UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

________________

FORM 10-K

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

FOR THE FISCAL YEAR ENDED MARCH 31, ~~2009~~2010

Commission File Number: 333-15197

_______________________________

MEDISTAFF CORPORATION

(Exact name of registrant as specified in its charter)

NEVADA		80-0159248
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

1780 West 9000 South

Suite 218

West Jordan, Utah 84088-6501

(Address of principal executive offices, including zip code)

(801) 230-4761

(Registrant's telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

Common Stock, $0.001 par value per share

Title of class		Name of each exchange on which registered
Common Stock. $0.001 par value per share		None

Securities registered pursuant to Section 12(g) of the Act:

None

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

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Exchange Act. Yes x No o

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

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). The registrant is not yet part of the Interactive Data reporting system. Yes o No o

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, 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. o

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 definitions of "large accelerated filer," "accelerated filer," and "smaller reporting company" in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filer o		Accelerated filer o

Non-accelerated filer o (Do not check if 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 x No o

As of June 23, ~~2009~~2010, no market price existed for voting and non-voting common equity held by non-affiliates of the registrant.

As of June 23, ~~2009~~2010, the Registrant had outstanding 5,~~331~~429,016 shares of Common Stock with a par value of $0.001 per share.

DOCUMENTS INCORPORATED BY REFERENCE

The following documents (or portions thereof) are incorporated herein by ~~reference: registration~~ ~~statement and exhibits thereto filed on Form S-1 May 27, 2008 are incorporated by~~ reference ~~within Part I and Part II herein.~~: None

INDEX

MEDISTAFF CORPORATION

		PAGE NO
PART I
ITEM 1.	BUSINESS	4
ITEM 1A.	RISK FACTORS	6
ITEM 2.	PROPERTIES	8
ITEM 1B.	UNRESOLVED STAFF COMMENTS	6
ITEM 3.	LEGAL PROCEEDINGS	8
ITEM 2.	PROPERTIES	6
ITEM 4.	SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS	8
ITEM 3.	LEGAL PROCEEDINGS	7
ITEM 4.	REMOVED AND RESERVED	7
PART II
ITEM 5.	MARKET FOR REGISTRANT'S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES	97
ITEM 6.	SELECTED FINANCIAL DATA	98
ITEM 7.	MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS	108
ITEM 7A.	QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK	1110
ITEM 8.	FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA	1110
ITEM 9.	CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE	11
ITEM 9A.	CONTROLS AND PROCEDURES	11
ITEM 9B.	OTHER INFORMATION	1412
PART III
ITEM 10.	DIRECTORS AND EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE	1412
ITEM 11.	EXECUTIVE COMPENSATION	1513
ITEM 12.	SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS	1614
ITEM 13.	CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE	1614
ITEM 14.	PRINCIPAL ACCOUNTANT FEES AND SERVICES	1614
PART IV
ITEM 15.	EXHIBITS AND FINANCIAL STATEMENT SCHEDULES	1615
SIGNATURES		1816

PART I.

Cautionary Note

This Annual Report on Form 10-K contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, which are subject to a number of risks and uncertainties. All statements that are not historical facts are forward-looking statements, including statements about our business strategy, the effect of Generally Accepted Accounting Principles ("GAAP") pronouncements, uncertainty regarding our future operating results and our profitability, anticipated sources of funds and all plans, objectives, expectations and intentions and the statements regarding future potential revenue, gross margins and our prospects for fiscal ~~2009~~2010. These statements appear in a number of places and can be identified by the use of forward-looking terminology such as "may," "will," "should," "expect," "plan," "anticipate," "believe," "estimate," "predict," "future," "intend," or "certain" or the negative of these terms or other variations or comparable terminology, or by discussions of strategy.

Actual results may vary materially from those in such forward-looking statements as a result of various factors that are identified in "Item 7—Management's Discussion and Analysis of Financial Condition and Results of Operations," ~~"Item 1A.—Risk Factors" and~~ elsewhere in this document. No assurance can be given that the risk factors described in this Annual Report on Form 10-K are all of the factors that could cause actual results to vary materially from the forward-looking statements. All forward-looking statements speak only as of the date of this Annual Report on Form 10-K. Readers should not place undue reliance on these forward-looking statements and are cautioned that any such forward-looking statements are not guarantees of future performance. We assume no obligation to update any forward-looking statements.

References in this Annual Report on Form 10-K to (i) the "Company," the "Registrant," "MediStaff” "we," "our”, and "us" refer to MediStaff Corporation.

Investors and security holders may obtain a free copy of the Annual Report on Form 10-K and other documents filed by MediStaff with the Securities and Exchange Commission ("SEC") at the SEC's website at http://www.sec.gov. Free copies of the Annual Report on Form 10-K and other documents filed by MediStaff with the SEC may also be obtained from MediStaff Corporation by directing a request to: Dale Byers, President and Chief Executive Officer, 1780 West 9000 South, Suite 218, West Jordan, UT 84088-6501.

ITEM 1

BUSINESS

General

MediStaff Corporation was incorporated in the State of Nevada on March 13, 2008 with our office located at 1780 West 9000 South, Suite 218, West Jordan, Utah 84088-6501. Our telephone number is (801) 230-4761. Our facsimile number is (772) 226-5557.

Company History

MediStaff is a development stage medical staffing company. We have never declared bankruptcy, we have never been in receivership, and we have never been involved in any legal action or proceedings. Since becoming incorporated, MediStaff has not made any significant purchase or sale of assets, nor has it been involved in any mergers, acquisitions, or consolidations. MediStaff has no subsidiaries. Our fiscal year end is March 31st. We have no revenues, have achieved only losses since inception, have no operations, and have been issued a going concern opinion from our auditors.

Company History

MediStaff is a development stage medical staffing company. We have never declared bankruptcy, we have never been in receivership, and we have never been involved in any legal action or proceedings. Since becoming incorporated, MediStaff has not made any significant purchase or sale of assets, nor has it been involved in any mergers, acquisitions or consolidations. MediStaff has no subsidiaries. Our fiscal year end is March 31st. We have no revenues, have achieved only losses since inception, have no operations, and have been issued a going concern opinion from our auditors.

Business Development

To date, our business activities have been limited to organizational matters, the preparation and filing of our registration statement, maintaining our reporting requirements, and research of potential healthcare organizations within the State of Utah who would benefit from our personnel staffing services. These organizations consist of three general groups that our management plans to target:

	·	Hospitals and teaching facilities,
	·	Clinics and nursing homes, and

Organizations, such as corporations or schools.

Compliance with Government Regulation

We are not aware of any direct governmental regulation; however, the healthcare professionals we plan to represent will be required to be adequately licensed and certified under applicable state laws. While we plan to take reasonable steps to ensure the validity and adequacy of licenses and certifications held by each individual, such licensure and certification will not be the sole responsibility of MediStaff.

Plan of Operation

Our auditors have issued a going concern opinion. This means that there is substantial doubt that we can continue as an on-going business for the next twelve months unless we obtain additional capital. This is because we have not generated any revenues and no revenues are anticipated until we begin operating activities. Accordingly, we must raise proceeds from sources other than operations in order to continue as a going concern. Our only source for cash at this time is investments by others in the Company’s common stock.

As of March 31, ~~2009~~2010 we have sold approximately 56154,000 common shares through our registered offering as filed on Form S-1, May 27, 2008 (deemed effective June 10, 2008). We are authorized to sell an additional 944,000 common shares through this offering at a fixed price of $0.10 per share, which management intends to continue to pursue for at least the first and second quarters of our fiscal year ended March 31, 2010. Investors must be aware that as of the date of this report there is no market for our common stock. The Company cannot provide any guarantee or assurance a market will ever develop for the common stock. If a market is not developed the result would be a complete loss of any investment made into the Company.

Management believes it has enough cash on hand to maintain its status as a reporting Company for the next three months. As such, the Company must raise proceeds within the next three months in order to continue as a going concern and maintain its status as a reporting company for the next twelve months. If the Company is unable to secure additional proceeds within this timeframe the business would likely fail and an investment made into the Company by an investor would be lost in its entirety.

Limited Operating History; Need for Additional Capital

There is no historical financial information about us upon which to base an evaluation of our performance. MediStaff was incorporated in the State of Nevada on March 13, 2008.

~~MediStaff has~~Management ~~raised~~believes ait ~~total~~has ofenough ~~approximately $30,100 from the sale of its common stock. As of March 31, 2009, we had a balance of $13,055 in~~ cash ~~with liabilities~~on ofhand ~~$3,090 in accounts payable. The Company will be required~~ to ~~raise~~maintain ~~additional funds in order to pay the fees associated with maintaining~~ its status as a reporting ~~company,~~Company asfor ~~defined under~~ the ~~Securities Act~~next ofthree ~~1934 and fund costs associated with implementing its business strategy~~months. WeAs ~~estimate~~such ~~that~~the weCompany ~~will~~must ~~be required to~~ raise aproceeds ~~minimum~~within ~~of $20,000 over~~ the ~~course of the~~ next ~~twelve~~three months in order to ~~cover~~continue ~~expenses related~~as toa ~~maintaining~~going concern and maintain its status as a reporting company ~~(legal,~~for ~~auditing,~~the ~~and filing~~next ~~fees)~~twelve ~~and continue as a going concern~~months. ~~There~~If ~~is no assurance we will receive~~ the ~~required~~Company ~~financing~~is unable to ~~continue~~secure asadditional aproceeds ~~going~~within ~~concern~~this ortimeframe ~~raise~~ the ~~required~~business ~~proceeds~~would tolikely ~~complete~~fail and ~~implement~~an ~~our~~investment ~~business strategies. Even~~made ifinto ~~we are successful in raising proceeds from~~ the ~~offering~~ weCompany ~~have~~by ~~no assurance~~an ~~that~~investor ~~future~~would ~~financing will~~ be ~~available~~lost toin ~~us on~~it ~~acceptable terms. If financing~~ is ~~not available on satisfactory terms, we may be unable to continue, develop or expand our operations~~entirety.

Limited Operating History; Need for Additional Capital

There is no historical financial information about us upon which to base an evaluation of our performance. MediStaff was incorporated in the State of Nevada on March 13, 2008 and has not conducted any revenue generating operations to date.

MediStaff has raised a total of approximately $15,400 from the sale of its common stock to unrelated parties. As of March 31, 2010, we had a balance (less outstanding checks) of $3,366 in cash with liabilities of $71 in accounts payable. The Company will be required to raise additional funds in order to pay the fees associated with maintaining its status as a reporting company, as defined under the Securities Act of 1934 and fund costs associated with implementing its business strategy; we estimate that this cost will be approximately $15,000. There is no assurance we will receive the required financing to continue as a going concern or raise the required proceeds to complete and implement our business strategies. We have no assurance that future financing will be available to us on acceptable terms in the future. If financing is not available on satisfactory terms, we may be unable to continue, develop or expand our operations and any investment made into the Company would be lost.

MediStaff has no plans to undertake product research and development during the term covered herein. There are also no plans or expectations to purchase or sell any plant and or significant equipment in the upcoming fiscal year.

Employees

Other than MediStaff’s Director and Executive Officer who is currently donating his time to the development of the Company, there are no employees of the Company. We have no intention to hire employees until the business has been successfully funded.

Employment Agreements

There are no employment agreements.

ITEM 1A . RISK FACTORS

~~Factors Affecting~~Not ~~Future Operating Results~~Applicable

~~This Annual~~ITEM ~~Report on Form 10-K contains forward-looking statements concerning our future business, expenses, revenue, liquidity, and cash needs, as well as our plans and strategies~~1B. ~~These~~UNRESOLVED ~~forward-looking~~STAFF statements are based on current expectations and we assume no obligation to update this information, except as required by applicable laws and regulations. Numerous factors could cause actual results to differ significantly from the results described in these forward-looking statements, including the following risk factors.COMMENTS

~~Investing in~~Not our securities involves a high degree of risk. The following risk factors, issues and uncertainties should be considered when evaluating our future prospects. In particular, please consider these risk factors when reading "forward-looking" statements which appear throughout this report. Forward-looking statements relate to our expectations for future events and time periods. Generally, words such as "expect," "intend," "anticipate" and similar expressions identify forward-looking statements. Each of these forward-looking statements involves risks and uncertainties, and future events and circumstances could differ significantly from those anticipated in the forward-looking statements. Any one of the following risks could harm our operating results or financial condition and could result in a significant decline in value of an investment in us. Further, additional risks and uncertainties that have not yet been identified or which we currently believe are immaterial may also harm our operating results and financial condition.Applicable

PLEASE CONSIDER THE FOLLOWING RISK FACTORS CAREFULLY PRIOR TO INVESTING IN OUR COMMON STOCK.

Because our auditors have issued a going concern opinion, there is substantial uncertainty we will continue activities in which case you could lose your investment.

Our auditors have issued a going concern opinion. This means that there is substantial doubt that we can continue as an ongoing business for the next twelve months. As such we may have to cease activities and you could lose your investment.

Our sole Officer and Director provides services to us on a part-time basis and has no experience managing a public company. As a result, we may be unable to sell the shares in our offering, develop our business, and manage our public reporting requirements.

Our operations depend on the efforts of Dale Byers, our sole officer, director, and employee. Mr. Byers has no experience related to public company management, nor as a principal accounting officer. Because of this, Mr. Byers may be unable to offer and sell the shares in our registered offering, develop our business, and manage our public reporting requirements. We cannot guarantee you that we will overcome any such obstacle.

Mr. Byers is involved in other business opportunities and may face a conflict in selecting between MediStaff and his other business interests. We have not formulated a policy for the resolution of such conflicts. If we lose Mr. Byers to other pursuits without a sufficient warning, we may, consequently, go out of business.

MediStaff Corporation has no clients to date, and may not develop sufficient clients to stay in business.

MediStaff has not sold any products or provided any services, and may be unable to do so in the future. In addition, if we are unable to develop sufficient customers for our products and services, we will not generate enough revenue to sustain our business, and may have to adjust our business plan, or it may fail.

Fluctuations in patient occupancy at hospitals and healthcare facilities may adversely affect the demand for our services and therefore the profitability of our business.

Demand for our proposed temporary healthcare staffing services is significantly affected by the general level of patient occupancy at hospital and healthcare facilities. When occupancy increases, hospitals and other healthcare facilities often add temporary employees before full-time employees are hired. As occupancy decreases, hospitals and other healthcare facilities typically reduce their use of temporary employees before undertaking layoffs of their regular employees. In addition, we may experience more competitive pricing pressure during periods of occupancy downturn. Occupancy at hospitals and healthcare facilities also fluctuates due to the seasonality of some elective procedures. Such fluctuations in patient occupancy may adversely affect our revenues and earnings.

Purchasers in our S-1 offering effective June 10, 2008 will have limited control over decision-making because Dale Byers, our sole Officer, Director, employee and stockholder controls 93.8% of our issued and outstanding common stock.

Dale Byers, our sole Director, executive officer and employee beneficially owns 93.8% of the outstanding common stock as of March 31, 2009. As a result of such ownership, investors in our common stock will have limited control over matters requiring approval by our security holders, including the election of directors. Such concentrated control may also make it difficult for our stockholders to receive a premium for their shares of our common stock in the event we enter into transactions which require stockholder approval

Investors may lose their entire investment if we fail to implement our business plan.

As a development stage company, we expect to face substantial risks, uncertainties, expenses and difficulties. We were formed on March 13, 2008. We have no demonstrable operations record on which you can evaluate our business and prospects. We have yet to commence planned operations. As of the date of this annual report on Form 10-K, we have had only limited start-up operations and generated no revenues. We cannot guarantee that we will be successful in accomplishing our objectives.

Because there is currently no public trading market for our common stock, you may not be able to resell your stock.

There is currently no public trading market for our common stock. Therefore there is no central place, such as stock exchange or electronic trading system to resell your shares. If a public market is not developed in the future shareholders would not be able to sell their shares and any investment would be lost in its entirety.

Because we do not have an audit committee, stockholders will have to rely on the sole director, who is not independent, to perform these functions.

We do not have an audit or compensation committee comprised of independent directors. These functions are performed by the Board of Directors as a whole. The sole member of the Board of Directors is not an independent Director. Thus, there is a potential conflict in that the sole board member is also engaged in management and participates in decisions concerning management compensation and audit issues that may affect management performance.

These risk factors, individually or occurring together, would likely have a substantially negative effect on MediStaff’s business and would likely cause it to fail.

ITEM 2

PROPERTIES

MediStaff uses an administrative office located at 1780 West 9000 South, Suite 218, West Jordan, Utah 84088. Office space is currently being provided free of charge at this location by our sole Officer and Director. There are currently no proposed programs for the renovation, improvement, or development of the facilities currently in use.

The Company’s management does not currently have policies regarding the acquisition or sale of real estate assets primarily for possible capital gain or primarily for income. The Company does not presently hold any investments or interests in real estate, investments in real estate mortgages, or securities of or interests in persons primarily engaged in real estate activities.6

The Company’s management does not currently have policies regarding the acquisition or sale of real estate assets primarily for possible capital gain or primarily for income. The Company does not presently hold any investments or interests in real estate, investments in real estate mortgages or securities of or interests in persons primarily engaged in real estate activities.

ITEM 3

LEGAL PROCEEDINGS

MediStaff is not currently a party to any legal proceedings. There are no known pending legal or administrative proceedings against MediStaff. MediStaff’s agent for service of process in Nevada is: InCorp Services Inc., 3155 East Patrick Lane, Suite 1, Las Vegas, NV 89120 – Telephone (702) 866-2500

MediStaff’s ~~sole~~ ~~Officer~~Officers and Director, ~~Dale~~have ~~Byers, has~~ not been convicted in a criminal proceeding ~~for violation of any federal or state securities or commodities law,~~ nor ~~has he~~ been permanently or temporarily enjoined, barred, suspended or otherwise limited from involvement in any type of business, securities or banking activities.

~~ITEM~~Mr. 4Byers ~~SUBMISSION~~and OFMs. ~~MATTERS~~Lima, TOthe ACompany’s ~~VOTE~~Officers OFand ~~SECURITY~~Director, ~~HOLDERS~~have not been convicted of violating any federal or state securities or commodities law.

~~None.~~ITEM 4 REMOVED AND RESERVED

PART II

ITEM 5

MARKET FOR REGISTRANT'S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES

As of ~~the~~ date of this ~~Form~~10K ~~10-K,~~ the Company has 5,~~331~~429,016 common shares issued and outstanding. We are authorized to issue 75,000,000 common shares.

Sales of Unregistered Securities. On March 17, 2008, the Company issued 5,000,000 shares of common stock to its sole officer and director at $0.005 per share for total cash of $25,000. In addition, the Company issued on the same day, 275,016 shares of common stock to a consultant at $0.005 per share as prepayment for $1,375 in future services. ~~(Note 7 – Prepaid Expense).~~ The Company relied on Section 4(2) of the Securities Act as its exemption from registration when it issued the shares of common stock. All initial stockholders agreed to hold the shares for investment purposes only and to transfer such shares only in a registered offering or in reliance upon an exemption therefrom.

Sales of Registered Securities. On various dates throughout the year ended March 31, ~~2009,~~2010 the Company issued 56154,000 shares of common stock at $.10 per share for total cash of $515,~~100, net of $500 in offering costs offset against additional paid-in capital~~400. The stock was issued pursuant to a public offering on Form S-1 filed with the SEC on May 27, 2008.

Issuer Purchases of Equity Securities. None during the Fiscal Year.

Dividends. We did not declare or pay dividends during the Fiscal Year and do not anticipate declaring or paying dividends in fiscal year 2010.

ITEM 6

SELECTED FINANCIAL DATA

Summary of Financial Data

	As of and for the year ended March 31, 2009
	As of March 31, 2010
Revenues	$	0
Operating Expenses	$	(2137,~~425~~980	)
Net Loss	$	(21,510	)
Earnings (Loss)	$	(37,980	)
Total Assets	$	133,~~055~~366
Total Liabilities	$	3,090
Liabilities	$	71
Total Stockholder’s Equity	$	9,965
Stockholder’s Equity	$	3,295

ITEM 7

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following discussion is intended to assist in the understanding and assessment of significant changes and trends related to the results of operations and financial condition of MediStaff. This discussion and analysis should be read in conjunction with our financial statements and notes thereto included elsewhere in this Annual Report on Form 10-K for the fiscal year ended March 31, ~~2009~~ 2010.

Cautionary Statement

This notice is intended to take advantage of the "safe harbor" provided by the Private Securities Litigation Reform Act of 1995 with respect to forward-looking statements. Except for the historical information contained herein, the matters discussed should be considered forward-looking statements and readers are cautioned not to place undue reliance on those statements. The forward-looking statements in this discussion are made based on information available as of the date hereof and are subject to a number of risks and uncertainties that could cause the Company's actual results and financial position to differ materially from those expressed or implied in the forward-looking statements and to be below the expectations of public market analysts and investors. ~~These risks and uncertainties include, but are not limited to, those discussed in "Item 1A.—Risk Factors" under the heading "Factors Affecting Future Operating Results."~~ The Company undertakes no obligation to publicly release the results of any revisions to these forward-looking statements to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events, except as required by applicable laws and regulations.

Critical Accounting Policies

~~The preparation~~In ofJune ~~our~~2009, ~~financial~~the ~~statements~~Financial ~~and~~Accounting ~~notes~~Standards ~~thereto~~Board ~~requires~~(FASB) ~~management~~issued ~~to make~~a ~~estimates~~standard that established the FASB Accounting Standards Codification ™ (ASC) and ~~assumptions~~amended the hierarchy of generally accepted accounting principles (GAAP) such that ~~affect~~the ASC became the ~~amounts~~single ~~and~~source ~~disclosures~~of ~~reported within~~authoritative ~~those~~nongovernmental ~~financial~~U.S. ~~statements~~GAAP. OnThe anASC ~~ongoing~~did ~~basis,~~not ~~management~~change ~~evaluates~~current ~~its estimates~~U.S. GAAP, ~~including~~but ~~those~~was intended to simplify user access to all authoritative U.S. GAAP by providing all the authoritative literature related to ~~revenue~~a ~~recognition,~~particular ~~contingencies, litigation,~~topic ~~and~~in ~~income~~one ~~taxes~~place. ~~Management~~All ~~bases~~previously ~~its~~existing ~~estimates~~accounting ~~and~~standard ~~judgments~~documents ~~on historical~~were ~~experiences~~superseded and onall ~~various~~ other ~~factors~~accounting ~~believed~~literature not included in the ASC is considered non-authoritative. New accounting standards issued subsequent to beJune ~~reasonable under~~30, 2009 are communicated by the ~~circumstances~~FASB through Accounting Standards Updates (ASUs). ~~Actual~~For ~~results~~the ~~under~~Company, ~~circumstances~~the ~~and~~ASC ~~conditions different~~was ~~than~~effective ~~those~~July ~~assumed~~1, ~~could~~2009. ~~result~~This instandard ~~differences~~did ~~from~~not have an impact on the ~~estimated amounts~~Company’s inresults of operations or financial condition. However, throughout the notes to the financial statements references that were previously made to various former authoritative U.S. ~~There~~GAAP pronouncements have been nochanged ~~material changes~~ to ~~these~~ ~~policies~~coincide ~~during~~with the ~~fiscal~~appropriate ~~year~~section of the ASC.

In April 2009, the FASB issued an accounting standard which provides guidance on (1) estimating the fair value of an asset or liability when the volume and level of activity for the asset or liability have significantly declined and (2) identifying transactions that are not orderly. The standard also amended certain disclosure provisions for fair value measurements and disclosures in ASC 820 to require, among other things, disclosures in interim periods of the inputs and valuation techniques used to measure fair value as well as disclosure of the hierarchy of the source of underlying fair value information on a disaggregated basis by specific major category of investment. For the Company, this standard was effective prospectively beginning April 1, 2009. The adoption of this standard did not have a material impact on the Company‘s results of operations or financial condition.

In May 2009, the FASB issued a new accounting standard regarding subsequent events. This standard incorporates into authoritative accounting literature certain guidance that already existed within generally accepted auditing standards, with the requirements concerning recognition and disclosure of subsequent events remaining essentially unchanged. This guidance addresses events which occur after the balance sheet date but before the issuance of financial statements. Under the new standard, as under previous practice, an entity must record the effects of subsequent events that provide evidence about conditions that existed at the balance sheet date and must disclose but not record the effects of subsequent events which provide evidence about conditions that did not exist at the balance sheet date. This standard added no additional required disclosure relative to the date through which subsequent events have been evaluated. For the Company, this standard was effective beginning July 1, 2009.

Executive Overview

This past year, the focus of the Company was primarily on ~~preparing~~selling ~~and~~common ~~filing~~stock via the registration statement and applying for quotation of the Company’s common stock on ~~Form~~the SOver-1the inCounter ~~order~~Bulletin toBoard ~~register~~(OTCBB). As ~~1,000,000~~of ~~common~~March ~~shares to~~31, be2010 ~~sold~~there asis ano ~~direct~~market ~~offering~~for to the ~~public~~Company’s atcommon astock ~~price~~and ofthere ~~$0.10~~can ~~per~~be ~~share~~no ~~to fund~~assurance ~~the~~that ~~anticipated~~a ~~medical~~market ~~staffing~~will ~~business~~ever ~~activities~~develop ~~and~~in ~~maintain~~ the ~~status~~ offuture. For the ~~Company~~next asyear awe ~~reporting~~plan ~~company~~to ascontinue ~~defined~~our byresearch ~~the~~of ~~Securities~~potential ~~and Exchange~~healthcare ~~Commission. To~~organizations ~~date~~within wethe ~~have~~State ~~sold~~of ~~56,000~~Utah ~~common~~who ~~shares pursuant~~would tobenefit from our ~~registered~~personnel ~~offering. Our~~staffing ~~focus~~services ~~will~~and beattempt to ~~continue to~~ raise additional ~~proceeds~~capital. If ~~through~~we ~~our~~are ~~registered~~unable ~~offering~~to ~~for~~raise atadditional ~~least~~capital ~~the~~our ~~first and~~business ~~second~~will ~~quarters~~fail ofand ~~our~~any ~~fiscal~~investment ~~year~~made ~~ended~~would ~~March~~be ~~31,~~lost ~~2010~~in its entirety.

~~Shareholder Transactions~~9

OnShareholder March 17, 2008, 5,000,000 shares of our common stock were purchased by our Chief Executive Officer/Director, Dale Byers at $.005 per share for total proceeds of $25,000, and 275,016 shares of common stock were issued to a consultant at $.005 per share in exchange for $1,375 in consulting services. The Company relied on Section 4(2) of the Securities Act as its exemption from registration when it issued the shares of common stock. On various dates during the year ended March 31, 2009, the Company issued 56,000 shares of common stock at $.10 per share for total cash of $5,100. The stock was issued pursuant to a public offering on Form S-1 filed with the SEC on May 27, 2008Transaction

Company issued 154,000 shares of common stock at $.10 per share for total cash of $15,400. The stock was issued pursuant to a public offering on Form S-1 filed with the SEC on May 27, 2008

	·	The size of the Company's Board of Directors was determined to be one; and
	·	Mr. Byers was elected as the sole member of the Board of Directors.

10Fiscal Year ending March 31, 2010

~~Fiscal Year~~Revenue. The Company has not generated any revenues. As of March 31, 2010 the only proceeds received by the Company have been approximately $9,800 through the sale of its common stock.

Revenue. The Company has not generated any revenues. As of March 31, 2009 the only proceeds received by the Company have been approximately $30,100 (net of offering costs) through the sale of its common stock.

Liquidity and Capital Resources

We will require significant amounts of working capital to begin our proposed medical staffing business and to pay expenses relating to maintaining the status of a reporting company including legal, accounting and filing fees. We currently have $133,~~055~~366 of cash available. We must raise additional proceeds of $2015,000 over the course of the next twelve months in order to cover expenses related to maintaining ~~its~~our status as a reporting company (legal, auditing, and filing fees).

There is no assurance we will receive the required financing to complete our business strategies. Even if we are successful in raising proceeds from the offering we have no assurance that future financing will be available to us on acceptable terms. If financing is not available on satisfactory terms, we may be unable to continue, develop or expand our operations. If we are unable to accomplish raising adequate funds then any it would be likely that any investment made into the Company would be lost in its entirety.

Off-Balance Sheet Arrangements

None.

Contractual Obligations

None.

ITEM 7A

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

There currently is no market for our common stock. We do not currently hold any market risk sensitive instruments entered into for hedging transaction risks related to foreign currencies. In addition, we have not entered into any transactions with derivative financial instruments for trading purposes.

ITEM 8

FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

Our financial statements appear beginning on page F-1, immediately following the signature page of this report.

ITEM 9

CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE

None.

ITEM 9A

CONTROLS AND PROCEDURES

We carried out an evaluation, under the supervision and with the participation of management, including the Chief Executive Officer, Chief Financial Officer, Chief Accounting Officer and Director of the effectiveness of the design and operation of our "disclosure controls and procedures" (as defined under Rules ~~Disclosure Controls~~13a - 15(e) and ~~Procedures~~15d -15(e) under the Securities Exchange Act of 1934 as amended). Our registration statement filed on Form S-1 became effective on May 27, 2008; as such, we are subject to the requirements under the Securities Exchange Act of 1934. This annual report does not include an attestation report of our registered public accounting firm regarding internal control over financial reporting pursuant to temporary rules of the Securities and Exchange Commission that do not require us to provide the attestation report in this annual report.

~~Management~~ As required by Rule 13a-15 under the Securities Exchange Act of ~~MediStaff~~1934, ~~Corporation~~as isof ~~responsible~~March ~~for~~31, ~~maintaining~~2010, the end of the period covered by this annual report, our management concluded its evaluation of the effectiveness of the design and operation of our disclosure controls and procedures. ~~that~~Disclosure controls and procedures are controls and procedures designed to ~~ensure~~reasonably assure that information required to be disclosed in ~~the~~our reports ~~that~~filed ~~the Company files or submits~~ under the Securities Exchange Act of 1934, ~~(the~~such ~~“Exchange~~as ~~Act”)~~this annual report, is recorded, processed, summarized and reported within the time periods ~~specified~~prescribed inby ~~the~~SEC ~~Securities~~rules and ~~Exchange~~regulations, ~~Commission’s rules~~and to reasonably assure that such information is accumulated and ~~forms~~communicated to our management, including our President, to allow timely decisions regarding required disclosure.

Our management, including our Chief Executive Officer, does not expect that our disclosure controls and procedures will prevent all error and all fraud. A control system, no matter how well designed and operated, can provide only reasonable, not absolute, assurance that the control system's objectives will be met. Further, the design of a control system must reflect the fact that there are resource constraints, and the benefits of controls must be considered relative to their costs. Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, have been detected. These inherent limitations include the realities that judgments in decision-making can be faulty, and that breakdowns can occur because of simple error or mistake. The design of any system of controls is based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions.

As of the evaluation date, our Chief Executive Officer concluded that we maintain disclosure controls and procedures that are effective in providing reasonable assurance that information required to be disclosed in our reports under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported within the time periods prescribed by SEC rules and regulations, and that such information is accumulated and communicated to our management, including the President, to allow timely decisions regarding required disclosure.

Based on this evaluation, the Chief Executive Officer and Chief Financial Officer concluded that, as of March 31, 2010 (the end of the period covered by this report) the Company’s internal control over financial reporting is materially weak due to the lack of segregation of duties.

~~In addition,~~This ~~the~~is ~~disclosure~~based ~~controls~~upon ~~and~~the ~~procedures~~fact ~~must ensure~~ that ~~such information~~there is ~~accumulated~~currently only one Officer and ~~communicated~~Director toof the Company’s. If ~~management, including~~and ~~its~~when ~~Chief~~the ~~Executive~~Company ~~Officer~~begins to grow and ~~Chief~~develop ~~Financial~~its ~~Officer,~~business ~~as appropriate,~~plan the Company plans to ~~allow~~add ~~timely~~additional ~~decisions~~independence ~~regarding~~to ~~required~~its ~~financial~~accounting methods and ~~other required~~procedures, ~~disclosures~~although at this time management has no specific plan regarding this matter.

At the end of the period covered by this report, an evaluation of the effectiveness of our disclosure controls and procedures (as defined in Rules 13(a)-15(e) and 15(d)-15(e) of the Securities Exchange Act of 1934 (the “Exchange Act”)) was carried out under the supervision and with the participation of our Principal Executive Officer, Principal Financial and Accounting Officer, Dale Byers, based on his evaluation of our disclosure controls and procedures, he concluded that during the period covered by this report, such disclosure controls and procedures were not effective to detect the inappropriate application of US GAAP standards. This was due to deficiencies that existed in the design or operation of our internal control over financial reporting that adversely affected our disclosure controls and that may be considered to be “material weaknesses.”

MediStaff will continue to create and refine a structure in which critical accounting policies and estimates are identified, and together with other complex areas, are subject to multiple reviews by accounting personnel. In addition, MediStaff will enhance and test our year-end financial close process. Additionally, MediStaff’s audit committee will increase its review of our disclosure controls and procedures. Finally, we plan to designated individuals responsible for identifying reportable developments. We believe these actions will remediate the material weakness by focusing additional attention and resources in our internal accounting functions. However, the material weakness will not be considered remediated until the applicable remedial controls operate for a sufficient period of time and management has concluded, through testing, that these controls are operating effectively.

Management’s Annual Report on Internal Control over Financial Reporting

Our management is responsible for establishing and maintaining adequate internal control over our financial reporting. Internal control over financial reporting is a process designed to provide reasonable assurance to our management and board of directors regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with U.S. generally accepted accounting principles. Our internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that in reasonable detail accurately and fairly reflect our transactions; (ii) provide reasonable assurance that transactions are recorded as necessary for preparation of our financial statements; (iii) provide reasonable assurance that receipts and expenditures of company assets are made in accordance with management authorization; and (iv) provide reasonable assurance that unauthorized acquisition, use or disposition of company assets that could have a material effect on our financial statements would be prevented or detected on a timely basis.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because changes in conditions may occur or the degree of compliance with the policies or procedures may deteriorate.

Management assessed the effectiveness of our internal control over financial reporting as of March 31, 2009. This assessment is based on the criteria for effective internal control described in Internal Control — Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission. Based on its assessment, management concluded that our internal control over financial reporting as of March 31, 2009 was not effective in the specific areas described in the “Disclosure Controls and Procedures” section above and as specifically described in the paragraphs below.

As of March 31, 2009 the Principal Executive Officer/Principal Financial Officer identified the following specific material weaknesses in the Company’s internal controls over its financial reporting processes:

• Policies and Procedures for the Financial Close and Reporting Process — Currently there are no policies or procedures that clearly define the roles in the financial close and reporting process. The various roles and responsibilities related to this process should be defined, documented, updated and communicated. Failure to have such policies and procedures in place amounts to a material weakness to the Company’s internal controls over its financial reporting processes.

• Representative with Financial Expertise — For the year ending March 31, 2009, the Company did not have a representative with the requisite knowledge and expertise to review the financial statements and disclosures at a sufficient level to monitor the financial statements and disclosures of the Company. Failure to have a representative with such knowledge and expertise amounts to a material weakness to the Company’s internal controls over its financial reporting processes.

• Adequacy of Accounting Systems at Meeting Company Needs — The accounting system in place at the time of the assessment lacks the ability to provide high quality financial statements from within the system, and there were no procedures in place or built into the system to ensure that all relevant information is secure, identified, captured, processed, and reported within the accounting system. Failure to have an adequate accounting system with procedures to ensure the information is secure and accurately recorded and reported amounts to a material weakness to the Company’s internal controls over its financial reporting processes.

• Segregation of Duties — Management has identified a significant general lack of definition and segregation of duties throughout the financial reporting processes. Due to the pervasive nature of this issue, the lack of adequate definition and segregation of duties amounts to a material weakness to the Company’s internal controls over its financial reporting processes.

In light of the foregoing, once we have the adequate funds, management plans to develop the following additional procedures to help address these material weaknesses:

• MediStaff will create and refine a structure in which critical accounting policies and estimates are identified, and together with other complex areas, are subject to multiple reviews by accounting personnel. In addition, we plan to enhance and test our month-end and year-end financial close process. Additionally, our audit committee will increase its review of our disclosure controls and procedures. We also intend to develop and implement policies and procedures for the financial close and reporting process, such as identifying the roles, responsibilities, methodologies, and review/approval process. We believe these actions will remediate the material weaknesses by focusing additional attention and resources in our internal accounting functions. However, the material weaknesses will not be considered remediated until the applicable remedial controls operate for a sufficient period of time and management has concluded, through testing, that these controls are operating effectively.

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

This report shall not be deemed to be filed for purposes of Section 18 of the Securities Exchange Act of 1934, or otherwise subject to the liabilities of that section , and is not incorporated by reference into any filing of the Company, whether made before or after the date hereof, regardless of any general incorporation language in such filing.

Changes in Internal Controls

There have been no changes in our internal control over financial reporting that occurred during our fiscal quarter ended March 31, 2009 that have materially affected, or are reasonable likely to materially affect, our internal control over financial reporting.

ITEM 9B

OTHER INFORMATION

None.

PART III

ITEM 10

DIRECTORS AND EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE

MediStaff executive ~~officer~~officers and director and ~~his~~their respective ~~age~~ages as of March 31, ~~2009~~2010 are as follows:

Directors:

Name of Director	Age
Name of Officer		Age
Dale Byers	34	34

Executive Officers:

Name of Officer	~~Age~~	~~Office~~Age	Office
Dale Byers	34	~~President, Chief Financial Officer~~34	President, Chief Financial Officer
Marli das Mercês Ferreira Lima		43	Corporate Secretary

The term of office for each director is one year, or until the next annual meeting of the shareholders.

Biographical Information

Set forth below is a brief description of the background and business experience of our executive officer and director for the past year.

Dale Byers, President, Member of the Board of Directors: Since 2001, Mr. Byers has purchased and successfully operated three businesses including a large child care center, a document conversion firm, and a paramedical company. He purchased these companies with the intent of using his management and marketing skills to grow their revenues and profits to build value and then to sell them for an optimal gain. He sold the child care center in 2005 and the document conversion firm in 2007. Mr. Byers currently owns and operates MyParamed, a paramedical company, which he purchased in 2005. MyParamed uses a network of qualified medical professionals, phlebotomists, and nurses, to perform exams across the country for a variety of purposes, including life insurance applications, wellness programs, and DNA testing.

Mr. Byers will be able to spend up to 10 hours per week on the development of MediStaff at no cost to the Company.

~~MediStaff’s sole~~Marli ~~Officer~~das ~~and~~Mercês ~~Director~~Ferreira ~~has~~Lima, ~~not~~Corporate ~~been~~Secretary: ~~involved,~~Ms. ~~during~~Lima ~~the~~currently ~~past~~is ~~five~~engaged ~~years,~~ in ~~any~~ ~~bankruptcy~~general ~~proceeding,~~administrative ~~conviction~~services. For ora ~~criminal~~period ~~proceedings; has not been subject to any order, judgment, or decree, not subsequently reversed or suspended or vacated,~~ of ~~any~~approximately ~~court~~fifteen ofyears ~~competent~~(1990-2005) ~~jurisdiction,~~Lima ~~permanently~~worked ~~or temporarily~~as ~~enjoining,~~an ~~barring, suspending or otherwise limiting his involvement~~ in ~~any~~Home ~~type~~Care ~~of business~~Provider, ~~securities~~assisting orelderly ~~banking~~in ~~activities; and has not been found by a court of competent jurisdiction, the Commission or the Commodity Futures trading Commission to have violated a federal or state securities or commodities law~~Brazil.

MediStaff’s Officers and Director have not been involved, during the past five years, in any bankruptcy proceeding, conviction or criminal proceedings; has not been subject to any order, judgment, or decree, not subsequently reversed or suspended or vacated, of any court of competent jurisdiction, permanently or temporarily enjoining, barring, suspending or otherwise limiting his involvement in any type of business, securities or banking activities; and has not been found by a court of competent jurisdiction, the Commission or the Commodity Futures Trading Commission to have violated a federal or state securities or commodities law.

ITEM 11

EXECUTIVE COMPENSATION

Summary Compensation Table

Name and principal position	Fiscal Year	Salary	Bonus	Other annual compensation	Restricted stock award(s)	Securities underlying options/ SARs	LTIP payouts	All other compensation
Dale Byers Director, President	2008	0	0	0	0	0	0	0
	2009	0	0	0	0	0	0	0
Marli Lima Secretary	2009	0	0	0	0	0	0	0

There has been no cash payment paid to the executive officer for services rendered in all capacities to us for the period ended March 31, ~~2009~~2010. There has been no compensation awarded to, earned by, or paid to the executive officer by any person for services rendered in all capacities to us for the fiscal ~~year~~period ended March 31, ~~2009~~2010. No compensation is anticipated within the next six months to any officer or director of the Company.

Stock Option Grants

15MediStaff did not grant any stock options to the executive officer during the most recent fiscal period ended March 31, 2010. MediStaff has also not granted any stock options to the executive officer of the Company.

ITEM 12

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

The following table provides the names and addresses of each person known to MediStaff to own more than 5% of the outstanding common stock as of March 31, ~~2009~~ 2010 and by the officers and ~~directors~~director, individually and as a group. Except as otherwise indicated, all shares are owned directly.

Title of class		Name and address of beneficial owner		Amount of beneficial ownership		Percent of class
Common Stock		Dale Byers 1780 West 9000 South, Suite 218, West Jordan, Utah 84088		5,000,000 shares		9392.81%

The percent of class is based on 5,~~331~~429,016 shares of common stock issued and outstanding as of March 31, ~~2009~~2010.

ITEM 13

CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE

During the Fiscal Year, there were no material transactions between the Company and any ~~Officer~~ Officers, Director or related party~~. None~~, none of the following parties has, since the date of incorporation, had any material interest, direct or indirect, in any transaction with us or in any presently proposed transaction that has or will materially affect us:

-The sole Officer and Director;

-Any person proposed as a nominee for election as a director;

-Any person who beneficially owns, directly or indirectly, shares carrying more than 5% of the voting rights attached to the outstanding shares of common stock;

-Any relative or spouse of any of the foregoing persons who have the same house as such person.

Any future transactions between us and our Officers, Directors, and Affiliates will be on terms no less favorable to us than can be obtained from unaffiliated third parties. Such transactions with such persons will be subject to approval of our Board of Directors.

ITEM 14

PRINCIPAL ACCOUNTANT FEES AND SERVICES

As of March 31, 2009 the Company has incurred auditing expenses of approximately $68,~~750 which includes bookkeeping and auditing services~~500. ~~There were no other audit related services or tax fees incurred.~~

PART IV

ITEM 15

EXHIBITS AND FINANCIAL STATEMENT SCHEDULES

(a)	The following documents have been filed as a part of this Annual Report on Form 10-K.

1.	Financial Statements

		Page
Report of Independent Registered Accounting Firm		F-1

Balance Sheets		F-2

Statements of Operations		F-3

Statement of Changes in Stockholders’ Equity		F-4

Statements of Cash Flows		F-5

Notes to the Audited Financial Statements		F-6-12

2.	Financial Statement Schedules.

All schedules are omitted because they are not applicable or not required or because the required information is included in the Financial Statements or the Notes thereto.

Exhibits.

The following exhibits are filed as part of, or incorporated by reference into, this Annual Report:

EXHIBIT

NUMBER

DESCRIPTION

31.1	8650 SECTION 302 CERTIFICATION OF CHIEF EXECUTIVE OFFICER AND CHIEF FINANCIAL OFFICER

32.1	4700 CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION

SIGNATURES

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

	MEDISTAFF CORPORATION

	By:	/s/ DALE BYERS
		DALE BYERS
		President
		Chief Executive Officer
		Chief Financial Officer
		Chief Accounting Officer
		Director

		Date: June 23, 2010

MEDISTAFF CORPORATION

		Page
Report of Independent Registered Public Accounting Firm		F-2
Balance Sheets		F-3
Statements of Operations		F-4
Statement of Changes in Stockholders’ Equity		F-5
Statements of Cash Flows		F-6
Notes to the Financial Statements		F-7-12

F-1

Douglas W. Child, CPA Marty D. Van Wagoner, CPA J. Russ Bradshaw, CPA William R. Denney, CPA Russell E. Anderson, CPA Scott L. Farnes 1284 W. Flint Meadow Dr. #D Kaysville, Utah 84037 Telephone 801.927.1337 Facsimile 801.927.1344 5296 S. Commerce Dr. #300 Salt Lake City, Utah 84107 Telephone 801.281.4700 Facsimile 801.281.4701 Suite A, 5/F Max Share Centre 373 King’s Road North Point, Hong Kong Telephone 852.21.555.333 Facsimile 852.21.165.222 www.cpaone.net www.cpaone.net REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Board of Directors and Stockholders MediStaff Corporation We have audited the accompanying balance sheets of MediStaff Corporation (a development stage enterprise) (the Company) as of March 31, 2009 and 2008, and the related statements of operations, changes in stockholders’ equity, and cash flows for the year ended March 31, 2009, the period from March 13, 2008 (inception) through March 31, 2008, and the period from March 13, 2008 (inception) through March 31, 2009. These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States of America). Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the 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 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 financial statements referred to above present fairly, in all material respects, the financial position of MediStaff Corporation as of March 31, 2009 and 2008, and the results of its operations and cash flows for the year ended March 31, 2009, the period from March 13, 2008 (inception) through March 31, 2008, and the period from March 13, 2008 (inception) through March 31, 2009, in conformity with accounting principles generally accepted in the United States of America. The accompanying financial statements have been prepared assuming the Company will continue as a going concern. As discussed in financial statement Note 4, the Company has incurred losses since inception, and has not engaged in any operations. This raises substantial doubt about the Company’s ability to meet its obligations and to continue as a going concern. Management’s plans in regard to this matter are described in Note 4. The financial statements do not include any adjustments that might result from the outcome of this uncertainty. /s/ Child, Van Wagoner & Bradshaw, PLLC Child, Van Wagoner & Bradshaw, PLLC Salt Lake City, Utah June 18, 2009

MEDISTAFF CORPORATION
(A Development Stage Enterprise)
Balance Sheets

	March 31,
	2010				2009
ASSETS

Current assets
Cash		$	3,366			$	13,055
Total current assets			3,366				13,055

Total assets		$	3,366			$	13,055

LIABILITIES AND STOCKHOLDERS' EQUITY

Current liabilities
Accounts payable		$	71			$	3,090
Total current liabilities			71				3,090

Stockholders' Equity
Common stock, $.001 par value; 75,000,000 shares authorized; 5,429,016 and 5,275,016 shares issued and outstanding at March 31, 2010 and 2009, resp.			5,429				5,331
Additional paid in capital			35,846				26,144
Deficit accumulated during the development stage			(37,980	)			(21,510	)
Total stockholders' equity			3,295				9,965

Total liabilities and stockholders' equity		$	3,366			$	13,055

See accompanying notes to financial statements

F-2

MEDISTAFF CORPORATION
(A Development Stage Enterprise)
Balance Sheets
Statements of Operations
	March 31,
									Period from March 13, 2008 (inception) to March 31, 2010
	2009				2008
		Year ended March 31,
ASSETS
		2010				2009
Current assets
Revenue		$	-			$	-		$	-
Cash		$	13,055			$	12,500
Operating expenses
Prepaid expenses			-				13,875
Professional fees			16,138				21,375			37,513
Total current assets			13,055				26,375
Other general & administrative			425				50			475
Total assets		$	13,055			$	26,375
Total operating expenses			16,563				21,425			37,988
LIABILITIES AND STOCKHOLDERS' EQUITY
Other income (expense)
Current liabilities
Interest expense			-				(90	)		(90	)
Accounts payable		$	3,090			$	-
Interest income			3				5			8
Total current liabilities			3,090				-
Other income			90				-			90
Stockholders' Equity
Total other income (expense)			93				(85	)		8
Common stock, $.001 par value; 75,000,000 shares authorized, 5,331,016 and 5,275,016 shares issued and outstanding at March 31, 2009 and 2008, respectively			5,331				5,275
Net loss		$	(16,470	)		$	(21,510	)	$	(37,980	)
Additional paid-in capital			26,144				21,100
Basic and diluted loss per common share		$	(0.00	)		$	(0.00	)
Deficit accumulated during the development stage			(21,510	)			-
Weighted average shares outstanding			5,366,933				5,314,178
Total stockholders' equity			9,965				26,375
See accompanying notes to financial statements
Total liabilities and stockholders' equity		$	13,055			$	26,375
See accompanying notes to financial statements

F-3

MEDISTAFF CORPORATION
(A Development Stage Enterprise)
Statements of Operations
Statement of Changes in Stockholders' Equity
	Year ended March 31, 2009				Period from March 13, 2008 (inception) to March 31, 2008				Period from March 13, 2008 (inception) to March 31, 2009
Period of March 13, 2008 (Inception) to March 31, 2010
Revenue	$	-			$	-			$	-
	Common Stock							Additional Paid-in Capital				Accumulated Deficit				Total
Operating expenses
	Shares			Amount
Professional fees		21,375				-				21,375
Balance, March 13, 2008 (Inception)		-			$	-			$	-			$	-			$	-
Other general & administrative		50				-				50
Common stock issued for cash, $.005 per share, March 17, 2008 (Note 3)		5,000,000				5,000				20,000				-				25,000
Total operating expenses		21,425				-				21,425
Common stock issued as prepayment for services, $.005 per share, March 17, 2008 (Note 3)		275,016				275				1,100				-				1,375
Other income (expense)
Net loss for period of March 13, 2008 (inception) to March 31, 2008		-				-				-				-				-
Interest income		5								5
Balance, March 31, 2008		5,275,016				5,275				21,100				-				26,375
Interest expense		(90	)							(90	)
Common stock issued for cash, $.10 per share less $500 offering costs, August 15, 2008		56,000				56				5,044				-				5,100
Total other income (expense)		(85	)			-				(85	)
Net loss for the year ended March 31, 2009		-				-				-				(21,510	)			(21,510	)
Net loss	$	(21,510	)		$	-			$	(21,510	)
Balance, March 31, 2009		5,331,016			$	5,331			$	26,144			$	(21,510	)		$	9,965
Basic and diluted loss per common share	$	(0.00	)		$	(0.00	)
Common stock issued for cash, $.10 per share, various dates		98,000				98				9,702				-				9,800
Weighted average shares outstanding		5,314,178				5,275,016
Net loss for the year ended March 31, 2010		-				-				-				(16,470	)			(16,470	)
See accompanying notes to financial statements
Balance, March 31, 2010		5,429,016			$	5,429			$	35,846			$	(37,980	)		$	3,295
See accompanying notes to financial statements

F-4

MEDISTAFF CORPORATION
(A Development Stage Enterprise)
Statement of Changes in Stockholders' Equity
Statements of Cash Flows
Period of March 13, 2008 (Inception) to March 31, 2009
									Period from March 13, 2008 (inception) to March 31, 2010
		Common Stock							Additional Paid-in Capital				Deficit Accumulated during the Development Stage				Total
	Year ended March 31,
		Shares			Amount
	2010				2009
Balance, March 13, 2008 (Inception)			-			$	-			$	-			$	-			$	-
Cash flows from operating activities
Common stock issued for cash, $.005 per share, March 17, 2008 (Note 3)			5,000,000				5,000				20,000				-				25,000
Net loss		$	(16,470	)		$	(21,510	)		$	(37,980	)
Common stock issued as prepayment for services, $.005 per share, March 17, 2008 (Note 3)			275,016				275				1,100				-				1,375
Adjustments to reconcile net loss to net cash used in operating activities
Net loss for period of March 13, 2008 (inception) to March 31, 2008			-				-				-				-				-
Common stock issued for services			-				-				1,375
Balance, March 31, 2008			5,275,016				5,275				21,100				-				26,375
Changes in operating assets and liabilities
Common stock issued for cash, $.10 per share less $500 offering costs, August 15, 2008			56,000				56				5,044				-				5,100
(Increase) decrease in prepaid expenses			-				13,875				-
Net loss for the year ended March 31, 2009			-				-				-				(21,510	)			(21,510	)
Increase (decrease) in accounts payable			(3,019	)			3,090				71
Balance, March 31, 2009			5,331,016			$	5,331			$	26,144			$	(21,510	)		$	9,965
Net cash used in operating activities			(19,489	)			(4,545	)			(36,534	)
See accompanying notes to financial statements
Cash flows from investing activities			-				-				-
Cash flows from financing activities
Proceeds from sale of common stock (net of offering costs)			9,800				5,100				39,900
Net cash provided by financing activities			9,800				5,100				39,900
Increase (decrease) in cash			(9,689	)			555				3,366
Cash at beginning of period			13,055				12,500				-
Cash at end of period		$	3,366			$	13,055			$	3,366
Supplemental cash flow Information:
Cash paid for interest		$	-			$	-			$	-
Cash paid for income taxes		$	-			$	-			$	-
See accompanying notes to financial statements

F-5

MEDISTAFF CORPORATION
(A Development Stage Enterprise)
Statements of Cash Flows
	Year ended March 31, 2009				Period from March 13, 2008 (inception) to March 31, 2008				Period from March 13, 2008 (inception) to March 31, 2009
Cash flows from operating activities
Net loss		$	(21,510	)		$	-			$	(21,510	)
Adjustments to reconcile net loss to net cash used in operating activities
Common stock issued for services			-				1,375				1,375
Changes in operating assets and liabilities:
(Increase) decrease in prepaid expenses			13,875				(13,875	)			-
Increase in accounts payable			3,090				-				3,090
Net cash used in operating activities			(4,545	)			(12,500	)			(17,045	)
Cash flows from investing activities			-				-				-
Cash flows from financing activities
Proceeds from sale of common stock			5,100				25,000				30,100
Net cash provided by financing activities			5,100				25,000				30,100
Increase in cash			555				12,500				13,055
Cash at beginning of period			12,500				-				-
Cash at end of period		$	13,055			$	12,500			$	13,055
Supplemental disclosure of non-cash investing and financing activities:
Issuance of 275,016 shares of common stock for professional and consulting services		$	-			$	1,375			$	1,375
Supplemental cash flow Information:
Cash paid for interest		$	-			$	-			$	-
Cash paid for income taxes		$	-			$	-			$	-
See accompanying notes to financial statements

F-6

MEDISTAFF CORPORATION

(A Development Stage Enterprise)

Notes to the Financial Statements

For the ~~Year~~Years Ended March 31, ~~2009~~2010 and ~~the~~2009 ~~Period~~and ~~of March 13, 2008 (Inception) to~~the

~~March 31, 2008 and the~~ Period of March 13, 2008 (Inception) to March 31, ~~2009~~ 2010

A summary of significant accounting policies of MediStaff Corporation (A Development Stage Enterprise) (the “Company”) is presented to assist in understanding the Company’s financial statements. The accounting policies presented in these footnotes conform to accounting principles generally accepted in the United States of America and have been consistently applied in the preparation of the accompanying financial statements. These financial statements and notes are representations of the Company’s management who are responsible for their integrity and objectivity.

Note 1 – Nature of Business

The Company was incorporated in the State of Nevada on March 13, 2008, and has a fiscal year-end of March 31. The Company plans to become a full-service temporary personnel agency providing qualified, experienced, temporary medical staff to hospitals, clinics, and nursing homes. This market has been addressed to some extent by larger, general temporary staffing agencies, but has not been fully served. The Company will offer a high quality alternative to the current offering of temporary medical staffing companies

Note 2 – ~~Summary of~~ Significant Accounting Policies

Development Stage Enterprise

The Company has realized no revenues from its planned business purpose and, accordingly, is considered to be in its development stage as defined in ~~SFAS~~FASB ~~No. 7~~ASC 915, “~~Accounting and Reporting by~~ Development Stage ~~Enterprises~~Entities.” The Company has devoted substantially all of its efforts to business planning, and development. Additionally, the Company has allocated a substantial portion of its time and investment in bringing its product to the market, and the raising of capital.

Cash

For financial statement presentation purposes, the Company considers short-term, highly liquid investments with original maturities of three months or less to be cash and cash equivalents. The Company maintains cash and cash equivalent balances at a financial institution that is insured by the Federal Deposit Insurance Corporation up to $250,000. At March 31, ~~2009~~2010 and ~~2008~~ 2009, the Company had $133,~~055~~366 and $1213,~~500~~055 in cash and no cash equivalents, respectively.

Revenue Recognition

The Company's financial statements are prepared under the accrual method of accounting. Revenues will be recognized in the period the services are performed and costs are recorded in the period incurred rather than paid. No revenues have been recognized since the Company’s inception.

~~Use~~Income ~~of Estimates~~taxes

The ~~preparation~~ ofCompany ~~financial~~accounts ~~statements~~for inincome ~~conformity~~taxes ~~with~~under ~~accounting~~FASB ~~principles generally~~ASC ~~accepted~~740 in"Income Taxes." Under the ~~United~~asset ~~States~~and liability method of ~~America~~FASB ~~requires~~ASC ~~management~~740, todeferred ~~make estimates~~tax assets and ~~assumptions~~liabilities ~~that~~are ~~affect~~recognized for the ~~reported~~future tax consequences attributable to differences between the financial statements carrying amounts of existing assets and liabilities and ~~disclosures~~their ofrespective ~~contingent~~tax bases. Deferred tax assets and liabilities atare ~~the~~measured ~~date~~using of enacted tax rates expected to apply to taxable income in the ~~financial~~years ~~statements~~in ~~and~~which those temporary differences are expected to be recovered or settled. Under FASB ASC 740, the ~~reported~~effect ~~amounts~~on ofdeferred ~~revenues~~tax assets and ~~expenses during~~liabilities ~~the~~of ~~reporting~~a change in tax rates is recognized in income in the period the enactment occurs. ~~Actual~~A ~~results~~valuation ~~could~~allowance ~~differ~~is ~~from~~provided ~~those estimates~~for certain deferred tax assets if it is more likely than not that the Company will not realize tax assets through future operations.

F-76

MEDISTAFF CORPORATION

(A Development Stage Enterprise)

Notes to the Financial Statements

For the ~~Year~~Years Ended March 31, ~~2009~~2010 and ~~the~~2009 ~~Period~~and ~~of March 13, 2008 (Inception) to~~the

~~March 31, 2008 and the~~ Period of March 13, 2008 (Inception) to March 31, ~~2009~~ 2010

Note 2 – ~~Summary of~~ Significant Accounting Policies (continued)

~~Income Taxes~~Estimates

The ~~provision~~ ~~for~~preparation ~~income~~of ~~taxes~~financial ~~includes~~statements ~~the~~in ~~tax~~conformity ~~effects~~with ofgenerally ~~transactions~~accepted ~~reported~~accounting ~~in the~~principles ~~financial~~requires ~~statements.~~management ~~Deferred~~to ~~taxes~~make ~~would~~estimates beand ~~recognized~~assumptions ~~for~~that ~~differences between~~affect the ~~basis~~reported ~~for~~amounts of assets and liabilities ~~for~~and ~~financial~~disclosure ~~statement~~of ~~and~~contingent ~~income tax~~assets ~~purposes.~~and ~~The~~liabilities ~~major~~at ~~difference~~the ~~relates~~date toof the ~~net~~financial ~~operating~~statements ~~loss~~and ~~carry forwards~~the ~~generated~~reported byamounts ~~sustaining~~of ~~deficits~~revenues and expenses during the ~~development stage~~reporting period. Actual results could differ from those estimates.

Property and Equipment

Property and equipment are carried at cost. Expenditures for maintenance and repairs are charged against operations. Renewals and betterments that materially extend the life of the assets are capitalized. When assets are retired or otherwise disposed of, the cost and related accumulated depreciation are removed from the accounts, and any resulting gain or loss is reflected in income for the period.

Depreciation is computed for financial statement purposes on a straight-line basis over estimated useful lives of the related assets. The estimated useful lives of depreciable assets are:

	Estimated Useful Lives
Furniture and Fixtures	5 - 10 years
Computer Equipment	3 - 5 years
Vehicles	5 - 10 years

For federal income tax purposes, depreciation is computed under the modified accelerated cost recovery system. For audit purposes, depreciation is computed under the straight-line method. At March 31, ~~2009~~2010 and ~~2008~~2009, the Company had no property and equipment.

F-7

MEDISTAFF CORPORATION

(A Development Stage Enterprise)

Notes to the Financial Statements

For the Years Ended March 31, 2010 and 2009 and the

Period of March 13, 2008 (Inception) to March 31, 2010

Note 2 – Significant Accounting Policies (continued)

Advertising Costs

Advertising and promotion costs are expensed as incurred. The Company incurred no such expenses since inception.

~~Recent~~Recently ~~Accounting Pronouncements~~Implemented Standards

InASC ~~May of 2008~~105, ~~the~~Generally ~~Financial~~Accepted Accounting ~~Standards~~ ~~Board~~Principles (~~FASB~~"ASC 105") ~~issued~~(formerly Statement of Financial Accounting Standards ~~(SFAS)~~ No. ~~163~~168, “The FASB Accounting ~~for Financial~~Standards ~~Guarantee~~Codification ~~Insurance~~and –the anHierarchy ~~interpretation~~of Generally Accepted Accounting Principles a replacement of FASB Statement No. ~~60, Accounting~~162) reorganized by topic existing accounting and ~~Reporting~~reporting byguidance ~~Insurance~~issued ~~Enterprises”. This~~by ~~statement~~the ~~requires~~Financial ~~that~~Accounting ~~an insurance~~Standards ~~enterprise~~Board ~~recognize~~("FASB") into a ~~claim~~single ~~liability~~source ~~prior~~of toauthoritative angenerally ~~event~~accepted ofaccounting ~~default (insured~~principles ~~event~~("GAAP") ~~when~~to ~~there~~be isapplied ~~evidence~~by ~~that~~nongovernmental ~~credit~~entities. ~~deterioration~~All ~~has~~guidance ~~occurred~~contained in the Accounting Standards Codification ("ASC") carries an ~~insured~~equal ~~financial~~level ~~obligation~~of authority. ~~This~~ ~~statement~~Rules and interpretive releases of the Securities and Exchange Commission ("SEC") under authority of federal securities laws are also ~~clarifies~~sources ~~how Statement~~of 60authoritative ~~applies~~GAAP tofor ~~financial~~SEC ~~guarantee~~registrants. ~~insurance~~Accordingly, ~~contracts~~all other accounting literature will be deemed "non-authoritative". ~~This statement~~ ASC 105 is effective on a prospective basis for ~~fiscal~~financial ~~years~~statements ~~beginning~~issued for interim and annual periods ending after ~~December~~September 15, ~~2008~~2009. ~~This~~ ~~statement~~The Company has noimplemented ~~effect~~the onguidance included in ASC 105 as of September 30, 2009. The implementation of this guidance changed the Company’'s references to GAAP authoritative guidance but did not impact the Company's financial ~~reporting~~position ator ~~this time~~results of operations.

ASC 855, Subsequent Events ("ASC 855") (formerly Statement of Financial Accounting Standards No. 165, Subsequent Events) includes guidance that was issued by the FASB in May 2009, and is consistent with current auditing standards in defining a subsequent event. Additionally, the guidance provides for disclosure regarding the existence and timing of a company's evaluation of its subsequent events. ASC 855 defines two types of subsequent events, "recognized" and "non-recognized". Recognized subsequent events provide additional evidence about conditions that existed at the date of the balance sheet and are required to be reflected in the financial statements. Non-recognized subsequent events provide evidence about conditions that did not exist at the date of the balance sheet but arose after that date and, therefore; are not required to be reflected in the financial statements. However, certain non-recognized subsequent events may require disclosure to prevent the financial statements from being misleading. This guidance was effective prospectively for interim or annual financial periods ending after June 15, 2009. The Company implemented the guidance included in ASC 855 as of July 1, 2009. The effect of implementing this guidance was not material to the Company's financial position or results of operations.

In August 2009, the FASB issued Accounting Standards Update No. 2009-05, “Measuring Liabilities at Fair Value,” (“ASU 2009-05”). ASU 2009-05 provides guidance on measuring the fair value of liabilities and is effective for the first interim or annual reporting period beginning after its issuance. The Company’s adoption of ASU 2009-05 did not have an effect on its disclosure of the fair value of its liabilities.

F-8

MEDISTAFF CORPORATION

(A Development Stage Enterprise)

Notes to the Financial Statements

For the ~~Year~~Years Ended March 31, ~~2009~~2010 and ~~the~~2009 ~~Period~~and ~~of March 13, 2008 (Inception) to~~the

~~March 31, 2008 and the~~ Period of March 13, 2008 (Inception) to March 31, ~~2009~~ 2010

Note 2 – ~~Summary of~~ Significant Accounting Policies (continued)

~~Recent~~Recently ~~Accounting Pronouncements~~Implemented Standards (continued)

OnIn ~~June~~September 122009, ~~2009~~ the FASB issued ~~two~~ASC ~~statements that~~Update ~~amended~~No. ~~the~~2009-12, ~~guidance for~~Fair ~~off-balance-sheet~~Value ~~accounting~~Measurements ofand ~~financial~~Disclosures ~~instruments~~(Topic 820): ~~SFAS~~Investments ~~No. 166,~~in ~~“Accounting~~Certain ~~for Transfers~~Entities ofthat ~~Financial~~Calculate ~~Assets,”~~Net ~~and~~Asset ~~SFAS~~Value ~~No. 167,~~per ~~“Amendments~~Share to(or ~~FASB Interpretation~~Its Equivalent) ("ASC Update No. ~~46(R~~2009-12").~~” SFAS~~ ~~No.~~This ~~166~~update ~~revises SFAS~~sets ~~No.~~forth ~~140, “Accounting~~guidance ~~for Transfers~~on ~~and~~using ~~Servicing~~the ofnet ~~Financial~~asset ~~Assets~~value ~~and~~per ~~Extinguishments~~share provided by an investee to estimate the fair value of ~~Liabilities~~ an alternative investment. Specifically,” ~~and~~the ~~will require~~update ~~entities~~permits a reporting entity to ~~provide~~measure ~~more~~the ~~information~~fair ~~about~~value ~~sales~~of this type of ~~securitized financial~~investment ~~assets~~on ~~and~~the ~~similar~~basis ~~transactions,~~of ~~particularly~~the net asset value per share of the investment (or its equivalent) if all or substantially all of the ~~seller~~underlying ~~retains some~~investments ~~risk~~used toin the ~~assets,~~calculation of the ~~FASB~~net ~~said~~asset value is consistent with ASC 820. The ~~statement~~update ~~eliminates~~also ~~the~~requires ~~concept~~additional disclosures by each major category of a ~~qualifying~~investment, ~~special-purpose~~including, ~~entity~~but not limited to, ~~changes~~fair ~~the~~value ~~requirements~~of ~~for~~underlying investments in the ~~derecognition~~ ofmajor ~~financial~~category, ~~assets~~significant investment strategies, redemption restrictions, and ~~calls~~unfunded ~~upon~~commitments ~~sellers~~related to investments in the major category. The amendments in this update are effective for interim and annual periods ending after December 15, 2009 with early application permitted. The implementation of ASC Update No. 2009-12 did not have a material effect on the ~~assets~~Company’s tofinancial ~~make additional~~position ~~disclosures~~or ~~about~~results ~~them~~of operations.

~~SFAS~~In June 2009, the FASB issued Statement of Financial Accounting Standards No. ~~167~~ ~~amends~~166, Accounting for Transfers of Financial Assets an amendment of FASB ~~Interpretation~~Statement No. 140 (~~FIN)~~"Statement No. ~~46(R~~ 166"),. ~~“Consolidation~~Statement No. 166 revises FASB Statement of ~~Variable~~ ~~Interest~~Financial ~~Entities~~Accounting Standards No. 140,” byAccounting ~~altering~~for ~~how~~Transfers and Extinguishment of Liabilities a ~~company~~replacement ~~determines when~~of anFASB ~~entity~~Statement ~~that~~125 is("Statement ~~insufficiently~~No. ~~capitalized~~140") orand ~~not~~requires ~~controlled~~additional ~~through voting~~disclosures ~~should~~about betransfers ~~consolidated~~of financial assets, ~~the~~including ~~FASB~~securitization ~~said.~~transactions, Aand ~~company~~any ~~has~~continuing exposure to ~~determine~~the ~~whether it~~risks ~~should~~related ~~provide~~to ~~consolidated~~transferred ~~reporting~~financial ofassets. anIt ~~entity~~also ~~based~~eliminates ~~upon~~ the ~~entity's purpose~~concept ~~and~~of ~~design~~a ~~and~~"qualifying special-purpose entity", changes the ~~parent~~requirements ~~company's~~for ~~ability~~derecognizing tofinancial ~~direct~~assets, ~~the~~and ~~entity's actions~~enhances disclosure requirements. ~~SFAS~~Statement ~~Nos~~No. 166 ~~and 167~~is ~~will be~~ effective ~~at the~~prospectively, ~~start~~for ofinterim ~~the~~and ~~first~~annual ~~fiscal~~periods ~~year~~ beginning after November 15, ~~2009~~2009r. Although Statement No. 166 has not been incorporated into the Codification, ~~which~~in ~~will mean~~accordance ~~January~~with ~~2010~~ASC ~~for~~105, ~~companies~~the ~~that~~standard ~~are~~shall remain authoritative until it is integrated. The Company does not expect the adoption of Statement No. 166 will have a material impact on ~~calendar years~~its financial position or results of operations.

In ~~May~~June 2009, ~~the~~ FASB issued ~~SFAS~~Statement ~~165~~of Financial Accounting Standards No. 167, ~~“Subsequent Events~~ Amendments to FASB Interpretation No.” ~~SFAS~~46(R) ~~165~~("Statement ~~should not~~No. ~~result~~167"). inStatement ~~significant~~No. ~~changes~~167 inamends ~~the~~FASB ~~subsequent~~Interpretation ~~events~~No. ~~that~~46R, Consolidation of Variable Interest Entities an interpretation of ARB No. 51 ("FIN 46R") to require an analysis to determine whether a company has a controlling financial interest in a variable interest entity ~~reports~~. ~~Rather,~~This ~~SFAS~~analysis ~~165~~identifies ~~introduces~~the primary beneficiary of a variable interest entity as the ~~concept~~enterprise that has a) the power to direct the activities of ~~financial~~a ~~statements~~variable ~~being available~~interest entity that most significantly impact the entity's economic performance and b) the obligation to absorb losses of the entity that could potentially be ~~issued.~~significant ~~Financial~~to ~~statements~~the ~~are~~variable ~~considered~~interest ~~available~~entity or the right to receive benefits from the entity that could potentially be ~~issued~~ significant to the variable interest entity. The statement requires an ongoing assessment of whether a company is the primary beneficiary of a variable interest entity when ~~they~~the ~~are~~holders ~~complete~~of inthe entity, as a ~~form~~group, ~~and~~lose ~~format~~power, through voting or similar rights, to direct the actions that ~~complies~~most ~~with~~significantly ~~generally accepted~~affect ~~accounting~~the ~~principles~~entity's ~~(GAAP)~~economic ~~and~~performance. ~~all~~This ~~approvals~~statement ~~necessary~~also ~~for~~enhances ~~issuance have~~disclosures about a company's involvement in variable interest entities. Statement No. 167 is effective as of the beginning of the first annual reporting period that begins after November 15, 2009. Although Statement No. 167 has not been ~~obtained~~incorporated into the Codification, in accordance with ASC 105, the standard shall remain authoritative until it is integrated. The Company does not expect the adoption of Statement No. 167 to have a material impact on its financial position or results of operations

In May of 2008, the FASB issued Statement No. 162, “The Hierarchy of Generally Accepted Accounting Principles.” This statement identifies literature established by the FASB as the source for accounting principles to be applied by entities which prepare financial statements presented in conformity with generally accepted accounting principles (GAAP) in the United States. This statement is effective 60 days following approval by the SEC of the Public Company Accounting Oversight Board amendments to AU Section 411, “The Meaning of Present Fairly in Conformity With Generally Accepted Accounting Principles.” This statement will require no changes in the Company’s financial reporting practices.

In March of 2008 FASB issued Statement of Financial Accounting Standards (SFAS) No. 161, “Disclosures about Derivative Instruments and Hedging Activities—an amendment of FASB Statement No. 133, “Accounting for Derivatives and Hedging Activities.” SFAS No. 161 has the same scope as Statement No. 133 but requires enhanced disclosures about (a) how and why an entity uses derivative instruments, (b) how derivative instruments and related hedged items are accounted for under Statement No. 133 and its related interpretations, and (c) how derivative instruments and related hedged items affect an entity’s financial position, financial performance, and cash flows. SFAS No. 161 is effective for financial statements issued for fiscal years and interim periods beginning after November 15, 2008, with early application encouraged. The statement encourages, but does not require, comparative disclosures for earlier periods at initial adoption. SFAS No. 161 has no effect on the Company’s financial position, statements of operations, or cash flows at this time.

F-9

MEDISTAFF CORPORATION

(A Development Stage Enterprise)

Notes to the Financial Statements

For the ~~Year~~Years Ended March 31, ~~2009~~2010 and ~~the~~2009 ~~Period~~and ~~of March 13, 2008 (Inception) to~~the

~~March 31, 2008 and the~~ Period of March 13, 2008 (Inception) to March 31, ~~2009~~ 2010

Note 2 – ~~Summary of~~ Significant Accounting Policies (continued)

~~Recent~~Recently ~~Accounting Pronouncements~~Implemented Standards (continued)

In ~~December,~~October ~~2007~~2009, the FASB issued ~~SFAS No.~~changes ~~160,~~to ~~“Non-controlling interests~~revenue inrecognition ~~Consolidated~~for ~~Financial~~multiple-deliverable ~~Statements,~~arrangements. anThese ~~amendment~~changes require separation of ~~ARB~~consideration ~~No. 51.” SFAS~~received ~~No. 160~~in ~~applies~~such toarrangements ~~“for-profit”~~by ~~entities~~establishing ~~that~~a ~~prepare~~selling ~~consolidated~~price ~~financial statements~~hierarchy ~~where~~(not ~~there~~the issame anas ~~outstanding~~fair ~~non-controlling~~value) ~~interest~~for indetermining ~~a subsidiary. The~~the ~~Statement~~selling ~~requires~~price ~~that~~of ~~the~~a ~~non-controlling~~deliverable, ~~interest~~which will be ~~reported~~ based on available information in the ~~equity~~following ~~section~~order: ofvendor-specific ~~the~~objective ~~consolidated~~evidence, ~~balance~~third-party ~~sheet~~evidence, ~~but~~or ~~identified separately~~estimated ~~from~~selling price; eliminate the ~~parent. The~~residual ~~amount~~method of ~~consolidated~~allocation ~~net~~and ~~income attributed~~require tothat the ~~non-controlling~~consideration ~~interest~~be isallocated ~~required~~at tothe beinception ~~presented,~~of ~~clearly labeled~~the ~~for~~arrangement ~~the~~to ~~parent~~all ~~and~~deliverables using the ~~non-controlling~~relative ~~entity~~selling price method, onwhich allocates any discount in the ~~face~~arrangement ofto each deliverable on the ~~consolidated~~ ~~statement~~basis of ~~income. When~~each adeliverable’s ~~subsidiary~~selling isprice; ~~de-consolidated, any~~require ~~retained~~that ~~non-controlling~~a ~~interest~~vendor isdetermine toits bebest ~~measured~~estimate atof ~~fair~~selling ~~value. Gain~~price orin ~~loss~~a onmanner ~~de-consolidation~~that is ~~recognized~~consistent ~~rather~~with ~~than~~that ~~carried~~used asto determine the ~~value~~ ofprice ~~the~~to ~~retained~~sell ~~investment. The~~the ~~Statement~~deliverable ison ~~effective~~a ~~for~~standalone ~~fiscal years~~basis; and ~~interim~~expand ~~periods~~the ~~beginning~~disclosures onrelated orto ~~after~~multiple-deliverable ~~December~~revenue 15arrangements. These changes become effective on January 1, ~~2008~~2011. ~~It cannot~~ beThe ~~adopted~~Company ~~earlier~~has ~~but,~~determined ~~once~~that ~~adopted,~~the isadoption toof bethese ~~applied~~changes ~~retroactively. This~~will ~~pronouncement~~not ~~has~~have noan ~~effect~~impact on ~~this~~the ~~Company’s~~consolidated financial ~~reporting~~statements, ~~at this~~as ~~time~~the Company does not currently have any such arrangements with its customers.

~~Also~~Accounting inStandards ~~December~~Update (“ASU”) ~~2007,~~ASU ~~the FASB issued SFAS~~ No. ~~141R,~~2009-13 ~~“Business Combinations”~~ (~~“SFAS~~ASC ~~No. 141R”~~Topic 605)~~. SFAS~~, ~~No.~~Multiple-Deliverable ~~141R~~Revenue ~~amends~~Arrangements, ~~SFAS~~ASU ~~141~~No. ~~and~~2009-14 ~~provides~~(ASC ~~revised~~Topic ~~guidance~~985), ~~for recognizing~~Certain ~~and~~Revenue ~~measuring~~Arrangements ~~identifiable~~that ~~assets~~include ~~and~~Software ~~goodwill acquired~~Elements, ~~liabilities assumed,~~ and ~~any~~various ~~non-controlling~~other ~~interest~~ASU's ~~in the acquiree~~No. It ~~also provides~~2009-2 ~~disclosure~~through ~~requirements~~ASU toNo. ~~enable~~2010-19 ~~users~~which ofcontain ~~the~~technical ~~financial~~corrections ~~statements~~ to ~~evaluate~~ ~~the~~existing ~~nature~~guidance ~~and~~or ~~financial~~affect ~~effects~~guidance ofto ~~the~~specialized ~~business~~industries ~~combination. It is~~or ~~effective~~entities ~~for~~were ~~fiscal~~recently ~~years~~issued. ~~beginning~~These onupdates orhave ~~after~~no ~~December~~current ~~15,~~applicability ~~2008~~to ~~and~~the ~~will be~~Company ~~applied~~or ~~prospectively. SFAS~~their ~~No. 141R has no~~ effect on the ~~Company’s~~ financial ~~reporting~~statements would not have been significant.

Note 3 – Stockholders’ Equity

Common Stock

On March 13, 2008, the Company was formed with one class of common stock, par value $0.001. The Company authorized 75,000,000 shares of common stock.

On March 17, 2008, the Company issued 5,000,000 shares of common stock to its sole officer and director at $0.005 per share for total cash of $25,000. In addition, the Company issued on the same day, 275,016 shares of common stock to a consultant at $0.005 per share as prepayment for $1,375 in future services. ~~(Note~~ ~~7 – Prepaid Expense).~~ The Company relied on Section 4(2) of the Securities Act as its exemption from registration when it issued the shares of common stock. All initial stockholders agreed to hold the shares for investment purposes only and to transfer such shares only in a registered offering or in reliance upon an exemption therefrom.

On various dates throughout the year ended March 31, 2009 the Company issued 56,000 shares of common stock at $.10 per share for total cash of $5,100, net of $500 in offering costs offset against additional paid-in capital. The stock was issued pursuant to a public offering on Form S-1 filed with the SEC on May 27, 2008.

On various dates throughout the year ended March 31, 2010 the Company issued 98,000 shares of common stock at $.10 per share for total cash of $9,800. The stock was issued pursuant to a public offering on Form S-1 filed with the SEC on May 27, 2008.

At March 31, 2010 and 2009 there were 5,429,016 and 5,275,016 shares issued and outstanding, respectively.

F-10

MEDISTAFF CORPORATION

(A Development Stage Enterprise)

Notes to the Financial Statements

For the ~~Year~~Years Ended March 31, ~~2009~~2010 and ~~the~~2009 ~~Period~~and ~~of March 13, 2008 (Inception) to~~the

~~March 31, 2008 and the~~ Period of March 13, 2008 (Inception) to March 31, ~~2009~~ 2010

Note 4 3 – ~~Going~~Stockholders’ ~~Concern~~Equity (continued)

AsNet ~~shown in~~loss ~~the~~per ~~accompanying~~common financial statements, as is typical of companies going through the development stage, the Company incurred little activity since inception other than the issuance of stock for cash and services and professional fees. The Company is currently in the development stage, and there is no guarantee that the Company will be able to generate enough revenue and/or raise capital to support current operations and generate anticipated sales. This raises substantial doubt about the Company's ability to continue as a going concern.share

~~Management believes~~Net ~~that~~loss ~~the~~per ~~Company's~~share ~~capital~~is ~~requirements~~calculated ~~will~~in ~~depend~~accordance onwith ~~many~~FASB ~~factors including~~ASC ~~the~~260, ~~success~~“Earnings Per Share.” The weighted-average number of ~~the~~common ~~Company's~~shares ~~service~~outstanding ~~development~~during ~~efforts~~each period is used to compute basic loss per share. ~~Management's plans~~Diluted ~~include~~loss per share is computed using the ~~marketing~~weighted ofaveraged ~~their~~number ~~services~~of shares and ~~establishment~~dilutive ofpotential ~~key management~~common ~~personnel~~shares tooutstanding. ~~support~~Dilutive ~~the~~potential ~~business~~common ~~plan~~shares are additional common shares assumed to be exercised.

~~The~~Basic ~~financial~~net ~~statements~~loss doper ~~not~~common ~~include any~~share ~~adjustments~~is ~~relating~~based toon the ~~recoverability~~weighted oraverage ~~classification~~number of ~~recorded assets~~shares of common stock outstanding during 2010 or 2009 and ~~liabilities~~since ~~that~~inception. ~~might~~As ~~result~~of ~~should~~March 31, 2010 and 2009 and since inception, the Company behad ~~unable~~no ~~to continue~~dilutive aspotential acommon ~~going concern~~shares.

Note 5 4 – ~~Net~~Income ~~Loss per Common Share~~Taxes

~~Net~~The ~~loss per~~Company ~~share~~recognizes isthe ~~calculated~~tax effects of transactions in ~~accordance~~the ~~with~~year ~~SFAS~~in which such transactions enter into the determination of net income, regardless of when reported for tax purposes. Deferred taxes are normally provided in the financial statements under ASC Topic No. ~~128~~740 to give effect to the resulting temporary differences which may arise from differences in the bases of fixed assets, ~~“Earnings~~depreciation ~~Per~~methods, ~~Share~~allowances, and start-up costs based on the income taxes expected to be payable in future years.” ~~There are no~~Operating ~~potentially~~loss ~~dilutive~~carry ~~securities~~forwards orgenerated ~~derivative~~during ~~instruments outstanding~~the period from March 13, 2008 (date of inception) through March 31, 2010 of $37,980 will begin to expire in 2028, and may be limited by the provisions of Internal Revenue Code Section 382 and other provisions as to their utilization. Deferred tax assets of approximately $13,293 have been completely offset by a valuation allowance that increased by approximately $5,764 and $7,529 during the years ended March 31, ~~2009~~2010 orand ~~2008~~2009, respectively.

~~Note 6~~The –Company ~~Provision~~follows the provisions of uncertain tax positions as addressed in FASC 740-10-65-1. The Company recognized no increase in the liability for ~~Income~~unrecognized ~~Taxes~~tax benefits. The Company has no tax positions at March 31, 2010 for which the ultimate deductibility is highly certain but for which there is uncertainty about the timing of such deductibility. The Company recognizes interest accrued related to unrecognized tax benefits in interest expense and penalties in operating expenses. No such interest or penalties were recognized during the periods presented. The Company had no accruals for interest and penalties at March 31, 2010 or 2009.

~~In accordance~~Note ~~with~~5 ~~SFAS~~– ~~No.~~Going 109, “Accounting for Income Taxes,” deferred income taxes will be determined using the liability method for the temporary differences between the financial reporting basis and income tax basis of the Company's assets and liabilities. Deferred income taxes will be measured based on the tax rates expected to be in effect when the temporary differences are included in the Company's tax return. Deferred tax assets and liabilities are recognized based on anticipated future tax consequences attributable to differences between financial statement carrying amounts of assets and liabilities and their respective tax bases.Concern

AtThe ~~March 31~~Company's ~~2009,~~financial ~~the~~statements ~~Company~~are ~~had~~prepared ~~accumulated~~using ~~deficits~~accounting ~~during~~principles generally accepted in the ~~development~~United ~~stage~~States of ~~$21,510~~ America applicable to ~~offset~~a ~~future~~going ~~taxable~~concern ~~income~~which contemplates the realization of assets and liquidation of liabilities in the normal course of business. The Company has not yet established aan ~~valuation allowance~~ongoing ~~equal~~source toof ~~the~~revenues ~~full~~sufficient ~~amount~~to ofcover ~~the~~its ~~deferred~~operating ~~tax~~costs ~~assets~~and ~~approximating $7,500~~allow ~~due~~it to ~~the~~continue ~~uncertainty~~as a going concern. The ability of the ~~utilization~~Company ofto continue as a going concern is dependent on the Company’s obtaining adequate capital to fund operating losses ~~in future~~until ~~periods~~it becomes profitable. If the Company is unable to obtain adequate capital, it could be forced to cease operations.

The Company adopted the provisions of FASB Interpretation No. 48, “Accounting for Uncertainty in Income Taxes,” on April 1, 2007. As a result of the implementation of Interpretation 48, the Company recognized approximately no increase in the liability for unrecognized tax benefits.

The Company has no tax positions at March 31, 2009 and 2008 for which the ultimate deductibility is highly certain but for which there is uncertainty about the timing of such deductibility.

The Company recognizes interest accrued related to unrecognized tax benefits in interest expense and penalties in operating expenses. During the years ended March 31, 2009 and the period of March 13, 2008 (inception) to March 31, 2008, the Company recognized no interest and penalties. The Company had no accruals for interest and penalties at March 31, 2009 and 2008.

F-11

MEDISTAFF CORPORATION

(A Development Stage Enterprise)

Notes to the Financial Statements

For the ~~Year~~Years Ended March 31, ~~2009~~2010 and ~~the~~2009 ~~Period~~and ~~of March 13, 2008 (Inception) to~~the

~~March 31, 2008 and the~~ Period of March 13, 2008 (Inception) to March 31, ~~2009~~ 2010

Note 7 5 – ~~Prepaid~~Going ~~Expenses~~Concern (continued)

~~Upon inception,~~In ~~the~~order ~~Company~~to ~~entered~~continue ~~into~~as a ~~consulting~~going ~~contract~~concern, ~~with an unrelated entity (~~the ~~“Consultant”)~~Company ~~whereby~~will ~~the~~need, ~~Consultant~~among ~~would~~other ~~provide~~things, ~~services~~additional ~~related to~~capital ~~the~~resources. ~~filing~~Management's ofplans ~~the~~to ~~Company’s~~obtain ~~registration~~such ~~statement~~resources ~~with~~for the ~~Securities~~Company ~~and Exchange~~include ~~Commission on Form S-~~(1~~. Pursuant~~) toobtaining ~~the~~capital ~~terms~~from ofmanagement ~~the contract,~~and ~~the~~significant ~~Company~~stockholders issufficient to ~~pay~~meet ~~the~~its ~~Consultant~~minimal ~~$25~~operating expenses,~~000~~ ~~cash~~ and ~~$1,375 in stock~~ (~~275,016~~2) ~~shares~~seeking ofout ~~common~~and ~~stock~~completing ata ~~$0.005~~merger ~~per~~with ~~share~~an –existing ~~see~~operating ~~Note 3)~~company. ~~At March~~ 31However, ~~2008,~~management ~~the~~cannot ~~Company~~provide ~~had~~any ~~paid~~assurances athat ~~$12,500~~the ~~cash~~Company ~~retainer,~~will ~~and~~be ~~issued~~successful ~~the $1,375~~ in ~~stock,~~accomplishing ~~resulting~~any ~~in prepaid expenses~~ of ~~$13,875~~its plans.

~~During~~ The ability of the ~~year~~Company ~~ended~~to ~~March~~continue ~~31,~~as ~~2009,~~a ~~the~~going ~~Consultant~~concern ~~performed~~is ~~all~~dependent ~~services~~upon ~~stipulated in~~its ~~the~~ability ~~contract.~~to Assuccessfully ~~such,~~accomplish the ~~Company~~plans ~~recognized~~described in the ~~full~~preceding ~~amount~~paragraph and eventually secure other sources of ~~prepaid expense~~financing ~~related~~and toattain ~~this~~profitable ~~contract~~operations. ~~during~~The ~~the~~accompanying ~~year~~financial ~~ended~~statements ~~March~~do ~~31,~~not ~~2009~~include ~~resulting in~~any noadjustments ~~prepaid~~that ~~expenses~~might asbe ofnecessary ~~March~~if ~~31,~~the ~~2009~~Company is unable to continue as a going concern.

Note 6 – Subsequent Events

The Company has evaluated subsequent events through the filing date of this document and determined there are no items to disclose.

F-12

2. Financial Statement Schedules.

All schedules are omitted because they are not applicable or not required or because the required information is included in the Financial Statements or the Notes thereto.

3. Exhibits.

The following exhibits are filed as part of, or incorporated by reference into, this Annual Report:

EXHIBIT

NUMBER DESCRIPTION

3.1 Articles of Incorporation are incorporated herein by reference to Form S-1, filed on May 27, 2008.

3.2 By-Laws are incorporated herein by reference to Form S-1, filed on May 27, 2008.

31.1 8650 SECTION 302 CERTIFICATION OF CHIEF EXECUTIVE OFFICER AND CHIEF FINANCIAL OFFICER

32.1 4700 CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION

SIGNATURES

	MEDISTAFF CORPORATION
	By:	/s/ DALE BYERS
		DALE BYERS
		President
		Chief Executive Officer
		Chief Financial Officer
		Chief Accounting Officer
		Secretary, Director
		Date: June 29, 2009

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