UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended ~~September~~March 3031, ~~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 333-87696

EXOUSIA ADVANCED MATERIALS, INC.


Texas	90-0347581
(State or Other Jurisdiction of incorporation or Organization)	(I.R.S. Employer Identification No.)

~~16537~~350 ~~Shady Lane~~Fifth Avenue, Suite 5720

~~Channelview~~New York, ~~Texas 77530~~New York, 10118-5720

(Address of Principal Executive Offices, including zip code)

(~~281~~212) ~~452~~ 796-~~5040~~4333

(~~Issuer'~~Registrant’s Telephone Number, Including Area Code)

Indicate by check whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes (X) No 

Indicate by checkmark 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 (§ 231.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).

[ ] Yes [ ] No

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

Large accelerated filer 	Accelerated filer 
Non-accelerated filer  (Do not check if a smaller reporting company)	Smaller reporting company (X)

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes No (X)

SEC 1296 (02-08)

Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.

Number of shares outstanding as of the close of business on ~~November~~May 2024, ~~2009~~ 2010: 184,295,937 shares of common stock, $0.001 par value.

TITLE OF CLASS	NUMBER OF SHARES OUTSTANDING
Common Stock, $0.001 par value.	57,343,270

EXOUSIA ADVANCED MATERIALS, INC. AND CONSOLIDATED SUBSIDIARIES

REPORT ON FORM 10-Q

For the Quarterly Period Ended ~~September~~March 3031, ~~2009~~2010

TABLE OF CONTENTS

PART I - FINANCIAL INFORMATION
Item 1.	Unaudited Consolidated Financial Statements	3
Item 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations	12
Item 3.	Quantitative and Qualitative Analysis of Market Risks	13
Item 4.	Controls and Procedures	13
PART II - OTHER INFORMATION
Item 1.	Legal Proceedings	15
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	15
Item 3.	Default Upon Senior Securities	15
Item 4.	Submission of Matters to a Vote of Security Holders	16
Item 5.	Other Information	16
Item 6.	Exhibits	16
SIGNATURES		17


PART I - FINANCIAL INFORMATION	Page

Item 1.Unaudited Consolidated Financial Statements	3

Item 2.Management's Discussion and Analysis of Financial Condition and Results of Operations	13

Item 3.Quantitative and Qualitative Analysis About Market Risks	14

Item 4T.Controls and Procedures	14

PART II - OTHER INFORMATION

Item 1.Legal Proceedings	16

Item1A. Risk Factors	16

Item 2.Unregistered Sales of Equity Securities and Use of Proceeds	16

Item 3.Default Upon Senior Securities	16

Item 4.(Removed and Reserved)	16

Item 5.Other Information	16

Item 6.Exhibits	16

SIGNATURES	17

PART I – FINANCIAL STATEMENTS

EXOUSIA ADVANCED MATERIALS, INC. AND SUBSIDIARIES

BALANCE SHEETS

As of ~~September~~March 3031, ~~2009~~2010 and December 31, ~~2008~~2009

	September 30, 2009		December 31, 2008
	March 31, 2010		December 31, 2009
ASSETS	(unaudited)
	(unaudited)
Cash and cash equivalents	$	7,330	$	139,967
ASSETS
Accounts receivable trade, net		53,928		79,863
Cash and cash equivalents	$	29,334	$	3,015
Inventory		753,187		657,700
Accounts receivable trade, net		2,300,413		45,066
Prepaid expenses		264,~~560~~060		~~121~~4,~~833~~060
TOTAL CURRENT ASSETS		~~841~~2,~~005~~333,807		~~999~~52,~~363~~141
NON-CURRENT ASSETS Fixed assets, net of accumulated depreciation of $55,537 and $23,567 as of September 30, 2009 and December 31, 2008, respectively		202,425		224,113
NON-CURRENT ASSETS Fixed assets, net of accumulated depreciation of $79,787 and $55,432 as of March 31, 2010 and December 31, 2009, respectively		6,917,871		166,523
Patent, net of amortization of $301,158 and $176,531 as of September 30, 2009 and December 31, 2008, respectively		1,448,842		1,579,830
Goodwill		7,877,766		-
Other assets		168,619		14,417
Equity investment		6,000,000		-
TOTAL NON-CURRENT ASSETS		1,819,886		1,818,360
Other Assets		852,889		8,889
TOTAL ASSETS	$	2,660,891	$	2,817,723
TOTAL NON-CURRENT ASSETS		21,648,526		175,412
TOTAL ASSETS	$	23,982,333	$	227,553

LIABILITIES AND SHAREHOLDERS' EQUITY (DEFICIT)
CURRENT LIABILITIES
Accounts payable and accrued liabilities Debenture principal and interest payable	$	1,089,027 54,850		$	733,884 53,337
Accounts payable and accrued liabilities	$	3,913,358		$	1,677,704
Reserve for legal costs		207,829			232,829
Debentures payable		56,496			56,496
Notes payable		2,013,675			109,855
Notes and interest payable, net of discount		5,038,380			1,674,390
TOTAL CURRENT LIABILITIES		39,~~365~~008,~~381~~234			13,~~129~~408,~~905~~590
SHAREHOLDERS' EQUITY (DEFICIT)
Common stock $0.001 par value, 100 million shares authorized; 57,343,270 and 50,917,866 shares issued and outstanding at September 30, 2009 and December 31, 2008, respectively		57,343			50,917
Series A Preferred Stock, no par value,10,000,000 million shares authorized; 10,000,000 and 0 shares issued and outstanding March 31, 2010 and December 31, 2009, respectively		16,781,784			-
Additional paid-in capital		16,425,577			14,312,710
Common stock $0.001 par value, 100 million shares authorized; 60,893,972 shares issued and outstanding March 31, 2010 and December 31, 2009, respectively		60,893			60,893
Accumulated deficit		(17,187,410	)		(12,675,809	)
Additional paid-in capital		20,848,728			20,698,728
Total shareholders' equity (deficit)		(704,490	)		1,687,818
Minority Interest		1,189,313			-
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY (DEFICIT)	$	2,660,891		$	2,817,723
Accumulated earnings (deficit)		(23,906,619	)		(23,940,658	)
Total shareholders' equity (deficit)		14,974,099			(3,181,037	)
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY (DEFICIT)	$	23,982,333		$	227,553

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

-3-

EXOUSIA ADVANCED MATERIALS, INC. AND SUBSIDIARIES

UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS

For the Three ~~and Nine~~ Months Ended ~~September~~March 3031, ~~2009~~2010 and ~~2008~~2009

	Three Months Ended September 30						Nine Months Ended September 30
	Three Months Ended March 31
REVENUES:	2009			2008			2009			2008
	2010			2009
Sales	$	110,232		$	398,234		$	314,486		$	1,081,998
REVENUES
EXPENSES:
Sales	$	4,483,457		$	82,861
Cost of Sales		69,175			298,190			193,025			826,540
EXPENSES:
General and administrative expenses		1,064,343			1,376,073			4,338,459			4,181,953
Cost of Sales		3,836,429			50,030
China Relations		-			-			-			3,325,128
General and administrative expenses		92,526			1,906,422
Depreciation and amortization		5424,~~331~~290			5354,~~688~~194			~~162,856~~			~~156,058~~
TOTAL OPERATING EXPENSES		13,~~187~~953,~~849~~245			12,~~727~~010,~~951~~646			~~4,694,340~~			~~8,489,679~~
OPERATING LOSS		(1,077,617	)		(1,329,717	)		(4,379,854	)		(7,407,681	)
OPERATING INCOME (LOSS)		530,212			(1,927,785	)
OTHER INCOME (EXPENSE):
Bad Debt		(5,692	)		-			(5,692	)		-
Interest expense		(405,673	)		(6,660	)
Interest expense		(75,341	)		(2,155	)		(109,195	)		(9,399	)
Other income (expense)		(90,500	)		(22	)
Abandoned acquisition expense		-			-			-			(19,999	)
Total Other Income & Expenses		(496,173	)		(6,682	)
Interest income		34			-			68			3,447
Net Income (loss) before minority interest		34,039			(1,934,467	)
Other expense		(13,406	)		(28,213	)		(16,927	)		(35,025	)
Minority Interest		89,693			-
Total Other Income & Expenses		(94,405	)		(30,368	)		(131,746	)		(60,976	)
NET INCOME (LOSS)	$	123,732		$	( 1,934,467	)
Net loss before extraordinary items		(1,172,022	)		(1,360,085	)		(4,511,600	)		(7,468,657	)
Basic and diluted net income (loss) loss per share	$	0.002		$	(0.04	)
Extraordinary gain- bargain purchase		-			-			-			234,583
Fully diluted net income (loss) per share	$	0.001		$	(0.03	)
NET LOSS	$	(1,172,022	)	$	(1,360,085	)	$	(4,511,600	)	$	(7,234,074	)
Basic weighted average number of shares outstanding		61,568,972			53,929,090
Basic and diluted net loss per share	$	(0.02	)	$	(0.03	)	$	(0.08	)	$	(0.17	)
Fully Diluted Weighted Average share outstanding		268,473,975			62,073,972
Weighted average number of shares outstanding		57,197,061			46,711,126			55,967,236			41,433,111

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

-4-

EXOUSIA ADVANCED MATERIALS, INC. AND SUBSIDIARIES

UNAUDITED CONSOLIDATED STATEMENT OF SHAREHOLDERS’ EQUITY (DEFICIT)

For the ~~Nine~~Three Months Ended ~~September~~March 3031, ~~2009~~2010

	No. of Shares		Capital Stock			Additional Paid In Capital		Accumulated Deficit			Total
	Preferred Stock					Common Stock
Balance, December 31, 2008		50,917,866	$	50,917		$	14,312,710	$	(12,675,810	)	$	1,687,817
	No. of Shares		Preferred Stock								Additional
Shares issued for services		5,684,833		5,685			1,640,076		-			1,645,761
						No. of		Capital			Paid In			Accumulated			Minority
Shares issued for cash		740,571		741			219,759		-			220,500
						Shares		Stock			Capital			Deficit			Interest		Total
Warrants issued for services		-		-			139,036		-			139,036
Balance, December 31, 2009		-	$	-			60,893,972	$	60,893		$	20,698,728		$	(23,940,658	)	$	-	$	(3,181,037	)
Warrants issued for cash		-		-			14,625		-			14,625
Warrants issued		-		-			-		-			150,000			-			-		150,000
Warrants issued for interest		-		-			22,254		-			22,254
Preferred stock issued for acquisition		10,000,000		17,416,784			-		-			-			-			-		17,416,784
Stock options for compensation		-		-			77,117		-			77,117
Cost associated with issuance		-		(635,000	)		-		-			-			-			-		(635,000	)
Net loss		-		-			-		(4,511,600	)		(4,511,600	)
Non-controlling interest of acquisition		-		-			-		-			-			-			1,099,620		1,099,620
Balance, September 30, 2009		57,343,270	$	57,343		$	16,425,577	$	(17,187,410	)	$	(704,490)
Net income		-		-			-		-			-			34,039			89,693		123,732
Balance, March 31, 2010		10,000,000	$	16,781,784			60,893,972	$	60,893		$	20,848,728		$	(23,906,619	)	$	1,189,313		14,974,099
The accompanying notes are an integral part of these financial statements.

~~The accompanying notes are an integral part of these financial statements.~~-5-

EXOUSIA ADVANCED MATERIALS, INC. AND SUBSIDIARIES

UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS

For The ~~Nine~~Three Months Ended ~~September~~March 3031, ~~2009~~2010 and ~~2008~~2009

	Nine Months Ended September 30,
	Three Months Ended March 31,
	2009			2008
	2010			2009
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss	$	(4,511,600	)	$	(7,234,074	)
Net Income (Loss)	$	123,732		$	(1,934,467	)
Adjustments to reconcile net loss to net cash used in operating activities:
Extraordinary items		-			(234,583	)
Capital stock issued for services		-			1,076,311
Capital stock issued for services		1,645,761			5,040,690
Depreciation and amortization		24,290			54,193
Warrants issued for services		139,036
Amortization of note discount		344,700			-
Warrants issued for interest		22,254			-
Stock based compensation		77,117
Depreciation and amortization		162,856			156,058
Abandoned acquisition expense		-			19,999
Change in operating assets and liabilities:
---Investment		-			5,176
---Accounts receivable		(2,255,347	)		46,699
---Accounts receivable		25,935			(181,500	)
---Inventory		-			(3,534	)
---Inventory		(95,487	)		(557,095	)
---Prepaid expenses		-			96,232
---Prepaid expenses		130,661			(34,953	)
---Other assets		-			(15,998	)
---Other assets		(154,202	)		-
---Interest payable to related parties		60,973			6,113
---Interest payable to related parties		75,046			927
---Accounts payable and accrued liabilities		2,212,971			27,205
---Accounts payable and accrued liabilities		327,168			242,431
Net cash used in operating activities		511,319			(647,246	)
Net cash used in operating activities		(2,155,455	)		(2,776,924	)
CASH FLOWS FROM INVESTING ACTIVITIES
Cash used for asset purchase		(10,181	)		(164,592	)
Cost of Acquisition		(635,000	)		-
Net cash used in investing activities		(10635,~~181~~000	)		~~(164,592~~-	)
CASH FLOWS FROM FINANCING ACTIVITIES
Payments of insurance payable		~~(76,972~~-	)		(927,~~896~~832	)
Payments on debt		~~(500,154~~-	)		(861,~~681~~394	)
Stock payable		-			1,250,000
Proceeds from sale of warrants		14,625			-
Common stock issued for cash		-			115,000
Proceeds from sale of stock		220,500			2,113,250
Proceeds from Notes payable		150,000			610,000
Proceeds from Notes payable		2,375,000			30,000
Net cash provided by financing activities		150,000			715,774
Net cash provided by financing activities		2,032,999			3,213,673
NET INCREASE/(DECREASE) IN CASH AND CASH EQUIVALENTS		29,319			68,528
NET INCREASE/(DECREASE) IN CASH AND CASH EQUIVALENTS		(132,637	)		272,157
Cash and cash equivalents, beginning of period		3,015			139,967
Cash and cash equivalents, beginning of period		139,967			267,212
Cash and cash equivalents, end of period	$	29,334		$	208,495
Cash and cash equivalents, end of period	$	7,330		$	539,369
NON CASH TRANSACTIONS

Merger with Evergreen Global Investments Ltd.	$	17,416,784	$	-

SUPPLEMENTAL INFORMATION
Interest Paid	$	-	$	-
Taxes Paid	$	-	$	-

NON CASH TRANSACTIONS
Financed Insurance Premium	$	35,388	$	-
SUPPLEMENTAL INFORMATION
Interest Paid	$	-	$	-
Taxes Paid	$	-	$	-

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

7-6-

EXOUSIA ADVANCED MATERIALS, INC. AND SUBSIDIARIES

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

Note 1 – Basis of Presentation and Accounting Policies

Presentation of Interim Information

~~The accompanying~~Basis ~~consolidated financial statements~~ of Exousia Advanced Materials, Inc. and Consolidated Subsidiaries (“Exousia” or the “Company”) have been prepared by the Company without audit, pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and footnote disclosures normally included in financial statements prepared in conformity with generally accepted accounting principles have been omitted or condensed pursuant to such rules and regulations. These statements should be read in conjunction with the Company’s audited consolidated financial statements and notes thereto included in the Company’s Form 10-K for the year ended December 31, 2008. In management’s opinion, these interim consolidated financial statements reflect all adjustments (consisting of normal and recurring adjustments) necessary for a fair presentation of the consolidated financial position and results of operations for each of the periods presented. The accompanying unaudited interim financial statements as of and for the nine months ended September 30, 2009 are not necessarily indicative of the results which can be expected for the entire year.Presentation

The financial statements contained herein include the accounts of Exousia Advanced Materials, Inc. (formerly Cyber Law Reporter, Inc.), Exousia Corp., Agros Development I, LLC and Les Maisons du Lac, Ltd. All intercompany transactions and balances have been eliminated.

On December 31, 2006, Cyber Law Reporter, Inc. acquired Exousia Corp. and subsidiaries. Since the shareholders of Exousia Corp. control the acquiring entity, this transaction was accounted for as a reverse merger. Consequently, the operating history of Cyber Law Reporter, Inc. has been eliminated from the accounting records of Exousia Advanced Materials, Inc. (formerly Cyber Law Reporter, Inc.) by closing out the stockholders’ deficit of Cyber Law Reporter, Inc. of $473,470 to additional paid-in capital in the amount of $399,000, and the balance to accumulated deficit in the amount of $78,004 net of common stock of $3,534.

On January 13, 2010 the Company acquired 100% of the common stock of Evergreen Global Investments Ltd by issuing 10,000,000 shares of Series A Convertible Preferred Stock of the Company.

Principles of Consolidation

The accounts of all of our wholly-owned ~~subsidiary,~~subsidiaries ~~Aegeon,~~ are included in the consolidation of these financial statements from the date of acquisition. All significant intercompany accounts and transactions have been eliminated in consolidation.

Company Information

Exousia Advanced Materials, Inc. (“Exousia” or the “Company”) was incorporated in Texas on March 2, 2000 as Cyber Law Reporter, Inc. The original business plan involved developing and delivering online legal information services to businesses and consumers. The Company registered as a reporting company under the Securities Act of 1933 by filing a report on form SB-2 that became effective August 6, 2002. That business plan was abandoned at the end of 2003.

On December 31, 2006, as described above, Exousia Advanced Materials, Inc. (formerly Cyber Law Reporter, Inc.) entered into a definitive Stock Exchange Agreement with Exousia Corp. The agreement provided for the acquisition of all of the issued and outstanding common stock of Exousia Corp., consisting of 24,899,245 shares, in exchange for an equal number of shares of Cyber Law Reporter, Inc. Prior to the closing of this transaction, Cyber Law Reporter, Inc. had 3,534,000 shares issued and outstanding and subsequent to the transaction it had 28,433,245 shares issued and outstanding.

Revenue Recognition

Exousia recognizes revenues when products have been shipped to a customer pursuant to a purchase order or other contractual arrangement, the sales price is fixed or determinable, and collectability is reasonable assured. Price Energy is an e-commerce based business selling energy products and services to its residential and commercial customers. Revenues are recognized when the order is placed by the customers.

Accounts Receivable

Price Energy is an e-commerce business and largely works on a cash basis. The Company’s other business lines have 30 day net terms. The Company has evaluated collectability and determined that all accounts receivable as of March 31, 2010 are considered fully collectible.

-7-

Property, Plant and Equipment

Property, plant and equipment are recorded at cost and depreciated over the estimated useful lives using the straight line method. Useful lives range from 5 to 60 years.

Goodwill and Other Intangible Assets

The Company accounts for intangible assets with indefinite lives in accordance with FASB guidelines, Goodwill and Other Intangible Assets, which establishes financial accounting and reporting standards for acquired goodwill and other intangible assets. During the period, the Company recorded Goodwill and a value associated with the Trade Name “PriceEnergy.com”. Under the provisions of FASB guidelines, goodwill and indefinite-lived intangible assets are required to be tested for impairment annually, in lieu of being amortized, using a fair value approach at the reporting unit level. Furthermore, testing for impairment is required on an interim basis if an event or circumstance indicates that it is more likely than not an impairment loss has been incurred. An impairment loss shall be recognized to the extent that the carrying amount of goodwill or any indefinite-lived intangible asset exceeds its implied fair value. Impairment losses shall be recognized in operating results. The Company performed an interim test of its intangibles as of March 31, 2010 and determined there was no impairment of the carrying values as of that date.

Recently Adopted Accounting Pronouncements

Effective June 30, 2009, the Company adopted a new accounting standard issued by the FASB related to the disclosure requirements of the fair value of the financial instruments. This standard expands the disclosure requirements of fair value (including the methods and significant assumptions used to estimate fair value) of certain financial instruments to interim period financial statements that were previously only required to be disclosed in financial statements for annual periods. In accordance with this standard, the disclosure requirements have been applied on a prospective basis and did not have a material impact on the Company’s financial statements.

In June 2009, the Financial Accounting Standards Board ("FASB") established the FASB Accounting Standards Codification (the "Codification") as the source of authoritative accounting principles recognized by the FASB to be applied by non-governmental entities in the preparation of financial statements in conformity with GAAP. Rules and interpretive releases of the Securities and Exchange Commission ("SEC") under authority of federal securities laws are also sources of authoritative GAAP for SEC registrants. The introduction of the Codification does not change GAAP and other than the manner in which new accounting guidance is referenced, the adoption of these changes had no impact on the our consolidated financial statements.

Recently Issued Accounting Standards

In August 2009, the FASB issued an amendment to the accounting standards related to the measurement of liabilities that are recognized or disclosed at fair value on a recurring basis. This standard clarifies how a company should measure the fair value of liabilities and that restrictions preventing the transfer of a liability should not be considered as a factor in the measurement of liabilities within the scope of this standard. This standard is effective for the Company on October 1, 2009. The Company does not expect the impact of its adoption to be material to its financial statements.

In October 2009, the FASB issued an amendment to the accounting standards related to the accounting for revenue in arrangements with multiple deliverables including how the arrangement consideration is allocated among delivered and undelivered items of the arrangement. Among the amendments, this standard eliminated the use of the residual method for allocating arrangement considerations and requires an entity to allocate the overall consideration to each deliverable based on an estimated selling price of each individual deliverable in the arrangement in the absence of having vendor-specific objective evidence or other third party evidence of fair value of the undelivered items. This standard also provides further guidance on how to determine a separate unit of accounting in a multiple-deliverable revenue arrangement and expands the disclosure requirements about the judgments made in applying the estimated selling price method and how those judgments affect the timing or amount of revenue recognition. This standard, for which the Company is currently assessing the impact, will become effective for the Company on January 1, 2011.

-8-

In October 2009, the FASB issued an amendment to the accounting standards related to certain revenue arrangements that include software elements. This standard clarifies the existing accounting guidance such that tangible products that contain both software and non-software components that function together to deliver the product’s essential functionality, shall be excluded from the scope of the software revenue recognition accounting standards. Accordingly, sales of these products may fall within the scope of other revenue recognition standards or may now be within the scope of this standard and may require an allocation of the arrangement consideration for each element of the arrangement. This standard, for which the Company is currently assessing the impact, will become effective for the Company on January 1, 2011.

Note 2 - Notes Payable

On ~~February~~ 19July 28, 2009, the Company ~~acquired~~received ~~two~~$1,000,000 ~~short term loans~~ in ~~the~~exchange ~~amount~~for ~~of $610,000~~a ~~for~~Convertible ~~use~~Note ofPayable ~~operations.~~to ~~These~~PTV ~~loans~~Investments ~~were~~and toFairbanks beInvestments ~~paid~~(the ~~back~~“Lenders”). onThe orNote ~~before June~~was ~~15,~~secured ~~2009~~by ~~bearing~~the ~~interest~~Company’s ofIntellectual ~~7.5%~~Properties ~~per~~and ~~annum~~Patents. InThe ~~addition,~~note asprovided ~~consideration~~ for additional borrowing based upon agreement with the ~~loan,~~Lenders predicated upon certain events and agreement with the ~~Company~~Lenders. ~~issued~~At ~~383~~December 31,~~333~~ ~~shares~~2009 ~~valued~~no atadditional ~~the~~amounts ~~closing~~had ~~share price~~been borrowed. The terms of ~~$0.30~~the Note provide for aminimum ~~total~~monthly ~~value~~payments ofat ~~$115,000.~~12% ~~For~~per ~~the~~annum ~~period~~beginning ~~ended~~on ~~September~~August 3015, 2009. In October 2009, ~~the~~November ~~Company~~2009 ~~recorded~~and December 2009 the ~~$115,000~~Company inwas ~~expense~~unable ~~and~~to ~~accrued~~meet ~~interest~~the ~~expense of~~minimum ~~$25,786,~~monthly ~~which~~payments isand ~~included~~entered ininto ~~the~~a ~~note~~forbearance ~~payable~~agreement ~~balance~~with ofthe ~~$2,013,675~~Lenders. As a result of ~~September~~ ~~30,~~the ~~2009~~acquisition with Evergreen, the ~~company~~Lenders ~~had~~have ~~not~~agreed ~~made~~to a delay in the monthly payments required ~~under~~in ~~this note~~2010 ~~and~~until isApril ~~currently~~28, ~~negotiating~~2010 anin ~~extension~~exchange for 16,039,474 warrants to purchase common stock of the ~~loan~~company at $0.01 per share.

InOn ~~May 2009~~February 19, 2009_ the Company ~~acquired~~received ~~a short term loan in the amount of~~ $~~450~~575,000 ~~for~~in ~~use of~~exchange ~~operations.~~for ~~This~~a ~~loan~~Note ~~bears~~Payable bearing interest at ~~1.5%~~a ~~per~~rate ~~month~~of ~~and~~12% isto ~~due~~Jay onPowers ~~demand~~(the “Lender”). The ~~Company~~Note ~~recorded~~was ~~accrued~~secured ~~interest~~by ~~expense~~3,250,000 shares of ~~$17,292,~~the ~~which~~company’s iscommon ~~included~~stock currently being held in ~~the~~ ~~note~~escrow. ~~payable~~The ~~balance~~Note ofwas ~~$2,013,675. At~~due ~~September~~on 30June 15, 2009,. ~~the Company~~The ~~made~~company ~~payments~~was innot ~~the~~able ~~amount~~to ofmake ~~164,250~~payment on that date.

OnDuring ~~May 27,~~ 2009, the Company ~~acquired~~received ~~a bridge loan in the amount of~~ $~~275~~240,000 in exchange for ~~use in~~various ~~operations.~~short ~~This~~term ~~loan~~notes ~~bears~~bearing interest at ~~12%~~a ~~per~~rate ~~annum~~of ~~and~~12% iswith ~~due~~Lee onMann ~~August 27,~~(the ~~2009~~“Lender”). The ~~Company~~notes ~~recorded~~were ~~accrued~~unsecured ~~interest~~and ~~expense~~the ofcompany ~~$3,074,~~was ~~the~~not ~~principal and~~able ~~accrued~~to ~~interest~~make ~~was~~payments ~~paid~~when inthose ~~full~~notes ~~this~~became ~~quarter~~due.

OnDuring ~~July 28,~~ 2009, the Company ~~acquired~~received ~~a loan in the amount of~~ $1350,000~~,000~~ in exchange for ~~use~~various ~~in operations.~~short ~~This~~term ~~loan~~notes ~~bears~~bearing interest at a rate of 12% ~~per~~with ~~annum~~George ~~with~~Stapleton, a ~~two~~former ~~year~~director ~~maturity date~~of the company. The ~~Company~~notes ~~recorded~~were ~~accrued~~unsecured ~~interest~~and ~~expense~~the ofcompany ~~$26,885~~was not able to make payments when those notes became due.

OnDuring ~~August 28~~2009, ~~2009~~ the ~~company~~Company ~~acquired~~received $100,000 in exchange for a short term ~~loan~~note inbearing ~~the~~interest ~~amount~~at ofa ~~$35,000~~rate ~~from related~~of ~~party~~12% ~~Launchpad~~with ~~Capital~~Fay Durand. The ~~interest~~note ~~rate~~was isunsecured 0% and ~~imputed~~the ~~interest~~company ~~is considered~~was ~~immaterial.~~not able to make payments when those notes became due

~~On September~~During 32009, ~~2009~~ the ~~company~~Company ~~acquired~~received $25,000 in exchange for a short term ~~loan~~note inbearing ~~the~~interest ~~amount~~at ofa ~~$5,000 from~~rate ~~related~~of ~~party~~12% ~~Elorian~~with ~~Landers~~Al Kau. The ~~interest~~note ~~rate~~was isunsecured 0% and ~~imputed~~the ~~interest is~~company ~~considered~~was ~~immaterial.~~not able to make payments when those notes became due

~~Note 3-~~During ~~Reserve~~2009, the Company received $5,000 in exchange for ~~Legal~~a ~~Costs~~short term note bearing interest at a rate of 12% with Elorian Landers. The note was unsecured and the company was not able to make payments when those notes became due

OnDuring ~~or about July 21~~2009, ~~2008,~~the aCompany ~~suit~~received ~~was filed by Baker & Daniels~~$399,575 ~~LLP against the Company~~ in ~~St.~~exchange ~~Joseph~~for ~~circuit~~a ~~Court,~~short interm ~~the~~note ~~State of Indiana,~~ bearing ~~Cause~~interest ~~No. 71C01-0807-CC-01617,~~at ~~for~~a ~~unpaid~~rate ~~legal fees in the amount~~ of ~~$7,051,~~12% with ~~late fees~~Launch ~~accruing~~Pad ~~at $63 monthly~~Capital. The ~~Company~~note ~~disputes~~was ~~the~~unsecured ~~claim,~~ and ~~intends to vigorously defend~~ the ~~claim.~~company Atwas ~~September~~not ~~30,~~able ~~2009~~to ~~the~~make ~~Company~~payments ~~accrued~~when ~~$7,051~~those ~~in legal~~notes ~~costs.~~became due

On ~~or about~~March ~~November 6~~10, ~~2008~~2010, athe ~~Judgment~~Company ~~was~~acquired ~~entered~~a inshort ~~Cause~~term ~~No.~~loan ~~20D02-0709-PL-79~~ in the ~~Elkhart~~amount ~~Superior~~of ~~Court~~$50,000 ~~No.~~for 2,use ~~Elkhart,~~of ~~Indiana,~~operations. inThe ~~favor~~loan ofwas ~~Group~~to ~~Impact, LLC,~~be ~~Tektrellis,~~paid ~~Inc.,~~back ~~Marc~~on ~~Lacounte~~or ~~and~~before ~~Mary~~April ~~Wetzel~~15, ~~Plaintiffs,~~2010 ~~against~~bearing ~~J. Wayne~~interest ~~Rodrigue,~~of ~~Exousia~~12% ~~Advanced~~per ~~Materials, Inc~~annum., ~~Re-Engineered~~In ~~Composite Systems~~addition, ~~LLC~~as ~~and~~consideration ~~Engineered~~for ~~Particle~~the ~~Systems~~loan, ~~LLC,~~the ~~Defendants,~~Company ~~jointly~~issued ~~and severally~~450,000 inwarrants ~~the~~to ~~amount~~purchase ofcommon ~~One~~stock ~~Hundred~~shares ~~Thousand~~of ~~Dollars~~the ~~($100,000),~~company ~~plus prejudgment~~with ~~interest~~an atexercise ~~the~~price ~~rate~~or of$0.05 ~~12%~~per Ashare.~~P.R.~~ ~~from~~The ~~May~~warrants 1,are ~~2007~~exercisable ~~through~~at ~~April~~any ~~1, 2008~~time ~~totaling~~over ~~Eleven~~the ~~Thousand~~next ~~Dollars~~36 ~~($11,000),~~months. The ~~plus~~maturity ~~post~~date ~~judgment~~of ~~interest accruing~~this onnote ~~the~~has ~~outstanding~~been ~~judgment~~extended ~~amount~~to June 30, 2010 at ~~the~~an ~~statutory~~interest rate of ~~Eight Percent (8~~12%). ~~from~~The ~~the~~fair ~~date~~value of ~~summary~~the ~~judgment~~warrants ofusing ~~April~~the 1,Black-Scholes ~~2008. In addition,~~pricing ~~Judgment~~model ~~was~~exceeded ~~entered against~~ the ~~Defendants,~~loan ~~jointly~~amount and ~~severally,~~as in such the entire amount ofwas ~~Seven~~recorded ~~Thousand~~as ~~Three~~a ~~Hundred~~discount. ~~Thirty-Eight~~The ~~Dollars~~discount ~~($7,338)~~is ~~in attorney’s~~being ~~fees~~accreted ~~and~~up ~~costs,~~to ~~plus~~the ~~post~~original ~~judgment~~amount through interest ~~accruing~~expense on ~~the outstanding~~a ~~judgment~~straight ~~amount~~line atbasis ~~the~~which ~~statutory~~approximates ~~rate~~the ofeffective ~~Eight~~interest ~~Percent~~method ~~(8%)~~due ~~from~~to the ~~date~~ ofshort ~~award~~term ofnature ~~attorneys fees and costs~~ of ~~May~~the ~~21, 2008~~note. ~~On or about November 12~~$29,167 ~~2008,~~was ~~Plaintiffs~~charged ~~filed~~to ainterest ~~Notice~~expense offor ~~Filing Foreign Judgment in~~ the ~~240th Judicial~~period ~~District~~ended ~~Court~~March ~~of Fort Bend County~~31, ~~Texas bearing Cause Number 08-DCV-167838~~2010.

9On March 17, 2010, the Company acquired a short term loan in the amount of $50,000 for use of operations. The loan was to be paid back on or before April 15, 2010 bearing interest of 12% per annum. In addition, as consideration for the loan, the Company issued 450,000 warrants to purchase common stock shares of the company with an exercise price or $0.05 per share. The maturity date of this note has been extended to June 30, 2010 at an interest rate of 12%. The fair value of the warrants using the Black-Scholes pricing model exceeded the loan amount and as such the entire amount was recorded as a discount. The discount is being accreted up to the original amount through interest expense on a straight line basis which approximates the effective interest method due to the short term nature of the note. $24,138 was charged to interest expense for the period ended March 31, 2010.

On or about February 6, 2009, Defendants J. Wayne Rodrigue and Exousia Advanced Materials, Inc. filed a Motion to Vacate Judgment alleging certain defects in the Judgment and the attempt to file the Judgment as a Foreign Judgment. The Company is continuing to investigate the matter, including investigating the possibility of an out-of9-~~court settlement of the claim. At September 30, 2009, the Company accrued $125,778 in legal costs.~~

~~In January~~On March 30, ~~2007~~2010, the Company ~~entered~~acquired ~~into~~a anshort ~~Asset~~term ~~Purchase~~loan ~~and~~in ~~Sale Agreement under which~~ the ~~Company~~amount ~~would~~of ~~acquire~~$50,000 ~~certain~~for ~~assets~~use of operations. The ~~Little~~loan ~~Trailer company,~~was ~~Inc.~~to be paid back on or before April 15, ~~and~~2010 ~~Indiana~~bearing ~~Corporation.~~interest ~~The~~of ~~Company~~12% ~~has~~per ~~received~~annum. ~~notice~~In ~~from~~addition, ~~The Little~~as ~~Trailer~~consideration ~~Company~~for the loan, ~~Inc.~~the ~~that~~Company itissued ~~claims~~450,000 warrants to bepurchase ~~owed~~common astock ~~‘break-up~~shares ~~fee’~~ of ~~approximately~~ ~~One~~the ~~Hundred~~company ~~Thousand~~with ~~Dollars~~an (exercise price or $~~100,000)~~0.05 inper ~~connection~~share. ~~with~~The ~~the alleged~~maturity ~~failure~~date of ~~Exousia~~this note has been extended to ~~close~~June ~~the~~30, ~~transaction.~~2010 ~~The~~at ~~Company~~an ~~disputes~~interest ~~the claim~~rate of 12%. The ~~Little~~fair ~~Trailer~~value ~~Company,~~of ~~Inc.,~~the ~~and~~warrants ~~intends~~using tothe ~~vigorously~~Black-Scholes ~~defend~~pricing model exceeded the ~~claim~~ loan amount and ~~any~~as ~~lawsuit~~such ~~that~~the ~~may~~entire beamount ~~initiated~~was ~~with~~recorded ~~respect~~as ~~thereto~~a discount. AtThe ~~September 30,~~discount ~~2009,~~is being accreted up to the ~~Company~~original ~~accrued~~amount through interest expense on a straight line basis which approximates the effective interest method due to the short term nature of the note. $~~100~~3,~~000~~125 inwas ~~legal~~charged ~~costs~~to interest expense for the period ended March 31, 2010.

~~Note 4~~The -Company ~~Equity~~assumed ~~Transactions~~mortgage of $2,971,000 against the Rockaway Terminal. The note calls for monthly payments at 6.75% and has approximately 20 years remaining.

AsNote ~~of September~~3 ~~30,~~- ~~2009,~~Equity ~~the Company had common shares issued and outstanding of 57,343,270 which 23,107,483 or 40% are owned directly or indirectly by officers and directors of the Company.~~Transactions

~~The following~~As of March 31, 2010, the Company had common ~~stock~~shares ~~transaction~~issued ~~occurred~~and ~~during~~outstanding of 60,893,972 of which 16,316,166 or 26.8% are owned directly or indirectly by officers and directors of the ~~nine~~Company. ~~month~~Also ~~period~~on ~~ended September~~that 30date the Company had 10,000,000 ~~2009:~~shares of Series A Preferred Shares outstanding, none of which were owned directly or indirectly by officers and directors of the Company. The holders of the Series A Preferred Shares have the right to convert their shares into fully paid and non-assessable shares of common stock at a conversion rate of twenty and 475/1000 (20.475) shares of common stock for each share of Series A Preferred Stock.

·Note ~~740,571~~4 ~~shares~~– issued for cash totaling $220,500 to accredited investors as part of a private placement with attached warrants of 740,571 with an exercise price range of $0.35 to $0.50 and a term of 30 months. The relative fair value of the common stock is $73,709 and the relative fair value of the warrants is $70,849.Warrants

·In 5conjunction with the issuance of $150,~~684~~000 of notes payable in March 2010,~~833~~ ~~shares~~the Company issued ~~for~~Series ~~services~~D ~~valued~~warrants atto $purchase 1,~~645~~350,~~060~~000 ~~based~~shares ~~upon~~of common stock at $.05 per share. Under the ~~closing~~Black-Scholes ~~price~~method using an expected life of 2.5 years, volatility of approximately 206% and a risk-free interest rate of 1.16-1.31%, the Company’s ~~common~~determined ~~stock~~the onwarrants associated with the notes had a fair value of $170,196 as of the date of ~~issue~~the transaction. Since the value of the warrants is greater than the value of the notes, the note discount is limited to the value of the notes. Such amount was recorded as additional paid in capital with a corresponding amount recorded as a debt discount associated with the notes (see Note 2). The debt discount, which is valued at $150,000, will be amortized to interest expense over the life of the notes.

On April 7, 2009, the Company sold warrants to purchase 600,000 shares of common stock at an exercise price of $0.35 for a total value of $6,000. The warrants have a 30 month exercise period commencing on date of issuance.

On April 23, 2009, the Company sold warrants to purchase 562,500 shares of common stock at an exercise price of $0.48 for a total value of $5,625. The warrants have a 30 month exercise period commencing on date of issuance.

On May 15, 2009, the Company sold warrants to purchase 300,000 shares of common stock at an exercise price of $0.60 for a total value of $3,000. The warrants have a 30 month exercise period commencing on date of issuance.

On June 22, 2009, the Company issued the vested portion of the employee stock options. The total value of the options is $308,470 with $77,117 vesting as of June 22, 2009.

On July 7, 2009, the Company issued warrants in lieu of interest for certain notes payable. The total value of the warrants issued was $22,254.

Note 5 – Going Concern

~~The Company~~Prior ~~is subject~~ to ~~the~~January ~~risks associated with companies that lack working capital~~13, ~~operating~~2010 ~~resources and contracts, cash and ready access to~~ the ~~credit and equity markets. Without additional funding, the~~ Company ~~may~~was be unable to continue as a going concern. The Company expects to obtain additional debt and equity financing from various sources in order to finance its operations and to grow through merger and acquisition opportunities. However, the Company is currently dependent upon external debt and cash flows ~~have~~which historically had been insufficient for the Company’s cash needs. ~~New~~Despite ~~debt~~the oracquisition ~~equity~~of ~~capital~~Evergreen, ~~may contain~~the ~~provisions~~Company ~~that~~will ~~could~~continue ~~suppress~~to ~~future~~require ~~stock~~the ~~prices~~raising ~~further,~~of new debt and/or ~~cause significant~~equity ~~dilution~~capital to ~~current~~recapitalize ~~shareholders~~the existing debt and ~~increase~~notes ~~the~~and ~~cost~~to ofprovide ~~doing business.~~for Inworking ~~the~~capital. ~~event~~Unless the Company is ~~unable~~successful toin ~~obtain~~recapitalizing ~~additional~~the old debt ~~and equity financing,~~ the Company may not be able to continue its operations.

Note 6 – Business Combination

On ~~March 5~~January 13, ~~2008~~2010, the Company acquired ~~the assets of Aegeon, LLC (“Aegeon”) for~~ a ~~purchase price~~100% ofownership ~~$193,000~~interest ~~which was paid~~ in ~~cash~~Evergreen atGlobal ~~the~~Investments ~~close of this transaction~~Ltd. ~~Aegeon~~ ~~primarily has focused on the manufacturing and distribution of industrial grade coatings~~(“Evergreen”). ~~Certain~~The ~~notes and other liabilities due from Aegeon were not part of this transaction. This~~ purchase ~~has~~price ~~been accounted for as a business purchase pursuant to an evaluation by management~~ of ~~EITF 98-3. The transaction was evaluated and~~ the ~~Company~~acquisition ~~believes that the historical cost of the assets acquired approximated fair market value given the current nature of the assets acquired. The fair value of the net assets acquired~~ was $~~427~~17,~~583~~416,784 ~~resulting~~for inwhich ~~a bargain~~Exousia ~~purchase~~issued ~~of $234~~10,~~583. Pursuant~~000,000 toshares ~~business combination accounting and specifically FASB statement 141 in a bargain purchase any shortfall~~ of ~~consideration~~its isSeries ~~first~~A ~~netted~~Convertible ~~against~~Preferred ~~the~~Stock ~~long~~(“Preferred ~~term~~Stock”) ~~assets acquired.~~to ~~Given that~~ the ~~fair~~shareholders ~~value~~ of ~~any~~Evergreen. ~~long~~In ~~term~~exchange ~~assets~~Exousia acquired ~~was~~100% ~~zero the~~of ~~in accordance with purchase accounting~~ the ~~next~~stock ~~step would be to consider any contingent consideration. Since there was no contingent consideration in this transaction pursuant to purchase accounting the excess purchase price~~ of ~~$234,583~~ ~~is treated as an extraordinary gain~~Evergreen.

~~A breakdown of the purchase price is as follows:~~-10-

Cash	$	37,787
Accounts Receivable		140,066
Inventory		435,651
Prepaid Expenses		18,220
LESS: Liabilities assumed		(204,141	)
Net Assets Acquired		427,583
Less: Excess purchase price		(234,583	)
Total Consideration	$	193,000

The following summary presents the estimated fair values of the assets acquired and liabilities assumed for as of the effective date of acquisition:

The following unaudited pro-forma assumes the transactions occurred as of the beginning of the periods presented as if it would have been reported during the nine month period below:

Fixed assets	$	175,638
Trade name		844,000
Interest in biodiesel facility		6,000,000
Oil terminal		6,600,000
Total assets acquired		13,619,638
Liabilities		2,981,000
Minority interest		1,099,620
Net assets acquired	$	9,539,018

Purchase price:
Preferred stock	$	17,416,784
Total purchase price		17,416,784
Excess of purchase price over net assets acquired		7,877,766
Goodwill	$	7,877,766

A further description of certain Evergreen assets follows:

Certain real estate and equipment that are leased to third parties. Evergreen acquired ownership from Able Energy, Inc. of the company that owns the real estate commonly known as the Rockaway Oil Terminal located in Rockaway, New Jersey consisting of 5.8 acres, two office buildings, fuel loading rack, and fuel tanks with a storage capacity of 3,150,000 gallons (75,000 barrels) (hereinafter referred to collectively as the “Rockaway Terminal”). The Rockaway Terminal is valued at $6.6 million, subject to an existing Mortgage Note Payable to a New Jersey bank secured by the Rockaway Terminal in the current amount of $2.981 million. The Rockaway Terminal was acquired by Evergreen on December 1, 2009 from Able Energy, Inc. (“Able”). At that time, Able entered into a 20-year triple net lease with Evergreen for the use of the Rockaway Terminal (the “Lease”). An addendum to the Lease was executed whereby Evergreen shall receive throughput and delivery fees in addition to its rent under the Lease.

82% of the outstanding common stock of PriceEnergy. PriceEnergy is an industry leading e-commerce based business selling energy products and services to its residential and commercial customers. Through the use of proprietary technology, customers can use the Internet to check their local current fuel oil price, place orders, arrange for payment, and manage deliveries of heating oil, diesel fuel, and other energy products 24 hours a day, 7 days a week. PriceEnergy is rapidly migrating its entire product base to include Green Energy attributes.

An interest in a South Carolina biodiesel production facility (“Biodiesel Facility”). The Biodiesel Facility is a producer of soybean oil based biodiesel with its production by-product glycerin. The Facility has a 36-million gallon per year production capacity for biodiesel. The Biodiesel Facility produces to the ASTM / EN 14214 biodiesel specifications and is one of a handful of biodiesel facilities to produce to the European Union (“EU”) biodiesel specifications. The Biodiesel Facility has been a member of the National Biodiesel Board and has been BQ-9000 accredited by the National Biodiesel Board.

The Company Capitalized $635,000 of Legal and Accounting Costs related to the Acquisition.

-11-

The following unaudited pro-forma assumes the transactions occurred as of the beginning of the periods presented as if it would have been reported during the three month period below:

Unaudited Pro Forma

~~Nine~~ Three month period ended

~~September 30~~March 31, ~~2008~~2009

Sales	$	16,~~407~~753,~~374~~900
Cost of Sales		15,~~139~~872,~~534~~878
Gross Margin		~~267~~881,~~840~~022
Operating
Operating Income		442,427
Net Assets Acquired		7,710,608
Net Income	$	442,427
Other Expenses		32,789
Basic Earnings per share	$	0.007
Net Loss	$	(7,475,557	)
Fully Diluted Earnings per share	$	0.002

Note 7– ~~Segment~~- ~~Reporting~~Property, Plant and Equipment

~~The Company~~Property ~~manufactures~~ and ~~sells~~equipment ~~industrial~~consisted ~~coating applied to a variety~~ of ~~applications~~ ~~including~~the ~~Petrochemical~~following ~~Plants,~~at ~~Refineries~~March ~~and Oil and Gas Equipment. The Company has two operating segments~~31, ~~Domestic~~2010 ~~Industrial Coatings (marketed under the Aegeon Brand)~~ and ~~China~~December ~~Industrial Coatings (marketed under the power Shield Brand). Each segment operates independently~~31, ~~manufacturing~~2009 ~~and selling~~ (in ~~their respective markets.~~thousands):

Net sales of each segment include end-user revenue from the sale of industrial coatings manufactured by the company. The costs included in each of the reportable segments’ operating results include the direct costs of the products sold to end-users and operating expenses managed by each reportable segment. Certain operating expenses managed by the Company’s selling and corporate functions, including all stock-based compensation expense, are not included in the reportable segment’s operating profit. As a result, reportable segment operating profit or loss is not representative of the operating profit or loss of the products in these reportable segments. Additionally, certain assets are managed by the Company’s corporate functions including corporate cash.

	2010			2009
Land	$	3,000,000		$	-
Buildings		2,000,000			-
Oil terminal		1,600,000			-
Computers and equipment		211,000			71,000
Office furniture and equipment		151,000			151,000
Vehicles		36,000			-
		6,998,000			222,000
Less: Accumulated depreciation		(80,000	)		(55,000	)
Property and equipment, net	$	6,918,000		$	167,000

~~The following~~Depreciation ~~table~~and ~~presents~~amortization ~~net~~expense ~~sales~~was $23,290 and ~~operating~~$10,532 ~~profit~~for orthe ~~loss~~periods byended ~~reportable segments:~~March 31, 2010 and March 31, 2009, respectively.

(Unaudited)	Domestic			China			Other			Total
Three Months ended September 30, 2009
Net Sales	$	89,321		$	20,912			---		$	110,232
Operating Profit (Loss)	$	(1,090,435	)	$	(79,049	)	$	(2,542	)	$	(1,172,026	)
Nine Months ended September 30, 2009
Net Sales	$	264,892		$	49,594			---		$	314,486
Operating Profit (Loss)	$	(4,279,960	)	$	(201,024	)	$	(30,616	)	$	(4,511,600	)

Note 8 – Equity Investment

Evergreen, the Company’s wholly owned subsidiary acquired on January 13, 2010 owns a 30% interest in a Biodiesel Facility in South Carolina. For accounting purposes the Company treats this investment under the Equity Method. The ~~following~~ ~~table~~Net ~~represents~~Membership Interest in the South Carolina Production Facility as of March 31, 2010 was approximately $20,000,000 with the Company’s ~~total~~recording ~~assets~~its 30% interest of $6,000,000. Under the Equity Method profits and losses are recorded as increases or decreases to the Investment recorded by ~~reportable segment:~~the Company at the acquisition date. In the first quarter 2010, the Biodiesel Facility was not operational and no profit or loss was recorded. The value of the South Carolina Production Facility was based upon an independent asset appraisal performed in 2009 as well as an independent valuation by a certified financial analyst in 2010.

Domestic	$	2,225,308
China		434,593
Other		990
Total Assets	$	2,660,891

Note 9 – Other Assets

The ~~above table~~Company ~~does~~engaged ~~not~~an ~~include~~independent ~~December~~appraiser ~~31,~~to ~~2008~~value ~~comparative~~the ~~data~~components asof ~~there~~the ~~were~~acquisition. noThe ~~China operations~~Company ~~during~~recognized ~~fiscal~~based ~~year~~upon ~~2008~~this independent appraisal a value related to the trade name “PriceEnergy.com” an asset of $844,000.

~~Note~~ 7Note 10 – ~~Inventory~~Segment Reporting

~~Inventory~~The Company does not have material segments. Its First Quarter operations were limited to sales of home heating oil.

~~The Company~~Note ~~has~~11– industrial coatings inventory in Channelview, Texas and in China. The Company has Vistamer inventory in El Campo, Texas. The inventories are valued using the average cost method and recorded at the lower of cost or market. The balances are $376,080 in Channelview, Texas and $331.060 in China and $46,047 in El Campo, Texas. All inventories carried by the Company are sellable materials. The Company evaluates inventory quarterly and any obsolete or unsellable materials are written off at that time.Inventory

~~Note 8–~~In ~~Subsequent~~2009, ~~Events~~the Company wrote off all inventories as obsolete.

On November 20, 2009, the Company acquired a short term loan in the amount of $100,000 for use in operations. This loan bears interest rate is 1% per month and is due and payable on or before December 5, 2009.-12-

11Note 12 – Subsequent Events

In April, 2010, the Company acquired short term loans in the amount of $100,000 for use in operations. These loans bear interest at the rate of 1% per month and are due and payable on June 30, 2010

On April 26, 2010, the Company held a Special Meeting of its Shareholders. At that meeting the Shareholders approved the expansion of the number of authorized shares of its common stock from 100,000,000 shares to 450,000,000 shares. The Shareholders also approved at that meeting an amendment to the Company's Certificate of Formation that eliminated personal liability, to the extent permitted by law, of our directors and officers and provided for the indemnification of our directors, officers, employees, fiduciaries or agents.

On May 6, 2010, certain holders of the Company’s Series A Preferred Stock exercised their right to convert their Preferred Shares into shares of the Company’s Common Stock. As of May 22, 2010, 6,026,958 Shares of Preferred Stock had been converted into 123,401,965 Shares of Common Stock.

Item 2 – Management’s Discussion and Analysis or Plan of Operation

Liquidity and Capital Resources

As of ~~September~~ 30March 31, ~~2009~~2010, total assets were $223,~~660~~982,~~891~~333 consisting primarily of ~~patents with~~the aassets ~~carrying value~~ of ~~$1,448,842~~Evergreen. Current liabilities totaled $39,~~365~~008,~~381~~234, which ~~consist~~consists of $~~494~~3,~~871~~913,358 of accounts payable, ~~$801,985~~and of accrued expenses and $25,~~068~~094,~~525~~876 orof notes payable. As of December 31, ~~2008~~2009, total assets were $2227,~~817,723~~553 and $1,129,905 in current liabilities. Our revenues for the ~~nine~~ three months ended ~~September~~March 3031, ~~2009~~2010 and ~~2008~~2009 were $~~314~~4,~~486~~483,457 and $1398,~~081~~234,~~998,~~ respectively. ~~The~~For ~~Company~~the ~~sustained~~first ~~losses~~time ofin ~~$4,511,600~~Company ~~and $7,468,657~~history ~~for~~ the ~~nine~~Company ~~months~~reported ~~ended~~a ~~September~~profit ~~30,~~for ~~2009 and 2008, respectively. The decrease is primarily due to~~ the ~~expenses related~~Three toMonths ~~China~~Ended ~~relations~~March in31, ~~2008~~2010 of $3123,~~325,128.~~732 ~~Cash~~versus ~~used~~a ~~in operating activities~~loss ~~was~~of $21,~~155~~934,~~455~~467 ~~and $2,776,924~~ for the ~~nine~~three months ended ~~September~~March 3031, 2009. The ~~and~~profit ~~2008,~~was ~~respectively~~directly related to the acquisition of Evergreen.

Our financial statements are prepared using principles applicable to a going concern, which contemplates the realization of assets and liquidation of liabilities in the normal course of business. ~~However,~~ weFrom doJanuary ~~not~~13, ~~have significant~~2010 ~~cash~~with orthe ~~other~~acquisition ~~material liquid assets~~completed, ~~nor~~the doCompany’s weoperations have anprovided ~~established source~~positive ofearnings ~~revenue sufficient to cover our operating costs~~ and tocash ~~allow~~flow. usPrior to ~~continue~~ asthe ~~a going concern. We may~~acquisition, in the ~~future,~~Company ~~experience significant~~had ~~fluctuations~~significantly inreduced ~~our~~overhead ~~results~~and ofoperating ~~operations~~costs. If ~~we are~~As ~~required~~a toresult ~~obtain~~of ~~additional~~the ~~debt~~merger ~~and~~with ~~equity~~Evergreen ~~financing or our illiquidity could suppress the value~~ and ~~price~~acquisition of ~~our~~assets ~~shares if~~ and ~~when~~the ~~trading~~positive incash ~~those shares~~flow ~~develops. However,~~being ~~our~~generated ~~future~~by ~~offerings~~the ~~of securities may not be undertaken~~Company, ~~and if undertaken, may not be successful or~~ the ~~proceeds~~Company ~~derived from~~expects ~~these~~to ~~offerings may~~ be ~~less~~able ~~than anticipated and/or may be insufficient~~ to fund current operations and ~~meet the needs of our business plan. Our current working capital~~ is ~~not~~evaluating ~~sufficient~~options ~~to cover expected cash requirements~~ for ~~2009 or~~recapitalization toof ~~bring~~its usexisting ~~to a positive cash flow position~~debt. ~~It is possible that we will never become profitable and will not be able to continue as a going concern.~~

~~The 3rd Quarter~~Price 2009 represented the weakest financial performance in terms of Sales and Operating Income since the Company began filing as a Commercial enterprise following its Developmental Stage filings. The primary factor contributing to this weak performance has been the Company’s inability over the last year to raise Working Capital to fund the initial inventories and receivables associated with the contracts the Company has in China as well as the opportunities it has developed in the U.S.Energy

~~China~~Price ~~Industrial Coatings~~Energy represented the primary contributor of Revenue and Cash Flow for the Company for the Three Months ended March 31, 2010. Evergreen owns 82% of the outstanding common stock of PriceEnergy. PriceEnergy is an industry leading e-commerce based business selling energy products and services to its residential and commercial customers. Through its proprietary internet platform, sales of energy through Price Energy in the First Quarter 2010 were $4,343,885. Sales through Price Energy in the first quarter were primarily of home heating oil. However management of Price Energy is expanding the scope and breadth of its offerings through an aggressive marketing program to include other energy related products throughout the United States.

~~Total Sales~~Rental in China during the 3rd Quarter 2009 were $20,912. Sales did not achieve the level anticipated nor the level that should occur when that segment is fully funded. During the quarter, the Company expanded its customer relations base in several ways. First it performed training for NIG’s sales personnel, an activity that will continue into the 4th quarter when all sales personnel will be fully trained in Exousia’s product line. This is expected to generate significant sales levels in the 4th quarter and ~~well~~Throughput into 2010. The Company has also provided samples and technical services to several key customers which is expected to lead to sales in the 4th Quarter 2009. Management believes that the key to establishing and maintaining our baseline sales is to insure technical support infrastructure. Maintaining and improving on our Human Resource pool in the area of technical support will continue in the 4th quarter. The Chinese economy is stable and the economic packages that the government has initiated are continuing to stabilize the economy in China. With the Contracts already in place and with the funding of this business segment, the Company is extremely excited about China’s future operations.Revenues

~~Domestic~~Evergreen’s ~~Industrial~~subsidiary owns the company that owns certain real estate commonly known as the Rockaway Oil Terminal located in Rockaway, New Jersey consisting of 5.8 acres, two office buildings, fuel loading rack, and fuel tanks with a storage capacity of 3,150,000 gallons (75,000 barrels). The Rockaway Terminal was acquired by Evergreen from Able Energy, Inc. on December 1, 2009. At that time, Able entered into a 20-year triple net lease with Evergreen for the use of the Rockaway Terminal (the “Lease”). An addendum to the Lease was executed whereby Evergreen shall receive throughput and delivery fees in addition to its rent under the Lease. ~~Coatings~~

Continuing the strategy put in place in the second quarter 2009 Sales efforts in the United States during the 3rd Quarter focused on contractors with relationships with larger end users such as large refineries and chemical plants. Sales in the third quarter were $89,321 but the backlog exceeds $80,000 and a significant improvement in the fourth quarter is expected.-13-

12Biodiesel Facility

~~RPA/Plastics Division~~Evergreen owns an interest in a South Carolina Biodiesel Facility (“Biodiesel Facility”). The Biodiesel Facility is a producer of soybean oil based biodiesel, its production by-product glycerin, and has a 36-million gallon per year production capacity for biodiesel. In 2009 the US House of Representatives passed an incentive package providing for a $1.00 per gallon credit to provide incentives to produce renewable energy resources such as biodiesel. In early 2010, the Senate passed a similar piece of legislation that is currently in the reconciliation process with the House bill. The facility’s production is on hold until the $1.00 per gallon tax credit is renewed by Congress. However, management expects the Biodiesel Facility to begin operations in the Second Quarter and to increase production throughout the year.

~~Exousia’s Tuff~~Fuel core panel sales initiatives proceeded ahead at a slow pace as well. The end user “pull through” approach that being employed requires more time but is expected to be far more successful in the long run. The Company demonstrates a platform of life cycle savings and fuel savings to the end-user customer base to establish a base demand for its product. Management continues to be bullish on Tuffcore and its strategy in spite of the continuing slow economic conditions in the US.Contract

In ~~response~~ addition to the ~~economic~~interest ~~conditions~~in itthe ~~faces~~Biodiesel ~~management~~Facility, ~~has~~Evergreen ~~initiated~~owns ~~several cost-saving~~a ~~plans~~Fuel ~~and~~Contract. The ~~re-positioning~~Fuel ~~plans~~Contract toacquired ~~take~~is ~~advantage~~a offive ~~its~~year ~~facilities and unique~~100,000,000 ~~product~~gallon ~~lines. It~~per ~~believes~~year ~~that~~agreement ~~its~~to ~~China Operations~~provide ~~are~~diesel ~~positioned~~fuel to ~~move~~Green ~~forward~~Energy ~~with~~Cooperative. ~~existing~~For ~~management~~the ~~and~~period ~~growth~~January ~~in the~~1, ~~Technical~~2010 ~~areas.~~to ~~The~~March ~~focus~~31, in2010, ~~the~~there ~~4th Quarter~~were ~~will~~no besales tounder ~~achieve~~this ~~break-even~~contract inpending ~~its~~reconciliation ~~Domestic~~of ~~U.S.~~legislation ~~Industrial~~passed ~~Coatings to~~in ~~position~~December ~~that~~2009 ~~segment~~by ~~for~~the ~~significant~~US ~~growth~~House of Representatives and in March 2010. ~~Finally,~~by the ~~Company will~~US ~~stay~~Senate whereby the ~~course~~incentive ~~with~~package ~~its~~providing ~~Plastics~~for ~~Division~~a ~~strategy~~$1.00 per gallon credit to ~~acceptance~~provide ~~by end-users~~incentives ~~and~~to ~~significant~~produce ~~sales~~renewable inenergy ~~2010.~~resources ~~The~~such ~~company~~as ~~will~~biodiesel ~~continue~~is torenewed. ~~explore all~~However, ~~options~~management ~~for~~expects ~~adjusting~~this ~~our~~legislation ~~sales~~to ~~efforts~~pass and sales to abegin ~~changing~~in USthe ~~and~~Second ~~International market~~Quarter.

Industrial Coatings – The Company’s ~~two~~shut ~~business~~down ~~segments,~~its ~~Industrial~~operating ~~Coatings~~plant in the United States and ~~RPA/Plastics~~curtailed ~~had stunted~~its ~~growth~~staff in China. Management plans to evaluate Industrial Coating opportunities on a case by case basis. In the ~~second~~United ~~quarter~~States ~~due~~it ~~primarily~~will toll out any production needs until it is able to ~~funding limitations. As~~obtain enough sales to warrant re-opening a ~~result~~manufacturing facility. In China, management has reduced staff and has maintained sales contacts with certain customers, but has not had the ~~focus~~working ~~was~~capital ~~primarily~~necessary onto ~~establishing~~pursue ~~an operational~~certain ~~foundation~~opportunities. The Company anticipates that it will ~~allow~~enter itinto tosales ~~move~~contracts ~~quickly~~in ~~when~~the latter part of the ~~anticipated funding~~Second ~~options~~Quarter ~~materialize~~of 2010.

~~In summary,~~RPA/Plastics ~~Exousia~~Division ~~has not been exempt from the world~~-~~wide~~ ~~economic~~The ~~slowdown which has delayed implementation of the~~ Company’s ~~business~~shut ~~plan.~~down ~~Exousia’s~~operations ~~customer base~~in ~~has~~this ~~shown~~Division continued support and commitment for the remainder of 2009 and into 2010 and while no one can be certain of timing and external conditions Exousia is positioned to benefit from the stimulus plans and other measures for economic growth both in the ~~U.S.~~First ~~and~~Quarter ~~in other parts~~ of ~~the~~ ~~world~~2010.

~~Item 3~~Exousia ~~– Quantitative~~has made great strides in its efforts to transform its product offerings from Industrial Coatings and ~~Qualitative~~Plastics ~~Analysis~~to a broad provider of ~~Market~~green ~~Risks~~energy fuel products. The Company was profitable in the First Quarter of 2010 for the first time in Company history. With the opening of the Biodiesel Facility, the implementation of the Fuel Contracts and the strategic pursuit of Industrial Coatings and Plastic opportunities, management expects revenue and profitability to continue to grow in 2010.

~~There~~Item ~~are no~~3 – ~~material~~Quantitative ~~changes~~and inQualitative ~~the~~Analysis ~~market~~about ~~risks~~Market ~~faced by us from those reported in our Annual Report on Form 10-K for the year ended December 31, 2008.~~Risks

~~Item 4~~There –are no ~~Controls~~material changes in the market risks faced by us from those reported in our Annual Report on Form 10-K for the year ended ~~and~~December ~~Procedures~~31, 2009.

Item 4T– Controls and Procedures

Evaluation of Disclosure Controls and Procedures

As of ~~September~~ 30March 31, ~~2009~~2010, the Company's management carried out an evaluation, under the supervision of the Company's Chief Executive Officer and Chief Financial Officer of the effectiveness of the design and operation of the Company's system of disclosure controls and procedures pursuant to the Securities and Exchange Act, Rule 13a-15(e) and 15d-15(e) under the Exchange Act). Based upon that evaluation, the Chief Executive Officer and Chief Financial Officer concluded that the Company's disclosure controls and procedures were not effective, as of the date of their evaluation, for the purposes of recording, processing, summarizing and timely reporting material information required to be disclosed in reports filed by the Company under the Securities Exchange Act of 1934.

As of September 30, 2009, we did not maintain effective controls over financial statement disclosure. Specifically, controls were not designed and in place to ensure that all disclosures required were originally addressed in our financial statements. Accordingly, management has determined that this control deficiency constitutes a material weakness.-14-

13As of March 31, 2010, we did not maintain effective controls over financial statement disclosure. Specifically, controls were not designed and in place to ensure that all disclosures required were originally addressed in our financial statements. Accordingly, management has determined that this control deficiency constitutes a material weakness.

	1.	As of ~~September~~March 3031, ~~2009~~2010, effective controls over the control environment were not maintained. Specifically, a formally adopted a written code of business conduct and ethics that governs to the Company’s employees, officers and directors was not in place. Additionally, management has not developed and effectively communicated to its employees its accounting policies and procedures. This has resulted in inconsistent practices. Further, the Board of Directors does not currently have any independent members and no director qualifies as an audit committee financial expert as defined in Item 407(d) (5) (ii) of Regulation S-BX. Since these entity level programs have a pervasive effect across the organization, management has determined that these circumstances constitute a material weakness.
	2.	As of ~~September~~March 3031, ~~2009~~2010, effective controls over financial statement disclosure were not maintained. Specifically, controls were not designed and in place to ensure that all disclosures required were originally addressed in our financial statements. Accordingly, management has determined that this control deficiency constitutes a material weakness.

3. As of September 30, 2009, effective controls over equity transactions were not maintained. Specifically, controls were not designed and in place to ensure that equity transactions were properly reflected. Accordingly, management has determined that this control deficiency constitutes a material weakness.

	3.	As of March 31, 2010, effective controls over equity transactions were not maintained. Specifically, controls were not designed and in place to ensure that equity transactions were properly reflected. Accordingly, management has determined that this control deficiency constitutes a material weakness.

	4.	The Company has retained outside securities counsel to assist management in developing procedures and guidelines to rectify the above deficiencies and develop safeguards to prevent such deficiencies to reoccur in the future. The Company with the assistance of its outside securities counsel is also developing procedures to insure that disclosure controls are in effect to provide for timely reporting and disclosure of material information and events.

Changes in Internal Control over Financial Reporting

NoThe ~~change in the~~ Company’s ~~internal~~anticipates ~~control~~that ~~over~~when ~~financial~~the ~~reporting~~procedures ~~occurred~~referred ~~during~~to ~~the quarter~~above ~~ended~~are ~~June~~in 30place, ~~2009,~~ that ~~materially~~it ~~affected,~~will orbe isin ~~reasonably~~compliance ~~likely to~~with ~~materially~~all ~~affect,~~disclosure requirements of the ~~Company’s~~Exchange ~~internal~~Act ~~control~~and ~~over~~its ~~financial reporting~~rules and regulations.

14-15-

PART II – OTHER INFORMATION

Item 1 – Legal ~~Proceedings~~Proceeding.

~~On or about December 10, 2007 a lawsuit was filed by CorrBan Technologies, Inc and Thin Film Technology, Inc~~None. against Exousia Advanced Materials, Inc, Shield Industries, Inc, Global Development Enterprise, Inc, Vickers Industrial Coatings, Inc and other individuals. In the Lawsuit Plaintiffs allege misappropriation of proprietary information, breach of fiduciary duty and fraud. The allegations stem from the certain individuals previous association with CorrBan Technologies and CorrBan’s belief that these individuals used technology obtained from CorrBan. The defendants have agreed to a temporary restriction regarding the use of the disputed technology. Exousia does not believe this temporary agreement will affect their day to day business operations. A settlement was reached during the nine month period ending September 30, 2008 and the Company paid $25,000 on July 28, 2008 to CorrBan Technologies.

OnItem ~~or about~~1A ~~July~~Risk ~~21, 2008, a suit was filed by Baker & Daniels, LLP against the Company in St~~Factors. Joseph circuit Court, in the State of Indiana, bearing Cause No. 71C01-0807-CC-01617, for unpaid legal fees in the amount of $7,051, with late fees accruing at $63 monthly. The Company disputes the claim, and intends to vigorously defend the claim. At June 30, 2009, the Company accrued $7,051 in legal costs.

OnNot ~~or about November 6, 2008, a Judgment was entered in Cause No~~applicable. 20D02-0709-PL-79 in the Elkhart Superior Court No. 2, Elkhart, Indiana, in favor of Group Impact, LLC, Tektrellis, Inc., Marc Lacounte and Mary Wetzel, Plaintiffs, against J. Wayne Rodrigue, Exousia Advanced Materials, Inc., Re-Engineered Composite Systems, LLC and Engineered Particle Systems, LLC, Defendants, jointly and severally, in the amount of One Hundred Thousand Dollars ($100,000), plus prejudgment interest at the rate of 12% A.P.R. from May 1, 2007 through April 1, 2008 totaling Eleven Thousand Dollars ($11,000), plus post judgment interest accruing on the outstanding judgment amount at the statutory rate of Eight Percent (8%) from the date of summary judgment of April 1, 2008. In addition, Judgment was entered against the Defendants, jointly and severally, in the amount of Seven Thousand Three Hundred Thirty-Eight Dollars ($7,338) in attorney’s fees and costs, plus post judgment interest accruing on the outstanding judgment amount at the statutory rate of Eight Percent (8%) from the date of award of attorney’s fees and costs of May 21, 2008. On or about November 12, 2008, Plaintiffs filed a Notice of Filing Foreign Judgment in the 240th Judicial District Court of Fort Bend County, Texas bearing Cause Number 08-DCV-167838.

OnItem ~~or about~~2 Unregistered ~~February~~Sales 6,of ~~2009,~~Equity ~~Defendants~~Securities ~~J. Wayne Rodrigue~~ and ~~Exousia~~Use Advanced Materials, Inc. filed a Motion to Vacate Judgment alleging certain defects in the Judgment and the attempt to file the Judgment as a Foreign Judgment. The Company is continuing to investigate the matter, including investigating the possibility of ~~an out-of-court settlement of the claim~~Proceeds. ~~At June 30, 2009, the Company accrued $125,778 in legal costs.~~

~~In January, 2007, the Company entered into an Asset Purchase and Sale Agreement under which the Company would acquire certain assets of The Little Trailer company, Inc~~None., and Indiana Corporation. The Company has received notice from The Little Trailer Company, Inc. that it claims to be owed a ‘break-up fee’ of approximately One Hundred Thousand Dollars ($100,000) in connection with the alleged failure of Exousia to close the transaction. The Company disputes the claim of The Little Trailer Company, Inc., and intends to vigorously defend the claim and any lawsuit that may be initiated with respect thereto. At June 30, 2009, the Company accrued $100,000 in legal costs.

Item 2 -3Defaults ~~Unregistered~~Upon ~~Sales~~Senior ~~of Equity~~ Securities ~~and Use of Proceeds~~.

None.

Item 34 (Removed –and ~~Defaults Upon Senior Securities~~Reserved)

None.

15Item 5 Other Information.

~~Item 4 – Submission of Matters to a Vote of Security Holders~~None.

~~None~~Item 6 Exhibits.

Item 5 – Other Information

Exhibit No.	Description of Exhibit
3.1	Articles of Incorporation of the Company (incorporated by reference to Exhibit 3.1 to the Company’s SB-2 Registration Statement declared effective August 6, 2002.)
3.2	By-laws of the Company (incorporated by reference to Exhibit 3.2 to the Company’s SB-2 Registration Statement declared effective August 6, 2002.)
31.1 *	Certification of the Chief Executive Officer pursuant to Exchange Act Rule, Rule 13a-14a/15d-14a.
31.2 *	Certification of the Chief Financial Officer pursuant to Exchange Act Rule, Rule 13a-14a/15d-14a.
32.1 *	Certification of Chief Executive Officer pursuant to U.S.C. Section1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.2 *	Certification of Chief Executive Officer pursuant to U.S.C. Section1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

~~None~~* Exhibits are submitted herewith

~~Item 6 – Exhibitions and Reports on Form 8~~-K16-

Exhibit No.	Description of Exhibit
3.1	Articles of Incorporation of the Company (filed as Exhibit 3.1 to the Company’s SB-2 Registration Statement declared effective August 6, 2002 is incorporated here by reference)
3.2	By-laws of the Company (filed as Exhibit 3.2 to the Company’s SB-2 Registration Statement declared effective August 6, 2002 is incorporated here by reference)
31.1	Certification Pursuant to 302 of the Sarbanes-Oxley Act of 2002
31.2	Certification Pursuant to 302 of the Sarbanes-Oxley Act of 2002
32.1	Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
32.2	Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

SIGNATURES

~~In accordance~~Pursuant ~~with~~to ~~Section~~the 13requirements ~~or 15(d)~~ of the Securities Exchange Act of 1934, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Exousia Advanced Materials, Inc. (Registrant) By: //s// Wayne Rodrigue, CEO/President/Chairman Date: ~~November~~May 2024, ~~2009~~2010 By: /s/ Robert Roddie CFO/COO Date: May 24, 2010

~~In accordance with the Securities Act, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.~~-17-

By //s// Robert Roddie, CFO/COO Date: November 20, 2009 By //s// Wayne Rodrigue, CEO/President/ Chairman Date: November 20, 2009 By //s// Robert Lane Brindley, Director Date: November 20, 2009 By //s// Terry Stevens, Director Date: November 20, 2009 By //s// George Stapleton, Director Date: November 20, 2009

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