products include lighting and water systems for commercial structures, some that had been marketed by the Company’s former New Jersey subsidiary.

The Green Internet Technologies Service and Training Division is designed to first assist all affiliated divisions in the marketing of their products and services and will expand into green social networking products and services and training for new technology development and certification initially in the virtualization and cloud computing markets.

Except for the Internet Technologies Service and Training Division, none of the divisions were active during the year ended October 31, 2010.

In January 2010, the Company purchased a contract to manage the construction of a renewable/alternative energy site in Southern California signaling its change in direction from its prior business model to alternative energy construction management and operations and other types of businesses associated with environmentally friendly operations. The Company placed the contract in its newly formed subsidiary, Applied Concepts for Energy, Inc. (“ACEC”). This operation houses the construction management and facilities operations divisions. This business is dedicated to building and operating renewable/alternative energy, waste to energy, algae production for bio fuels and food for human consumption and other food production using compost created from waste streams. The Southern California project has not been funded by its owner and other technical issue’s have arisen that may cause the project not to be completed or be completed, but without our involvement.

The Company purchased Global Green Resources, Inc. (“GGR”) in March 2010 in keeping with its business model to operate eco friendly businesses. In November 2010, GGR changed its name to Nube, Inc. (“Nube”). This subsidiary provides training for certification of operators and engineers installing or using cloud computing and its associated virtualization components. Nube is in the midst of developing its own cloud services platform for customers to use in training and to facilitate the storage of their data as they become virtualized in their businesses. The training boot camps that have been developed are two intensive training sessions for all aspects and several products required to form each trainee’s virtualization/cloud solution.

Recent Developments

~~The~~In ~~Company~~November ~~entered into an agreement to purchase an alternative energy construction management contract on January 21,~~ 2010, ~~as filed on Form 8-K on January 26, 2010. The agreement required~~ the ~~officers~~ ~~and directors to resign immediately except John O~~Company’~~Neill,~~s ~~who~~subsidiary ~~remained~~ACEC signed astwo ajoint ~~director~~venture ~~and~~agreements ~~Dr. John G.~~to ~~Kalogeris~~further ~~was~~its ~~seated~~business asoperations ~~the new CEO, CFO, and director. Dr. John G Kalogeris is~~ in ~~search~~algae ofproduction ~~additional directors~~ and ~~officers~~ ~~and business expansion opportunities. A complete business plan and~~ the ~~determination~~conversion of ~~existing~~waste ~~products and programs~~ to beenergy. ~~continued~~The ~~will~~agreements beinclude ~~completed~~terms byfor funding, the ~~end~~licensing of ~~February~~patented ~~2010.~~and ~~Many~~non-patented ofproduction ~~the~~and ~~current~~manufacturing ~~product offerings are feasible~~ and ~~usable~~growing intechnologies, ~~the~~site ~~construction~~ management ~~business as all are energy efficient~~ and ~~therefore~~project ~~“green”~~development, assite ~~mandated~~procurement inplus ~~the~~other ~~construction~~related ~~management offerings~~items. AThe ~~change~~joint ofventures ~~voting control~~ will ~~take~~not ~~place~~begin onuntil ~~March 1,~~funding ~~2010~~is ~~when~~in ~~all~~place ~~agreement~~for ~~and escrow~~their ~~terms have been completed~~furtherance.

In January 2011, the Company has received a letter committing the first $100,000,000 of financing for the proposed site near Portage Du Fort, Quebec, Canada. Negotiations are ongoing with the governmental agencies necessary to acquire permits and guarantees required to begin construction and operations. The ~~ozone~~site ~~laundry~~has ~~business~~recently ~~will~~been ~~not~~designated by the Pontiac MRC Quebec (“MRC”) as the region’s Environmental Industrial Park and the municipal waste collected throughout the region under the MRC must be ~~continued~~delivered to the site for eco friendly disposal. This project is under review as ~~all~~a ~~business~~consortium ~~opportunities~~of the MRC and ~~warranty~~the City of Gatineau, Quebec issued a qualifications request from the general business population within days of ACEC having signed a letter of intent to lease the property for this project in January 2011. The request for qualification ~~contracts~~requires ~~had~~several ~~been~~businesses ~~disposed~~from ~~before~~Quebec to be involved and significantly impairs the ~~negotiations~~ability of ACEC or its joint venture partners from controlling its own destiny or operating the facility as it would like to maximize its potential economic impact. We are investigating the opportunity at several other sites in three other Canadian provinces for the ~~agreement~~utilization ~~were~~of ~~begun~~the same technology.

The ~~Company,~~Board ~~through~~of ~~its~~Directors ~~subsidiary~~has ~~engaged in~~determined ~~the~~that ~~business~~ACEC ofshould ~~marketing~~expand ain ~~comprehensive~~the ~~energy~~United ~~management~~States ~~program~~of ~~for~~America ~~long-term~~and ~~care,~~has ~~hospitality,~~begun ~~warehousing~~the planning and ~~distribution~~development ~~facilities.~~of ~~The~~marketing ~~program~~for ~~features~~this ~~lighting~~expansion. ~~upgrades,~~These ancommunities ~~energy~~will ~~efficient~~need ~~laundry~~a minimum ~~system~~of 65,000 ~~wireless~~- ~~energy~~75,000 ~~management for~~residents ~~the~~producing ~~monitoring~~300,000 ~~and~~tons ~~control~~ of ~~energy,~~municipal ~~lighting~~solid ~~upgrades~~waste, ~~group~~have ~~purchasing~~a oftaxing ~~natural~~authority ~~gas,~~that ~~and~~collects ~~improvements~~all tothe ~~heating,~~revenue ~~venting~~ and ~~air~~pays ~~conditioning~~the ~~systems.~~disposal ~~The~~fees ~~facilities~~and ~~generally~~allows ~~recover~~ the ~~costs~~production ofand ~~these~~sale ~~renovations~~of ~~through monthly~~ energy ~~savings,~~ ~~resulting~~from ingreen nocomponents ~~out-of-pocket expense~~ to the ~~facility~~grid.

Financing Arrangements

The Company has offered the Facilities several financing alternatives through various lending sources. In the past Facilities purchased the upgrade equipment and obtained purchase financing from Charter Management, LLC (“Charter”) under the Energy Gatekeeper Program (“Gatekeeper”). Charter is owned by John O’Neill and Deborah O’Neill, who have a controlling equity interest in National Energy Services as well. Under the Gatekeeper Program, the Company provided the Facility with all of its energy services and assisted the Facility in obtaining financing from Charter for the energy services. The Gatekeeper Program was terminated in 2006.

The Company also has customers who fund these projects through their own capital expenditure budgets and pay the Company directly.

Principal Products and Services

The principal ~~products and~~ services offered inby ~~the~~NX ~~Program~~Global are ~~the~~project ~~Ozone~~development, ~~Laundry~~locating ~~System~~funding ~~(OLS),~~resources ~~Lighting~~and ~~Upgrades,~~technologies ~~Mechanical~~to ~~Systems~~enhance ~~(HVAC),~~its core businesses in green environmental projects. The marketing of algae oil ~~Water/Sewer~~for ~~Conservation~~fuel ~~Methods~~and its biomass for nutraceutical and ~~Energy~~animal ~~Management~~feed is being developed to expand our business model.

~~Ozone~~2 Laundry System (OLS). OLS is a system that can reduce a Facility’s laundering costs by more than 50%, primarily by eliminating the need for hot water during the washing process. The OLS injects activated oxygen (ozone) into the wash and rinse water, with the result that the laundry is cleaned and completely disinfected. Ozone is a powerful oxidant that is more effective than chlorine, but without chlorine’s dangerous properties. Various studies have shown

~~that~~Nube ~~using~~supplies ~~ozone~~cutting inedge ~~laundering~~virtualization isand ~~far~~cloud ~~more~~computing ~~effective~~training ~~than conventional disinfectants against microorganisms~~ and ~~viruses.~~is ~~With~~completing development ~~ozone~~of ~~laundering,~~a ~~fewer~~cross ~~cycles~~platform ~~are~~training ~~required to clean, thus chemical use is reduced~~service. ~~Energy~~During ~~bills~~the ~~are~~coming ~~also greatly reduced because ozone is only active in cold water~~year, ~~eliminating~~we ~~the~~are ~~need~~seeking toopportunities ~~buy natural gas or other energy sources~~ to ~~heat~~expand ~~the~~into ~~water.~~a ~~The~~shared ~~savings~~cloud tolab ~~the~~that ~~Facility~~will ~~are~~allow ~~substantial~~software ~~since~~testing, ~~laundering~~training ~~expense is~~and ~~one~~demonstration offacilities ~~the~~that ~~most~~leverage ~~significant~~public ~~expense~~and ~~items~~private ~~in a Facility’s budget~~clouds. Further ~~This~~expansion ~~portion~~into ofVirtualization ~~the~~Solution ~~sales~~Architecture ~~operations~~enhances ~~has~~our ~~been~~scalability ~~reflected~~and asfulfills ~~the~~our ~~discontinued~~customer ~~operation on the Consolidated Statements of Operation for the year ended October 31, 2009 and 2008~~demand.

~~Lighting Upgrades. The Company~~ ACEC provides ~~Facilities~~project ~~with~~development, ~~energy-efficient~~site ~~lighting~~management ~~upgrades~~and oroperation ~~retrofits (“Lighting~~of ~~Upgrades”). The Lighting Upgrades can reduce~~ the ~~Facility’s~~project ~~energy~~after ~~consumption~~construction ~~and~~is ~~prevent pollution while delivering comparable or better lighting~~complete. ~~For~~These ~~example,~~projects aare ~~Lighting~~specifically ~~Upgrade~~for inwaste ato ~~typical 120 bed nursing home can reduce~~ energy ~~usage by 226~~,~~666~~ ~~kilowatt~~algae ~~hours~~growth ~~per~~and ~~year~~development, ~~resulting~~carbon incapture ~~an annual savings of approximately $20,400. This calculation of average savings is based on our own engineering studies~~ and ~~actual~~growing ~~results~~food infor ~~more~~human ~~than 100 installations~~consumption.

Although a Lighting Upgrade product may cost slightly more than the standard lighting product it replaces, the energy savings are so significant that any incremental cost is rapidly recovered by the Facility. For example, compact fluorescent light bulbs use 70 percent less energy than standard incandescent light bulbs. By replacing just one 75-watt incandescent light bulb with a 20-watt CFL, a Facility saves approximately $14 a year, assuming the bulb is used for 5,000 hours in the year. Further, compact fluorescent light bulbs last an average of 10,000 hours, compared to only 850 hours for a standard incandescent light bulb.

Mechanical Systems/HVAC. The installation of state-of-the-art, energy conserving boilers, heating and air conditioning units and other mechanical equipment can improve a Facility’s operating efficiency and increase its productivity. Retrofitting outdated systems with new equipment not only saves energy dollars, but reduces repair and maintenance expense. The impact of environmental improvements such as improved air quality and increased comfort levels can make a noticeable positive impact on the Facility’s residents and employees.

Water and Sewer Conservation. The goal of an effective water conservation project is to reduce usage and maintain or improve the water quality and fixture performance. The installation of low use, optimum performance fixtures is the key to an effective water conservation program. For example, the retrofit of a low-flush toilet can reduce water usage by more than 750,000 gallons annually in the average 120 bed nursing home. This reduction in usage has a significant impact on water/sewer costs. Depending on the local water/sewer rates, the annual savings can be as much as $5,000 per year with equipment life expectancy of 15 to 20 years.

Marketing, Sales and Distribution

The Company’s ~~primary market~~ has ~~been~~developed ~~the~~a ~~nursing~~marketing ~~home~~plan ~~industry.~~to ~~There~~site ~~are approximately 17~~owners,~~000~~ ~~nursing~~municipalities ~~homes~~and ~~operating nationally~~counties, ~~with approximately~~eco-friendly ~~10,000~~companies ofand ~~them~~existing inwaste ~~the~~to ~~high cost~~ energy ~~regions~~and ofalgae ~~the~~growers ~~East~~ and ~~West~~manufacturers ~~coasts.~~of ~~Nursing~~related ~~homes are a fertile area for our energy-saving Program for several reasons:~~ equipment.

•The ~~Nursing~~Company ~~homes~~believes that relationships are ~~under~~the ~~intense~~cornerstone ~~fiscal~~of its marketing philosophy. The process of building and maintaining ~~regulatory~~working ~~pressures~~relationships requires a commitment at all levels of the organization. Our marketing program includes: market research, feasibility studies, public and industry relations, promotion, sales support, customer service, employee relations and training and education. As a result of the complexity of the products offered and the market, management works very hard to ensure that the Company’s employees and representatives have a working knowledge of all products and processes.

•Nube, ~~Nursing~~through ~~homes~~its ~~have~~association ~~very~~with ~~few~~major ~~areas~~computing industry leaders such as Dell, VMware, Arrow ECS, Hewlett Packard and EMC gives us direct access to ~~conserve~~users, ~~cash~~new ~~without~~purchasers, ~~compromising~~the ~~care~~newest technologies and additional access to colleges and universities doing value added training. These associations have increased our revenue sources from training only to:

4• pay as you perform information technology (“IT”) testing and development for companies and individuals who are considering hosted or cloud services that are seeking proof of concept for their application

•

practice labs for IT

•

professional training for virtualization certification

•

testing and development services for virtualization and cloud computing to Server Message Block (“SMB”) space

Target customers include small businesses with less than 100 employees and medium businesses with between 100 to 999 employees. Additional customers are health care providers, hospitals, law offices and small or non-profit schools.

ACEC markets directly to contractors, site owners and technology companies for all services provided. The introductions from these marketing contacts have been instrumental in all of the existing projects being developed, which came from these interactions and led to potential joint ventures currently being researched and the exposure for others to make contact with us.

Reliance on Major Customers and Suppliers

During the year ended October 31, 2010 the Company was negotiating with potential customers and joint venture partners, in construction, machinery and building manufacturing, algal science research and growing and sales of products from these ventures. The number of customers is small as there are a limited number customers for most of our products and services.

Nube currently relies on two customers for 100% its training revenue. Two customers, Technology Business Group and VM Trainers represented 81% and 19%, respectively, of the training revenue during the year ended October 31, 2010. In the next fiscal year it will begin utilizing its own software to train using mini boot camps with 15 to 20 trainees per intense two week session.

The Company has a limited group of suppliers but has not had the opportunity to utilize them until permits and sites are available.

• Utility costs are among the five highest line items in the operating budget.

• Most nursing homes are operating outdated HVAC and lighting systems.

• The customer is well-defined and easy to reach.

• Most long term care facilities are alike in construction, design and energy consumption.

• Data about nursing home energy consumption is quickly and efficiently obtained.

• The Medicaid utilities reimbursement structure assures a Facility’s ability to pay.

In addition to capitalizing on the Company’s track record in the skilled nursing facility industry, in 2007 the Company made its entry into the hospitality industry, with a successful test for Hilton Hotels. As a result of that test, the Company is now in the process of gearing up its sales and marketing team in order to actively sell its Ozone Laundry System to Hilton. The Company is also looking to sell its system to other hotel chains. The addressable market of approximately 30,000 hotels/motels is much larger than the skilled nursing industry. The Company is proceeding carefully, looking to field test equipment in several locations with several chains, much in the way the nursing home market was initially approached. To assist in this area, the Company recently engaged a new salesperson, who has existing relationships in the hotel industry.

Additionally the Company is starting to penetrate the warehouse, freight distribution and manufacturing sectors, offering the T-5 lighting system. This is a relatively new way to light traditional steel pre-fabricated buildings. This lighting system, which consumes 50% less energy than conventional metal halide and high-pressure sodium HID fixtures, also provides better quality of light, increased productivity, and lower maintenance costs.

The Company believes that relationships are the cornerstone of its marketing philosophy. The process of building and maintaining working relationships requires a commitment at all levels of the organization. Our marketing program includes: market research, feasibility studies, public and industry relations, promotion, advertising, direct response, sales support, customer service, employee relations and training and education. As a result of the complexity of the products offered and the market, the Company works very hard to ensure that its employees and representatives have a working knowledge of all products and processes.

The addition of construction management operations provides the expansion to markets such alternative energy processing, medical treatment, and agricultural facilities.

Purchasing and Installation

The Company has developed solid relationships with major suppliers of industrial lighting, mechanical equipment and other energy conservation products. The Company has preferred vendor or distributor status with several suppliers. This means that the Company enjoys the following: (i) preferred pricing, (ii) quantity discounts, (iii) timely delivery, (iv) quality products, (v) exceptional warranties, (vi) superior customer service, (vii) product exclusivity, (viii) manufacturer sponsored training, and (ix) superior customer service. The Company is dedicated to maintaining quality relationships with suppliers and makes a concentrated effort to expand its sphere of influence among manufacturers. This allows the Company to customize product lines and select the materials that best fill the needs of its customers.

The installation of the products is the most delicate part of the entire process and can place enormous strain on a customer relationship. The Company’s selection of the right contractor to carry out the installation is critical to a successful installation. The Company has strict contractor criteria. The selected firm must have a complete understanding of what is required to work in the health care or hospitality environment and be willing to complete the contractor compliance paperwork.

Reliance On Major Customers and Suppliers

In the year ended October 31, 2009, we had a customer who provided $150,000 or 20% of our sales, representing no balance in our trade receivable; and one customer who provided $87,717 or 11% of our sales, representing 100% of our trade receivables.

The Company has a broad range of suppliers because of its varied business sales model. However, during the year ended October 31, 2009 one supplier accounted for 18% of purchases.

Competition

The principal markets in which the Company competes are ~~competitive~~ ~~and~~small ~~fragmented.~~with Nomost ~~competitor~~companies ~~known~~existing toin ~~us controls more than 3% of~~ the ~~nursing~~developmental ~~home market for any of the several services provided~~stage. ~~There~~Little ~~are~~business ~~competitors~~is ~~supplying~~done ~~energy,~~with ~~providing~~the ~~energy~~sale ~~management~~of ~~services~~our ordesired ~~financing,~~end ~~but~~products ~~few providing~~in aNorth ~~total package deal with no out-of-pocket cost to the facility~~America. While ~~Increased~~there ~~competition~~are ~~could~~many ~~have~~large asite ~~material~~development ~~adverse effect~~companies, asonly ~~competitors~~a ~~may~~handful ~~have~~participate ~~far~~in ~~greater~~our ~~financial~~niche ~~and other resources available to them~~markets.

~~Governmental~~Nube ~~Regulation~~competes only with the product resellers and developers who have designed their own training regimens. In several instances they are looking to us to administrate and possibly partner their training regimen so that they may focus on marketing and product development.

The government regulations applicable to the health care and hospitality industries are in many ways unique. State regulations include specifications for HVAC, lighting, water quality and laundry equipment. It is the Company’s responsibility to find supplies and equipment that meet and/or surpass the regulatory guidelines. Guidelines vary from state to state. It is critical to become familiar with each state’s regulations and policies regarding each energy conservation measure (“ECM”) before we start to market and install the particular ECM in any given state.

The one portion of the Company’s Program that is most intensely affected by government regulation is the laundry process. The majority of states in which the Company markets have specific guidelines for laundry that is processed in an on-site laundry. Typical regulations include guidelines mandating separate holding areas for soiled and clean linen, linen cart storage, having enough clean linen on hand to adequately service the facility, adequate soiled and clean linen storage, an area for folding, mending and ironing the clean linen, proper storage for supplies, a deep sink for soaking and a separate hand washing sink. Policies, procedures and proper protocol to reduce bacteria in linens and to protect the staff and residents from infection are required to be written and implemented by the facility.

The procedures and policy section is what most affects the installation of the OLS. Since these procedures and policies are left to the individual Facility to develop, it is common practice to follow the “manufacturers specifications” when it comes to disinfection. Because standard laundering procedures use chlorine bleach to disinfect the linen, the “manufacturers specifications” often require 160 degree water because that is the water temperature in which chlorine bleach is most effective. While most states do not define a minimum water temperature, two states have a minimum wash water temperature in their respective regulations: Maryland and Massachusetts. To overcome the minimum wash water temperature requirements, the Company presented Maryland and Massachusetts with the merits of using ozone in the wash water to clean and disinfect. The Company was successful in this endeavor and has received waivers from both states to install the OLS.

Compliance with Environmental Laws

The Company is in compliance with all relevant environmental laws. The waste generated during a lighting upgrade that can be considered hazardous is the Polychlorinated Biphenyl’s (PCBs) in the existing ballasts and the mercury in the existing fluorescent lamps. The Company uses federal and state licensed and fully insured recycling facilities and hazardous waste disposers. This practice in some instances exceeds the minimum disposal requirements. But it is the Company’s view that this practice will provide its clients and itself the greatest protection from any Super Fund or toxic waste liability issues.

The Company’s practices are required to comply with the federal Toxic Substance Control Act (“TSCA”), which regulates the disposal of PCBs. Fully complying with the TSCA removes the risk of liability under the federal Comprehensive Environmental Compliance and Liability Act of 1980 (“CERCLA”), which is also known as the Superfund Law. Under this law, any release or threat of a release of a hazardous substance requires immediate cleanup and notification of all responsible parties. The Company’s practices are also required to comply with the Resource Conservation and Recovery Act (“RCRA”). RCRA requires generators of lamps to test a sample of mercury-containing lamps to determine if they should be treated as hazardous waste. Lamps must be managed as hazardous waste if the mercury concentration exceeds 0.2 mg per liter. In addition, lamps must be managed as hazardous waste if they are not tested and proven non-hazardous. The Company treats all fluorescent lamps as hazardous and properly dispose and recycle them.

Employees

The Company, as of ~~February~~March 65, ~~2010~~2011, employs ~~one~~two full time, no part time employees and ~~two~~three ~~contractors~~consultants to provide essential services. None of the Company’s employees is represented by a labor union.

ITEM 1A.

RISK FACTORS

None

ITEM 2. DESCRIPTION OF PROPERTY

The Company currently leases its executive offices at 3153 Fire Road, Suite 2C, Egg Harbor Township, New Jersey on a month-to-month basis. The property consists of approximately 1,800 square feet of finished office space, for which we pay $2,000 per month.

ITEM 3. LEGAL PROCEEDINGS

On August 4, 2009 PPL Spectrum Inc. commenced a legal action against the Company entitled “PPL Spectrum, Inc. and PPL Energy Services Holdings, LLC. v. National Energy Services Company, Inc., a New Jersey corporation” the action in Common Pleas Court in the County of Lehigh, State of Pennsylvania (Civil Action No. 2009-C-4006. The complaint alleges that National Energy Services has failed to make payments due to PPL Spectrum, and demands damages in the amount of $435,745. National Energy Services, Inc. received a judgment in favor of PPL Spectrum on October 14, 2009.

On December 17, 2009, Nutek International, Inc. filed for an injunction to enjoin an employee of National Energy Services Company, Inc., a New Jersey corporation from continuing the services of the employee. The Company believes that the suit has no merit as the employee resigned from the subsidiary on December 22, 2009.

ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

None.

ITEM 1B.

UNRESOLVED STAFF COMMENTS

None.

ITEM 2.

PROPERTIES

None.

ITEM 3.

LEGAL PROCEEDINGS

On December 17, 2009, Nutek International, Inc. filed for an injunction to enjoin an employee of NESNJ from continuing to provide services. The Company believes that the suit has no merit as the employee resigned from the Company on December 22, 2009.

The above litigation was the responsibility of NESNJ, a New Jersey corporation, which was assumed by the buyer as part of the sale of the subsidiary in March 2010.

The Company is a party from time to time to various other legal actions that arise in the normal course of business. In the opinion of management, the resolution of these other matters will not have a material and adverse effect on the Company’s consolidated financial position, results of operations or cash flows.

ITEM 4.

(REMOVED AND RESERVED)

PART II

ITEM 5. MARKET FOR COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ~~SMALL BUSINESS~~ ISSUER PURCHASES OF EQUITY SECURITIES.

The Company’s common stock has been quoted on the OTC Bulletin Board under the symbol “NEGS~~.OB~~” since September 26, 2006. As of February 19, 2011, the Company’s symbol was changed to NEGSE. Set forth below are the high and low bid prices for each quarterly period from November 1, 2008 through October 31, ~~2009~~2010. The reported bid quotations reflect inter-dealer prices without retail markup, markdown or commissions, and may not necessarily represent actual transactions.

	Bid
	High		Low
Nov. 1, 2007 – Jan. 31, 2008	$	.30	$	.11
Feb. 1, 2008 – Apr. 30, 2008	$	.23	$	.08
May 1, 2008 – July 31, 2008	$	.12	$	.06
Aug. 1, 2008 – Oct. 31, 2008	$	.15	$	.03
Nov. 1, 2008 – Jan. 31, 2009	$	.08	$	.01
Feb. 1, 2009 – Apr. 30, 2009	$	.08	$	.03
May 1, 2009 – July 31, 2009	$	.05	$	.02
Aug. 1, 2009 – Oct. 31, 2009	$	.04	$	.01


	Bid
	High		Low

Nov. 1, 2008 – Jan. 31, 2009	$	.08	$	.01
Feb. 1, 2009 – Apr. 30, 2009	$	.08	$	.03
May 1, 2009 – July 31, 2009	$	.05	$	.02
Aug. 1, 2009 – Oct. 31, 2009	$	.04	$	.01

Nov. 1, 2009 – Jan. 31, 2010	$	.06	$	.01
Feb. 1, 2010 – Apr. 30, 2010	$	.07	$	.02
May 1, 2010 – July 31, 2010	$	.04	$	.01
Aug. 1, 2010 – Oct. 31, 2010	$	.05	$	.01

Holders. There are 141 holders of record of common stock as of March 7, 2011.

Dividend Policy. The Company has not declared or paid cash dividends or made distributions in the past, and does not anticipate paying cash dividends or making distributions in the foreseeable future. The Company currently intends to retain and reinvest future earnings, if any, to finance operations.

Recent Sales of Unregistered Securities.

On ~~January~~March 912, ~~2009~~2010, the Company issued ~~425~~5,~~245~~000,000 shares of common stock, with a fair market value of $30175,~~511,~~000 to an investor ~~relation~~relations ~~agent~~company for ~~services~~consulting ~~performed~~services.

On ~~February~~March 18, ~~2009~~2010, the Company issued ~~100~~7,900,000 shares, of common stock with a fair market value of $5118,~~000,~~500 for consulting services.

8On April 6, 2010, the Company issued 2,500,000 shares of common stock with a fair market value of $50,000 for consulting services.

On April 15, 2010, the Company issued 6,000,000 shares of common stock for the purchase of Nube, formerly known as GGR with a fair market value of $180,000.

On April 26, 2010, the Company issued 3,500,000 shares of common stock with a fair market value of $42,500 of which $22,500 was for debt conversion and the remaining $20,000 for consulting services.

On August 30, 2010, the Company issued 3,500,000 shares of common stock with a fair market value of $35,000 for consulting services.

On September 8, 2010, the Company issued 10,800,000 shares of common stock for consulting services with a fair market value of $150,120.

On September 8, 2010, the Company issued 1,500,000 shares of common stock for cash proceeds of $3,333.

On September 8, 2010, the Company issued 250,000,000 shares of common stock for an acquisition of a subsidiary. On October 30, 2010, the acquisition was rescinded and 150,000,000 of these shares were returned and the remainder used for the purchase of a 4.95% investment in intellectual property and 500,000 of Protek Capital, Inc. series A, preferred shares at $1.00 per share for an aggregate fair value of $1,000,000.

In October 2010, the Company issued 4,305,555 shares of common stock with a fair market value of $15,500 for debt conversion.

On October 27, 2010, the Company issued 1,136,000 shares for the payment of interest with a fair market value of 7,952.

On October 27, 2010, the Company issued 8,000,000 shares of common stock with a fair market value of $56,000, of which $14,000 was for consulting services and $42,000 was for director compensation.

On ~~March~~November 1123, ~~2009~~2010, the Company issued ~~350~~2,150,000 common shares with a fair market value of $23,005 to pay for prepaid fees per an agreement with an investor. These fees are directly related to the utilization of a $1710,~~500~~000,000 inline ~~cash~~of incredit ~~four~~(the “Line of Credit”). The Company will be able to draw down on the Line of ~~separate~~Credit ~~subscription~~after ~~agreements~~a form S-1 Registration Statement is filed and becomes effective. The investor may hold up to 9.9% of the outstanding shares of the Company.

On ~~July~~November 2923, ~~2009~~2010, the Company issued 1,500,000 common shares ~~for~~with a fair market value of $10,~~000~~500 infor ~~cash~~consulting ~~in a subscription agreement~~services.

On November 23, 2010, the Company issued 7,142,857 common shares for the conversion of $10,000 of principal of a note payable.

On November 29, 2010, the Company issued 9,500,000 common shares with a fair market value of $101,650 for prepaid services per an agreement with an investor for the Line of Credit, these shares were returned on February 2, 2011.

On November 30, 2010, the Company issued 6,666,667 common shares to convert $10,000 of principal of a note payable.

On December 3, 2010, the Company issued 5,555,556 common shares to convert $10,000 of principal of a note payable.

On December 10, 2010, the Company issued 5,000,000 common shares to convert $4,500 of principal of a note payable and $2,000 of related accrued interest.

On December 14, 2010, the Company issued 8,333,333 common shares to convert $10,000 of principal of a note payable.

On January 3, 2011, the Company issued 9,090,909 common shares to convert $10,000 of a note payable.

On January 6, 2011, the Company issued 11,363,636 common shares to convert $12,500 of a note payable.

On January 12, 2011, the Company issued 7,000,000 common shares to convert $7,500 of a note payable and $1,600 of related accrued interest.

On January 24, 2011, the Company issued 12,500,000 common shares to convert $12,500 of the principal of a note payable.

On January 26, 2011, the Company issued 11,200,000 common shares with a fair market value of $22,400 for consulting services.

On February 2, 2011, the Company issued 3,561,027 common shares with a fair market value of $38,103 for prepaid consulting services, which are directly related to the utilization of the Line of Credit. The investor may hold up to 9.9% of the outstanding shares of the Company.

On February 9, 2011, the Company issued 13,000,000 common shares to convert $12,064 of the principal of a note payable and 12,000,000 common shares as collateral for future note conversions on a note payable.

On February 18, 2011, the Company issued 12,500,000 common shares to convert $12,500 of the principal of a $25,000 note payable.

ITEM 6.

SELECTED FINANCIAL DATA

None.

ITEM 7.

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.

Results of Operations

The Company’s revenue for the year ended October 31, ~~2009~~2010 was ~~51%~~$92,808 ~~lower~~with ~~than~~no ~~the~~comparative ~~revenues~~income for the year ended October 31, ~~2008~~ 2009 due to the sale of NESNJ that had all the prior year’s operations in March 2010. During the year ended October 31, ~~2009~~2010, the Company realized revenue only from ~~three~~Nube’s ~~distinct~~training ~~sources:~~sales that commenced in April 2010.

~~Equipment Sales.~~ Our ~~revenue~~operating ~~from~~expenses ~~sales of capital equipment was $698,773~~ for the year ended October 31, ~~2009, which~~2010 istotaled ~~52%~~$1,022,360, ~~lower~~an ~~than~~increase ~~the level~~ of ~~equipment~~$479,883 ~~sales~~compared ~~for~~to the year ended October 31, ~~2008~~2009. The ~~2009~~increases ~~sales~~are ~~represent~~directly ~~94%~~related ofto ~~our~~the ~~total~~utilization ~~revenue~~of consultants for the ~~period~~growth of our business and the search for acquisitions.

~~Invoice~~Interest ~~Management~~expense ~~Fees.~~has ~~Some~~primarily ofincreased ~~the~~as ~~Facilities~~a ~~that~~result weof ~~service~~the ~~pay~~amortization usof ~~fees~~debt ~~for~~discount ~~aggregating~~on ~~invoices from~~ the ~~utility~~notes ~~companies~~payable ~~and processing their payments. Our revenue from invoice management services represented 2%~~ of ~~total~~approximately ~~revenue~~$391,000 ~~for~~during the year ended October 31, ~~2009~~2010. ItManagement isalso expects ~~expected~~ that ~~invoice~~interest ~~management~~expense ~~fees~~ will continue to ~~make~~increase ~~only~~as aborrowings ~~minor~~for ~~contribution~~expansion ~~to revenue, as it~~ is ~~the intention of the Company to limit this relatively labor-intense business to situations in which the services can be performed profitably~~received.

~~Energy~~During ~~Management Fees. A number of~~ the Facilities that the Company manages pay fees for monitoring their utility invoices to ensure correct charges and appropriate tariffs. Revenue from management services represented 4% of total revenue for the year ended October 31, ~~2009.~~ As2010, ~~with~~the ~~invoice~~Company ~~management~~recognized ~~services,~~a ~~the~~gain ~~portion~~ of ~~revenue~~$683,804 ~~attributable~~on tothe ~~energy~~sale ~~management~~of ~~fees~~its ~~will~~New ~~remain~~Jersey ~~modest~~subsidiary, as ~~the~~a ~~intention~~result isof tothe ~~limit~~Company’s ~~this~~new ~~relatively labor-intense~~ business todirection, ~~situations~~and inthe ~~which~~operations of the ~~services~~subsidiary ~~can~~was bedisclosed ~~performed profitably.~~as discontinued operations.

~~In the beginning of the 2007 fiscal year, the Company implemented a number of initiatives designed to increase revenues in the coming months.~~ The Company ~~established~~recognized a ~~relationship~~gain ~~with~~on anits ~~equipment~~derivative ~~leasing~~instruments ~~company, so it could now offer prospective clients a choice~~ of ~~financing options. In addition~~$184,207 ~~the~~during ~~Company revised its internal procedures for evaluation of~~ the ~~credit~~year ~~worthiness~~ended ~~of potential clients in order to substantially hasten the process~~October 31, ~~thus enabling the sales staff to close contracts more efficiently~~2010. The ~~expectation was that these initiatives, combined with increased demand for services~~ ~~due~~derivative toinstruments ~~the~~are ~~recent~~related ~~surge in energy prices, would enable the Company~~ to ~~expand its operations in~~ the ~~coming~~convertible ~~months.~~promissory ~~Due~~notes toissued ~~the~~during ~~current economic climate, sales for~~ the ~~current~~ year ~~were~~ended ~~not~~October 31, ~~what was expected~~2010. ~~The Company has worked to establish relationships with new customer bases.~~

~~National~~The ~~Energy~~Company ~~has~~recognized ~~also~~an ~~begun~~impairment loss of $807,500 due to ~~explore~~the ~~new~~impairment ~~markets.~~of Tothe ~~date~~construction management contract in the ~~typical~~amount ~~customer~~of ~~has~~$627,500 ~~been~~since the ~~long~~owner ~~term~~of ~~care~~the ~~facility.~~project ~~The~~was ~~Company~~not isable ~~now~~to ~~quoting~~obtain ~~business~~financing toand the ~~warehouse,~~impairment ~~freight~~of ~~distribution,~~training ~~manufacturing~~software and ~~hospitality~~contract ~~industries.~~in ~~These~~the ~~new~~aggregate ~~areas~~amount ~~will~~of ~~take~~$180,000 ~~some~~due ~~time~~to the uncertainty of when, if at all, the Company will be able to ~~develop~~recognize revenues from these intangibles.

Our gross margin during the year ended October 31, 2009 was 47%, compared to 49% gross margin for the year ended October 31, 2008. In general, gross margin will depend on product mix and volume of business. The Company realizes a higher gross profit from sales of ozone laundry systems than from upgrades to lighting and HVAC systems, although the profit is counterbalanced by the higher marketing costs attendant to sales of ozone laundry systems.

If the Company is successful in increasing its volume of business, gross profit should increase as well, for a number of reasons. For one, each sale of equipment requires that field surveyors are sent to interested Facilities to determine the potential energy savings so that a cost proposal can be presented to the Facility. That expense is incurred whether the sale closes or not, and the expense of failed contracts burdens the gross profit that is realized from successful marketing efforts. If the Company is able to close more contracts and at a higher success rate, the burden on gross profit of costs from failed contracts will be proportionately reduced.

Our operating expenses for the year ended October 31, 2009 totaled $909,297, a decrease of $537,142 compared to the year ended October 31, 2008. Management decreased expenses by a reduction in the employees, a decision to reduce all sales expenses and a careful examination of all administrative expenses.

Interest expense for the year ended October 31, 2009 was $24,599, compared to interest expense of $21,348 incurred in the year ended October 31, 2008. Interest expense should continue to decrease as debt is amortized unless the Company secures new debt financing.

As a result of the factors listed above, the Company reported a net loss of $591,109 for the year ended October 31, 2009, as compared to a net loss of $713,316 for the year ended October 31, 2008.

Liquidity and Capital Resources

~~During~~Going ~~the~~Concern years prior to fiscal 2009,, the Company’s only significant source of working capital financing was Charter Management, LLC, which is owned by two members of the Company’s Board of Directors, John O’Neill and Deborah O’Neill.

The Company’s ~~working~~incurred ~~capital~~net ~~deficit~~losses ~~increased~~from bycontinuing ~~$528,566~~operations ~~during~~for ~~fiscal~~the ~~2009,~~years soended ~~that at~~ October 31, 2010 and 2009 ~~the~~and ~~deficit~~has ~~was $2,154,932~~working capital deficiencies and accumulated deficits. The Company ~~has~~also ~~minimal~~had ~~liquidity~~negative cash ~~and~~flows ~~working~~from ~~capital~~operations isfor ~~severely~~the ~~strained,~~years asended ~~credit~~October 31, ~~lines~~2010 ~~have~~and ~~been fully utilized~~2009. ItThere is ~~expected~~no ~~that~~guarantee ~~there~~the Company will be able to continue to begenerate aenough ~~working~~revenue ~~capital~~and/or ~~deficit~~raise ~~until~~capital ~~revenues~~to ~~increase~~support ~~significantly~~its operations. These conditions raise substantial doubt about the Company’s ability to continue as a going concern.

~~Our~~The ~~working~~consolidated ~~capital~~financial ~~deficit~~statements ishave ~~primarily~~been prepared on a ~~result~~basis ofwhich ~~our~~contemplates ~~poor~~the ~~operating~~realization ~~results.~~of ~~However,~~assets ~~working~~and ~~capital~~the ~~has~~satisfaction ~~also~~of ~~been impaired,~~liabilities inand ~~part,~~commitments byin the ~~nature~~normal course of ~~the Company’s~~ business ~~contracts~~. InThe ~~most of the sales arrangements, the~~ Company’s ~~must~~ability ~~complete~~to ~~the~~continue ~~job,~~as ~~pay for all costs incurred, and obtain~~ a ~~completion~~going ~~certificate~~concern ~~before~~is andependent ~~invoice~~upon ~~can~~its beability ~~submitted~~to ~~for~~execute ~~reimbursement~~management’s plans to ~~the~~be ~~lender~~profitable, orgenerate ~~lessor.~~positive ~~Only~~cash ~~then~~flows ~~will~~from ~~the~~operations ~~Company~~and ~~collect~~to ~~the~~raise ~~cash~~additional ~~payment~~capital ~~for~~through the ~~job.~~issuance ~~This procedure creates a delay~~ of ~~approximately~~debt ~~thirty~~and/or ~~days~~equity ~~before funds are received~~securities. ~~Until~~Although amanagement ~~level~~continues ofto ~~operations~~pursue isthese ~~reached~~plans inand ~~which~~believes ~~the Company~~it iswill ~~completing jobs on a consistent basis~~be successful, ~~this~~there ~~delay~~is inno ~~receiving~~assurance ~~payment~~that ~~for jobs will impair~~ the ~~ability to fund operations. The~~ Company ~~expects~~will ~~the~~be ~~change~~successful in ~~the~~generating ~~businesses~~such ~~that~~profitable weoperations ~~participate~~or ~~with~~obtaining ~~the acquisition of the construction management contracts and their size and scope will bring profitability and~~ financing ~~opportunities~~on ~~that~~terms ~~have~~acceptable ~~not~~to ~~formerly~~the ~~been available~~Company.

10The consolidated financial statements do not include any adjustments that might result from the outcome of these uncertainties.

The cash flows from discontinued operations are included in cash flows from operating activities during the years ended October 31, 2010 and 2009. The cash flows provided by (used in) from discontinued operations were approximately $72,000 and $(343,000) during the years ended October 31, 2010 and 2009, respectively. The absence of cash flows from the discontinued operations are not expected to affect future liquidity and capital resources.

During this fiscal year, the Company raised capital from affiliates and through the issuance of notes payable and debentures.

The Company’s working capital deficit decreased by $792,995 during fiscal 2010, so that at October 31, 2010 the deficit was $1,361,937. The Company has no liquidity and working capital is severely strained, as credit lines have been fully utilized. Our working capital deficit is primarily a result of the change in and development of a new core business strategy. It is expected that there will continue to be a working capital deficit until revenues increase significantly.

InThe ~~2004~~addition ~~PPL~~of ~~Spectrum,~~the ~~Inc.~~construction ~~(“PPL”)~~management ~~terminated~~operations provides the ~~arrangement~~expansion ~~under~~to ~~which~~markets such itas ~~had previously~~alternative ~~provided~~energy ~~equipment~~processing, ~~financing~~medical totreatment ~~the~~and ~~Company’s~~agricultural ~~customers~~facilities. ~~Effective~~The ~~March 1,~~contracts ~~2005~~we ~~the~~have ~~Company~~and ~~assigned~~/ toor ~~PPL~~are ~~all~~negotiating ofare ~~the~~all ~~notes~~cost ~~receivable~~plus ~~that~~based, ~~arose~~with ~~from~~the ~~customer~~add-ons ~~financing~~ranging ~~provided~~from ~~by PPL~~8-11%. InThese ~~turn,~~new ~~PPL~~revenues ~~released~~are ~~the~~expected ~~Company~~to ~~from the~~bring ~~corresponding~~us ~~notes~~acceptable financing ~~payable to PPL~~opportunities.

InThe ~~connection~~table ~~with~~below ~~the~~sets ~~termination~~forth ofour ~~the~~debt ~~lending~~service ~~arrangement~~obligations ~~and~~as ~~assignment~~ of ~~the notes~~October 31, ~~the~~2010. ~~Company did assume certain obligations to PPL:~~

•Contractual ~~The~~Obligations Company entered into a settlement agreement with PPL for aged payables. In February 2004 the payables were consolidated into a three-year promissory note in the amount of $314,047, bearing interest at 18% per annum. Effective March 1, 2005, this note was renegotiated to bear interest rate at 8% per annum. The balance at March 1, 2005 was $219,473 payable over seven years.

• The Company contracted to pay $1,400 per month toward a reserve for any bad debts among the notes it assigned to PPL. The Company has recorded the present value of that obligation on its balance sheet as a debt.


	Payments due by period (Dollars in thousands)
	Total		Less than 1 year		1 – 3 years		3 – 5 years		More than 5 years
Convertible Notes:
Loan Payable – BARS, at principal Estimated interest (a)	$ $	80,000 4,000	$ $	80,000 4,000	$	—	$	—	$	—
Related Party Note – Charter Management, at principal Estimated interest (b)	$ $	400,000 31,000	$ $	400,000 31,000	$	—	$	—	$	—
Notes Payable – Asher, at principal Estimated interest (c)	$ $	75,000 4,000	$ $	75,000 4,000	$	—	$	—	$	—
Note Payable – Sweet Challenge, Inc., At Principal Estimated interest (d)	$ $	28,000 1,000	$ $	28,000 1,000	$	—	$	—	$	—
Note Payable – Tangiers Investors LP At Principal Estimated interest (e)	$ $	15,000 1,000	$ $	15,000 1,000	$	—	$	—	$	—
Consulting agreements (f)	$	544,000	$	408,000	$	136,000	$	—	$	—
Total	$	1,183,000	$	1,047,000	$	136,000	$	—	$	—

~~• The Company also contracted to assume~~ (a) ~~contingent~~Interest ~~liability~~accrues toat ~~reimburse~~5% ~~PPL~~per ~~for the bad debts of certain customers if they filed for protection in bankruptcy~~annum. ~~The contingency occurred in June 2005, and the Company became obligated to fund $140,709 over 10 years with an imputed interest rate of 6%.~~

• On August 4, 2009 PPL Spectrum Inc. commenced a legal action against the Company entitled “PPL Spectrum, Inc. and PPL Energy Services Holdings, LLC. v. National Energy Services Company, Inc.” the action is pending in Common Pleas Court in the County of Lehigh, State of Pennsylvania (~~Civil~~b) ~~Action~~Interest ~~No.~~accrues ~~2009-C-4006.~~at ~~The~~10% ~~complaint~~per ~~alleges~~annum ~~that~~after ~~National Energy Services has failed to make payments due to PPL Spectrum, and demands damages in~~ the ~~amount~~maturity ~~of $435,745~~date. National Energy Services, Inc. received a judgment in favor of PPL Spectrum on October 14, 2009. The Company accrued additional interest from October 14 through October 31, 2009 adding $1,275 and bringing the total to $437,020.

~~The~~(c) ~~table below~~Interest ~~sets~~accrues ~~forth~~at ~~our~~5% ~~debt~~per ~~service~~annum ~~obligations~~and asat of22% ~~October 31,~~after ~~2009~~the maturity date. The notes were satisfied during the first quarter of fiscal year 2011.

Contractual Obligations	Total		Less than1 Year		1-3Years		4-5Years		After 5Years
Loans Payable – Settlement Payable	$	437,020	$	437,020	$	0	$	0	$	0
Sandbox Payable	$	22,500	$	22,500	$	0	$	0	$	0
BARS Payable	$	80,000	$	80,000	$	0	$	0	$	0
Charter Payable	$	1,339,558	$	1,339,558	$	0	$	0	$	0
Operating Leases	$	34,333	$	20,263	$	8,263	$	5,807	$	0
TOTAL	$	1,913,411	$	1,899,341	$	8,263	$	5,807	$	0

(d)	Interest accrues at 5% per annum after the maturity date. In January 2011, $12,500 of the principal was satisfied.

11(e) Interest accrues at 9% per annum.

~~Table~~(f) The Company has entered into consulting contracts for various services ranging from professional services to merger and acquisition services. All of ~~Contents~~the contracts expire in February 2012.

Assets totaled $123,818 and $144,280 as of October 31, 2009 and 2008, respectively. On both dates assets consisted primarily of notes receivable from our customers who financed through Charter Management and accounts receivable from current installations.

The addition of construction management operations provides the expansion to markets such alternative energy processing, medical treatment, and agricultural facilities. The contracts we have or are negotiating are all cost plus based with the add on ranging from 8-11%. These new revenues and substantial profits are expected to bring us acceptable financing opportunities.

Off-Balance Sheet Arrangements

The Company does not have any off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition or results of operations.

Application of Critical Accounting Policies

In preparing the financial statements the Company is required to formulate working policies regarding valuation of assets and liabilities and to develop estimates of those values. InThe ~~the~~Company ~~preparation~~made ofno ~~the~~material ~~financial~~changes ~~statements~~to ~~for~~critical ~~fiscal~~accounting ~~year~~policies ~~2009,~~in ~~there~~connection ~~was~~with ~~one~~the ~~estimate~~preparation ~~made~~of ~~which~~financial ~~were~~statements ~~(a) subject~~for tothe ayear ~~high degree~~ended ~~of uncertainty and (b)~~October ~~material~~31, ~~to our results~~2010.

~~The~~Investments estimate was the determination, detailed in Note 9 to the Financial Statements, that the Company should record a valuation allowance for the full value of the deferred tax asset created by the net operating loss carry-forward. The primary reason for the determination was the lack of certainty as to whether the Company will carry on profitable operations in the future.

The Company reviews ~~made~~investments nofor ~~material~~impairment ~~changes~~annually, toor ~~critical~~more ~~accounting~~frequently if impairment indicators arise, and the investments are written off when impaired. Impairment, if any, would be determined based on an implied fair value model for determining the ~~policies~~carrying invalue ~~connection~~of ~~with~~the investments. The impairment test is a two-step process. The first step requires comparing the ~~preparation~~fair value of ~~financial~~each ~~statements~~reporting ~~for~~unit to its net book value. The Company uses management estimates of future cash flows to perform the first ~~year~~step ~~ended~~of ~~October 31,~~the ~~2009~~investments’ impairment test.

Estimates made by management include assumptions about future conditions such as future revenues, gross margins and operating expenses. The second step is only performed if impairment is indicated after the first step has been performed, as it involves measuring the actual impairment to the investments.

Intangible Assets

The Company reviews intangible assets for impairment annually, or more frequently if impairment indicators arise, and the intangible assets are written off when impaired. Impairment, if any, would be determined based on an implied fair value model for determining the carrying value of the intangible assets. The impairment test is a two-step process. The first step requires comparing the fair value of each reporting unit to its net book value. The Company uses management estimates of future cash flows to perform the first step of the intangible assets’ impairment test. Estimates made by management include assumptions about future conditions such as future revenues, gross margins and operating expenses. The second step is only performed if impairment is indicated after the first step has been performed, as it involves measuring the actual impairment to the intangible assets. The intangible assets have been fully impaired (see discussion in the results of operations above).

Business Combinations

The Company accounts for business combinations in accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 805, “Business Combinations” (guidance formerly reflected in Statement of Financial Accounting Standards (“SFAS”) No. 141(R), “Business Combinations”) (“Topic 805”). Topic 805 establishes principles and requirements for how the acquirer of a business recognizes and measures in its financial statements the identifiable assets acquired, the liabilities assumed, and any non-controlling interest in the acquiree. Topic 805 also provides guidance for recognizing and measuring the goodwill acquired in the business combination and determines what information to disclose to enable users of the financial statements to evaluate the nature and financial effects of the business combination.

Derivative Instruments

The Company has outstanding convertible debt instruments that contain embedded derivative features. The Company accounts for these derivatives in accordance with FASB ASC 815, “Accounting for Derivative Instruments and Hedging Activities,” including “Accounting for Derivative Financial Instruments Indexed to, and Potentially Settled in, a Company’s Own Stock.” In accordance with the provisions of ASC 815, the embedded derivatives are required to be bifurcated from the debt instrument and recorded as a liability at fair value on the balance sheet. Changes in the fair value of the derivatives are recorded at each reporting period and recorded in gain on derivative instruments, a separate component of other income (expenses).

Income Taxes

The Company utilizes ASC 740, “Income Taxes,” which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements or tax returns. Under this method, deferred income taxes are recognized for the tax consequences in future years of differences between the tax basis of assets and liabilities and their financial reporting amounts at each period end based on enacted tax laws and statutory tax rates applicable to the periods in which the differences are expected to affect taxable income. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized.

The Company determined that it should record a valuation allowance for the full value of the deferred tax asset created by the net operating loss carry-forward. The primary reason for the determination was the lack of certainty as to whether the Company will carry on profitable operations in the future.

Impact of Accounting Pronouncements

There were no recent accounting pronouncements that have had a material effect on the Company’s ~~financial~~ ~~position or results of operations. There were two accounting pronouncements that may have a material effect on the Company’s~~ financial position or results of operations.

In July ~~2006~~2010, the FASB issued ~~FASB~~a ~~Interpretation~~second 48exposure ~~“Accounting~~draft ~~for~~proposing ~~Uncertainty~~expanded indisclosures ~~Income~~regarding ~~Taxes” – an interpretation~~loss ~~of FASB Statement 109 (FIN 48)~~contingencies. ~~FIN~~This 48proposal ~~clarifies~~increases the ~~accounting~~number ~~for~~of ~~uncertainty~~loss incontingencies ~~income~~subject ~~taxes~~to ~~recognized~~disclosure ~~in an entity’s financial statements in accordance with SFAS 109, “Accounting for Income Taxes.” FIN 48 prescribes a recognition threshold~~ and ~~measurement~~requires ~~attribute~~substantial ~~for~~quantitative ~~financial~~information ~~statement disclosure of tax positions taken, or expected~~ to be ~~taken,~~provided onabout athose ~~tax~~loss ~~return~~contingencies. ~~This~~The ~~interpretation~~proposal iswill ~~effective~~have ~~for~~no ~~fiscal~~impact ~~years~~on ~~beginning~~our ~~after~~accounting ~~December 15, 2006. To date,~~for ~~the~~loss ~~adoption of this interpretation has not impacted the Company’s financial condition, results of operations, or cash flows~~contingencies.

On9 May 28, 2009, FASB issued ASC 855, “Subsequent Events.” The objective of this statement is to establish general standards of accounting for disclosure of events that occur after the balance sheet date but before financial statements are issued or available to be issued. ASC 855 is not expected to have a material impact on the financial reporting of the Company.

In January 2010, the FASB issued Accounting Standards Update (“ASU”) No. 2010-06, “Improving Disclosures about Fair Value Measurements” (the “Update”). The Update provides amendments to FASB ASC 820-10 that require entities to disclose separately the amounts of significant transfers in and out of Level 1 and Level 2 fair value measurements and describe the reasons for the transfers. In addition the Update requires entities to present separately information about purchases, sales, issuances, and settlements in the reconciliation for fair value measurements using significant unobservable inputs (Level 3). The disclosures related to Level 1 and Level 2 fair value measurements are effective for us in 2010 and the disclosures related to Level 3 fair value measurements are effective for us in 2011. The Update requires new disclosures only, and has no impact on our consolidated financial position, results of operations, or cash flow.

ITEM 7A.

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

None.

ITEM 8.

FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

The Company’s financial statements, together with notes and the Report of the Independent Registered Public Accounting Firm, are set forth immediately following Item 15 of this Form 10-K.

ITEM 9.

CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE.

None

ITEM 9A.

CONTROLS AND PROCEDURES.

(a)	Evaluation of disclosure controls and procedures.

The term “disclosure controls and procedures” (defined in SEC Rule 13a-15(e)) refers to the controls and other procedures of a company that are designed to ensure that information required to be disclosed by a company in the reports that it files under the Securities Exchange Act of 1934 (the “Exchange Act”) is recorded, processed, summarized and reported within required time periods. The Company’s management, with the participation of the Chief Executive Officer and the Chief Financial Officer, has evaluated the effectiveness of the Company’s disclosure controls and procedures as of the end of the period covered by this annual report (the “Evaluation Date”). In the course of that review, the Company’s management ~~were~~was advised by our independent registered public accounting firm, that during its performance of review and audit procedures with respect to the financial statements for the ~~period~~ year ended ~~January~~October 31, ~~2007~~2010, ~~and subsequent reporting periods,~~ it identified a material weakness (as defined in Public Company Accounting Oversight Board Standard No. 5) in our internal control over financial reporting. ~~Friedman LLP identified the same material weakness and reiterated the former advice.~~

The material weakness consisted of inadequate staffing and supervision within the bookkeeping and accounting operations of our company. The relatively small number of employees, all of whom are paid as consultants who have bookkeeping and accounting functions prevents us from segregating duties within our internal control system. The inadequate segregation of duties is a weakness because it could lead to the untimely identification and resolution of accounting and disclosure matters or could lead to a failure to perform timely and effective reviews. In light of the advice from our independent registered public accounting firm, management has considered adding personnel to the Company’s bookkeeping and accounting operations. ~~However, as there has been no instance in which the company failed to identify or resolve a disclosure matter or failed to perform a timely~~ and ~~effective review, management~~ determined that the addition of personnel to our bookkeeping and accounting operations is not an efficient use of our limited resources at this time.

Accordingly, based on their evaluation of our disclosure controls and procedures as of October 31, ~~2009~~2010, the Company’s Chief Executive Officer and Chief Financial Officer (or persons performing similar functions) have concluded that, as of the Evaluation Date, such controls and procedures were not effective.

1310

(b)	Changes in internal controls.

The term “internal control over financial reporting” (defined in SEC Rule 13a-15(f)) refers to the process of a company that is designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. The Company’s management, with the participation of the Chief Executive Officer and Chief Financial Officer (or persons performing similar functions), has evaluated any changes in the Company’s internal control over financial reporting that occurred during the fourth quarter of the year covered by this annual report, and they have concluded that there was no change to the Company’s internal control over financial reporting that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting.

(c)	Management’s Report on Internal Control over Financial Reporting

Management of the Company is responsible for establishing and maintaining adequate internal control over financial reporting as defined in Rule 13a-15(f) under the Securities Exchange Act of 1934. We have assessed the effectiveness of those internal controls as of October 31, ~~2009~~2010, using the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”) Internal Control – Integrated Framework as a basis for our assessment.

Because of inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies and procedures may deteriorate. All internal control systems, no matter how well designed, have inherent limitations. Therefore, even those systems determined to be effective can provide only reasonable assurance with respect to financial statement preparation and presentation.

A material weakness ~~in internal controls~~ is a ~~deficiency in internal~~ control deficiency, or combination of control deficiencies, ~~that~~in ~~adversely~~internal ~~affects~~control ~~the Company’s ability to initiate, authorize, record, process, or report external~~ over financial ~~data~~reporting ~~reliably in accordance with accounting principles generally accepted in the United States of America~~ such that there is ~~more than~~ a ~~remote~~reasonable ~~likelihood~~possibility that a material misstatement of ~~the~~our ~~Company’s~~ annual or interim financial statements ~~that~~would ~~is more than inconsequential will~~ not be prevented or detected on a timely basis. In the course of making our assessment of the effectiveness of internal controls over financial reporting, we identified one material weakness in our internal control over financial reporting. This material ~~weaknesses~~weakness consisted of:

a. Inadequate staffing and supervision within the accounting operations of our company. The relatively small number of employees who are responsible for accounting functions prevents us from segregating duties within our internal control system. The inadequate segregation of duties is a weakness because it could lead to the untimely identification and resolution of accounting and disclosure matters or could lead to a failure to perform timely and effective reviews.

Because of the above condition, management’s assessment is that the Company’s internal controls over financial reporting were not effective as of October 31, ~~2009~~2010.

This annual report does not include an attestation report of the Company’s independent registered public accounting firm regarding internal control over financial reporting. Management’s report was not subject to attestation by the Company’s registered public accounting firm pursuant to temporary rules of the Securities and Exchange Commission that permit the Company to provide only management’s report in this annual report.

ITEM 9B.

OTHER INFORMATION.

None.

PART III

ITEM 10.

DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE

The officers and directors of the Company ~~during~~are ~~the~~as ~~year~~follows ~~ended October 31, 2009 were~~:

Name	Age	Position with the Company	DirectorSince
John T. O’Neill	52	Chairman of the Board, Chief Executive Officer, Director	2004
David F. LaFave	55	Chairman of the Board, Chief Executive Officer, Chief Financial Officer, President and Director		2010
John A. Grillo	48	President, Chief Financial Officer, Director	2001
Robyn Bailey	48	President – Nube, Secretary and Director		2010
Deborah O’Neill	51	Secretary, Treasurer, Director	2004
Patricia A. Palmieri	43	Controller	—
John G Kalogeris	80	Chairman of the Board, Director Chief Executive Officer, Chief Financial Officer	2010

~~All~~11 directors hold office until the next annual meeting of shareholders and until their successors have been elected and qualify. Officers serve at the pleasure of the Board of Directors. All the officers and directors whose terms began before 2010 resigned on January 21, 2010.

John T. O’Neill. Mr. O’Neill has been involved in the nursing home industry for over forty years. For more than the past five years, Mr. O’Neill has been employed as CEO of O’Neill Management LLC., which is involved in the development, construction and operation of healthcare facilities. Mr. O’Neill is also the CEO of Charter Management, LLC, which provides financing programs for the development of long-term care facilities. Mr. O’Neill attended Bowling Green State University and Ohio State University, where he completed the Core of Knowledge for certification as a Licensed Nursing Home Administrator. Mr. O’Neill is married to Deborah F. O’Neill, the Company’s Secretary and Treasurer.

John A. Grillo. Mr. Grillo organized National Energy Services in 1996, and has served as its Chief Executive Officer since that time. Prior to organizing National Energy Services, Mr. Grillo was employed in a number of capacities in the field of electrical engineering. In 1996, Mr. Grillo conceived and co-authored the New Jersey Division of Medical Assistance and Health Services Energy Efficient Lighting System Incentive, for the long-term care industry. He is an Environmental Protection Agency certified lighting surveyor. Mr. Grillo attended Northeastern University’s School of Electrical Engineering Technology from 1979 to 1983.

Deborah F. O’Neill. Ms. O’Neill is a Certified Public Accountant with experience in auditing, income tax preparation and real estate development. For more than the past five years,

~~Ms. O’Neill~~All ~~has~~directors ~~been~~hold ~~employed~~office byuntil ~~O’Neill Management LLC with responsibilities in financial management. She is also employed in~~ the ~~financial~~next ~~management~~annual ofmeeting ~~Charter Management, LLC. Previously, Ms. O’Neill was a founder and CFO~~ of astockholders ~~software development company that offered turnkey accounting~~ and ~~medical~~until ~~computer~~their successors ~~systems~~have tobeen ~~long~~elected ~~term care facilities in Ohio, Pennsylvania, Connecticut~~ and ~~several other states~~qualify. ~~Ms. O’Neill~~ ~~graduated~~Officers ~~from~~serve ~~Kent~~at ~~State~~the ~~University~~pleasure ~~magna~~of ~~cum~~the ~~laude~~Board ~~with a Bachelor~~ of ~~Business Administration degree in Accounting~~Directors. ~~Ms. O’Neill is married to John T. O’Neill, the Company’s Chairman.~~

~~Patricia~~David AF. ~~Palmieri~~LaFave. Ms Mr. ~~Palmieri~~LaFave ~~has~~became ~~been~~CEO ~~employed~~and asCFO, ~~the~~President ~~Company’s~~and ~~Controller~~Chairman ~~since~~of ~~March~~the ~~2004.~~Board ~~Prior~~of toDirectors ~~joining~~in ~~the Company,~~March Ms2010. ~~Palmieri~~He ~~had~~resigned 14as ~~years~~CEO ofand ~~accounting-related~~President ~~experience~~and inremained ~~industries~~a ~~such~~member asof ~~home~~the ~~mortgages~~Board ~~and~~of ~~auto~~Directors ~~financing.~~in ~~Specifically,~~September ~~from~~and ~~January~~October ~~2003~~2010. ~~until~~In ~~March~~November ~~2004~~2010 ~~Ms. Palmieri~~he ~~was~~regained anall ~~accountant~~of his ~~for~~previous atitles. ~~soil~~He ~~remediation~~has ~~company.~~spent ~~Prior to~~his ~~2003,~~career ~~Ms. Palmieri~~in ~~was~~ the ~~Assistant~~construction ~~Controller~~industry, ~~for~~operating aLaFave ~~landscaping~~Contractors, ~~company~~Inc. ~~Ms. Palmieri~~for ~~has~~most ~~a Bachelor~~ of ~~Arts~~the inlast ~~Accounting~~25 ~~and a Masters in Business Administration~~years.

~~Dr. John G.~~Robyn ~~Kalogeris~~Bailey. DrMs. ~~Kalogeris~~Bailey ~~assumed~~became ~~his~~Secretary ~~positions~~and onDirector ~~January 21, 2010. He spent the majority of his professional life as an engineer beginning at General Dynamics where he participated~~ in ~~the~~March ~~development of supersonic pilot ejection systems that he tested and which are or were used on the B-1 Bomber, X-15 and the B-58 for the U~~2010.S. ~~Air Force~~Ms. Bailey He was ~~Reliability Manager for flight hardware used in the Mercury Manned Space Flight Program. He~~ also ~~participated~~appointed inas ~~the~~President ~~development~~ of ~~trajectory~~Nube ~~software used~~ in ~~various~~March ~~space programs that utilized the theory of space bending velocity vectors to propel space vehicles at extreme speeds without utilization of additional fuels~~2010. ~~After~~She ~~“retiring” he~~ has spent ~~more~~the ~~than~~past 40fifteen years ~~developing~~in ~~what~~Information Technology ~~came~~primarily ~~to be known~~ as ~~green~~a ~~technology~~project ~~and alternative energy systems~~manager/consultant/instructor. HeMicrosoft ~~currently~~technologies ~~serves~~and ~~as technical~~EMC ~~advisor~~Storage totechnologies ~~the~~had ~~Board~~been ofher ~~Directors~~major offocus; ~~Alternative~~but ~~Energy~~three ~~Systems.~~years heago isher ~~also~~work ~~the~~with ~~holder~~storage oftechnologies ~~several~~led ~~patents~~her ~~and~~into ~~many~~virtualization, ~~more~~specializing ~~patents~~in ~~pending mostly related to energy savings or alternative energy devices~~VMware systems.

Nominating and Audit Committee

The Board of Directors has not appointed an Audit Committee or a Nominating Committee. The Board of Directors does not have an audit committee financial expert. The Board of Directors has not been able to recruit an audit committee financial expert to join the Board of Directors because of the Company’s poor financial condition.

Code of Ethics

The Company has adopted a written code of ethics applicable to its executive officers. A copy of the Code of Ethics was filed as an exhibit to the Company’s Annual Report on Form 10-KSB for the year ended October 31, 2003.

Section 16(a) Beneficial Ownership Reporting Compliance

None of the officers, directors or beneficial owners of more than 10% of the Company’s common stock failed to file on a timely basis the reports required by Section 16(a) of the Exchange Act during the year ended October 31, ~~2009~~2010.

ITEM 11.

EXECUTIVE COMPENSATION

The following table sets forth all compensation awarded to, earned by, or paid by National Energy Services, Inc. to John O’Neill, its Chief Executive Officer, and John Grillo, its Chief Financial Officer for services rendered in allSummary ~~capacities~~Compensation toTable ~~the Company during the years~~

16The following table sets forth all information concerning the compensation received, for the fiscal year ended October 31, 2010, for services rendered to us by persons who served as our CEO during 2010, each of our two other most highly compensated executive officers who were serving as executive officers at the end of 2010, whom we refer to herein collectively as our “Named Executive Officers.”

SUMMARY COMPENSATION TABLE


Name and Principal Position	Year		Salary ($)		Bonus ($)		Stock Awards ($) (1)		Total ($)
David F. LaFave (2) Chief Executive Officer/ Chief Financial Officer		2010		37,500		—		—		37,500

Robyn Bailey (3) President-Nube and Secretary		2010		59,247		—		42,000		101,247

John O'Neill (4) Chief Executive Officer		2010		—		—		—		—

John Grillo (5) President		2010		22,000		—		—		22,000

John G. Kalogeris (6) Chief Executive Officer/ Chief Financial Officer		2010		5,000		—		—		5,000

Owen Dukes (7) Chief Executive Officer		2010		—		—		—		—

(1)	The amounts in this column reflect the total grant date fair value computed in accordance with Accounting Standards Codification (“ASC”) Topic 718 (formerly Statement of Financial Accounting Standards (“SFAS”) No. 123(R)) for restricted stock to purchase shares of the Company’s common stock.

~~ended~~(2) ~~October 31,~~On ~~2009,~~March ~~2008~~28, ~~and~~2010 ~~2007~~Mr. ~~There~~LaFave ~~were~~entered noin ~~other~~to ~~executive~~employment ~~officers~~agreement ~~whose~~with ~~total~~the ~~salary~~Company to serve as Chief Executive Officer and ~~bonus~~Chief ~~for~~Financial Officer and render services to the ~~fiscal~~business ~~year~~and ~~ended~~affairs ~~October 31,~~of ~~2009~~the ~~exceeded~~Corporation ~~$100,000~~and perform activities as reasonably requested by the Corporation’s Board of Directors. Dr Mr. ~~Kalogeris~~ ~~currently~~LaFave ~~serves~~resigned ~~without~~as ~~compensation~~CEO ~~until~~and ~~the~~CFO ~~additional~~on ~~members~~September 3, 2010 pursuant to Stock Purchase Agreement and was appointed as a Chairman of ~~the~~Company’s Board of Directors ~~are~~and ~~seated~~CEO ~~and~~on aOctober ~~compensation~~29, ~~committee~~2010 isafter ~~formed~~the toStock ~~govern~~Purchase ~~corporate~~Agreement ~~salaries.~~was rescinded.

	Compensation
	Year	Salary		Other(1)
John T. O’Neill	2009	$	0
	2008	$	0
	2007	$	0
John A. Grillo	2009	$	109,672	13,754
	2008	$	139,248	13,105
	2007	$	124,677	12,686

(3)

On July 1, 2010 Ms. Bailey entered into an employment agreement with the Company to serve as a President of our subsidiary, Nube formerly GGR. Ms Bailey entered into an employment agreement to serve as President and render all services of said office to the business and affairs of the Corporation and perform activities as reasonably requested by our Board of Directors.

(14) ~~“Compensation:~~Mr. ~~Other”~~O'Neill ~~includes~~had ~~certain~~been ~~health~~the ~~and~~Chief ~~life~~Executive ~~insurance~~Officer. ~~benefits~~His ~~paid~~resignation bywas ~~the~~effective ~~Company~~February on6, ~~behalf of the employee~~2010.

(5)	Mr. Grillo had been the President of the Company. His resignation was effective January 21, 2010

(6)	Dr. Kalogeris had been Chief Executive Officer and Chief Financial Officer of the Company. On March 31, 2010, Dr. Kalogeris passed away.

(7)	Mr. Dukes was Chief executive Officer of the Company from September 4, 2010 through October 29, 2010. His appointment and resignation were directly related to purchase of Propalms International Ltd. and its subsequent rescission.

Employment Agreements

All employment arrangements with executives are on an at will basis.

On March 28, 2010 Mr. LaFave entered in to employment agreement with the Company to serve as Chief Executive Officer and Chief Financial Officer and render services to the business and affairs of the Corporation and perform activities as reasonably requested by the Corporation’s Board of Directors. Mr. LaFave resigned as CEO and CFO on September 3, 2010 pursuant to the Stock Purchase Agreement and was re-appointed as a Chairman of Company’s Board of Directors and CEO on October 29, 2010 after the purchase agreement was rescinded.

On July 1, 2010, Ms. Bailey entered into an employment agreement with the Company to serve as President of its subsidiary, Nube, formerly GGR. Ms Bailey entered into an employment agreement to serve as President and render all services of said office to the business and affairs of the Corporation and perform activities as reasonably requested by the Corporation’s Board of Directors.

Equity Grants

The following ~~tables~~table ~~set~~sets forth ~~certain~~ information ~~regarding~~concerning ~~the~~grants ~~stock~~of ~~options~~plan-based ~~acquired~~awards made by ~~the~~us ~~Company’s Chief Executive Officer~~ during ~~the year ended October 31~~2010, ~~2009~~to ~~and~~each ~~those~~of ~~options~~the ~~held~~Named byExecutive Officers: ~~him on October 31, 2009.~~

Option Grants in the Last Fiscal Year

Name

Grant Date

All Other Option
Awards:
Number of
Securities
Underlying
Options

Exercise or Base
Price of Option
Awards ($)

Grant Date Fair
Value of Stock and
Option Awards ($)
(1)

Robyn Bailey

10/27/10

6,000,000

—

42,000

Name

Number ofsecuritiesunderlyingoptiongranted

Percentof totaloptionsgranted toemployeesin fiscalyear

ExercisePrice ($/share)

ExpirationDate

Potential realizablevalue at assumedannual rates ofappreciation of foroption term

10%

John O’Neill

N.A.

(1)	This amount reflects the aggregate grant date fair value of restricted stock granted in the year ended October 31, 2010 in accordance with ASC Topic 718 (formerly SFAS No. 123(R)).

~~Aggregated~~Outstanding Equity Awards at Fiscal Year-End ~~Option Values~~

Name		Number of securities underlyingunexercised options at fiscalyear-end (#) (All exercisable)		Value of unexercisedin-the-moneyoptions at fiscalyear-end ($)(All exercisable)
John O’Neill		0		0

The following table sets forth information concerning the outstanding equity awards of each of the Named Executive Officers as of October 31, 2010:

17Option Awards Name Number ofSecuritiesUnderlyingUnexercisedOptions:Exercisable Number ofSecuritiesUnderlyingUnexercisedOptions:Unexercisable OptionExercisePrice($) OptionExpirationDate Robyn Bailey — — — —

Director Compensation

Robyn Bailey received six million shares of Company’s common stocks valued at $42,000 as a member of the Company’s Board of Directors. No other director has received remuneration for services on the Board during the fiscal year ended October 31, 2010.

ITEM 12.

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS

The following table sets forth information concerning beneficial ownership of our capital stock outstanding at March 10, 2011 by: (i) each stockholder known to be the beneficial owner of more than five percent of any class of our voting securities then outstanding; (ii) each of our directors; (iii) each of our “named executive officers” as defined in Item 402(a)(3) of Regulation S-K promulgated under the Securities Exchange Act of 1934; and (iv) our current directors and executive officers, as a group.

The information regarding beneficial ownership of our common stock has been presented in accordance with the rules of the Commission. Under these rules, a person may be deemed to beneficially own any shares of capital stock as to which such person, directly or indirectly, has or shares voting power or investment power, and to beneficially own any shares of our capital stock as to which such person has the right to acquire voting or investment power within 60 days through the exercise of any stock option or other right. The percentage of beneficial ownership as to any person as of a particular date is calculated by dividing (a) (i) the number of shares beneficially owned by such person plus (ii) the number of shares as to which such person has the right to acquire voting or investment power within 60 days by (b) the total number of shares outstanding as of such date, plus any

~~Remuneration~~ shares that such person has the right to acquire from us within 60 days. Including those shares in the tables does not, however, constitute an admission that the named stockholder is a direct or indirect beneficial owner of ~~Directors~~those shares. Unless otherwise indicated, each person or entity named in the table has sole voting power and investment power (or shares that power with that person’s spouse) with respect to all shares of capital stock listed as owned by that person or entity.

None of the members of the Board of Directors receives remuneration for service on the Board.


Name and Address of Beneficial Owner(1)	Common Stock Beneficially Owned					Series B Preferred Stock Beneficially Owned
	Shares		Percentage			Shares		Percentage
Directors
Robyn Bailey		8,000,000		3.0	%		—		—

Other
Blue Flame Enterprises, Inc.		—		—	%		10,000		100	%

~~ITEM~~(1) ~~12.~~The ~~SECURITY~~address ~~OWNERSHIP~~of OFeach ~~CERTAIN~~stockholder, ~~BENEFICIAL~~unless ~~OWNERS~~otherwise ~~AND~~noted, ~~MANAGEMENT~~is c/o NX Global Company, Inc., 16238 F-108 Ranch Rd, Austin, TX 78717

(2) The ~~following~~address ~~table sets forth information known with respect to the beneficial ownership~~ of ~~common stock as of~~ the ~~date~~preferred ofstockholder ~~this~~is ~~prospectus~~1950 byOakbrooke, ~~the~~Howell, ~~following:~~MI 48845.

each shareholder known by the Company to own beneficially more than 5% of common stock;

• John T. O’Neill, Chief Executive Officer, and John A. Grillo, Chief Financial Officer

• each director; and

• all directors and executive officers as a group.

There are 32,210,846 shares of common stock and no other equity securities outstanding on the date of this report. Except as otherwise indicated, it is believed that the beneficial owners of the common stock listed below have sole voting power and investment power with respect to their shares, subject to community property laws where applicable. Beneficial ownership is determined in accordance with the rules of the Securities and Exchange Commission.

Name and Address of Beneficial Owner(1)	Amount and Natureof Beneficial Ownership		AggregatePercent of Class
John & Deborah O’Neill	14,151,862	(2)	43.9	%
John A. Grillo	2,941,320		9.1	%
Current executive officers and directors as a group (4 persons)	17,353,182		53.0	%

(1) The address of each shareholder, unless otherwise noted, is c/o National Energy Services Company, Inc., 3153 Fire Road, Suite 2C, Egg Harbor Township, NJ 08234.

(2) Includes 14,151,862 shares owned by Charter Management LLC, of which Mr. and Mrs. O’Neill are the sole members and managers.

Equity Compensation Plan Information

The information set forth in the table below regarding equity compensation plans (which include individual compensation arrangements) was determined as of October 31, ~~2009~~2010.

	Number of securitiesto be issued uponexercise ofoutstanding options,warrants and rights		~~Weighted averageexercise price ofoutstanding options,warrants and rights~~	~~Number~~Weighted ofaverageexercise ~~securitiesremaining~~price ~~availablefor~~ofoutstanding ~~future~~options,warrants ~~issuanceunder~~and ~~equitycompensation plans~~rights		Number of securitiesremaining availablefor future issuanceunder equitycompensation plans
Equity compensation plans approved by security holders	0	—	—	0	—		—
Equity compensation plans not approved by security holders	0	—	—	~~1,158,703~~	—		1,158,703
Total	0	—	—	~~1,158,703~~	—		1,158,703

(1) The Board of Directors adopted the 2007 Equity Incentive Plan in 2007. The Plan authorizes the Board to issue up to 1,500,000 common shares during the ten year period of the Plan. The shares may be awarded to employees or directors of ~~National~~NX ~~Energy~~Global ~~Services~~ or its subsidiaries as well as to consultants to those entities. The shares may be awarded as outright grants or in the form of options, restricted stock or performance shares. ~~1,158,703 shares remain available for issuance under the plan.~~

18(2) The Board of Directors adopted the 2010 Professional Consultant Stock Compensation Plan (the “2010 Plan”). The 2010 Plan authorizes the Board to issue up to 10,000,000 common shares during the one year period of the 2010 Plan. The shares may be awarded to professionals and consultants of NX Global or its subsidiaries. All shares under the 2010 Plan have been issued.

(3)

On January 11, 2011, Company’s Board of Directors approved the 2011 Consultant Stock Compensation Plan (the “2011 Plan”). Under the terms of the 2011 Plan, the Company reserved 20,000,000 shares of common stock to be issued during the 2011 Plan’s one-year term. Professionals and consultants who provide services to the Company are eligible to participate in the 2011 Plan.

ITEM 13.

CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS AND DIRECTOR INDEPENDENCE

Related Party Transactions

~~John~~Charter ‘OManagement, LLC (“Charter”) had funded the operations of the Company with a credit facility. The balance payable to Charter before the reduction described below was $1,347,318. With the execution of the agreement to sell the Company’~~Neill~~s New Jersey Subsidiary entered into on January 21, 2010 (the “Agreement”), the debt was extinguished after two principal payments totaling $57,000 and ~~Debbie~~the issuance of a new convertible promissory note to John O’Neill, ~~who~~the ~~are~~former ~~directors~~CEO of the Company ~~are~~and ~~also~~owner ~~officers~~ of Charter ~~Management~~, ~~LLC~~for $400,000. ToAs ~~date~~a result of the extinguishment, the debt was reduced by $890,318, which was reflected as a reduction on the consolidated balance sheet to additional paid-in capital since it was a debt reduction from a related party. Charter ~~Management~~was ~~has~~related ~~funded~~to the Company anthrough ~~aggregate~~common ~~amount~~ownership, but as of $1May 5,~~338~~ 2010,~~639~~ these parties are no longer affiliates of the Company due to the Agreement.

Director Independence

None of the members of our Board of Directors are independent, as “independent” is defined in the rules of the NASDAQ National Market System:.

ITEM 14.

PRINCIPAL ACCOUNTING FEES AND SERVICES

~~Audit~~Our ~~Fees~~principal accountant for the audit and review of our annual and quarterly financial statements, respectively, during each of the past two fiscal years was Friedman LLP. Moreover, the following table shows the fees paid or accrued by us to Friedman LLP during this period.

Bagell, Josephs, Levine & Company, LLC billed $36,875 to the Company for professional services rendered for the audit of fiscal 2008 financial statements and review of the financial statements included in fiscal 2008 filings. Bagell, Josephs, Levine & Company, LLC billed $27,200 to the Company for professional services rendered for the audit of fiscal 2007 financial statements and review of the financial statements included in fiscal 2007 10-QSB filings.


Type of Service	2010		2009
Audit Fees (1)	$	125,676	$	30,802
Audit-Related Fees (2)		3,500		—
Tax Fees (3)		6,375		6,075
All Other Fees (4)		—		—

Total	$	135,551	$	36,877

~~Audit-Related~~(1) ~~Fees~~Comprised of the audit of our annual financial statements and reviews of our quarterly financial statements.

~~Bagell,~~(2) ~~Josephs,~~Comprised ~~Levine & Company, LLC billed $0 to the Company during fiscal 2008 for assurance and related services that are reasonably related to the performance~~ of ~~the 2008 audit or review of the quarterly financial statements. Bagell, Josephs, Levine & Company, LLC billed $17,600 to the Company during fiscal 2007 for assurance and related~~ services ~~that~~rendered ~~are~~in ~~reasonably~~connection ~~related~~with toregistration ~~the performance of the 2007 audit or review of the quarterly financial~~ statements.

~~Tax~~(3) ~~Fees~~Comprised of services for tax compliance and tax return preparation.

~~Bagell,~~(4) ~~Josephs,~~Fees ~~Levine &~~related ~~Company, LLC billed $19,274~~ to ~~the~~other ~~Company~~filings ~~during~~with ~~fiscal 2008 for professional services rendered for tax compliance, tax advice and tax planning. Bagell, Josephs, Levine & Company, LLC billed $7,275 to~~ the ~~Company during fiscal 2007 for professional services rendered for tax compliance, tax advice and tax planning~~SEC.

~~All~~In accordance ~~Other~~with ~~Fees~~the Sarbanes-Oxley Act of 2002, the Audit Committee, or other governing body established policies and procedures under which all audit and non-audit services performed by our principal accountants must be approved in advance by the Audit Committee, or other governing body. As provided in the Sarbanes-Oxley Act of 2002, all audit and non-audit services to be provided after May 6, 2003 must be pre-approved by the Audit Committee, or other governing body in accordance with these policies and procedures.

Bagell, Josephs, Levine & Company, LLC billed $0 to the Company in fiscal 2008 and $0 in fiscal 2007 for services not described above.

It is the policy of the Company’s Board of Directors that all services, other than audit, review or attest services, must be pre-approved by the Board of Directors, acting in lieu of an audit committee. All of the services described above were approved by the Board of Directors.

PART IV

ITEM 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES

3-a		Articles of Incorporation filed February 17, 1998. (1)
3-a(1)		Certificate of Amendment of Articles of Incorporation filed October 29, 2001. (1)
3-a(2)		Certificate of Amendment of Articles of Incorporation, effective as of November 20, 2006 – filed as an exhibit to the Current Report on Form 8-K dated November 20, 2006 and incorporated herein by reference.
3-b		Bylaws. (1)
10-a		Master Agreement with Charter Management LLC. (2)
14		Code of Ethics and Business Conduct - Filed as an exhibit to the Company’s Annual Report on Form 10KSB for the year ended October 31, 2003 and incorporated herein by reference.
31.1		Rule 13a-14(a) Certification – CEO
31.2		Rule 13a-14(a) Certification – CFO
32		Rule 13a-14(b) Certifications



31.1		Rule 13a-14(a) Certification – CEO

31.2		Rule 13a-14(a) Certification – CFO

32		Rule 13a-14(b) Certifications

(1)	Filed as an exhibit to the Company’s Registration Statement on Form 10-SB on November 14, 2002 and incorporated herein by reference.

(2)	Filed as an exhibit to the Company’s Amended Registration Statement on Form 10-SB on November 6, 2003 and incorporated herein by reference.

2017

~~NATIONAL~~NX ~~ENERGY SERVICES COMPANY~~GLOBAL, INC.

INDEX TO CONSOLIDATED FINANCIAL STATEMENTS

Reports of Independent Registered Public Accounting Firms	F2 - F3
Report of Independent Registered Public Accounting Firm		F2
Consolidated Balance Sheets at October 31, 2009 and 2008	F4
Consolidated Balance Sheets at October 31, 2010 and 2009		F3
Consolidated Statements of Operations for the years ended October 31, 2009 and 2008	F5
Consolidated Statements of Operations for the years ended October 31, 2010 and 2009		F4
Consolidated Statements of Changes in Stockholders’ Deficit for the years ended October 31, 2009 and 2008	F6
Consolidated Statements of Stockholders’ Deficit for the years ended October 31, 2010 and 2009		F5
Consolidated Statements of Cash Flows for the years ended October 31, 2009 and 2008	F7 - F8
Consolidated Statements of Cash Flows for the years ended October 31, 2010 and 2009		F6 - F7
Notes to Consolidated Financial Statements	~~F9 - F19~~	F8 - F20

LOGO

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

The Board of Directors and Stockholders

~~National~~NX ~~Energy Services Company~~Global, Inc.

~~Egg~~We ~~Harbor~~have ~~Township~~audited the accompanying consolidated balance sheets of NX Global Company, ~~New~~Inc. ~~Jersey~~and subsidiaries, formerly known as National Energy Services Company, Inc. (the “Company”), as of October 31, 2010 and 2009 and the related consolidated statements of operations, stockholders’ deficit and cash flows for the years then ended. The Company’s management is responsible for these consolidated financial statements. Our responsibility is to express an opinion on these consolidated financial statements based on our audits.

We ~~have~~conducted ~~audited~~our ~~the~~audits ~~accompanying~~in ~~consolidated~~accordance ~~balance~~with ~~sheet~~standards of ~~National~~the ~~Energy~~Public ~~Services~~ Company, ~~Inc.~~Accounting Oversight Board (~~the~~United ~~“Company”~~States),. asThose ofstandards ~~October 31,~~require ~~2009~~that we plan and perform the ~~related~~audit ~~consolidated~~to ~~statement~~obtain ofreasonable ~~operations,~~assurance ~~changes~~about inwhether ~~stockholders’~~the ~~deficit~~consolidated ~~and~~financial ~~cash~~statements ~~flows~~are ~~for~~free ~~the~~of ~~year~~material ~~ended October 31, 2009~~misstatement. The Company’s ~~management~~ is ~~responsible~~not ~~for~~required ~~these~~to ~~consolidated~~have, nor were we engaged to perform, an audit of its internal control over financial ~~statements~~reporting. Our ~~responsibility~~audits isincluded consideration toof ~~express~~internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on ~~these~~the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the consolidated financial statements, ~~based~~assessing onthe accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our ~~audit~~audits provide a reasonable basis for our opinion.

WeIn ~~conducted~~ our ~~audit~~opinion, ~~in accordance with 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~~ consolidated financial statements ~~are~~referred ~~free~~to ofabove ~~material~~present ~~misstatement. The Company is not required to have~~fairly, ~~nor~~ ~~were~~in weall ~~engaged~~material ~~to perform~~respects, anthe ~~audit~~consolidated ~~of its internal control over~~ financial ~~reporting.~~position ~~Our audit included consideration~~ of ~~internal control over financial reporting as a basis for designing audit procedures that are appropriate in the~~ ~~circumstances, but not for~~ the ~~purpose~~Company ofas ~~expressing an opinion on the effectiveness~~ of ~~the Company’s internal control over financial reporting. Accordingly~~October 31, we2010 ~~express~~and ~~no such opinion. An audit also includes examining~~2009, onand athe ~~test~~consolidated ~~basis, evidence~~results ~~supporting~~of ~~the~~its ~~amounts~~operations and ~~disclosures~~cash inflows for the ~~consolidated~~years ~~financial~~then ~~statements~~ended, ~~assessing~~in ~~the~~conformity with accounting principles ~~used~~generally ~~and~~accepted ~~significant~~in ~~estimates made by management, as well as evaluating~~ the ~~overall~~United ~~financial~~States ~~statement~~of ~~presentation~~America. ~~We believe that our audit provides a reasonable basis for our opinion.~~

InThe ~~our~~accompanying ~~opinion, the~~ consolidated financial statements ~~referred~~have tobeen ~~above present~~prepared ~~fairly,~~assuming inthat ~~all~~the ~~material~~Company ~~respects,~~will continue as a going concern. As discussed in Note 1 to the consolidated financial ~~position~~statements, ofthe ~~National~~Company ~~Energy~~incurred ~~Services~~net ~~Company,~~losses ~~Inc.,~~from ascontinuing ofoperations for the years ended October 31, 2010 and 2009 and ~~the~~working ~~consolidated~~capital ~~results~~deficiencies and accumulated deficits as of ~~its~~October 31, ~~operations~~2010 and 2009. The Company also had negative cash flows from operations for the ~~year~~years ended October 31, 2010 and 2009,. inThere ~~conformity~~is no guarantee the Company will be able to generate enough revenue and/or raise capital to support its operations. These conditions raise substantial doubt about the Company’s ability to continue as a going concern. Management’s plans with ~~accounting~~regard ~~principles~~to ~~generally~~these ~~accepted~~matters are also described in Note 1. The consolidated financial statements do not include any adjustments that might result from the ~~United~~outcome ~~States~~of these uncertainties.

The accompanying consolidated financial statements have been prepared assuming that the Company will continue as a going concern. As discussed in Note 2 to the consolidated financial statements, the Company has experienced substantial net losses for the year ended October 31, 2009 that has resulted in substantial accumulated deficits. The Company’s financial position and operating results raise substantial doubt about its ability to continue as a going concern. Management’s plans with regard to these matters are also described in Note 2. The consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty.

/s/ Friedman LLP

~~Marlton,~~ New ~~Jersey~~York, NY

~~February~~March 1611, ~~2010~~2011

~~BAGELL,~~NX ~~JOSEPHS,~~GLOBAL ~~LEVINE &~~ COMPANY, LINC.~~L.C.~~

~~Certified~~CONSOLIDATED ~~Public~~BALANCE ~~Accountants~~SHEETS

406 Lippincott Drive


	OCTOBER 31, 2010			OCTOBER 31, 2009
ASSETS
Current Assets:
Cash	$	242		$	4,724
Accounts receivable		15,575			71,954
Prepaid expenses and other current assets		72,856			28,985

Total current assets		88,673			105,663
Investments		1,000,000			—
Property and equipment, net		—			18,155

TOTAL ASSETS	$	1,088,673		$	123,818


LIABILITIES AND STOCKHOLDERS’ DEFICIT
LIABILITIES
Current Liabilities:
Notes payable - other	$	179,283		$	102,500
Notes payable-related parties		276,692			1,339,558
Derivative liability		717,043			—
Settlement liability		—			437,020
Accounts payable and accrued expenses		277,592			381,517

TOTAL CURRENT LIABILITIES		1,450,610			2,260,595


COMMITMENTS AND CONTINGENCIES
STOCKHOLDERS’ DEFICIT

Preferred stock, Series A, $.001 par value, 500,000 shares authorized, 0 shares issued and outstanding at October 31, 2010 and October 31, 2009		—			—
Preferred stock, Series B, $.001 par value, 10,000 shares authorized, 10,000 shares and 0 shares issued and outstanding at October 31, 2010 and 2009		10			—
Common Stock, $.001 par value; 950,000,000 shares authorized; 186,352,401 and 32,210,846 issued and outstanding October 31, 2010 and 2009		186,352			32,211
Additional Paid-in-Capital		6,076,660			3,247,338

Accumulated deficit		(6,624,959	)		(5,416,326	)


Total Stockholders’ Deficit		(361,937	)		(2,136,777	)


TOTAL LIABILITIES AND STOCKHOLDERS’ DEFICIT	$	1,088,673		$	123,818

~~Suite~~The Jaccompanying notes are an integral part of these consolidated financial statements.

Marlton, New Jersey 08053

(856) 355-5900 Fax (856) 396-0022

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

The Board of Directors and Stockholders

National Energy Services Company, Inc.

Egg Harbor Township, New Jersey

The Board of Directors and Stockholders

National Energy Services Company, Inc.

Egg Harbor Township, New Jersey

We have audited the accompanying consolidated balance sheets of National Energy Services Company, Inc., as of October 31, 2008 and 2007 and the related consolidated statements of operations, changes in stockholders’ deficit and cash flows for each of the years in the two-year period ended October 31, 2008. National Energy Services Company, Inc’s management is responsible for these financial statements. Our responsibility is to express an opinion on these consolidated financial statements based on our audits.

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

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of National Energy Services Company, Inc., as of October 31, 2008 and 2007 and the consolidated results of its operations and its cash flows for each of the years in the two-year period ended October 31, 2008 in conformity with accounting principles generally accepted in the United States.

The accompanying consolidated financial statements have been prepared assuming that the Company will continue as a going concern. As discussed in Note 2 to the consolidated financial statements, the Company has experienced substantial net losses for the years ended October 31, 2008 and 2007 that has resulted in substantial accumulated deficits. The Company’s financial position and operating results raise substantial doubt about its ability to continue as a going concern. Management’s plans with regard to these matters are also described in Note 2. The consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty.

Bagell Josephs, Levine & Company, LLC

Marlton, New Jersey

January 18, 2009

The report is a copy of the previously issued report.

The predecessor auditor has not reissued the report.

~~NATIONAL~~NX ~~ENERGY~~GLOBAL ~~SERVICES~~ COMPANY, INC.

CONSOLIDATED ~~BALANCE~~STATEMENTS ~~SHEETS~~OF ~~OCTOBER~~OPERATIONS ~~31, 2009 AND 2008~~

	OCTOBER 31,2009			OCTOBER 31,2008
ASSETS
Current Assets:
Cash	$	4,724		$	6,736
Accounts receivable, net		71,954			47,716
Notes receivable		—			59,158
Prepaid expenses and other current assets		28,985			12,983
Total current assets		105,663			126,593
Property and equipment, net		18,155			17,687
TOTAL ASSETS	$	123,818		$	144,280
LIABILITIES AND STOCKHOLDERS’ DEFICIT
LIABILITIES
Current Liabilities:
Long-term debt - current portion	$	—		$	65,125
Notes payable - other		102,500			59,158
Notes payable - Related parties		1,339,558			1,115,617
Settlement liability		437,020			—
Accounts payable and accrued expenses		381,517			513,059
TOTAL LIABILITIES		2,260,595			1,752,959
STOCKHOLDERS’ DEFICIT
Preferred stock, Series A, $.001 Par Value, 500,000 shares authorized, 0 shares and 0 shares issued and outstanding at October 31, 2009 and October 31, 2008		—			—
Common Stock, $.001 Par Value; 150,000,000 shares authorized; 32,210,846 and 29,835,601 issued and outstanding October 31, 2009 and October 31, 2008		32,211			29,835
Additional Paid-in-Capital		3,247,338			3,186,703
Accumulated deficit		(5,416,326	)		(4,825,217	)
Total Stockholders’ Deficit		(2,136,777	)		(1,608,679	)
TOTAL LIABILITIES AND STOCKHOLDERS’ DEFICIT	$	123,818		$	144,280

FOR THE YEARS ENDED


	OCTOBER 31, 2010			OCTOBER 31, 2009
Revenues
Training revenue	$	92,808		$	—


Operating expenses
General and administrative expenses		1,022,360			542,477


Other Income (Expenses)
Gain on sale of subsidiary		683,804			—
Gain on derivative instruments		184,207			—
Impairment loss		(807,500	)		—
Interest expense		(411,789	)		(24,599	)

		(351,278	)		(24,599	)


Loss From Continuing Operations		(1,280,830	)		(567,076	)

Income (loss) From Discontinued Operations		72,197			(24,033	)

Net loss	$	(1,208,633	)	$	(591,109	)


Earnings (Loss) Per Share, Basic and Diluted
From Continuing Operations	$	(0.01	)	$	(0.02	)
From Discontinued Operations		*			*

Net loss	$	(0.01	)	$	(0.02	)


Weighted Average Common Shares Outstanding, Basic and Diluted		86,194,931			30,866,348

*	less than $(0.005)

The accompanying notes are an integral part of these consolidated financial statements.

~~NATIONAL~~NX ~~ENERGY~~GLOBAL ~~SERVICES~~ COMPANY, INC.

CONSOLIDATED STATEMENTS OF ~~OPERATIONS~~STOCKHOLDERS’ DEFICIT

FOR THE YEARS ENDED OCTOBER 31, ~~2009~~2010 AND ~~2008~~2009

	OCTOBER 31,2009			OCTOBER 31,2008
											Additional
OPERATING REVENUES
	Preferred Stock						Common Stock				Paid-in			Accumulated
Equipment sales	$	698,773		$	1,450,947
Description	Shares			Amount			Shares		Amount		Capital			Deficit			Total
Management revenue		12,693			23,403
Balance October 31, 2008		—		$	—			29,835,601	$	29,835	$	3,186,703		$	(4,825,217	)	$	(1,608,679	)
Energy management revenue		33,400			59,150
Issuance of common stock for services		—			—			525,245		526		34,985			—			35,511
Total Operating Revenues		744,866			1,533,500
Stock issued for subscription agreement		—			—			1,850,000		1,850		25,650			—			27,500
COST OF SALES		402,079			781,668
Net loss for year ended October 31, 2009		—			—			—		—		—			(591,109	)		(591,109	)
GROSS PROFIT		342,787			751,832
Balance October 31, 2009		—			—			32,210,846		32,211		3,247,338			(5,416,326	)		(2,136,777	)
OPERATING EXPENSES
Issuance of common stock for services		—			—			31,929,000		31,929		464,671			—			496,600
Selling expenses		98,899			333,019
Issuance of common stock to satisfy accrued interest		—			—			1,136,000		1,136		6,816			—			7,952
General and administrative expenses		799,806			1,104,057
Issuance of common in capital raise		—			—			1,500,000		1,500		1,833			—			3,333
Depreciation and amortization		10,592			9,363
Issuance of common stock for consulting fees paid in advance		—			—			7,771,000		7,771		100,249			—			108,020
Total Operating Expenses		909,297			1,446,439
Issuance of common stock for acquisition of subsidiary		—			—			6,000,000		6,000		174,000			—			180,000
LOSS FROM OPERATIONS		(566,510	)		(694,607	)
Acquisition of intangible assets		10,000			10			—		—		627,490			—			627,500
Interest income		—			2,639
Stock issued for conversion of debt		—			—			5,805,555		5,805		32,195			—			38,000
Interest expense		(24,599	)		(21,348	)
Settlement of notes payable to related parties		—			—			—		—		890,318			—			890,318
NET LOSS	$	(591,109	)	$	(713,316	)
Derivative liability valuation loss on note payable to related party		—			—			—		—		(368,250	)		—			(368,250	)
LOSS PER COMMON SHARE, BASIC AND DILUTED	$	(0.02	)	$	(0.02	)
Issuance of common stock for acquisition of investment		—			—			100,000,000		100,000		900,000			—			1,000,000
WEIGHTED AVERAGE COMMON SHARES OUTSTANDING, BASIC AND DILUTED		30,866,348			29,746,536
Net loss for year ended October 31, 2010		—			—			—		—		—			(1,208,633	)		(1,208,633	)
Balance October 31, 2010		10,000		$	10			186,352,401	$	186,352	$	6,076,660		$	(6,624,959	)	$	(361,937	)

The accompanying notes are an integral part of these consolidated financial statements.

~~NATIONAL~~NX ~~ENERGY SERVICES COMPANY~~GLOBAL, INC.

CONSOLIDATED ~~STATEMENT~~STATEMENTS OF ~~CHANGES~~CASH INFLOWS ~~STOCKHOLDERS’ DEFICIT~~

FOR THE YEARS ENDED ~~OCTOBER 31, 2009 AND 2008~~

	Preferred Stock			Common Stock				AdditionalPaid-inCapital		PrepaidConsulting			AccumulatedDeficit			Total
	October 31, 2010			October 31, 2009
Description	Shares		Amount	Shares		Amount
CASH FLOWS FROM OPERATING ACTIVITIES
Balance October 31, 2007	—		—	29,424,698		$	29,424	$	3,123,264	$	(150,000	)	$	(4,111,901	)	$	(1,109,213	)
Net loss	$	(1,208,633	)	$	(591,109	)
Issuance of common stock for services	—		—	121,618			122		19,478		—						19,600
Adjustments to reconcile net loss to netcash used in operating activities
Issuance of common stock for compensation	—		—	150,000			150		24,600		—						24,750
Impairment loss		807,500			—
Amortization of prepaid consulting fees	—		—	—			—		—		150,000						150,000
Depreciation		5,477			10,592
Issuance of stock for repayment of debt	—		—	139,285			139		19,361		—						19,500
Common stock issued for services		496,600			35,511
Net loss for the year ended October 31, 2008	—		—	—			—		—		—			(713,316	)		(713,316	)
Gain on sale of subsidiary		(683,804	)		—
Balance October 31, 2008	—		—	29,835,601		$	29,835	$	3,186,703	$	—		$	(4,825,217	)	$	(1,608,679	)
Gain on derivative instruments		(184,207	)		—
Issuance of common stock for services	—		—	525,245			526		34,985		—			—			35,511
Amortization of debt discount		391,475			—
Stock issued for subscription agreement	—		—	1,850,000			1,850		25,650		—			—			27,500
Changes in assets and liabilities
Net loss for year Ended October 31, 2009	—		—	—			—		—		—			(591,109	)		(591,109	)
(Increase) Decrease in accounts receivable		56,379			(24,238	)
Balance October 31, 2009	—		—	32,210,846		$	32,211	$	3,247,338	$	—		$	(5,416,326	)	$	(2,136,777	)
(Increase) Decrease in prepaid expenses and other current assets		64,149			(16,002	)
Increase (Decrease) in accounts payable and accrued expenses		188,907			242,731
Increase (Decrease) Settlement liability		2,572			—
Net cash used in operating activities		(63,585	)		(342,515	)
CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds from sale of subsidiary		10			—
Acquisition of property and equipment		—			(11,060	)
Net cash provided by (used in) investing activities		10			(11,060	)
CASH FLOWS FROM FINANCING ACTIVITIES
Repayments on note payable - bank		—			(2,378	)
Proceeds from notes payable - related parties		7,760			283,099
Repayments of notes payable - related parties		(57,000	)		(59,158	)
Proceeds from notes payable - other		105,000			102,500
Proceeds from issuance of common stock		3,333			27,500
Net cash provided by financing activities		59,093			351,563
NET DECREASE IN CASH		(4,482	)		(2,012	)
CASH-BEGINNING OF YEAR		4,724			6,736
CASH-END OF YEAR	$	242		$	4,724

The accompanying notes are an integral part of these consolidated financial statements.

~~NATIONAL~~NX ~~ENERGY SERVICES COMPANY~~GLOBAL, INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS (CONTINUED)

FOR THE YEARS ENDED ~~OCTOBER 31, 2009 AND 2008~~

	October 31,2009			October 31,2008
	October 31, 2010			October 31, 2009
CASH FLOWS FROM OPERATING ACTIVITIES
SUPPLEMENTAL DISCLOSURE OF CASH FLOWINFORMATION:
Net Loss	$	(591,109	)	$	(713,316	)
CASH PAID DURING THE PERIOD FOR:
Adjustments to reconcile net loss to net cash used in operating activities
Interest expense	$	2,267		$	18,367
Depreciation		10,592			9,363
SUPPLEMENTAL DISCLOSURE OF NONCASH INVESTING ANDFINANCING ACTIVITIES:
Common stock issued for services		35,511			19,600
Acquisition of subsidiary settled in common stock	$	180,000		$	—
Common stock issued for compensation		—			24,750
Settlement of notes payable to related parties	$	890,318		$	—
Amortization of prepaid consulting fees		—			150,000
Derivative liability and debt discount on notes payable to related parties	$	768,250		$	—
Changes in assets and liabilities
Repayment of notes payable with common stock	$	38,000		$	—
(Increase) Decrease in accounts receivable		(24,238	)		218,021
Repayment of accrued interest with common stock	$	7,952		$	—
(Increase) Decrease in prepaid expenses and other current assets		(16,002	)		5,380
Debt discount on issuance of notes payable - other	$	133,000		$	—
Increase in accounts payable and accrued expenses		242,731			18,915
Acquisition of intangible assets	$	627,500		$	—
(Decrease) in deferred revenues		—			(82,370	)
Acquisition of investments settled in common stock	$	1,000,000		$	—
Net cash used in operating activities		(342,515	)		(349,657	)
Note payable issued to satisfy accrued consulting fees	$	28,000		$	—
CASH FLOWS FROM INVESTING ACTIVITIES
Consulting fees paid in advance with common stock	$	108,020		$	—
Acquisition of property and equipment		(11,060	)		—
Net cash provided by investing activities		(11,060	)		—
CASH FLOWS FROM FINANCING ACTIVITIES
Repayments on note payable - bank		(2,378	)		(28,571	)
Principal payments on long - term debt		—			(58,412	)
Proceeds from notes receivable - other		59,158			153,525
Repayments of notes payable - other		(59,158	)		(153,525	)
Proceeds from notes payable - related party		223,941			160,809
Proceeds from note payable - other		102,500			—
Issuance of common stock		27,500			—
Net cash provided by financing activities		351,563			73,826
NET (DECREASE) IN CASH		(2,012	)		(275,831	)
CASH - BEGINNING OF YEAR		6,736			282,567
CASH - END OF YEAR	$	4,724		$	6,736

The accompanying notes are an integral part of these consolidated financial statements.

~~NATIONAL~~NX ~~ENERGY SERVICES COMPANY~~GLOBAL, INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

FOR THE YEARS ENDED OCTOBER 31, 2009 AND 2008

	October 31,2009		October 31,2008
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
CASH PAID DURING THE PERIOD FOR:
Interest expense	$	18,367	$	15,912
SUPPLEMENTAL DISCLOSURE OF NONCASH ACTIVITIES:
Common stock issued for services	$	35,511	$	19,600
Common stock issued for compensation	$	—	$	24,750
Common stock issued for repayment of debt	$	—	$	19,500

The accompanying notes are an integral part of these consolidated financial statements.

NATIONAL ENERGY SERVICES COMPANY, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEARS ENDED OCTOBER 31, ~~2009~~2010 AND ~~2008~~2009

NOTE 1 - NATURE OF BUSINESS

NX Global, Inc., formerly known as National Energy Services Company, Inc. (“~~NES~~NX Global”) was incorporated on February 17, 1998 in Nevada as Coastal Enterprises, Inc. to engage in an internet-related business. ~~The~~NX ~~Company~~Global and National Energy Services Company, Inc., an unaffiliated New Jersey corporation formed in ~~late~~ 1995 (“NESNJ”), entered into an Agreement and Plan of Share Exchange, dated ~~October~~January 19, 2001, pursuant to which the shareholders of NESNJ on ~~October~~January 19, 2001 were issued 10,000,000 shares of common stock of ~~NES~~NX Global, par value $0.001 in exchange for ~~one hundred percent (~~100%) of the issued ~~and~~ and outstanding shares of NESNJ, which became a wholly -owned subsidiary of the Company. ~~NESNJ operates the sales and service program of the Company.~~ For accounting purposes, the transaction was accounted for as a reverse acquisition. ~~under~~In September 2010, the ~~purchase method~~Company ofchanged ~~accounting.~~its name to NX Global, Inc.

~~The~~NX ~~Company~~Global istogether ~~engaged~~with inits ~~the~~subsidiaries ~~business~~(collectively ofthe ~~marketing~~“Company”), aare ~~comprehensive~~engaged ~~energy~~in ~~management~~operating ~~program~~three ~~for~~divisions ~~long-~~and ~~term~~various ~~care~~subsidiaries ~~and~~within ~~hospitality~~each ~~facilities.~~division ~~The~~either ~~program~~created ~~features~~by anthe ~~upgrade~~Company or to ~~lighting~~be ~~fixtures,~~purchased ~~improved~~for ~~heating,~~more ~~venting~~rapid ~~and air conditioning (“HVAC”) equipment, and ozone laundry support systems (“OLSS”)~~growth. The ~~facilities~~divisions ~~generally recover~~include ~~the~~Renewable ~~cost~~Energy ofProject ~~these renovations through the monthly energy savings~~Management, ~~resulting~~Renewable inEnergy noProduct ~~out-of-pocket~~Sales ~~costs~~and toGreen ~~the~~Internet ~~facility~~Technologies.

InRenewable ~~February~~Energy Project Management will initially consist of ~~2007,~~project ~~the~~management ~~Company~~and ~~began~~marketing of those services to ~~offer~~solar/thermal, bio-fuels anand ~~additional~~waste ~~service.~~to Itenergy ~~provides~~project ~~telecommunications~~owners. ~~services~~Current tovarious ~~further~~joint ~~assist~~ventures ininvestments ~~reducing~~are ~~its~~being ~~clients’~~negotiated ~~operating~~to ~~expenses.~~enable ~~The~~the Company isto ~~not~~get ~~affiliated~~into the markets with ~~any~~signed ~~one-service~~projects. ~~provider and~~These isprojects ~~able~~will toinclude ~~quote~~bio-fuel from ~~various~~algae ~~sources.~~and ~~This~~from ~~allows~~pyrolisis ~~the~~of tires, ~~Company~~pyrolisis toof ~~obtain~~municipal ~~the~~solid ~~best~~waste ~~solution~~to ~~for~~energy, ~~improving~~and ~~service~~combination ~~quality~~operations ~~for~~of ~~its~~solar/thermal ~~customer~~and animal waste pyrolisis.

The ~~Company~~Renewable ~~entered~~Energy ~~into~~Product aSales ~~agreement~~division towill ~~purchase~~market anto ~~alternative~~the ~~energy~~end ~~construction~~user ~~management~~products ~~contract~~that onreduce ~~January 21, 2010 as filed on Form 8-K on January 26, 2010. agreement required~~ the ~~officers~~ ~~and~~energy ~~directors~~cost to ~~resign~~home ~~except John O’Neill remained as a director~~ and acommercial building ~~new~~users ~~CEO,~~to ~~Secretary~~pennies ~~and~~on ~~director~~the ~~were~~dollars ~~seated.~~they ~~The~~previously ~~CEO,~~spent ~~Dr. John G Kalogeris is in search of additional directors~~ and ~~officers~~provide ~~and~~revenue ~~business~~for ~~expansion opportunities.~~the Acompany ~~complete~~through ~~business~~sale ~~plan and the determination~~ of ~~existing~~excess ~~products~~energy ~~and programs~~ to ~~be continued will be completed by~~ the ~~end of February 2010~~grid. ~~Many~~Additional ofproducts ~~the~~will ~~current~~include ~~product~~lighting ~~offerings are feasible~~ and ~~usable~~water insystems ~~the~~for ~~construction management~~commercial ~~business~~structures, assome ~~all~~that ~~are~~had ~~energy~~been marketed ~~efficient~~by ~~and therefore “green” as mandated in~~ the ~~construction~~Company’s ~~management~~former ~~offerings.~~New AJersey ~~change of voting control will take place on March 1, 2010 when all agreement and escrow terms have been completed~~subsidiary.

F9The Green Internet Technologies Service and Training Division is designed to first assist all affiliated divisions in the marketing of their products and services and will expand into green social networking products and services and training for new technology development and certification initially in the virtualization and cloud computing markets.

Except for the Internet Technologies Service and Training Division that became active in April, 2010, none of the divisions were active during the year ended October 31, 2010. The divisions were formed in February 2010, except for the Company’s wholly-owned subsidiary, Applied Concepts for Energy Corp. (“ACEC”), which was previously formed and had no operations through October 31, 2010.

On January 21, 2010, the Company acquired an agreement to manage the construction of a solar/thermal site in California (the “Agreement”). The Agreement required former management to transfer to the seller 13,000,000 of the common shares they held, the Company to issue 10,000 shares of Series B Cumulative Convertible Preferred Stock with a stated value of $400,000 and a voting preference as if the holder held 50.1% of the outstanding votes of the Company and the settlement of the related party notes payable of approximately $1.3 million with a cash payment of $57,000 and the issuance of a $400,000 convertible promissory note. The settlement of the related party notes payable resulted in an effective reduction of $890,318 in related party debt.

The Agreement also required the resignation of all officers and directors at that time and the placement of a new director and officer to operate the Company. Further requirements caused the 13,000,000 common shares and 10,000 shares of Series B Cumulative Convertible Preferred Stock to be issued in accordance with the acquisition to be placed in escrow until all sales tax debts had been paid or negotiated for payment and the payment of certain debts to prior management and a counsel to the Company. The shares in escrow were released on April 30, 2010. The Company did not declare any preferred stock dividends for the year ended October 31, 2010.

~~NATIONAL~~NX ~~ENERGY SERVICES COMPANY~~GLOBAL, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

FOR THE YEARS ENDED OCTOBER 31, ~~2009~~2010 AND ~~2008~~2009

In March 2010, the Company purchased 100% of the issued and outstanding stock of Nube, Inc. (“Nube”), formerly known as Global Green Resources, Inc. (“GGR”) for 6,000,000 restricted common shares with a stock value of $180,000. Nube’s assets consisted of its training software and contract and it had no liabilities. Nube provides training programs for green technologies such as cloud computing and data virtualization. Nube had no revenues until April 2010, at which time it started to recognize revenues from providing training activities. In November 2010, Global Green Resources, Inc. changed its name to Nube, Inc.

These consolidated financial statements reflect the sale of the Company’s New Jersey subsidiary (see Note 11 – Discontinued Operations and Sale of Subsidiary).

Going Concern

The Company incurred net losses from continuing operations for the years ended October 31, 2010 and 2009 and has working capital deficiencies and accumulated deficits as of October 31, 2010 and 2009. The Company also had negative cash flows from operations for the years ended October 31, 2010 and 2009. There is no guarantee the Company will be able to continue to generate enough revenue and/or raise capital to support its operations. These conditions raise substantial doubt about the Company’s ability to continue as a going concern.

The consolidated financial statements have been prepared on a basis which contemplates the realization of assets and the satisfaction of liabilities and commitments in the normal course of business. The Company’s ability to continue as a going concern is dependent upon its ability to execute management’s plans to be profitable, generate positive cash flows from operations and to raise additional capital through the issuance of debt and/or equity securities. Although management continues to pursue these plans and believes it will be successful, there is no assurance that the Company will be successful in generating such profitable operations or obtaining financing on terms acceptable to the Company.

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

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Principles of Consolidation

The consolidated financial statements include the accounts of the Company and its wholly -owned ~~subsidiary~~subsidiaries, Nube and ACEC. All significant inter-company accounts and transactions have been eliminated in consolidation.

Use of Estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) 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 consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

Going Concern

As shown in the accompanying consolidated financial statements, the Company incurred substantial net losses for the years ended October 31, 2009 and 2008 and has sustained large accumulated deficits as well as negative cash flows from operations that raise substantial doubt about the Company’s ability to continue as a going concern.

The Company’s future success is dependent upon its ability to achieve profitable operations and management states that they are confident that they can improve operations and raise the appropriate funds needed through the advancements in energy conservation over the past year. There is no guarantee whether the Company will be able to generate enough revenue and/or raise capital to support those operations

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

Revenue Recognition

The Company receives revenues according to agreements with its customers. Revenue is recognized when ~~products are shipped or~~ services are rendered, evidence of a contract exists, the price is fixed or reasonably determinable, and collectability is reasonably assured.

~~F10~~F9

~~NATIONAL~~NX ~~ENERGY SERVICES COMPANY~~GLOBAL, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

~~FOR THE YEARS ENDED~~ OCTOBER 31, ~~2009~~2010 AND ~~2008~~2009

~~NOTE~~Accounts 2Receivable ~~- SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)~~

Accounts receivable are stated at the amount management expects to collect. When needed, an allowance for doubtful accounts is recorded based on information on the collectability of specific accounts. Accounts are considered past due or delinquent based on contractual terms, how recently payments have been received and management’s judgment of collectability. The Company presently has written off all accounts receivable that are more than twelve months old and others that were not expected to be collected. At October 31, 2010, no allowance had been established.

Cash and Cash Equivalents

Cash balances in banks are insured by the Federal Deposit Insurance Corporation subject to certain limitations. For purposes of the statement of cash flows, the Company considers all highly liquid investments with a maturity of three months or less when purchased to be cash equivalents.

Investments

The Company reviews investments for impairment annually, or more frequently if impairment indicators arise, and the investments are written off when impaired. Impairment, if any, would be determined based on an implied fair value model for determining the carrying value of the investments. The impairment test is a two-step process. The first step requires comparing the fair value of each reporting unit to its net book value. The Company uses management estimates of future cash flows to perform the first step of the investments’ impairment test.

Property and Equipment

All property and equipment are recorded at cost and depreciated over their estimated useful lives, generally three, five or seven years, using the straight-line method. Upon sale or retirement, the costs and related accumulated depreciation are eliminated from their respective accounts, and the resulting gain or loss is included in the results of operations. Repairs and maintenance charges, which do not increase the useful lives of the assets, are charged to operations as incurred.

Intangible Assets

On October 31, 2010, the Company recognized an impairment loss of $807,500 due to (1) the impairment of the construction management contract in the amount of $627,500 since the owner of the project was not able to obtain financing and (2) the impairment of training software and contract in the aggregate amount of $180,000 due to uncertainty of when, if at all, the Company will be able to recognize revenues from the intangibles.

F10

NX GLOBAL, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

OCTOBER 31, 2010 AND 2009

Business Combinations

The Company accounts for business combinations in accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 805, “Business Combinations” (“Topic 805”). Topic 805 establishes principles and requirements for how the acquirer of a business recognizes and measures in its financial statements the identifiable assets acquired, the liabilities assumed, and any non-controlling interest in the acquiree. Topic 805 also provides guidance for recognizing and measuring the goodwill acquired in the business combination and determines what information to disclose to enable users of the financial statements to evaluate the nature and financial effects of the business combination.

Earnings (Loss) Per Common Share

Earnings (loss) per common share is computed using the weighted average number of common shares outstanding. Diluted earnings per share includes additional dilution from common stock equivalents, such as stock issuable pursuant to the exercise of stock options and warrants and conversion of convertible debt and preferred stock. Common stock equivalents are not included in the computation of diluted earnings per share when the Company reports a loss because to do so would be anti-dilutive for the periods presented.

The following table shows the approximate number of common stock equivalents outstanding at October 31, 2010 and 2009 that could potentially dilute basic income per share, but were not included in the calculation of diluted loss per share because their inclusion would have been anti-dilutive.


	Outstanding at October 31,
	2010		2009
Warrants		1,000,000		1,000,000
Preferred stock – Series B		44,444,444		0
Convertible notes – other		29,653,336		0
Convertible note – related party		100,042,105		0

Total		175,139,885		1,000,000

Fair Value of Financial Instruments

The Company’s financial instruments are comprised of current assets, current liabilities and investments. The carrying amounts reported in the consolidated balance sheets for current assets and current liabilities approximate fair value due to their short term nature. The carrying amounts reported in the consolidated balance sheets for investments approximate fair value since the investments were acquired on October 29, 2010.

Derivative Instruments

The Company has outstanding convertible debt instruments that contain derivative features. The Company accounts for these derivatives in accordance with FASB ASC 815, “Accounting for Derivative Instruments and Hedging Activities,” including “Accounting for Derivative Financial Instruments Indexed to, and Potentially Settled in, a Company’s Own Stock.” In accordance with the provisions of ASC 815, the embedded derivatives are required to be bifurcated from the debt instrument and recorded as a liability at fair value on the balance sheet. Changes in the fair value of the derivatives are recorded at each reporting period and recorded in gain on derivative instruments, a separate component of other income (expenses).

Income Taxes

Loss Per Share of Common Stock

Historical net loss per common share is computed using the weighted average number of common shares outstanding. Diluted earnings per share (EPS) include additional dilution from common stock equivalents, such as stock issuable pursuant to the exercise of stock options and warrants. Common stock equivalents are not included in the computation of diluted earnings per share when the Company reports a loss because to do so would be anti-dilutive for the periods presented.

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

	October 31,2009			October 31,2008
Net Loss	$	(591,109	)	$	(713,316	)
Weighted-average common shares outstanding (Basic)		30,866,348			29,746,536
Weighted-average common stock equivalents:
Stock options and warrants		—			—
Weighted-average common shares outstanding (Diluted)		30,866,348			29,746,536

F11

~~NATIONAL~~NX ~~ENERGY SERVICES COMPANY~~GLOBAL, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

~~FOR THE YEARS ENDED~~ OCTOBER 31, ~~2009~~2010 AND ~~2008~~2009

~~NOTE~~Reclassifications ~~2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)~~

~~Options~~Certain ~~and~~prior ~~warrants~~year ~~outstanding~~amounts ~~to purchase stock were not included in the computation of diluted EPS in 2009 and 2008 because inclusion would~~ have been ~~anti-dilutive.~~reclassified ~~There~~to ~~were~~conform ~~1,000,000~~to ~~options~~the ~~and~~current ~~warrants~~year ~~available at October 31, 2009 and 2008~~presentation.

Fair Value of Financial Instruments

The carrying amount reported in the consolidated balance sheets for cash, accounts receivable, notes receivable, accounts payable, accrued expenses and notes payable approximate fair value because of the immediate or short-term maturity of these financial instruments.

Advertising

Costs of advertising and marketing are expensed as incurred. Advertising and marketing costs were $1,667 and $15,371 for the years ended October 31, 2009 and 2008, respectively.

Reclassification

Certain reclassifications were made to the October 31, 2008 consolidated financial statements to conform with the 2009 presentation. These had no effect on net loss or cash flow for the year ended October 31, 2008.

Subsequent Events

The Company evaluates Subsequent Events through the time of the filing of this Form 10-K on February 16, 2010. The Company is not aware of any other significant events that would have a material impact on our consolidated financial statements. See NOTE - 12 below.

Recent Accounting Pronouncements

OnIn ~~May 28,~~July ~~2009~~2010, the FASB issued ~~ASC~~ ~~855,~~a ~~“Subsequent~~second ~~Events.”~~exposure ~~The~~draft ~~objective~~proposing ofexpanded ~~this~~disclosures ~~statement~~regarding isloss tocontingencies. ~~establish~~This ~~general~~proposal ~~standards~~increases ofthe ~~accounting~~number ~~for disclosure~~ of ~~events~~loss ~~that~~contingencies ~~occur~~subject ~~after~~to ~~the~~disclosure ~~balance~~and requires ~~sheet~~substantial ~~date~~quantitative ~~but~~information ~~before financial statements are issued or available~~ to be ~~issued.~~provided ~~ASC~~about ~~855~~those isloss ~~not~~contingencies. ~~expected~~The toproposal will have ano ~~material~~ impact on ~~the~~our ~~financial~~accounting ~~reporting~~for ofloss ~~the Company~~contingencies.

In ~~June~~January ~~2009~~2010, the ~~Financial~~ FASB issued Accounting Standards ~~Board~~Update (“~~FASB~~ASU”) ~~issued Statement of Financial Accounting Standards~~ No. ~~168~~ 2010-06, ~~The~~“Improving ~~FASB~~Disclosures ~~Accounting~~about ~~Standards~~Fair ~~Codification~~Value Measurements” (the “~~ASC~~Update”). ~~105~~The ~~(formerly~~Update provides ~~Statement~~amendments ofto ~~Financial~~FASB ~~Accounting~~ASC ~~Standards~~820-10 ~~No. 168) will~~that ~~become~~require ~~the~~entities ~~single~~to ~~source~~disclose ofseparately ~~authoritative~~the ~~nongovernmental~~amounts ~~U.S.~~of ~~generally~~significant ~~accepted~~transfers ~~account~~in ~~principals~~and ~~(“GAAP”),~~out ~~superseding~~of ~~existing~~Level ~~FASB,~~1 ~~America~~and ~~Institute~~Level of2 ~~Certified~~fair ~~Public~~value ~~Accountants~~measurements ~~(“AICPA”),~~and ~~Emerging~~describe ~~Issues~~the ~~Task Force~~reasons ~~(“EITF”),~~for ~~and~~the ~~related accounting literature~~transfers. ~~ASC 105~~In ~~reorganizes~~addition the ~~thousands~~Update requires ofentities ~~GAAP~~to ~~pronouncements~~present ~~into~~separately ~~roughly~~information 90about ~~accounting~~purchases, ~~topics~~sales, issuances, and ~~displays~~settlements ~~them~~in ~~using~~the areconciliation ~~consistent~~for ~~structure.~~fair ~~Also~~value ~~included~~measurements isusing ~~relevant~~significant ~~Securities~~unobservable ~~and Exchange~~inputs ~~Commission~~(Level ~~guidance~~3). ~~organized~~The ~~using~~disclosures ~~the~~related ~~same~~to ~~topical~~Level ~~structure~~1 inand ~~separate~~Level ~~sections.~~2 fair ~~ASC 105~~value ~~will~~measurements beare effective for ~~financial~~us ~~statements~~in ~~issued~~2010 ~~for~~and ~~reporting~~the ~~periods~~disclosures ~~that~~related ~~end~~to ~~after~~Level ~~September 15,~~3 ~~2009.~~fair ~~All~~value ~~future~~measurements ~~referenced~~are ~~to authoritative~~effective ~~accounting~~for ~~literature~~us in ~~our~~2011. ~~financial~~The ~~statements~~Update ~~issued~~requires ~~for~~new ~~reporting~~disclosures ~~periods~~only, ~~that~~and ~~end~~has ~~after~~no ~~September 15,~~impact ~~2009~~on ~~will~~our beconsolidated ~~referenced~~financial inposition, results ~~accordance~~of tooperations, ~~ASC 105~~or cash flow.

NOTE 3 - PROPERTY AND EQUIPMENT

Property and Equipment consist of the following at October 31, 2010 and 2009:


	2010			2009
Office equipment	$	—		$	67,982
Furniture and fixtures		2,107			2,107
Leasehold improvements		—			2,900

		2,107			72,989
Accumulated Depreciation		(2,107	)		(54,834	)

Total	$	—		$	18,155

Depreciation expense was $5,477 and $10,592 for the years ended October 31, 2010 and 2009, which relates to the discontinued operations.

NOTE 4 - INVESTMENTS

As of October 31, 2010, investments consist of $500,000 of Preferred Series A Stock of ProTek Capital, Inc. (“ProTek”) and 4.95% of the intellectual property held by Propalms Ltd. also valued at $500,000, which were recorded at cost.

On September 2, 2010, the Company purchased Propalms International Ltd., a Nevada corporation, which was formed on August 24, 2010, (“Propalms International”) pursuant to a stock purchase agreement, dated August 31, 2010 (“Stock Purchase Agreement”), for 250,000,000 restricted common shares. Propalms International had no revenues and no liabilities and its asset consisted solely of an intangible asset, a worldwide marketing and sales agreement between Propalms Ltd, a UK corporation and Propalms International as of September 2, 2010. The Company and Propalms International agreed to a purchase price of $2.5 million, which is allocated entirely to Propalms International’s intangible asset.

F12

~~NATIONAL~~NX ~~ENERGY SERVICES COMPANY~~GLOBAL, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

~~FOR THE YEARS ENDED~~ OCTOBER 31, ~~2009~~2010 AND ~~2008~~2009

~~NOTE~~In 3-completion ~~PROPERTY~~of ~~AND~~the ~~EQUIPMENT~~closing of the Stock Purchase Agreement, the Company increased its authorized common stock to 950,000,000 shares from 150,000,000 shares after approval by a stockholder with a majority voting interest (50.1%) and issued 250,000,000 common shares as required.

~~Property~~On October 29, 2010, the Company terminated the Stock Purchase Agreement by mutual consent of all parties and ~~Equipment~~returned ~~consist~~the parties to their original condition, except for the distribution of 100,000,000 shares of the ~~following~~Company’s common stock that was delivered to ProTek and will not be returned. In exchange for those shares, the Company received 500,000 shares of Preferred Series A Stock of ProTek at ~~October 31~~$1.00 per share for 50,000,000 ~~2009~~shares of the Company’s common stock and ~~2008:~~4.95% of the intellectual property of Propalms Ltd. for 50,000,000 shares of the Company’s common stock also valued at $500,000.

	2009			2008
Office equipment	$	67,982		$	56,922
Furniture and fixtures		2,107			2,107
Leasehold improvements		2,900			2,900
		72,989			61,929
Accumulated Depreciation		(54,834	)		(44,242	)
Total	$	18,155		$	17,687

In February 2011, the Board of Directors of the Company agreed to rescind the investment agreement with ProTek. Pursuant to the rescission, ProTek returned the 50,000,000 common shares to the Company and the Company returned the 500,000 shares of Preferred Series A Stock to ProTek.

~~Depreciation expense was $10,592 and $9,363 for the years ended October~~NOTE ~~31,~~5 ~~2009~~- ~~and~~NOTES ~~2008.~~ PAYABLE-OTHER

~~NOTE~~The 4-Company ~~FAIR~~received ~~VALUE~~the proceeds ~~MEASUREMENTS~~of two notes totaling $102,500 during the year ended October 31, 2009. In April 2010, one of the notes with a value of $22,500 was satisfied through the issuance of 1.5 million shares of the Company’s common stock. The remaining note has no stated terms and is due on demand.

OnProceeds ~~January 1,~~from ~~2008~~three additional notes totaling $105,000 have been received during the ~~Company~~year ~~adopted~~ended ~~ASC~~October 31, ~~820~~2010. ~~which~~The ~~defines~~notes ~~fair~~bear ~~value~~interest ~~measurement~~at ~~guidelines~~8% per annum and ~~the~~are ~~Company~~convertible ~~believes~~into ~~its~~shares ~~application~~of ~~provides~~common stock at a ~~consistent~~variable ~~framework~~conversion ~~for~~price ~~measuring~~as ~~fair~~defined ~~value~~in ~~under Generally~~the ~~Accepted~~agreements. ~~Accounting~~The ~~Principles~~$50,000 note bore interest at 8% per annum and ~~expands~~matured ~~fair~~on ~~value~~October 25, ~~financial~~2010 ~~statement~~(the ~~disclosure~~“$50,000 ~~requirements.~~Note”), ~~ASC~~the ~~820’s~~$40,000 ~~valuation~~note ~~techniques~~bore ~~are~~interest ~~based~~at on8% per ~~observable~~annum and ~~unobservable~~matured ~~inputs.~~on ~~Observable~~December 22, ~~inputs~~2010 ~~reflect~~(the ~~readily~~“$40,000 ~~obtainable~~Note”) ~~data~~and ~~from independent~~the ~~sources~~$15,000 ~~while~~note ~~unobservable~~bore ~~inputs~~interest ~~reflect~~at 9% per ~~our~~annum ~~market~~and ~~assumptions.~~matured ~~ASC~~on ~~820~~March 1, ~~classifies~~2011 ~~these~~(the ~~inputs~~“$15,000 ~~into~~Note”). Pursuant to the ~~following~~agreements, ~~hierarchy:~~both the $50,000 Note and $40,000 Note bear interest at 22% per annum if not satisfied at maturity.

~~Level~~During 1the ~~Inputs-~~year ~~Quoted~~ended ~~prices~~October 31, ~~for~~2010, ~~identical~~the ~~instruments~~Company inconverted ~~active~~$15,500 ~~markets.~~of ~~Level~~the 2$50,000 ~~Inputs-~~Note ~~Quoted~~into ~~prices~~4,305,555 ~~for~~shares ~~similar~~of ~~instruments~~the inCompany’s common ~~active~~stock ~~markets;~~and ~~quoted~~during ~~prices~~November ~~for~~2010 ~~identical~~and orDecember ~~similar~~2010, ~~instruments~~the ~~in markets~~Company ~~that~~converted ~~are~~the ~~not~~remaining ~~active;~~$34,500 principal of the $50,000 Note and ~~model-derived~~related ~~valuations~~accrued ~~whose~~interest ~~inputs~~of ~~are~~$2,000 ~~observable~~into or24,365,080 ~~whose~~shares ~~significant~~of ~~value~~the ~~drivers~~Company’s ~~are~~common ~~observable~~stock. ~~Level~~During 3December ~~Inputs-~~2010 and ~~Instruments~~January ~~with~~2011, ~~primarily~~the ~~unobservable~~Company ~~value~~converted ~~drivers~~the principal of the $40,000 Note and related accrued interest of $1,600 into 35,787,878 shares of the Company’s common stock.

During the year ended October 31, 2010, the Company issued a $28,000, non-interest bearing note to settle accrued consulting fees (the “$28,000 Note”). The $28,000 Note matured on November 5, 2010 and is currently in default. As of maturity, the $28,000 Note bears interest at 5% per annum. On January 24, 2011, the Company converted $12,500 of the $28,000 Note into 12,500,000 shares of the Company’s common stock.

F13

~~NATIONAL~~NX ~~ENERGY SERVICES COMPANY~~GLOBAL, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

~~FOR THE YEARS ENDED~~ OCTOBER 31, ~~2009~~2010 AND ~~2008~~2009

~~NOTE~~Interest 4-expense ~~FAIR~~was ~~VALUE~~$13,711 ~~MEASUREMENTS~~and $ 0 for the years ended October 31, 2010 and 2009. ~~(continued)~~Notes payable – other consist of the following at:

The following table represents the fair value hierarchy for those financial assets and liabilities measured at fair value on a recurring basis as of October 31, 2009.


	October 31, 2010			October 31, 2009
Cost	$	213,000		$	102,500
Less: Repayment		(15,500	)		—
Less: Debt discount		(133,000	)		—
Add: Amortization of debt discount		114,783			—

Total	$	179,283		$	102,500

	Level 1		Level 2		Level 3
Assets
Notes Receivable	$	0	$	0	$	0
Total Assets	$	0	$	0	$	0
Liabilities
Notes Payable	$	0	$	102,500	$	0
Notes Payable Related Parties		0		1,339,558		0
Long Term Debt		0		0		0
Total Liabilities	$	0	$	1,442,058	$	0

Debt discount is amortized over the terms of the notes payable.

NOTE 6 - NOTES PAYABLE - RELATED PARTIES

Charter Management, LLC (“Charter”) funded the operations of the Company with a credit facility. The balance payable to Charter before the reduction described below was $1,347,318. With the execution of the Agreement entered into on January 21, 2010, the debt was extinguished after two principal payments totaling $57,000 and the issuance of a new convertible promissory note to the former CEO of the Company and owner of Charter, for $400,000. As a result of the extinguishment, the debt was reduced by $890,318, which was reflected as a reduction on the consolidated balance sheet to additional paid-in capital since it was a debt reduction from a related party. Charter was related to the Company through common ownership, but as of May 5, 2010, these parties are no longer affiliates of the Company due to the Agreement.

The convertible promissory note is non-interest bearing until maturity and is convertible into shares of the Company’s common stock at a variable conversion price as defined in the agreement. The note matured on January 21, 2011 and is currently in default. Pursuant to agreement, the note bears interest at 10% per annum if not satisfied at maturity. Notes payable – related parties consist of the following at:


	October 31 2010			October 31, 2009
Cost	$	400,000		$	1,339,558
Less: Debt discount		(400,000	)		—
Add: Amortization of debt discount		276,692			—

Total	$	276,692		$	1,339,558

Debt discount is amortized over the term of the note payable.

NOTE 7 - DERIVATIVE LIABILITIES

In accordance with FASB ASC 815-10 “Accounting for Derivative Instruments and Hedging Activities” and FASB ASC 815-40 “Accounting for Derivative Financial Instruments Indexed to, and Potentially Settled In a Company’s Own Stock,” the conversion features associated with the convertible promissory notes – other (see Note 5) and convertible promissory note – related party (see Note 6) represent derivatives. As such, the Company has recognized the amount of $1,101,171 as derivative liabilities at the time of issuance of the debt instruments, which are measured at their aggregate estimated fair value of $717,043, based on Level 2 inputs, at October 31, 2010.

F14

~~NATIONAL~~NX ~~ENERGY SERVICES COMPANY~~GLOBAL, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

OCTOBER 31, ~~2009~~2010 AND ~~2008~~2009

~~NOTE~~The 5estimated fair value of the derivative liabilities have been calculated based on a Black-Scholes ~~DEBT~~ option pricing model using the following assumptions at October 31, 2010:

The Company had a $200,000 note, which carried an interest rate of the issuing bank’s prime rate plus 1% (6.00% at October 31, 2008). The loan was originally a line of credit when acquired in February 2004, and converted into a 4-year loan. As of October 31, 2008 the balance was $2,377 which was classified as current. The loan was secured by substantially all corporate assets and a shareholder/officer guarantee. The loan was repaid in 2009.


Fair market value of stock		$0.0076
Exercise price		$0.0033 to $0.0045
Dividend yield		0.00%
Risk free interest rate		0.12% to 0.14%
Expected volatility		52% to 427%
Expected life		0.01 to 0.33 years

~~Debt~~NOTE ~~also~~8 ~~consists of residual liabilities arising from the Company’s now~~-~~terminated~~ ~~financing~~SETTLEMENT ~~arrangements with PPL Spectrum, Inc. (“PPL”). In prior fiscal years, PPL provided financing to~~PAYABLE ~~the~~ Company’s clients in connection with the Company’s Energy Gatekeeper Program. Under its arrangement with PPL, the Company executed notes payable to PPL for the amount of the financing, and took notes receivable from the client in like amount.

~~Effective~~On ~~March~~August 14, ~~2005~~2009, ~~the~~PPL ~~Company~~Spectrum ~~entered~~Inc. ~~into~~(“PPL”) anfiled ~~agreement~~a ~~with~~complaint ~~PPL in~~ which ~~the~~alleged ~~Company assigned~~ the ~~client notes to PPL, and PPL released the~~ Company ~~from~~failed ~~liability under its notes~~ to make ~~PPL.~~payments ~~That~~due ~~transaction reduced the Company’s assets by $3,062,257, the amount of the notes assigned~~ to PPL, and ~~reduced~~demanded ~~the~~damages ~~Company’s~~in ~~liabilities by~~ the ~~same~~ amount, ~~representing~~of ~~the Company’s obligation on the note released by PPL. At the same time, however, the Company contracted to pay~~ $1435,~~400~~745. ~~per~~NESNJ ~~month~~received ~~toward~~ a ~~reserve~~judgment ~~for~~in ~~any~~favor ~~bad~~of ~~debts among the notes it assigned to~~ PPL. ~~The Company has recorded the present value of that obligation~~ on ~~its~~October 14, ~~balance sheet as a debt~~2009.

~~Additionally,~~This ~~the~~judgment ~~Company~~is ~~has~~against ~~also~~NESNJ, ~~contracted to fund~~ a ~~contingent~~ ~~liability~~New toJersey ~~reimburse~~corporation ~~PPL~~that ~~for~~was ~~bad~~a ~~debts~~wholly-owned ofsubsidiary ~~certain~~until ~~customers~~its ~~should~~sale ~~the customer file for protection~~ in ~~bankruptcy~~March 2010. The ~~agreement~~settlement liability was ~~consummated~~assumed inby ~~June~~the ~~2005,~~buyer ~~and~~as part of the ~~Company~~sale ~~became~~of ~~obligated~~the subsidiary toand ~~fund~~is ~~$140,709~~included ~~over~~in athe ~~ten~~gain ~~(10) year period.~~on ~~This~~sale ~~obligation~~of ~~carries~~subsidiary anduring ~~imputed~~the ~~interest~~year ~~rate~~ended ofOctober 31, 6%2010.

~~During~~NOTE ~~its~~9 ~~2004~~– ~~fiscal year, the Company entered into a~~INCOME ~~settlement~~TAXES agreement with PPL with respect to certain aged obligations from the Company to PPL. The payables were consolidated into a three-year promissory note in the amount of $314,047 bearing interest at 18% per annum. Effective March 1, 2005, this note was renegotiated to lower the interest rate to 8%. The balance due on the note at March 1, 2005 was $219,473 payable over seven years.

OnThe ~~August 4,~~components ~~2009~~of ~~PPL Spectrum Inc. commenced a legal action against~~ the ~~Company~~net ~~entitled~~deferred ~~“PPL~~tax ~~Spectrum,~~asset ~~Inc.~~are ~~and~~as ~~PPL~~follows: ~~Energy Services Holdings, LLC. v. National Energy Services Company, Inc.” the action in Common pleas Court in the County of Lehigh, State of Pennsylvania (Civil Action No. 2009-C-4006.~~


For the Years Ended October 31,	2010			2009
Net operating loss carry forwards	$	1,907,000		$	1,673,000
Impairment of intangibles		323,000			—

Total Deferred Tax Assets		2,230,000			1,673,000
Valuation allowance		(2,230,000	)		(1,673,000	)

Net Deferred Tax Assets	$	—		$	—

The valuation allowance increased approximately $557,000, and $81,000 during the years ended December 31, 2010 and 2009, respectively.

The Company has net operating loss carry forwards totaling approximately $4,768,000 at October 31, 2010 that will expire, if unused, in various years beginning 2022 through 2030. There are limits on the Company’s ability to use its current net operating loss carry forwards, potentially increasing its future tax liability. The execution of the Agreement (see Note 1) will limit the amount usable in any year of the Company’s net operating losses due to the change in control of the Company within the meaning of the tax laws.

There was no provision for or benefit from income taxes from continuing operations during any period presented. The following is a reconciliation of the federal statutory tax rate to the effective tax rate:


*For the Years Ended October 31,*	2010			2009
Federal statutory tax rate		34.0	%		34.0	%
State income taxes, net		6.0			6.0
Permanent items		6.1			(26.3	)
Change in valuation allowance		(46.1	)		(13.7	)

Effective tax rate		0.0	%		0.0	%

F15

~~NATIONAL~~NX ~~ENERGY SERVICES COMPANY~~GLOBAL, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

OCTOBER 31, ~~2009~~2010 AND ~~2008~~2009

~~NOTE~~The 5Company -files ~~DEBT~~tax ~~(continued)~~returns in the U.S. federal jurisdiction and in various states. All federal and state tax filings for the Company as of October 31, 2009 have been filed. The Company is subject to U.S. federal and state income tax examinations by tax authorities for years after 2006. As of October 31, 2010, the Company does not have any uncertain tax positions. As a result, there are no unrecognized tax benefits as of October 31, 2010. If the Company was to incur any interest and penalties in connection with income tax deficiencies, the Company would classify interest in the “interest expense” category and classify penalties in the “noninterest expense” category within the consolidated statements of operations.

~~The~~NOTE ~~complaint~~10 ~~alleges~~- ~~that~~STOCKHOLDERS’ ~~National Energy~~DEFICIT Services has failed to make payments due to PPL Spectrum, and demands damages in the amount of $435,745. National Energy Services, Inc. received a judgment in favor of PPL Spectrum on October 14, 2009. The Company accrued $1,275 interest from October 14, 2009 to October 31, 2009 in accordance with the terms of the judgment, bringing the liability to $437,020,

~~NOTE 6~~During -the ~~RELATED~~year ~~PARTY~~ended ~~TRANSACTIONS~~October 31, 2010, the following transactions occurred:

~~Notes~~On ~~Payable~~March 12, 2010, the Company issued 5,000,000 shares of common stock, with a fair market value of $175,000 to an investor relations company for consulting services.

~~Charter~~On ~~Management~~March 18, ~~LLC~~2010, ~~has funded~~ the ~~operations of the~~ Company. ~~Charter~~issued is7,900,000 ~~related~~shares toof ~~the~~common ~~Company~~stock ~~through~~with ~~common~~a ~~ownership.~~fair ~~The~~market ~~balance~~value of ~~the~~ ~~payable to Charter is~~ $1118,~~339,558~~500 ~~and~~for ~~$1,115,617~~consulting ~~as of October 31, 2009 and 2008, respectively~~services.

InOn ~~addition~~April 6, ~~Charter Management~~2010, ~~LLC has provided financing for~~ the Company’s ~~various~~issued customers. The Company records the various receivables from the customers and a corresponding payable to the related party and acted as an agent for collection and payment for/to the related party. Initially2,500,000 ~~the~~shares ~~Company had consulted FIN 45 for clarification as to the proper recording and inclusion~~ of ~~these~~common ~~amounts~~stock ~~in the financial statements. However, the Company had signed separate financing agreements~~ with ~~the~~a ~~related party,~~fair ~~thereby~~market ~~negating~~value ~~the exception for exclusion~~ of ~~the amounts. These notes receivable/payable range from between 4 and 5 years with an interest rate between 8% and 9%. The outstanding balance at October 31~~$50,000 ~~2009~~for ~~and 2008 is $0 and $59,158.~~consulting services.

~~NOTE~~On 7April 15, -2010, ~~STOCKHOLDERS’~~the ~~DEFICIT~~Company issued 6,000,000 shares of common stock for the purchase of Nube, formerly known as GGR with a fair market value of $180,000.

~~During~~On April 26, 2010, the ~~year~~Company ~~ending~~issued ~~October 31~~3,500,000 ~~2009~~shares of common stock with a fair market value of $42,500 of which $22,500 (1,500,000 shares) was for debt conversion and the ~~following~~remaining ~~transactions~~$20,000 ~~occurred:~~(2,000,000 shares) for consulting services.

On ~~January~~August 930, ~~2009~~2010, the Company issued ~~425~~3,~~245~~500,000 shares, of common stock with a fair market value of $3035,~~511~~000 ~~to an investor relation agent~~ for ~~services~~consulting ~~performed~~services.

On ~~February~~September 188, ~~2009~~2010, the Company issued ~~100~~10,800,000 shares, of common stock for consulting services with a fair market value of $5150,~~000 paid for services~~120.

On ~~March~~September 118, ~~2009~~2010, the Company issued ~~350~~1,500,000 shares ~~for~~of ~~$17,500~~common instock for cash inproceeds ~~four~~of ~~separate subscription agreements~~$3,333.

On ~~July~~September 293, ~~2009~~2010, the Company ~~issued~~increased its authorized common stock to 950,000,000 shares from 150,000,000 shares after approval by a stockholder with a majority voting interest (50.1%) and on September 8,~~500~~ 2010, the Company issued 250,000,000 shares of common stock for ~~$10~~an acquisition of a subsidiary. On October 30, 2010, the acquisition was rescinded and 150,000,000 inof ~~cash~~these inshares were returned and the remainder used for the purchase of a ~~subscription~~4.95% ~~agreement~~investment in intellectual property and 500,000 of ProTek Series A, preferred shares at $1.00 per share for an aggregate fair value of $1,000,000 (see Note 4).

In October 2010, the Company issued 4,305,555 shares of common stock with a fair market value of $15,500 for debt conversion (see Note 5).

On October 27, 2010, the Company issued 1,136,000 shares for the payment of interest with a fair market value of 7,952 (see Note 5).

On October 27, 2010, the Company issued 8,000,000 shares of common stock with a fair market value of $56,000, of which $14,000 was for consulting services and $42,000 was for director compensation.

F16

~~NATIONAL~~NX ~~ENERGY SERVICES COMPANY~~GLOBAL, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

OCTOBER 31, ~~2009~~2010 AND ~~2008~~2009

~~NOTE~~During 7the -year ~~STOCKHOLDERS’~~ending ~~(DEFICIT)~~October 31, ~~(cont.)~~2009, the following transactions occurred:

~~During~~On January 9, 2009 the ~~year ending~~Company ~~October 31~~issued 425,245 ~~2008~~shares, ~~the~~with ~~following~~a ~~transactions~~fair ~~occurred:~~market value of $30,511, to an investor relation agent for services performed.

On ~~November~~February 218, ~~2007 and January 17~~2009, ~~2008~~ the Company issued 75100,000 ~~and 75,000~~ shares, with a fair market value of $~~.19 and $.14 respectively per share~~5,000, tofor ~~an employee as part of an employment agreement~~services. ~~The total fair market value is $24,750.~~

On ~~January~~March 1711, ~~2008~~2009, the Company issued 15350,000 shares, ~~with~~for ~~a fair market value of~~ $217,~~100,~~500 toin ancash ~~investor~~in ~~relation~~four ~~agent for services to~~separate besubscription ~~performed over one year~~agreements.

On ~~January~~July 1729, ~~2008~~2009, the Company issued ~~139~~1,~~285~~500,000 shares offor ~~common stock~~$10,000 ~~with~~in acash ~~fair~~in ~~market value~~a ~~of $~~subscription agreement.14 ~~per share to repay the related part debt of $19,500.~~

OnWarrants: ~~February 4, 2008 the Company issued 44,118 shares, with a fair market value of $7,500, to an investor relation agent for services performed in January 2008.~~

OnAs ~~April~~of October 1031, 2010, 2009 and 2008, the Company ~~issued~~has 621,~~500 shares~~000,000 million ~~with~~warrants outstanding at a ~~fair~~weighted ~~market~~average ~~value~~exercise price of $~~10,000,~~0.96. toThe anremaining ~~investor~~contractual ~~relation~~life ~~agent~~of ~~for~~the ~~services~~warrants ~~performed~~was 1.7 inyears ~~February~~at ~~2008~~October 31, 2010.

~~NOTE~~Stock 8Compensation -Plans: ~~COMMITMENTS~~

~~Leases~~On January 11, 2011, Company’s Board of Directors approved the 2011 Consultant Stock Compensation Plan (the “2011 Plan”). Under the terms of the 2011 Plan, the Company reserved 20,000,000 shares of common stock to be issued during the 2011 Plan’s one-year ~~Office~~term. Professionals and consultants who provide services to the Company are eligible to participate in the 2011 Plan.

~~The~~On ~~Company~~March 30, ~~currently~~2010, ~~leases~~Company’s ~~its~~Board ~~New~~of ~~Jersey~~Directors ~~office~~approved ~~space~~the on2010 Professional/Consultant aStock ~~month~~Compensation toPlan ~~month~~(the ~~lease~~“2010 Plan”). Under ~~Payments~~the ~~under~~terms ~~this~~of ~~lease~~the ~~were~~2010 ~~$24~~Plan,~~000~~ ~~and~~the ~~$23~~Company reserved 10,~~342~~000,000 ~~for~~shares of common stock to be issued during the 2010 Plan’s one-year term. Professionals and consultants who provide services to the ~~years~~Company ~~ended~~are eligible to participate in the 2010 Plan. At October 31, ~~2009~~2010 ~~and~~all ~~2008,~~shares ~~respectively~~were issued under the 2010 Plan.

The ~~Company~~Board ~~also~~of ~~has~~Directors ~~various~~adopted ~~lease~~the ~~agreements~~2007 ~~for~~Equity ~~certain~~Incentive ~~office equipment,~~Plan ~~expiring~~ in ~~2012~~2007 (the “2007 Plan”). ~~Payments~~The ~~under~~2007 ~~these~~Plan ~~leases~~authorizes ~~were~~the ~~$4,110~~Board ~~and~~to $7issue up to 1,~~948~~500,000 ~~for~~common shares during the ~~years~~ten ~~ended~~year ~~October~~period 31of the 2007 Plan. The shares may be awarded to employees or directors of the Company as well as to consultants to those entities. The shares may be awarded as outright grants or in the form of options, ~~2009~~restricted ~~and~~stock ~~2008~~or performance shares. At October 31, ~~respectively~~2010, 1,158,703 shares remain available for issuance under the 2007 Plan.

~~The~~NOTE ~~Company~~11 is- ~~leasing~~DISCONTINUED ~~an upgrade to its sales management software. The lease was signed on July 22, 2007 and expires in 2012. Payments under this lease were $5,125 and $4,851 for the years ended~~OPERATIONS ~~October 31, 2009 and 2008, respectively.~~

~~Future~~In ~~lease~~January ~~commitments~~2010, atthe ~~October 31~~Company discontinued sales of its ozone laundry equipment business and all warranty, ~~2009:~~supply and repair services associated with it (“Ozone division”) and in March 2010 the Company sold its New Jersey subsidiary and realized a gain of $683,804. The New Jersey subsidiary was sold for cash proceeds of $10 and the assumption of all the Company’s liabilities net of property and equipment. The Company has classified these operations as discontinued operations for the current and prior periods reported.

2010	$	20,263
2011		8,263
2012		5,807
Total lease costs	$	34,333

F17

~~NATIONAL~~NX ~~ENERGY SERVICES COMPANY~~GLOBAL, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

OCTOBER 31, ~~2009~~2010 AND ~~2008~~2009

~~NOTE~~The 9discontinuance -had ~~PROVISION~~the ~~FOR~~following ~~INCOME~~effects: ~~TAXES~~


	October 31, 2010			October 31, 2009
Assets
Current assets from discontinued operations:

Accounts receivable	$	—		$	71,954

Noncurrent assets from discontinued operations:
Property and equipment, net		—			18,155

Total assets of discontinued operations	$	—		$	90,109


Liabilities
Current liabilities of discontinued operations:
Settlement payable	$	—		$	437,020
Accounts payable and other current liabilities		28,681			319,292

	$	28,681		$	756,312

Net liabilities of discontinued operations	$	(28,681	)	$	(666,203	)

NOTE 10 - LEGAL


	Years Ended October 31,
	2010		2009
Revenues	$	236,719	$	744,867
Cost and expenses		164,522		768,900

Income (loss) from discontinued operations	$	72,197	$	(24,033	)

~~On August 4,~~NOTE ~~2009~~12 PPL Spectrum Inc. commenced a legal action against the Company entitled “PPL Spectrum, Inc. and PPL Energy Services Holdings, LLC. v. National Energy Services Company, Inc., a New Jersey corporation” the action in Common Pleas Court in the County of Lehigh, State of Pennsylvania (Civil Action No. 2009-~~C-4006.~~ ~~The~~CONCENTRATION complaint alleges that National Energy Services has failed to make payments due to PPL Spectrum, and demands damages in the amount of $435,745. National Energy Services, Inc. received a judgment in favor of PPL Spectrum on October 14, 2009. The Company has accrued interest in the amount of $1,275 from October 14 through October 31, 2009 bringing the reported balance to $437,020.

OnOne ~~December 17~~debtor, ~~2009,~~Technology ~~Nutek~~Business ~~International~~Group, ~~Inc.~~represented ~~filed~~100% ~~for~~of anthe ~~injunction~~total tooutstanding ~~enjoin~~accounts anreceivable ~~employee~~as of ~~National Energy Services Company~~October 31, ~~Inc~~2010. Two customers, aTechnology ~~New~~Business ~~Jersey~~Group ~~corporation~~and ~~from~~VM ~~continuing~~Trainers ~~the~~represented ~~services~~81% and 19%, respectively, of the ~~employee.~~training ~~The~~revenue ~~Company~~during ~~believes~~the ~~that~~year ~~the~~ended ~~suit~~October 31, ~~has~~2010. noThe ~~merit~~Company ashad ~~the~~three ~~employee~~customers ~~resigned~~that ~~from~~provided ~~the~~100% ~~subsidiary~~of ~~December 22,~~its ~~2009~~revenue.

NOTE 1113 -– ~~MAJOR~~COMMITMENTS ~~CUSTOMERS~~ AND ~~SUPPLIERS~~CONTINGENCIES

~~Major~~Consulting Contracts ~~Customers~~

InThe Company has entered into consulting contracts for various services ranging from professional services to merger and acquisition services. All of the ~~year~~contracts ~~ended~~expire ~~October~~in ~~31,~~February ~~2009~~2012. weAs ~~had~~a result of the Company entering into a ~~customer~~certain ~~who provided~~Stock ~~$150~~Purchase Agreement,~~000~~ ordated ~~20%~~August 31, ~~and~~2010 ~~another~~(see ~~who~~Note ~~provided $81~~4),~~717~~ orall ~~11%~~three ofconsulting ~~our~~contracts ~~sales~~were ~~during~~terminated. The three contracts were reinstated immediately following the ~~year~~rescission ~~ended~~of the Stock Purchase Agreement in October 2010. At October 31, ~~2009~~2010, the future minimum payments required under these consulting contracts are $408,000 and $136,000 for the years ending October 31, 2011 and 2012, respectively.

~~Major~~Litigation ~~Suppliers~~

~~During~~On ~~the~~December 17, ~~year~~2009, ~~ended~~Nutek ~~October 31~~International, ~~2009~~Inc. ~~one~~filed ~~supplier~~for ~~accounted~~an ~~for~~injunction ~~18%~~to enjoin an employee of ~~purchases.~~NESNJ, a New Jersey corporation from continuing to provide services. The Company believes that the suit has no merit as the employee resigned from the Company on December 22, 2009.

The above litigation was the responsibility of NESNJ, which was assumed by the buyer as part of the sale of the subsidiary in March 2010 (see Notes 1 and 11).

F18

~~NATIONAL~~NX ~~ENERGY SERVICES COMPANY~~GLOBAL, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

OCTOBER 31, ~~2009~~2010 AND ~~2008~~2009

~~NOTE~~The 12Company -is ~~SUBSEQUENT~~a ~~EVENTS~~ party from time to time to various other legal actions that arise in the normal course of business. In the opinion of management, the resolution of these other matters will not have a material and adverse effect on the Company’s consolidated financial position, results of operations or cash flows.

OnLine ~~January 21, 2010 the Company acquired a contract to manage the construction~~ of ~~solar/thermal~~Credit site in California as evidenced by a Form 8K filed with the Securities and Exchange Commission on January 29, 2010. The acquisition agreement required the current management to transfer to the seller 13,000,000 of the common shares they held and the Company to provide a 10,000 shares Series B Convertible Preferred Stock with a value of $400,000 and a voting preference as if it held 50.1% of the outstanding votes of the Company.

~~The~~In ~~agreement~~April ~~also~~2010, ~~required~~the Company secured a $10,000,000 line of credit (the ~~resignation~~“Line of ~~all~~Credit”) ~~current~~to ~~officers~~facilitate ~~and~~its ~~directors~~business ~~and~~model. The Company will be able to draw down on the ~~placement~~line of acredit ~~new~~after ~~director~~a form ~~and~~S-1 ~~officer~~Registration toStatement ~~operate~~is ~~the~~filed ~~Company~~and becomes effective.

~~Further~~NOTE ~~requirements~~14 cause the shares for the transaction to be placed in escrow until all sales tax debts are paid or have been negotiated for payment and the payment of certain debts to prior management and a counsel to the Company have been paid on or before March 1, 2010. When these requirements are met the Company will have a reduction in the notes payable - ~~related~~SUBSEQUENT ~~parties to $400,000 that is expected to result in a reduction of debt of approximately $940,000 that will be reported in the first quarter of fiscal year 2010.~~ EVENTS

~~The~~Joint ~~sales~~Ventures ~~operations related to ozone laundry of our New Jersey subsidiary ceased in January 2010. Management has not determined which of the businesses that have operated in this subsidiary might be continued.~~

~~The~~In ~~new~~November, ~~business~~the ~~model~~Company’s issubsidiary ~~being~~ACEC ~~developed~~signed ~~that~~two ~~will incorporate~~joint ~~various~~venture ~~opportunities~~agreements to ~~participate~~further its business operations in ~~“green”~~algae ~~building~~production ~~projects,~~and ~~alternative~~the conversion of waste to energy. The agreements include terms for funding, the licensing of patented and non-patented production and manufacturing and growing technologies, site management and project development, site procurement plus other related ~~equipment~~items. ~~sales~~The joint ventures will not begin operations until funding is in place for their furtherance.

~~Pro-forma~~In ~~information~~January 2011, the Company has received a letter committing the first $100,000,000 of financing for the proposed site near Portage Du Fort, Quebec, Canada. Negotiations are ongoing with the governmental agencies necessary to acquire permits and guarantees required to begin construction and operations. ~~discontinued~~The insite ~~2010~~has recently ~~were~~been designated by the Pontiac MRC Quebec (“MRC”) as ~~follows~~the region’s Environmental Industrial Park and the municipal waste collected throughout the region under the MRC must be delivered to the site for eco friendly disposal. This project is under review as a consortium of the ~~years~~MRC ~~ended~~and ~~October 31~~the City of Gatineau, Quebec issued a qualifications request from the general business population within days of ACEC having signed a letter of intent to lease the property for this project in January 2011. The request for qualification requires several businesses from Quebec to be involved and significantly impairs the ability of ACEC or its joint venture partners from controlling its own destiny or operating the facility as it would like to maximize its potential economic impact.

	2009			2008
Operating Revenues	$	276,217		$	756,272
Cost of Sales		211,639			451,128
Operating Expenses		119,346			372,827
Net Loss		(54,768	)		(67,683	)

Note Issuances

In November 2010, the Company issued an $8,000, non-interest bearing on demand promissory note.

In December 2010, the Company issued a $32,500 convertible promissory note that bears interest at 8% per annum and matures on September 6, 2011 (the “$32,500 Note”). The $32,500 Note may be converted into the Company’s common stock after 180 days at a conversion price of 55% of the market value of the common stock.

In January 2011, the Company issued a $28,975 convertible promissory note that bears interest at 8% per annum and matures on January 13, 2012 (the “$28,975 Note”). The $28,975 Note may be converted into the Company’s common stock at a conversion price of 85% of the market value of the common stock.

In February 2011, the Company issued a $25,000 convertible redeemable note that bears interest at 6% interest per annum and matures on February 1, 2013 (the “$25,000 Note”). The $25,000 Note may be converted into the Company’s common stock at 50% of the lowest bid price for four days, including the day of conversion and prior three days.

Stock Issuances

On November 23, 2010, the Company issued 2,150,000 common shares with a fair market value of $23,005 to pay for prepaid fees per an agreement with an investor. These fees are directly related to the utilization of the Line of Credit (see Note 13). The investor may hold up to 9.9% of the outstanding shares of the Company.

On November 23, 2010, the Company issued 1,500,000 common shares with a fair market value of $10,500 for consulting services.

On November 29, 2010, the Company issued 9,500,000 common shares with a fair market value of $101,650 for prepaid services per an agreement with an investor. These shares were returned on February 2, 2011.

F19

NX GLOBAL, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

OCTOBER 31, 2010 AND 2009

On January 26, 2011, the Company issued 11,200,000 common shares with a fair market value of $22,400 for consulting services.

On February 2, 2011, the Company issued 3,561,027 common shares with a fair market value of $38,103 for prepaid consulting services, which are directly related to the utilization of the Line of Credit (see Note 13). The investor may hold up to 9.9% of the outstanding shares of the Company.

On February 9, 2011, the Company issued 13,000,000 common shares to convert $12,064 of the principal of a $25,000 note payable and 12,000,000 common shares as collateral for future note conversions on a $30,000 note payable.

On February 18, 2011, the Company issued 12,500,000 common shares to convert $12,500, of the principal of a $25,000 note payable.

F20

SIGNATURES

In accordance with Section 13 or 15(d) of the Exchange Act, the Registrant has caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

~~National~~NX ~~Energy~~Global ~~Services~~ Company, Inc. By: /s/ ~~John~~David GF. ~~Kalogeris~~LaFave ~~John~~David GF. ~~Kalogeris~~LaFave, Chief Executive Officer

In accordance with the Exchange Act, this Report has been signed below on ~~February~~March 1611, ~~2010~~2011 by the following persons, on behalf of the Registrant and in the capacities and on the dates indicated.

/s/ ~~John~~David GF. ~~Kalogeris~~LaFave ~~John~~David GF. ~~Kalogeris~~LaFave, Director, Chief Executive Officer, /s/ ~~John~~David GF. ~~Kalogeris~~LaFave ~~John~~David GF. ~~Kalogeris~~LaFave, Director, Chief Financial Officer,

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