UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549



Form

FORM 10-Q


x

☒

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

                            For the quarterly period ended June 30, 2008
1934

For the quarterly period ended March 31, 2021

o

☐

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


logo
eDOORWAYS CORPORATION

CARNEGIE DEVELOPMENT, INC.

(Exact Name of Registrant as Specified in its Charter)

Nevada

90-0712976

(State or other jurisdiction of

Incorporation or organization)

(I.R.S. Employer

Identification No.)

3495 Lakeside Drive, #1087

Reno, Nevada

89509

(Address of principal executive offices)

(Zip Code)

Registrant’s telephone number, including area code: 800-345-8561

Securities registered pursuant to Section 12(b) of small businessthe Act: None

Securities registered pursuant to Section 12(g) of the Act: Common Stock, $0.00001 par value

Indicate by check mark if the Registrant is a well-known seasoned issuer, as defined in its charter)


Delaware
(StateRule 405 of the Securities Act. ☐ Yes     ☒ No

Indicate by check mark if the Registrant is not required to file reports pursuant to Section 13 or other jurisdictionSection 15(d) of incorporation or organization)


76-0513297
(I.R.S. Employer Identification No.)

2602 Yorktown Place
Houston, Texas 77056
(Address of principal executive office)

713-621-4547
(Issuer's telephone number)


Checkthe Act. ☐ Yes     ☒ No

Indicate by check mark whether the issuerRegistrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the pastpreceding 12 months (or for such shorter period that the registrantRegistrant 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 registrantRegistrant has submitted electronically every Interactive Data File required to be submitted 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 such files). ☐ Yes     ☒ No

Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company, or an emerging growth company. See the definitions of "large“large accelerated filer," "accelerated” “accelerated filer,"” “smaller reporting company,” and "smaller reporting company"“emerging growth company” in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filero

☐

Accelerated filero

☐

Non-accelerated filero

☐

Smaller reporting companyx

☒

Emerging growth company

☐


If an emerging growth company, indicate by check mark if the Registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrantRegistrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. ☐

Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Act). ☐ Yes    o☒ Nox


State the number of shares outstanding of eachaggregate market value of the issuer’s classesvoting and nonvoting common equity held by non-affiliates computed by reference to the price at which the common equity was last sold or the average bid and asked price of such common equity, as of January 21, 2009: 288,970,157 sharesthe last business day of common stock



-1-



eDOORWAYS CORPORATION
FORM 10-Q
JUNE 30, 2008
INDEX

the Registrant’s most recently completed second fiscal quarter.

PAGE

Held by Non-affiliates at Market Price as on March 31, 2021

PART I.

Voting

FINANCIAL INFORMATION

Common Stock

6,203,716 Shares

$2.80 per Share

$17,370,405

DOCUMENTS INCORPORATED BY REFERENCE

None

 
Item 1.Financial Statements

 

TABLE OF CONTENTS

Page

Part I Financial Information

Balance Sheets as of June 30, 2008 and December 31, 2007 (Unaudited)

3

Statements of Operations for the Three and Six Months Ended June 30, 2008 and 2007 (Unaudited)

4

Item 1

Financial Statements

3

Balance Sheet

 3

Statement of Stockholders’ Deficit for the Six Months Ended June 30, 2008 (Unaudited)Operations

5

 4

StatementsStatement of Cash Flow for the Six Months Ended June 30, 2008 and 2007 (Unaudited)Flows

6

 5

Statement of Shareholder’s Equity Statement

 6

Notes to Financial Statements (Unaudited)

7

Item 2

Item 2.

Management'sManagement’s Discussion and Analysis of Financial Condition and Resultsresults of OperationsOperation

14

12

Item 3.3

Quantitative and Qualitative Disclosures about Market Risk

19

 14

Item 4T4

Controls and Procedures

19

 14

Evaluation

 14

Management’s Report on Internal Control over Financial Reporting

14

Part II Other Information

Item 6

Exhibits

 16

2

 

Carnegie Development INC

 

 

 

 

 

 

BALANCE SHEET (unaudited)

 

 

 

 

 

 

 

 

 

As of March 31, 2021

 

 

 

 

Current

 

 

Prior

 

 

 

 

 

 

As of

 

 

As of

 

 

 

 

 

3/31/2021

 

 

12/31/2020

 

ASSET

 

Notes

 

 

USD

 

 

USD

 

 

 

 

 

 

 

 

 

 

 

Current asset

 

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

 

 

 

 

863

 

 

 

907

 

 

 

 

 

 

 

 

 

 

 

 

 

TOTAL ASSET

 

 

 

 

 

863

 

 

 

907

 

 

 

 

 

 

 

 

 

 

 

 

 

LIABILITIES AND SHAREHOLDERS’ EQUITY

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Current liabilities

 

 

 

 

 

 

 

 

 

 

 

Accounts payable

 

 

 

 

 

239,522

 

 

 

239,352

 

Credit card payable

 

 

 

 

 

1,423

 

 

 

669

 

Loan from related party

 

2

 

 

 

156,688

 

 

 

156,921

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total liabilities

 

 

 

 

 

 

397,633

 

 

 

396,942

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Shareholders’ equity

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Series A preferred stock: 1,000 shares authorized, par value $0.001 per share; 1,000 shares issued and outstanding on March 31, 2021 and 1,000 shares issued and outstanding on December 31, 2020

 

3

 

 

 

1

 

 

 

1

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Common stock: 250,000,000 shares authorized, par value $0.00001 per share, 46,203,716 shares issued and outstanding on March 31, 2021 and 46,203,716 shares issued and outstanding on December 31, 2020

 

3

 

 

 

3,532,757

 

 

 

3,532,757

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Additional paid in capital

 

3

 

 

 

3,999

 

 

 

3,999

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Accumulated loss

 

 

 

 

 

 

(3,933,527)

 

 

(3,932,792)

Total shareholders’ equity

 

 

 

 

 

 

(396,770)

 

 

(396,035)

TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY

 

 

 

 

 

 

863

 

 

 

907

 

See accompanying notes to financial statements.

 
PART II.3

Table of Contents

Carnegie Development INC

OTHER INFORMATION

STATEMENT OF OPERATIONS

For 3 months

For 3 months

ended

ended

3/31/2021

3/31/2020

unaudited

unaudited

USD

USD

Revenues

-

-

Cost of revenues

-

-

GROSS LOSS

-

-

General and Administrative expense

Bank charges

73

Dues and subscription

305

507

Legal and professional expense

169

3,944

Office supplies & Software purchases

27

163

Office/General Admin expenses

35

State Filing Fees

125

Taxes and licenses

-

Managerial remuneration

-

-

Total General and Administratived Expense

735

4,614

LOSS FOR THE YEAR

(735)

(4,614)

Net loss per share of common stock attributable to common stockholder

Basic

(0.0000)

(0.0001)

Diluted

(0.0000)

(0.0001)

Weighted average shares used in computing net loss per share of common stock

Basic

46,203,716

46,203,716

Diluted

46,203,716

46,203,716

See accompanying notes to financial statements.

 
4

Table of Contents

Carnegie Development INC

STATEMENT OF CASH FLOWS

For 3 months

For 3 months

ended

ended

3/31/2021

3/31/2020

unaudited

unaudited

USD

USD

OPERATING ACTIVITIES

Net Gain (Loss)

(735)

(4,614)

Adjustments for:

Change in accounts payables and accruals

169

4,614

Change in credit card payable

173

Net cash used in operating activities

(392)

-

FINANCING ACTIVITY

Loan from related party

348

Net cash from financing activity

348

-

Net increase in cash and cash equivalents 

(45)

-

Cash and cash equivalents at beginning of period

907

84

Cash and cash equivalents at end of period

863

84

SUPPLEMENTAL DISCLOSURE:  None

See accompanying notes to financial statements.

 
Item 1.
Legal Proceedings
195
Item 2.
Unregistered Sales of Equity Securities
20

Item 3.Table of Contents

Default Upon Senior Securities
20

Carnegie Development INC

Item 4.

Submission of matters of a Vote of Securities HoldersSTATEMENT OF SHAREHOLDER'S EQUITY

20

Item 5.
Other Information
20

As of March 31, 2021

 

 

Series A
Preferred Stock

 

 

Common Stock

 

 

Accumulated

 

 

Additional

paid in

 

 

Total Shareholders'

 

 

 

Shares

 

 

Amount

 

 

Shares

 

 

Amount

 

 

 loss

 

 

capital 

 

 

Equity

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance as on January 1, 2019

 

 

1,000

 

 

 

1

 

 

 

41,153,156

 

 

 

2,270,117

 

 

 

(3,536,757)

 

 

1,146,639

 

 

 

(120,000)

Shares issued

 

 

-

 

 

 

-

 

 

 

5,050,560

 

 

 

1,262,640

 

 

 

-

 

 

 

-

 

 

 

1,262,640

 

Converted to equity shares

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

(1,142,640)

 

 

(1,142,640)

Net loss during the year

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

(322,426)

 

 

-

 

 

 

(322,426)

Balance as on December 31, 2019

 

 

1,000

 

 

 

1

 

 

 

46,203,716

 

 

 

3,532,757

 

 

 

(3,859,183)

 

 

3,999

 

 

 

(322,426)

Net loss during the year

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

(73,609)

 

 

-

 

 

 

(73,609)

Balance as on December 31, 2020

 

 

1,000

 

 

 

1

 

 

 

46,203,716

 

 

 

3,532,757

 

 

 

(3,932,792)

 

 

3,999

 

 

 

(396,035)

Net loss during the year

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

(735)

 

 

-

 

 

 

(735)

Balance as on March 31, 2021

 

 

1,000

 

 

 

1

 

 

 

46,203,716

 

 

 

3,532,757

 

 

 

(3,933,527)

 

 

3,999

 

 

 

(396,770)

See accompanying notes to financial statements.

Item 6.
Exhibits
20
 
SIGNATURES6

Table of Contents
-2-
PART I - FINANCIAL INFORMATION

                       ITEM 1.

CARNEGIE DEVELOPMENT INC

NOTES TO FINANCIAL STATEMENTS


eDOORWAYS CORPORATION 
BALANCE SHEETS
 
(Unaudited) 
  
 June 30, December 31, 
 2008 2007 
ASSETS    
CURRENT ASSET – Cash$594 $45,647 
       
Fixed assets, net of accumulated depreciation of $1,937 and $1,660, respectively 3,612  3,889 
Deferred financing costs, net of accumulated amortization of $311,722 and $218,052, respectively 121,679  215,686 
Deposits 2,000  9,211 
       
TOTAL ASSETS$127,885 $274,433 
       
LIABILITIES AND STOCKHOLDERS' DEFICIT      
       
CURRENT LIABILITIES      
Accounts payable - trade$788,126 $450,651 
Stock payable 205,185  -  
Accrued expenses 1,171,496  1,074,587 
Accrued expenses – related parties 177,982  -  
Notes payable 117,000  102,000 
Convertible debentures, 6%, net of discount of $1,461,142 and $1,811,528, respectively 780,042  434,826 
Convertible debenture derivative liability 12,212,792  2,805,523 
       
TOTAL LIABILITIES 15,452,623  4,867,587 
       
Commitments and contingencies     -
       
STOCKHOLDERS' DEFICIT      
Series A convertible preferred stock, $0.001 par value per share; 7,000,000 shares authorized, none issued -  - 
Series B convertible preferred stock, $0.001 par value per share; 1,100,000 shares authorized, none issued -  - 
Series C convertible preferred stock, $0.001 par value per share; 1,000,000 shares authorized, 1,000,000 and -0- shares issued and outstanding, respectively  1,000  - 
Series D preferred stock, $0.001 par value per share; 1,000 shares authorized, issued and outstanding 1  1 
Common stock, $0.001 par value per share; 990,899,000 shares authorized; 188,850,146  and 13,318,846 shares issued and outstanding, respectively 188,850  13,318 
Additional paid-in capital 65,064,265  62,818,788 
Accumulated deficit (80,578,854)  (67,425,261)
Total stockholders' deficit (15,324,738)  (4,593,154)
       
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT$127,885 $274,433 

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

-3-



eDOORWAYS CORPORATION
STATEMENTS OF OPERATIONS
(Unaudited)
        
  
For The Three Months Ended
June 30,
 
For The Six Months Ended 
June 30,
  2008 2007 2008 2007
         
REVENUE $ - $            - $ - $             -
         
OPERATING EXPENSES        
Depreciation and amortization  138  139  277  277
Compensation expense  122,008  122,500  602,000  252,500
Professional fees  66,444  35,870  74,227  143,783
General and administrative  2,016,461  169,057  2,353,102  214,623
Total operating expense  2,205,051  327,566  3,029,606  611,183
             
LOSS FROM OPERATIONS  (2,205,051) (327,566)  (3,029,606) (611,183)
             
OTHER INCOME (EXPENSES)            
Interest expense  (274,402) (180,746)  (547,729) (341,337)
Loss on derivative liability  (6,609,111) (1,288,059)  (9,411,758) (622,440)
Loss on debt settlement  (157,500)  -  (164,500) -
Total other expenses  (7,041,013) (1,468,805) ��(10,123,987) (963,777)
             
NET LOSS $(9,246,064)$(1,796,371) $(13,153,593)$(1,574,960)
             
LOSS PER SHARE – Basic and diluted $(0.07)$(16.09) $(0.15)$(18.75)
             
 
WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING – Basic and diluted
  136,610,923  111,646  90,631,917  84,018
The accompanying notes are an integral part of these financial statements.
-4-



eDOORWAYS CORPORATION
STATEMENT

March 31, 2021

1 NATURE OF STOCKHOLDERS’ DEFICIT

For The Six Months Ended June 30, 2008
(Unaudited)

                  
       Additional   Total
 Series C Preferred Stock Series D Preferred Stock Common Stock Paid-in Accumulated Stockholders’
 Shares Amount Shares Amount Shares Amount Capital Deficit Deficit
Balance –December 31, 2008- $       - 1,000 $     1 13,318,846 $   13,318 $ 62,818,788 $ (67,425,261) $  (4,593,154)
                  
Preferred stock issued for services and compensation1,000,000 1,000 - - - - 139,000 -  140,000
Common stock issued for services and compensation- - - - 143,431,300 143,432 1,291,666 -  1,435,098
Common stock issued for debt conversions- - - - 32,100,000 32,100 805,570 -  837,670
Fair value of derivatives converted to equity- - - - - - 4,489 -  4,489 
Debt discount on convertible debt- - - - - - 4,752 -  4,752
Net loss- - - - - - - (13,153,593) (13,153,593)
                  
Balance - June 30, 20081,000,000 $   1,000 1,000 $     1 188,850,146 $  188,850 $ 65,064,265 $ (80,578,854) $ (15,324,738)



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


eDOORWAYS CORPORATION
STATEMENTS OF CASH FLOW
(Unaudited)
 Six Months Ended June 30,
 20082007
CASH FLOWS FROM OPERATING ACTIVITES  
 
Net loss
 $
        
(13,153,593)
 $ 
(1,574,960)
Adjustments to reconcile net loss to net cash used in operating activities    
Depreciation and amortization expense 277  277 
Amortization of deferred financing costs 94,007  - 
Amortization of note payable discount 355,138  - 
Preferred stock and common stock issued for services 1,575,098  - 
Notes payable issued for services 665,000  - 
Change in fair value of derivative 9,411,758  622,441 
Loss on conversion of note payable 164,500  - 
Non-cash interest expense 98,584  352,389 
Cancellation of stock issued for services -  (29,000)
Changes in operating assets and liabilities:    
Deposits 7,211  (3,849)
Accounts payable and accrued expenses 335,800  14,040 
Accounts payable and accrued expenses - related parties 177,982  - 
Stock payable 205,185  - 
     
Net cash used in operating activities (63,053) (618,663)
     
CASH FLOWS FROM FINANCING ACTIVITIES    
Proceeds from issuance of new debt 18,000  148,500 
     
NET DECREASE IN CASH (45,053) (470,163)
     
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD 45,647  728,393 
     
CASH AND CASH EQUIVALENTS, END OF PERIOD $594 $258,230 
     
Cash paid for:    
Interest $- $- 
Taxes - $- 
  $   
Non cash investing and financing transactions:    
Conversion of derivative liability $4,489 $111,044 
Common stock issued to convert debt $837,670 $87,871 
Discount on issuance of convertible debt $4,752 $- 
The accompanying notes are an integral part of these financial statements.

-6-
eDOORWAYS CORPORATION
Notes to Financial Statements
 (Unaudited)

NOTE 1 -OPERATIONS AND BASIS OF PRESENTATION

Carnegie Development Inc., is a publicly trading company under the symbol, “CDJM”

The Company Website is http://carnegiedevelopment.net/

This Company was previously known as:

·

Escue Energy Inc until July 1, 2019

o

State of incorporation changed from Delaware to Nevada in 2015

·

eDoorways Corporation, Inc. until 2015

·

M Power Entertainment, Inc. until 2007

·

GK Intelligent Systems, Inc. until 2005

·

Technicraft Financial, Ltd. until 1994

·

Incorporated in Delaware in February 1988

Effective July 1st, 2019 the Articles of Incorporation has been amended and the new name is Carnegie Development, Inc.

On Friday 5th June 2020, FINRA approved the name change as well as the symbol change. The new CUSSIP is 14350V108

Going concern

The Company has an accumulated deficit of $ 3,933,527 as on the reporting date and there was no revenue since inception. Since this company is not a fully reporting company and is filing the reports voluntarily, the Company is currently filing the unaudited financial statements and wait for the audited financial statements

The Company is also seeking debt or equity financing to fund its development plan although no financing arrangements are currently in place and the Company can provide no assurance that financing will be available on acceptable terms. However, the management believes that the actions for (a) obtaining the additional funds and (b) implementing its strategic plans, provide the opportunity for the Company to continue as a going concern.

Basis of Presentation

This Company uses the enterprise reporting under the provisions of Statement of Financial Accounting Standards ("SFAS”) no. 7. The accompanying interim financial statements of eDOORWAYS CORPORATION (“eDoorways”) have beenare prepared in accordance with Generally accepted accounting principles generally accepted(“US GAAP”) in the United States of AmericaAmerica.

2 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Use of Estimates and the rulesAssumptions

The preparation of the Securities and Exchange Commission and should be read in conjunction with the audited financial statements and notes thereto contained in eDoorways’ latest Annual Report filed withrequires the SEC on Form 10-K/A for the year ended December 31, 2007. In the opinion of management all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of financial position and the results of operations for the interim periods presented have been reflected herein. The results of operations for interim periods are not necessarily indicative of the results to be expected for the full year.  Notes to the financial statements that would substantially duplicate the disclosure contained in the audited financial statements for the most recent fiscal year, December 31, 2007, as reported in Form 10-K/A, have been omitted.


Certain reclassifications have been made to amounts in prior periods to conform to the current period presentation.

Use of estimates

In preparing financial statements in conformity with generally accepted accounting principles, management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and the reporting amounts of revenues and expenses duringfor the reported period. Actual results couldwill differ from those estimates.

Basic

Included in these estimates are legal risks and diluted net income (loss) per share


Basic and diluted net income (loss) per share calculations are presented in accordance with Statementexposures, valuation of Financial Accounting Standards (“SFAS”) No. 128, and are calculated onstock-based compensation, the basispotential outcome of the weighted average numberfuture tax consequences of common shares outstanding during the period. They include the dilutive effect of common stock equivalents in periods with net income. All common stock equivalents were excluded from the calculation of diluted loss per share as their effect wouldevents that have been anti-dilutive.

Recent Accounting Pronouncements

In May 2008, the FASB issued SFAS No. 162, “The Hierarchy of Generally Accepted Accounting Principles”, which identifies a consistent framework for selecting accounting principles to be used in preparing financial statements for nongovernmental entities that are presented in conformity with United States generally accepted accounting principles (GAAP). The current GAAP hierarchy was criticized due to its complexity, ranking position of FASB Statements of Financial Accounting Concepts and the fact that it is directed at auditors rather than entities. SFAS No. 162 will be effective November 15, 2008 which is 60 days following the United States Securities and Exchange Commission’s (SEC’s) approval of the Public Company Accounting Oversight Board amendments to AU Section 411, The Meaning of Present Fairly in Conformity with Generally Accepted Accounting Principles. The FASB does not expect that SFAS No. 162 will result in a change in current practice, and the Company does not believe that SFAS No. 162 will have an impact on operating results, financial position or cash flows.

In December 2007, the FASB issued SFAS No. 141(R), “Business Combinations.” SFAS No. 141(R) replaces SFAS 141, “Business Combinations”, however it retains the fundamental requirements that the acquisition method of accounting be used for all business combinations and for an acquirer to be identified for each business combination. SFAS No. 141(R) requires an acquirer to recognize the assets acquired, liabilities assumed, and any non-controlling interestrecognized in the acquiree at the acquisition date, be measured at their fair values asfinancial statement or tax returns.

7

Table of Contents

CARNEGIE DEVELOPMENT INC

NOTES TO FINANCIAL STATEMENTS

March 31, 2021

Cash and Cash Equivalents

For purposes of that date, with specified limited exceptions. Changes subsequent to that date are to be recognized in earnings, not goodwill. Additionally, SFAS No. 141 (R) requires costs incurred in connection with an acquisition be expensed as incurred. Restructuring costs, if any, are to be recognized separately from the acquisition. The acquirer in a business combination achieved in stages must also recognize the identifiable assets and liabilities, as well as the non-controlling interests in the acquiree, at the full amounts of their fair values. SFAS No. 141(R) is effective for business combinations occurring in fiscal years beginning on or after December 15, 2008. The Company will apply the requirements of SFAS No. 141(R) upon its adoption on January 1, 2009 and is currently evaluating whether SFAS No. 141(R) will have an impact on its financial position and results of operations.


In February 2007, the FASB,issued SFAS No. 159, "The Fair Value Option for Financial Assets and Liabilities - - Including an Amendment of SFAS 115." This standard permits an entity to choose to measure many financial instruments and certain other items at fair value. This option is available to all entities. Most of the provisions in SFAS 159 are elective; however, an amendment to SFAS 115 "Accounting for Certain Investments in Debt and Equity Securities" applies to all entities with available for sale or trading securities. Some requirements apply differently to entities that do not report net income. SFAS No. 159 is effective as of the beginning of an entity’s first fiscal year that begins after November 15, 2007. Early adoption is permitted as of the beginning of the previous fiscal year provided that the entity makes that choice in the first 120 days of that fiscal year and also elects to apply the provisions of SFAS 157 "Fair Value Measurements." The Company adopted SFAS No. 159 effective January 1, 2008 and did not elect the fair value option for any existing eligible items.
In September 2006, the FASB issued SFAS 157 "Fair Value Measurements." This Statement defines fair value, establishes a framework for measuring fair value in GAAP, and expands disclosures about fair value measurements. This Statement applies under other accounting pronouncements that require or permit fair value measurements, the Board having previously concluded in those accounting pronouncements that fair value is the relevant measurement attribute. Accordingly, this Statement does not require any new fair value measurements. However, for some entities, the application of this Statement will change current practice. This Statement is effective for financial statements issued for fiscal years beginning after November 15, 2007, and interim periods within those fiscal years.  Effective January 1, 2008, eDoorways adopted SFAS 157 for fair value measurements not delayed by FSP FAS No. 157-2. The adoption resulted in additional disclosures as required by the pronouncement (See NOTE 7 - FAIR VALUE MEASUREMENTS) related to our fair value measurements for derivative liabilities but no change in our fair value calculation methodologies. Accordingly, the adoption had no impact on our financial condition or results of operations.

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NOTE 2 – GOING CONCERN

These financial statements have been prepared on a going concern basis. As of June 30, 2008, eDoorways had an accumulated deficit of $80,578,854 and a working capital deficit of $15,452,029.  The continuation of eDoorways as a going concern is dependent upon financial support from its shareholders, the ability to obtain necessary equity financing and the attainment of profitable operations. These factors raise substantial doubt regarding eDoorways’ ability to continue as a going concern. These financial statements do not include any adjustments to the recoverability and classification of recorded asset amounts and classification of liabilities that might be necessary should eDoorways be unable to continue as a going concern.

NOTE 3 – NOTE PAYABLE

At June 30, 2008, eDoorways had an unsecured note payable in the principal amount of $102,000.  This note is unsecured and bears interest at 18% per annum.  Accrued interest of $83,338 is included in accrued expenses at June 30, 2008.  This note was due on March 1, 2003.  It has not been repaid and is currently in default.

During the six months ended June 30, 2008, eDoorways issued promissory notes to various investors in exchange for cash proceeds of $18,000.  The notes carried no interest and had a term of 10 days.  They were convertible into common stock of eDoorways at a rate of between $0.02 and $0.033 per share during the 10-day term of the notes.

During the six months ended June 30, 2008, the holder of a $3,000 convertible note converted the debt into 1,000,000 shares of common stock.  The shares were valued at fair value on the date of settlement of $0.01 per share.  As a result, eDoorways recognized a loss on debt settlement of $7,000.

The remaining notes in the amount of $15,000 have not been repaid and are currently in default.

During the six months ended June 30, 2008, eDoorways issued promissory notes in the amount of $665,000 to various individuals and companies in exchange for services provided to the Company.  The notes carried no interest and had a term of 10 days.  They were convertible into common stock of eDoorways at a rate of between $0.006 and $0.025 per share during the 10-day term of the notes.  The holders of each of these notes elected to convert them into a total of 28,500,000 shares of common stock.  The shares were valued at fair value of the date of settlement of $822,500.  As a result, eDoorways recognized a loss on debt settlement of $157,500.

eDoorways evaluated the terms of all of the convertible notes in accordance with EITF 98-5 and EITF 00-27 and concluded that these notes did not result in a derivative.  eDoorways evaluated the terms of the convertible notes and concluded that there was a beneficial conversion feature.  The discount related to the beneficial conversion feature was valued at $4,752 at inception based on the intrinsic value of the discount.  The discount was amortized using the effective interest method over the 10-day term of the note.  The entire amount of the discount of $4,752 was charged to interest expense during the six months ended June 30, 2008.

Subsequent to the end of the period in July and September 2008, eDoorways issued notes payable to two private investors for total proceeds of $2,000.  The notes had a term of 10 days and were non-interest bearing.  They were convertible into common stock of eDoorways at a rate of between $0.001 and $0.01 per share during the 10-day term of the note.  None of the holders elected to convert the notes into common stock.  These notes have not been repaid and are currently in default.

NOTE 4 - CONVERTIBLE DEBENTURES AND DERIVATIVE LIABILITIES

As of December 31, 2007, eDoorways had callable convertible secured notes (“Convertible Debentures”) outstanding in the amount of $2,246,354.  The Convertible Debentures were issued in several tranches between April 18, 2006 and October 25, 2007.  The Convertible Debentures bear interest at between 6.00% and 8.00%, mature between April 18, 2009 and October 25, 2010, and are convertible into shares of our common stock at 50% of the average of the lowest three (3) trading prices for our shares of common stock during the twenty (20) trading day period prior to conversion.

In connection with the Convertible Debentures, eDoorways had issued warrants to purchase 10,024,081 shares of its common stock at exercise prices between $0.0001 and $200 per share.  The warrants were issued with an initial term of seven years.

eDoorways had previously evaluated the Convertible Debentures and the warrants under SFAS No. 133 "Accounting for Derivatives" and EITF 00-19 "Accounting for Derivative Financial Instruments Indexed to and Potentially Settled in a Company's Own Stock".  eDoorways determined the convertible debentures contained an embedded derivative for the conversion option and the warrants qualified as free standing derivatives.  The conversion option allows for an indeterminate number of shares to potentially be issued upon conversion.  This results in eDoorways being unable to determine with certainty they will have enough shares available to settle any and all outstanding common stock equivalent instruments.  eDoorways would be required to obtain shareholder approval to increase the number of authorized shares needed to share settle those contracts.  Because increasing the number of shares authorized is outside of eDoorways’ control, this results in these instruments being classified as liabilities under EITF 00-19 and as derivatives under SFAS No. 133.

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The impact of the application of SFAS No. 133 and EITF 00-19 on the balance sheets as of June 30, 2008 and December 31, 2007 and the impact on the statement of operationscash flows, the Company considers highly liquid financial instruments purchased with a maturity of three months or less to be cash equivalents.

Concentration of Credit Risks

The Company is engaged in land acquisitions for real estate development.

The Company's cash and cash equivalents accounts are held at financial institutions and are insured by the six months ended June 30, 2008 are as follows:


 June 30, 2008December 31, 2007Gain (loss) 
Embedded derivative – Convertible Debentures$  11,912,309$  2,715,417$  (9,201,381)(a)
Freestanding derivative – Warrants300,48390,106(210,377) 
  Total$  12,212,792$  2,805,523$  (9,411,758) 



(a)  During the six months ended June 30, 2008, the holders of the Convertible Debentures elected to convert principal in the amount of $5,170 into 2,600,000 shares of common stock.  This resulted in a decrease in the derivative liability of $4,489, which represented the fair value of the embedded derivative associated with converted principal on the date of conversion.

The derivatives were valued usingFederal Deposit Insurance Corporation, or the Black-Scholes Option Pricing Model.  The variables used in the valuation of these derivatives as of June 30, 2008 were as follows:

Volatility357% - 486%
Discount rate1.90% - 3.34%
Expected dividend rate0%
Stock price on the measurement date$   0.03
Expected term.17 – 6.32 years


During the six months ended June 30, 2008, the holders of the Convertible Debentures electedFDIC, up to convert principal in the amount of $5,170 into 2,600,000 shares of common stock.  Subsequent to June 30, 2008, the holders elected to convert principal in the amount of $600 into 100,000 shares of common stock.

During April 2008, eDoorways received notice of default from the holders of its convertible debentures, because eDoorways had not issued shares of common stock based on conversion notices from the holders of the Convertible Debentures. On August 29, 2008 and amended January 26, 2009, eDoorways and the holders of the Convertible Debentures entered into a repayment agreement$250,000. As on the notes (“New Notes”).  Underreporting date, there were no cash balances in excess of federally insured limits.

Product Concentration

As part of real estate development, this company can sell the termswell laid-out paper lots (a parcel with an approved tract map which is essentially a level of the New Notes eDoorways will be required to make monthly payments in the following amounts beginning April 6, 2009:


  Monthly Amount Total Each Period
Month 1-3 $   37,782 $    113,346
Month 4-6 53,976 161,928
Month 7-12 80,963 485,778
Month 13-24 134,939 1,619,268
Month 25-36 242,890 2,914,680
  Total   $  5,295,000




Under the terms of the New Notes, eDoorways will have no obligation to issue shares of its common stock or to make any payments other than those listed above.  If eDoorways makes all paymentsentitlements) as required, the Convertible Debentures will be considered paid in full.  If eDoorways fails to make any payment required by the New Notes, the New Notes will be considered to have never been executed and the Convertible Debentures would remain in effect.

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eDoorways determined that this modification of the terms of the existing debt represented a troubled debt restructuring, because eDoorways was experiencing financial difficulties and the lenders granted a concession to the Company based on a comparison of the effective interest rate of the Convertible Debentures and the New Notes.  The total undiscounted future cash payments of the New Notes compared with the carrying amount of the Convertible Debentures as of August 29, 2008 is as follows:


Amount
Principal amount of Convertible Debentures$2,240,584 
Fair value of embedded derivative liability4,153,336 
Accrued interest on Convertible Debentures290,351 
Less:
Unamortized deferred financing costs(82,954)
Unamortized discount(1,298,627)
Carrying amount of Convertible Debentures5,302,690 
Less: Expected future cash flow under New Notes(5,295,000)
Gain on extinguishment of debt$7,690 

During the third quarter, in accordance with SFAS No. 15, eDoorways will reduce the carrying amount of the Convertible Debentures to an amount equal to the total future cash payments specified by the New Notes and will recognize a gain on the restructuring of debt in the amount of $7,690.  All cash payments under the terms of the New Notes will be accounted for as reductions of the carrying amount of the New Notes and no interest expense shall be recognized.

 NOTE 5 - COMMITMENTS AND CONTINGENCIES

A) Litigation

Texas Workforce Commission. On February 10, 2000, the Texas Workforce Commission placed an administrative lien on us in the amount of $109,024 in connection with a claim for unpaid compensation by our former employees.  This amount is included in accrued expenses at June 30, 2008.

Marathon Oil Company. A default judgment was taken against us in favor of Marathon Oil Company accrued in our financial statements under the heading "accrued expenses" on August 31, 1999 in the amount of $326,943 representing past and future rentals under a lease agreement, together with $7,500 in attorney's fees and post judgment interest at 10% per annum until paid. Credit towards the judgment was ordered for sale of personal property by the Sheriff or Constable. We believe the personal property sold for approximately $28,000. To the extent that the property was leased during the unexpired term, it is possible that there would be a mitigation of the damages claim in our favor. We believe that some or all of the space was subsequently rented approximately 90 days later. The remaining $306,443 has been accrued in our financial statements under the heading "accrued expenses."

Deanna S. Slater.  On August 31, 2006, Deanna S. Slater, an independent contractor formerly with M Power Entertainment, Inc., brought suit in County Civil Court at Law Number Four in Harris County, Texas, Docket Number 872,560, alleging breach of contract, quantum meruit, promissory estoppel and for attorney's fees.  No specific dollar amount was claimed by Ms. Slater but the court on December 29, 2006 granted our Special Exceptions and she amended her petition alleging the amount she sought in damages along with certain other pleading requirements.   The pre-lawsuit demand was for payment of $15,785.   Trial was held on this matter in November 2007.  On December 31, 2007 the court awarded Deanna S. Slater the sum of $3,400 and $5,000 to her attorneys. We recorded the amount of $8,400 in our Financial Statements as of December 31, 2007 and June 30, 2008.

B) Consulting Agreements
Gary Kimmons.  On January 1, 2008, eDoorways entered into a three year employment agreement with Gary Kimmons, to act as the CEO and President of the Corporation.  The agreement will automatically extend at the end of the 3 year term, unless notification is given by either party to terminate.  Compensation was set and authorized by the Board of Directors and agrees to compensate Mr. Kimmons in the following manner: a) Monthly salary of $25,000 (annual salary of $300,000); b) $60,000 annual cash bonus representing 20% of Executive's annual base salary (executive may elect to receive bonus in  the form of common stock rather than a cash payment); c) Company will issue 30,000,000 (thirty million) shares of restricted common stock to the Kimmons Family Partnership, LTD, as a reward for Mr. Kimmons' accomplishments related to eDoorways initiative in 2007; and, d) eDoorways will issue 750,000 (seven hundred fifty thousand) shares of Series C convertible preferred stock (See Note 6 – Stockholder’s Equity) to be issued in the name of The Kimmons Family Partnership, LTD as a signing bonus to be given to Executive at the time the employment agreement was executed on January 1, 2008.

The 30,000,000 shares of restricted common stock were valued at $270,000, and the 750,000 shares of Series C convertible preferred stock were valued at $105,000, based on the market value of the stock on the date of issuance.  The Series C convertible preferred stock was valued using a market value equivalent of twenty shares of common stock.  eDoorways recorded the value of the common stock and preferred stock as compensation expense.

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During the six months ended June 30, 2008, Mr. G. Kimmons received an additional 4,062,500 shares of common stock and $28,600 in cash in partial settlement of amounts owed under this contract.  As of June 30, 2008, accrued compensation and expense reimbursements of $116,482 were included in accrued expenses to related parties.

Lance Kimmons.  On January 1, 2008, we entered into a one year consulting services agreement with Lance Kimmons (a director of eDoorways) to assist with operations and business development of eDoorways.  Mr. L. Kimmons will also serve on the board of directors for the year 2008, and will receive the monthly director compensation of $2,500 per month, in addition to a $7,000 per month fee for consulting services in relation to the business development aspect of the contract.  In addition, he received a bonus of $30,000 which was paid in stock and an additional bonus of 500,000 shares of common stock.  During the six months ended June 30, 2008, Mr. L. Kimmons received 10,250,000 shares of common stock and $5,000 in cash in partial settlement of amounts owed under this contract.  As of June 30, 2008, accrued compensation of $33,000 was included in accrued expenses to related parties.
Kathryn Kimmons.  On January 1, 2008, eDoorways entered into a non-employee director agreement with Kathryn Kimmons (a related party) to serve on the Board of Directors for the year 2008 and receive monthly director compensation of $2,500.  During the six months ended June 30, 2008, Ms. Kimmons received 4,375,000 shares of common stock and $9,500 in cash in partial settlement of amounts owed under this contract.  As of June 30, 2008, accrued director compensation of $28,500 was included in accrued expenses to related parties.
Ajene Watson.  On March 10, 2008, we entered into a consulting agreement with Ajene Watson, an individual consultant in New York, who is charged with establishing an entertainment vertical service offering as a component of eDoorways.  The agreement had an initial "trial" period of 90 days and converted to a month-to-month agreement thereafter. Ajene Watson and his affiliates received, upon execution of the agreement, a retainer of $150,000 in form of a non-refundable cash retainer of $5,000; a non- refundable equity retainer of $105,000 in free trading common stock at a price of $0.0025 per share or 42,000,000 share s and a non-refundable equity retainer of $45,000 in restricted common stock at a price of $0.005 per share or 9,000,000 shares, according to the share values stipulated in the agreement. The agreement was executed on March 10, 2008 and approved by the Board on March 11, 2008.

eDoorways valued those shares atcity and/or use the then current fair valuepaper lots for building (a) single family homes; (b) multi-family homes; and/or (c) Rent-To-Build Homes.

Fair Value of the equity of $0.005 a share on March 11, 2008 or $255,000 in aggregate. This amount was recorded as stock compensation expense during the 90 days following March 11, 2008.


Beginning April 1, 2008, eDoorways shall pay Ajene Watson a monthly compensation of $50,000 on the first business day of each month. Financial Instruments

The payment shall be made as follows:


1.  58% or $29,000 ofCompany accounts, for the monthly compensation shall be paid in the form of Restricted Common Stock determined based on a 10% discount from the day’s prior closing bid price. Such compensation is not to exceed 5,800,000 shares or calculate lower than a per share price of $0.005. If the per share price of the Compensation equates to less than $0.005, the Company shall issue the maximum shares of 5,800,000 and pay the deficit in cash within 30 days. The first payment was due on April 1, 2008.

2.  39% or $19,500 of the monthly compensation shall be in the form of eDoorways’ common stock on the first business day of each month. Such compensation is not to exceed 2,785,714 shares or calculate lower than a per share price of $0.007. If the per share price of the Compensation equates to less than $0.007, eDoorways shall issue the Maximum shares of 2,785,714 and pay the deficit in cash within 30 days. The first payment was due on April 1, 2008.

3.  3% or $1,500 of the monthly compensation shall be paid in cash on the first business day of each month.

During the six months ended June 30, 2008, eDoorways issued a total of 31,290,675 shares of common stock in payment for services under the agreement.  The shares were valued at $402,410 which was included in general and administrative expense.  At June 30, 2008, eDoorways owed an additional 33,957,936 shares of common stock which were valued at $205,185 and are included in stock payable.


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\
NOTE 6 - STOCKHOLDERS’ EQUITY

Preferred Stock

On November 30, 2007, eDoorways amended its Articles of Incorporation to include the following authorized shares:

Number of authorized shares
Series A Convertible Preferred Stock7,000,000
Series B Convertible Preferred Stock1,100,000
Series C Convertible Preferred Stock1,000,000
Series D Preferred Stock1,000
Common stock990,899,000
Total authorized shares1,000,000,000


The Board of Directors is vested with the authority to fix the voting powers and other designations of each class of stock.  The Board has not made any such designations of the Series A and Series B Convertible Preferred Stock.  On December 4, 2007, the Board of Directors designated that the Series C Convertible Preferred Stock would:

·  Carry voting rights five times the number of common stock votes;
·  Carry no dividends;
·  Carry liquidating preference eight times the sum available for distribution to common shareholders;
·  Automatically convert one year after issuance to 20 common shares; and
·  Not be subject to reverse stock splits and other changes to the common stock of eDoorways.

In March 2008, we issued 250,000 shares of Series C convertible preferred stock in exchange for services and recorded consulting expense of $35,000.

In addition, in the first quarter of 2008 we issued 750,000 shares of Series C convertible preferred shares to Gary Kimmons, our CEO.  The shares were valued at $105,000 based on the market value of the common stock that it could be converted into.  This amount was recorded as compensation expense during the six months ended June 30, 2008.

Common stock

During the six months ended June 30, 2008, the holders of the Convertible Debentures elected to convert principal in the amount of $5,170 into 2,600,000 shares of common stock.  This resulted in a decrease in the derivative liability of $4,489, which represented the fair value of the embedded derivative associated with converted principal on the date of conversion.

During the six months ended June 30, 2008, the holders of notes payable in the amount of $668,000 elected to convert their notes into 29,500,000 shares of common stock valued at $832,500 at the date of conversion.

During the six months ended June 30, 2008, eDoorways issued 48,687,500 shares of common stock to directors and officers of eDoorways for compensation.  The shares were valued at $423,563.

During the six months ended June 30, 2008, eDoorways issued a total of 94,743,800 shares of common stock to various consultants for services performed.  The shares were valued at $1,011,535 based on the market value of the stock on the measurement date of the transactions and recorded as share-based compensation expense.

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NOTE 7 – FAIR VALUE MEASUREMENTS

eDoorways’ convertible debenture derivative liability is measured at fair value in the financial statements.  eDoorways’ financial assets and liabilities are measured using input from three levels of the fair value hierarchy. A financial asset or liability classification within the hierarchy is determined based on the lowest level input that is significant to the fair value measurement. The three levels are as follows:

Level 1 – Inputs are unadjusted quoted prices in active markets for identical assets or liabilities that eDoorways has the ability to access at the measurement date.

Level 2 – Inputs include quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the asset or liability and inputs that are derived principally from or corroborated by observable market data by correlation or other means (market corroborated inputs).

Level 3 – Unobservable inputs reflect eDoorways’ judgments about the assumptions market participants would use in pricing the asset of liability since limited market data exists.  eDoorways develops these inputs based on the best information available, using internal and external data.

The following table presents eDoorways’ assets and liabilities recognized in the balance sheet and measured at fair value on a recurring basis, in accordance with ASC Topic 820, Fair Value Measurements and Disclosures, ASC 820 establishes a common definition for fair value to be applied to existing generally accepted accounting principles that require the use of fair value measurements, establishes a framework for measuring fair value, and expands disclosure about such fair value measurements

ASC 820 defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Additionally, ASC 820 requires the use of June 30, 2008:

  Input Levels for Fair Value Measurements
Description Level 1 Level 2 Level 3 Total
Liabilities:        
  Convertible debenture derivative liability $         -  $  12,212,792 $         -  $  12,212,792
  $         -  $  12,212,792 $         -  $  12,212,792

valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs. These inputs are prioritized below:

Level 1: Observable inputs such as quoted market prices in active markets for identical assets or liabilities.

Level 2: Observable market-based inputs or unobservable inputs that are corroborated by market data.

Level 3: Unobservable inputs for which there is little or no market data, which require the use of the reporting entities own assumptions.

The Company did not have any Level 2 or Level 3 assets or liabilities on the reporting date.

The Company did not identify any non-recurring assets and liabilities that are required to be presented in the balance sheets at fair value in accordance with ASC 815

ASC 825-10 "Financial Instruments." permits entities to choose to measure many financial assets and financial liabilities at fair value. Unrealized gains and losses on items for which the fair value option has been elected are reported in earnings. The Company chose not to elect the option to measure the fair value of eligible financial assets and liabilities.

Additional Disclosures Regarding Fair Value Measurements

The carrying value of cash and cash equivalents, credit card payable, accounts payable and loan from related party approximate their fair value due to the short maturity of these items.

Revenue Recognition

The Company recognizes revenue on arrangements in accordance with ASC 606 — Revenue from Contracts with Customers. Revenue is recognized only when the price is fixed or determinable, persuasive evidence of an arrangement exists, the service is performed, and collectability of the resulting receivable is reasonably assured. Since inception and until now, this company has not earned any revenue.

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Table of Contents

CARNEGIE DEVELOPMENT INC

NOTES TO FINANCIAL STATEMENTS

March 31, 2021

Advertising

The Company expenses advertising costs as incurred. The Company did not spend any money for the advertising, during the reporting period.

Share-Based Payment

The Company accounts for stock-based compensation in accordance with ASC Topic 718, Compensation- Stock Compensation, Under the fair value recognition provisions of this topic, stock-based compensation cost is measured at the grant date based on the fair value of the award and is recognized as an expense on a straight-line basis over the requisite service period, which is the vesting period.

Basic and Diluted Earnings per Share

Basic earnings per share are calculated by dividing the income available to stockholders by the weighted- average number of shares of Common Stock outstanding during each period. Diluted earnings per share are computed using the weighted average number of shares of Common Stock and dilutive Common Stock share equivalents outstanding during the period. Dilutive Common Stock share equivalents consist of shares issuable upon the exercise of stock options and warrants (calculated using the modified-treasury stock method). Earnings per share calculations are provided as part of the income statement.

Provisions

Provisions are recognized when the Company has a present legal or constructive obligation because of past events, and it is probable that an outflow of resources will be required to settle the obligation, and a reliable estimate of the amount can be made.

Net Income per Share

The Company computes net income (loss) per share in accordance with ASC 260-10, "Earnings per Share." The basic net loss per common share is computed by dividing the net loss by the weighted average number of common shares outstanding. Diluted net loss per share gives effect to all dilutive potential common shares outstanding during the period using the "as if converted” basis.

3 LOAN FROM RELATED PARTY

A short-term loan was extended by a related party to finance working capital requirements of the Company. The loan is unsecured, and non- interest bearing, with no set terms of repayment.

4 COMMON STOCK AND PREFERRED

STOCK Common Stock

There is currently only one class of common stock. Each share common stock is entitled to one vote.

The authorized number of shares of common stock of the Company on the reporting date was 250,000,000 shares with a par value per share of $0.00001. Authorized shares that have been issued and outstanding are 46,203,716 as on the reporting date. Past dues were settled by share issuance as reflected in Statement of Shareholders equity.

Preferred Stock

Series A - [1] Designation: A series of preferred stock is hereby designated as Series A Preferred Stock. [2] Liquidation Preference: The holders of the Series A Preferred Stock has no liquidation preference. [3] Dividends: The holders of the Series A Preferred Stock shall not receive dividend. [4] Number: The number of shares is fixed at 1,000. As on the reporting date, 1,000 shares are authorized, issued and outstanding. [5] Conversion: The Series A Preferred Stock is not convertible debentureinto shares of common stock. [7] Voting Rights: The Series A Preferred Stock, collectively, are entitled to that number of votes which shall equal Seventy-five percent (75%) of all eligible votes. There is currently 1 shareholder of record of the company's common stock.

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Table of Contents

CARNEGIE DEVELOPMENT INC

NOTES TO FINANCIAL STATEMENTS

March 31, 2021

Additional paid in capital

Additional paid in capital is attributable to Series A preferred stock.

5 RELATED PARTY TRANSACTIONS

Related parties comprise the shareholders, directors, key management personnel of the Company, and entities controlled, jointly controlled, or significantly influenced by such parties.

The company enters transaction with related parties which arise in the normal course of business from the commercial transactions and same are approved the board.

Since 2019, this company is receiving short loan from a private business entity to pay the bills. The Chairman & the CEO of this company is also managing the private business entity which is providing the short-term loan to this company.

No remuneration was paid to any directors or members of key management during the current reporting year

 

 

Q1 2021

 

 

Q4 2020

 

 

Q3 2020

 

 

Q2 2020

 

Compensation.

 

$0

 

 

$0

 

 

$0

 

 

$0

 

6 INCOME TAXES

Deferred income taxes are provided using the liability method whereby deferred tax assets are recognized for deductible temporary differences and operating loss and tax credit carryforwards, and deferred tax liabilities are recognized for taxable temporary differences. Temporary differences are the differences between the reported amounts of assets and liabilities and their tax bases. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is determined using quoted stock prices, externally developedmore likely than not that some portion or all the deferred tax assets will not be realized. Deferred tax assets and commercial models (specificallyliabilities are adjusted for the Black-Scholes option pricing model),effects of the changes in tax laws and rates of the date of enactment.

When tax returns are filed, it is highly certain that some positions taken would be sustained upon examination by the taxing authorities, while others are subject to uncertainty about the merits of the position taken or the amount of the position that would be ultimately sustained. The benefit of a tax position is recognized in the financial statements in the period during which, based on all available evidence, management believes it is more likely than not that the position will be sustained upon examination, including the resolution of appeals or litigation processes, if any. Tax positions taken are not offset or aggregated with internalother positions. Tax positions that meet the more likely-than-not recognition threshold are measured as the largest amount of tax benefit that is more than 50 percent likely of being realized upon settlement with the applicable taxing authority. The portion of the benefits associated with tax positions taken that exceeds the amount measured as described above is reflected as a liability for unrecognized tax benefits in the accompanying balance sheets along with any associated interest and external fundamental data inputs.  Stock price quotespenalties that would be payable to the taxing authorities upon examination.

Applicable interest and penalties associated with unrecognized tax benefits are obtainedclassified as additional income taxes in the statements of operations.

A reconciliation of the Company's effective tax rate to the statutory federal rate is as follows:

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CARNEGIE DEVELOPMENT INC

NOTES TO FINANCIAL STATEMENTS

March 31, 2021

 3/31/2021

USD

 2020

USD

Deferred tax assets

Net operating loss carryovers

3,933,757

3,932,792

Stock-based compensation 

-

-

 Other temporary differences

-

-

Total deferred tax assets

3,933,757

3,932,792

Valuation allowance

(3,933,757)

(3,932,79)

Net deferred tax asset

-

-

As on the reporting date, the Company had net operating loss carryovers of $3,933,757 that may be applied against future taxable income and expires at various dates between 2026 and 2031, subject to certain limitations. The Company has a deferred tax asset arising substantially from independent stock quotation services.


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the benefits of such net operating loss deduction and has recorded a valuation allowance for the full amount of this deferred tax asset since it is more likely than not that some or all the deferred tax asset may not be realized.

7 CONTINGENCIES AND COMMITMENTS

Contingencies

NONE

Capital commitments

For the current reporting year, the Company had no capital commitments which is the same for the previous reporting year.

The management reviewed with the legal team and concluded that there are no disputes remaining unresolved and hence there are no contingent liabilities as on the reporting date. The company is trying to settle the claims by share issuance as and when received and processed.

8 SUBSEQUENT EVENTS

On 11 March 2020, the World Health Organization made an assessment that the outbreak of a coronavirus (COVID-19) can be characterized as a pandemic. As a result, the economic and risk environment in which the company operates has been impacted. This situation arising and any possible impact to these financial statements is considered a subsequent, non-adjusting event

The situation, including the government and public response to the challenges, continue to progress and rapidly evolve. Therefore, the extent and duration of the impact of these conditions remain uncertain and depend on future developments that cannot be accurately predicted at this stage, and a reliable estimate of such an impact cannot be made at the date of authorization of these financial statements.

9 RESTATEMENT OF PRIOR YEAR COMPARATIVES

Certain figures for the previous year were regrouped/reclassified, wherever necessary, to conform to current year's presentation. However, such reclassifications do not have any impact on the Company's previously reported financial results.

10 MANAGEMENT ASSERTIONS ON CRITICAL AUDIT MATTERS

Manuals and handbooks: Absence of written manuals and handbooks is the concern for the audit. Since the Company is involving experienced professionals for the day-to-day operations, the need for specialized training was not felt. So also, the need for the written manuals and handbooks. However, the Management is aware of the need for standard operating procedures to educate and train its growing general staff. Preparation of manuals and handbooks has begun.

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ITEM 2. MANAGEMENT'SMANAGEMENT’S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION.FINANCIAL CONDITION AND RESULTS OF OPERATIONS.

The following discussion

This Management’s Discussion and analysis comparesAnalysis of Financial Condition and Results of Operations is intended to provide a reader of our financial statements with a narrative from the perspective of our management on our financial condition, results of operations, for the threeliquidity, and six months ended June 30, 2008 to the same period in 2007.  Thiscertain other factors that may affect our future results. The following discussion and analysis should be read in conjunction with our condensedaudited consolidated financial statements and relatedthe accompanying notes thereto included elsewhere in this report,“Item 8. Financial Statements and our Form 10-K/A forSupplementary Data.” In addition to historical financial information, the year ended December 31, 2007.


CAUTIONARY STATEMENT CONCERNING FORWARD-LOOKING STATEMENTS

This Report on Form 10-Qfollowing discussion and analysis contains forward-looking statements including, without limitation, statements concerning possible or assumed futurethat involve risks, uncertainties, and assumptions. See “Forward-Looking Statements.” Our results and the timing of operations and those preceded by, followed by or that include the words "believes," "could," "expects," "intends" "anticipates," "will", or similar expressions. Our actual results couldselected events may differ materially from thesethose anticipated in these forward-looking statements because of many factors.

Much of the discussion in this Item is “forward-looking” as that term is used in Section 27A of the Securities Act and Section 21E of the Securities Exchange Act of 1934, as amended. Actual operations and results may materially differ from present plans and projections due to changes in economic conditions, new business opportunities, changed business conditions, and other developments. Other factors that could cause results to differ materially are described in our filings with the Securities and Exchange Commission. There are several factors that could cause actual results or events to differ materially from those anticipated, and include, but are not limited to general economic, financial and business conditions, changes in and compliance with governmental laws and regulations, including various state and federal environmental regulations, our ability to obtain additional financing from outside investors and/or bank and mezzanine lenders and our ability to generate sufficient revenues to cover operating losses and position us to achieve positive cash flow. Readers are cautioned not to place undue reliance on the forward-looking statements for many reasons including the risks described in our 10-K/A for the period ended December 31, 2007 and elsewhere in this report. Although we believe the expectations reflected in the forward-looking statements are reasonable, they relatecontained herein, which speak only to events as of the date on which the statements are made, and our future results, levels of activity, performance or achievements may not meet these expectations.a certain date. We do not intendundertake no obligation to update any offorward-looking statements.

Going Concern

While the forward-looking statements afterauditor has been questioning our ability to continue as a going concern due to our recurring losses from operations, deficit in equity, and the date of this documentneed to conform these statementsraise additional capital to actual results.


Overview

As of December 31, 2007, we had callable convertible secured notes (“Convertible Debentures”) outstandingfund operations, the company re-aligned itself to engage in land acquisition for Real Estate Development. A “going concern” opinion could impair our ability to raise the principal amount of $2,246,354.  The Convertible Debentures were issued in several tranches between April 18, 2006 and October 25, 2007.  The Convertible Debentures bore interest at between 6.00% and 8.00%, matured between April 18, 2009 and October 25, 2010, and were convertible into shares of our common stock at 50% of the average of the lowest three (3) trading pricesrequired finance for our shares of common stock duringproposed operations through the twenty (20) trading day period prior to conversion.

In connection with the Convertible Debentures, we had issued warrants to purchase 10,024,081 shares of our common stock at exercise prices between $0.0001 and $200 per share.  The warrants were issued with an initial term of seven years.

We had previously evaluated the Convertible Debentures and the warrants under SFAS 133 "Accounting for Derivatives" and EITF 00-19 "Accounting for Derivative Financial Instruments Indexed to and Potentially Settled in a Company's Own Stock".  We determined the convertible debentures contained an embedded derivative for the conversion option and the warrants qualified as free standing derivatives.  The conversion option allows for an indeterminate number of shares to potentially be issued upon conversion.  This results in our being unable to determine with certainty that we will have enough shares available to settle any and all outstanding common stock equivalent instruments.  We would be required to obtain shareholder approval to increase the number of authorized shares needed to share settle those contracts.  Because increasing the number of shares authorized is outside of our control, this results in these instruments being classified as liabilities under EITF 00-19 and as derivatives under SFAS 133.

During the six months ended June 30, 2008, the holders of the Convertible Debentures elected to convert principal in the amount of $5,170 into 2,600,000 shares of our common stock.

During April 2008, we received notice of default from the holders of the convertible debentures, because we had not issued shares of common stock based on conversion notices from the holders of the Convertible Debentures. On August 29, 2008 and amended January 26, 2009, we entered into a repayment agreement with the holders of the Convertible Debentures on the notes (“New Notes”).  Under the terms of the New Notes, we will be required to make monthly payments in the following amounts beginning April 6, 2009:

  Monthly Amount Total Each Period
Month 1-3 $   37,782 $    113,346
Month 4-6 53,976 161,928
Month 7-12 80,963 485,778
Month 13-24 134,939 1,619,268
Month 25-36 242,890 2,914,680
  Total   $  5,295,000

Under the terms of the New Notes, we will have no obligation to issue shares of our common stock or to make any payments other than those listed above.  If we make all payments as required, the Convertible Debentures will be considered paid in full.  If we fail to make any payments required by the New Notes, the New Notes will be considered to have never been executed and the Convertible Debentures would remain in effect.

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We determined that this modification of the terms of the existing debt represented a troubled debt restructuring, because we were experiencing financial difficulties and the lenders granted a concession to us based on a comparison of the effective interest rate of the Convertible Debentures and the New Notes.  We compared the total undiscounted future cash payments of the New Notes with the carrying amount of the Convertible Debentures as of August 29, 2008 as follows:

Amount
Principal amount of Convertible Debentures$2,240,584 
Fair value of embedded derivative liability4,153,336 
Accrued interest on Convertible Debentures290,351 
Less:
Unamortized deferred financing costs(82,954)
Unamortized discount(1,298,627)
Carrying amount of Convertible Debentures5,302,690 
Less: Expected future cash flow under New Notes(5,295,000)
Gain on extinguishment of debt$7,690 

During the third quarter, in accordance with SFAS No. 15, we will reduce the carrying amount of the Convertible Debentures to an amount equal to the total future cash payments specified by the New Notes and will recognize a gain on the restructuringsale of debt inor equity securities. However, the amount of $7,690.  All cash payments under the terms of the New Notes will be accounted for as reductions of the carrying amount of the New Notes and no interest expense shall be recognized.

We believe that the modification of the Convertible Debentures will better position us to secure additional funding to execute our plan of operations.

Twelve Month Plan of Operations

During the next 12 months, we will direct our resources to the development, branding, and launch of the eDOORWAYS web service offering.  This includes both the Business-to-Consumer (“B to C”) and Business-to-Business (“B to B”) versions of eDOORWAYS. We will enter into strategic alliances, form joint ventures and acquire interests in companies whose products and services integrate into the eDOORWAYS portal.

As the transition to the eDOORWAYS business model has proceeded, we have raised $2.415 million in capital, and plan on receiving another $3 million in the first quarter of 2009.  If the plan as outlined is achieved within 12 months, we will have raised approximately $5 million for working capital and $5 million for deployment of the B to C version of the eDOORWAYS Internet service offering.

The corporate relationships between us, subsidiaries, joint ventures and strategic alliances will be collaborative, but decentralized so that shared functions, such as accounting are efficient, but existing, successful operations will continue without significant adjustment. New operations will require significant management and professional resources.

We have raised $2.415 million in capital, and hope to secure another $3 million in the first quarter of 2009 for working capital.  Without this funding and considering our current cash balance of $594, we do not have enough working capital to continue operations.  If raised, the additional $3 million would be allocated as follows: $1 million will be used for completion of the B to C version of eDOORWAYS, $500,000 for its launch starting in Austin, Texas and the remaining balance will be used for expenses such as general and administrative, marketing, and consulting.  The remainder of 2008 has been devoted to the testing and preparing for the soft launch of the B to C version of the service offering, transitioning into the national launch, initiating development of phases II and III of eDOORWAYS, and pursuing the B to B version.

A goal has been set to raise investment capital of $10 million in 2009 through funding acquisitions, joint ventures and strategic alliances to be used in the business to increase working capital, boost staffing, and purchase fixed assets such as a building and server farm.  The increase in staffing is projected to be as follows: production - 6 employees, general and administrative - 3 employees, sales and marketing - 6 employees.
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The $10 million of capital, if acquired, would be used as follows:

(a)  eDOORWAYS B to C Initial Launch in Austin ($1.5 million)
·  General & Administrative
·  Marketing
·  Site Development & Technology Infrastructure
·  Furniture Fixtures & Equipment
·  Facilities & Office
·  Compensation
·  Working Capital
·  Reserve for Contingencies

(b)  eDOORWAYS B to C National Launch ($5 million)
·  General & Administrative
·  Marketing
·  Site Development & Technology Infrastructure
·  Furniture Fixtures & Equipment
·  Facilities & Office
·  Compensation
·  Working Capital
·  Reserve for Contingencies

(c)  Retire outstanding notes payable ($3.5 million)

Product Development
Our objective is to complete testing of Phase I of the eDOORWAYS B to C web service offering during the remainder of 2008 in preparation for a "soft launch" in Austin, Texas early in 2009.  It's also our objective to initiate development of Phases II and III of the eDOORWAYS B to C service offering during the first quarter of 2009, with a goal of completing one or both by the end of the 2009 calendar year.  Also, in the second quarter of 2009, we hope to complete development of a B to B version of eDOORWAYS.

Pre-launch Organization and Planning
Planning and organizing activities for the establishment of Austin, Texas as the operational headquarters of eDOORWAYS Corporation, as well as for the "soft launch" of the B to C version early in 2009.

Marketing/Deployment of the eDOORWAYS'  "B to C" Service Offering
Applied Storytelling, our brand development consultant, has established an objective of completing our B to C marketing and deployment strategy in the first quarter of 2009.
Development of the Brand Platform
Applied Storytelling has been engaged to create the eDOORWAYS brand identity, it's positioning strategy, and platform.  These activities are scheduled to be completed in the first quarter of 2009 in advance of our "soft launch."

Entertainment Vertical Market Development
Ajene Watson, an entertainment marketing consultant in New York City, has established a goal of creating a business plan and an operational division for the entertainment vertical market in the first quarter of 2009.

eDOORWAYS B to C Version National Launch
It is our objective to execute a national launch of the B to C version of eDOORWAYS during the second quarter of 2009.

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Recent Events
Gary Kimmons.  On January 1, 2008, the Company entered into a three year employment agreement with Gary Kimmons, to act as the CEO and President of the Corporation.  The agreement will automatically extend at the end of the 3 year term, unless notification is given by either party to terminate.  Compensation was set and authorized by Board of Directors and agrees to compensate Mr. Kimmons in the following manner: a) Monthly salary of $25,000 (annual salary of $300,000); b) $60,000 annual cash bonus representing 20% of Executive's annual base salary (executive may elect to receive bonus in  the form of common stock rather than a cash payment); c) Company will issue 30,000,000 (thirty million) shares of restricted common stock to the Kimmons Family Partnership, LTD, as a reward for Mr. Kimmons' accomplishments related to the EDOORWAYS initiative in 2007; and, d) The Company will issue 750,000 (seven hundred fifty thousand) shares of Series C convertible preferred stock (See Note 6 – Stockholder’s Equity) to be issued in the name of The Kimmons Family Partnership, LTD as a signing bonus to be given to Executive at the time the employment agreement was executed on January 1, 2008.

The 30,000,000 shares of restricted common stock were valued at $270,000, and the 750,000 shares of Series C convertible preferred stock were valued at $105,000, based on the market value of the stock on the date of issuance.  The Series C convertible preferred stock was valued using market value of twenty shares of common stock.  The company recorded the value of the common stock as compensation expense at issuance.  The value of the Series C convertible preferred stock was recorded as deferred stock compensation at the date of issuance and is being amortized over one year.  The Company recognized compensation expense of $78,750 related to the Series C Preferred Stock during the nine months ended September 30, 2008.

The 30,000,000 shares of restricted common stock were valued at $270,000, and the 750,000 shares of Series C convertible preferred stock were valued at $105,000, based on the market value of the stock on the date of issuance.  The Series C convertible preferred stock was valued using market value of twenty shares of common stock.  The company recorded the value of the common stock and preferred stock as compensation expense.

During the six months ended June 30, 2008, Mr. G. Kimmons received an additional 4,000,000 shares of common stock and $28,600 in cash in partial settlement of amounts owed under this contract.  As of June 30, 2008, accrued compensation and expense reimbursements of $116,482 were included in accrued expenses to related parties.

Lance Kimmons.  On January 1, 2008, we entered into a one year consulting services agreement with Lance Kimmons (a director of eDOORWAYS) to assist with operations and business development of eDOORWAYS.  Mr. L. Kimmons will also serve on the board of directors for the year 2008, and will receive the monthly director compensation of $2,500 per month, in addition to a $7,000 per month fee for consulting services in relation to the business development aspect of the contract.  During the six months ended June 30, 2008, Mr. L. Kimmons received 10,250,000 shares of common stock and $5,000 in cash in partial settlement of amounts owed under this contract.  As of June 30, 2008, accrued compensation of $33,000 was included in accrued expenses to related parties.
Kathryn Kimmons.  On January 1, 2008, eDOORWAYS entered into a non-employee director agreement with Kathryn Kimmons (a related party) to serve on the Board of Directors for the year 2008 and receive monthly director compensation of $2,500.  During the six months ended June 30, 2008, Ms. Kimmons received 4,375,000 shares of common stock and $9,500 in cash in partial settlement of amounts owed under this contract.  As of June 30, 2008, accrued director compensation of $28,500 was included in accrued expenses to related parties.
Ajene Watson.  On March 10, 2008, we entered into a consulting agreement with Ajene Watson, an individual consultant in New York, who is charged with establishing an entertainment vertical service offering as a component of eDOORWAYS.  The agreement had an initial "trial" period of 90 days and converted to a month-to-month agreement thereafter. Ajene Watson and his affiliates received, upon execution of the agreement, a retainer of $150,000 in form of a non-refundable cash retainer of $5,000; a non- refundable equity retainer of $105,000 in free trading common stock at a price of $0.0025 per share or 42,000,000 share s and a non-refundable equity retainer of $45,000 in restricted stock at a price of $0.005 per share or 9,000,000 shares, according to the share values stipulated in the agreement. The agreement was executed on March 10, 2008 and approved by the Board on March 11, 2008.

The Company valued those shares at the then current fair value of the equity of $0.005 a share on March 11, 2008 or $255,000 in aggregate. This amount was recorded as stock compensation expense during the 90 days following March 11, 2008.

Beginning April 1, 2008, the Company shall pay Ajene Watson a monthly compensation of $50,000 on the first business day of each month. The payment shall be made as follows:

1.  58% or $29,000 of the monthly compensation shall be paid in the form of Restricted Common Stock determined based on a 10% discount from the day’s prior closing bid price. Such compensation is not to exceed 5,800,000 shares or calculate lower than a per share price of $0.005. If the per share price of the Compensation equates to less than $0.005, the Company shall issue the maximum shares of 5,800,000 and pay the deficit in cash within 30 days. The first payment was due on April 1, 2008

2.  39% or $19,500 of the monthly compensation shall be in the form of the Company’s common stock on the first business day of each month. Such compensation is not to exceed 2,785,714 shares or calculate lower than a per share price of $0.007. If the per share price of the Compensation equates to less than $0.007, the Company shall issue the Maximum shares of 2,785,714 and pay the deficit in cash within 30 days. The first payment was due on April 1, 2008

3.  3% or $1,500 of the monthly compensation shall be paid in cash on the first business day of each month.

During the six months ended June 30, 2008, the Company issued a total of 31,290,675 shares of common stock in payment for services under the agreement.  The shares were valued at $402,410 which was included in general and administrative expense.  At June 30, 2008, the Company owed an additional 33,957,936 shares of common stock which were valued at $205,185 and are included in stock payable.

During the six months ended June 30, 2008, we have issued promissory notes to various individuals for loans to obtain operating cash.  The amounts of these notes total $28,800.

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Off-Balance Sheet Arrangements

None.

Critical Accounting Policies
Our financial statements have been prepared in accordance with accounting principles generally accepted inassuming that the United StatesCompany continues as a going concern

Results of America. The preparation of these financial statements requires us to make estimates and assumptions that affectOperations for the reported amounts of assets, liabilities, revenues and expenses. Note 1 of the Notes to Financial Statements describes the significant accounting policies used in the preparation of the financial statements. Certain of these significant accounting policies are considered to be critical accounting policies, as defined below. We do not believe that there have been significant changes to our accounting policies during thecurrent reporting period, ended June 30, 2008, as compared to those policies disclosedprevious reporting period

There was no revenue during this period

Expenses during the current reporting period are $735 which is lower than $4,614 for the same reporting period of the previous year.

The net loss for the current reporting period is $735 which is also lower than $4,614 for the same reporting period of the previous year.

Liquidity and Capital Resources

During the current reporting period, the company’s liquidity was very impacted by the Pandemic caused by the Covid-19. Consequently, this company was not able to access any capital resources during the current reporting period.

Cash Flow from Operating Activities

The Company used $392 in cash for the current reporting period as against $0 for the same reporting period of the previous year.

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Cash Flow from Investing Activities

The Company neither used nor received any from the investing activities for the current reporting period and it is the same in for the same reporting period of the previous year.

Cash Flow from Financing Activities

The Company received $348 as a repayable loan as a related party transaction, in the December 31, 2007current reporting period whereas it was $0 for the same reporting period of the previous year.

Off-Balance Sheet Arrangements

The company has no off-balance sheet arrangements that have or are reasonably likely to have a current or future effect or change on the company’s financial statements.

condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that are material to investors.

The term “off-balance sheet arrangement” generally means any transaction, agreement, or other contractual arrangement to which an entity unconsolidated with the company is a party, under which the company has (i) any obligation arising under a guarantee contract, derivative instrument, or variable interest; or (ii) a retained or contingent interest in assets transferred to such entity or similar arrangement that serves as credit, liquidity, or market risk support for such assets.

Critical Accounting Policies

A critical accounting policy is defined as one that is both material to the presentation of our financial statements and requires management to make difficult, subjective, or complex judgments that could have a material effect on our financial condition and results of operations. Specifically, critical accounting estimates have the following attributes: 1) we are required to make assumptions about matters that are highly uncertain at the time of the estimate; and 2) different estimates we could reasonably have used, or changes in the estimate that are reasonably likely to occur, would have a material effect on our financial condition or results of operations.

Estimates and assumptions about future events and their effects cannot be determined with certainty. We base our estimates on historical experience and on various other assumptions believed to be applicable and reasonable under the circumstances. These estimates may change as new events occur, as additional information is obtained and as our operating environment changes. These changes have historically been minor and have been included in the financial statements as soon as they became known. Based on a critical assessment of our accounting policies and the underlying judgments and uncertainties affecting the application of those policies, management believes that our financial statements are fairly stated in accordance with accounting principles generally accepted in the United States and present a meaningful presentation of our financial condition and results of operations. We believe the following critical accounting policies reflect our more significant estimates and assumptions used in the preparation of our financial statements:

Use of Estimates – —These financial statements have been prepared in accordance with accounting principles generally accepted in the United States and, accordingly, require management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Specifically, our management has estimated variables used to calculate the Black Scholes and binomial lattice model calculations used to value derivative instruments discussed below under "Valuation“Valuation of Derivative Instruments"Instruments”. In addition, management has estimated the expected economic life and value of our licensed technology, our net operating loss for tax purposes, share-based payments for compensation to employees, directors, consultants and investment banks, and the useful lives of our fixed assets and our allowance for bad debts.assets. Actual results could differ from those estimates.

RESULTS OF OPERATIONS

THREE MONTHS ENDED JUNE 30, 2008 AS COMPARED TO THE THREE MONTHS ENDED JUNE 30, 2007.

There were no revenues for

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Deferred Financing Costs—Payments, either in cash or share-based payments, made in connection with the three months ended June 30, 2008 or 2007.


We had operating expensessale of $2,205,051 fordebentures are recorded as deferred debt issuance costs and amortized using the three months ended June 30, 2008 compared to $327,566 foreffective interest method over the comparative periodlives of 2007. The primary reason for this increase was due to the increase in equity compensation to various employees and consultants for services and professional fees.

We had interest expenserelated debentures.

Fair Value of $274,402 during the three months ended June 30, 2008 as compared to $180,746 for the comparative periodFinancial Instruments—For certain of 2007. The interest was accrued on our unpaidfinancial instruments, including accounts receivable, accounts payable, accrued expenses, interest payable, bank overdraft, advances payable and notes payable.payable, the carrying amounts approximate fair value due to their relatively short maturities.

Valuation of Derivative Instruments—FAS 133, “Accounting for Derivative Instruments and Hedging Activities” requires bifurcation of embedded derivative instruments and measurement of fair value for accounting purposes. In addition, FAS 155, “Accounting for Certain Hybrid Financial Instruments” requires measurement of fair values of hybrid financial instruments for accounting purposes. In determining the appropriate fair value, the Company uses a variety of valuation techniques including Black Scholes models, Binomial Option Pricing models, Standard Put Option Binomial models and the net present value of certain penalty amounts. Derivative liabilities are adjusted to reflect fair value at each period end, with any increase or decrease in the fair value being recorded in results of operations as Adjustments to Fair Value of Derivatives. The increaseeffects of interactions between embedded derivatives are calculated and accounted for in interest expenses wasarriving at the resultoverall fair value of the 6% and 8% convertible debentures which were outstanding duringfinancial instruments. In addition, the entire period ended June 30, 2008. Interestfair values of freestanding derivative instruments such as warrant derivatives are valued using the Black Scholes model.

Stock Based Compensation—The Company follows the fair value recognition provisions of FAS 123(R). Stock-based compensation expense also includes the amortization of deferred financing cost of $57,755 and amortization of notes payable discounts of $167,378 for the three months ended June 30, 2008.


Our net loss was $9,246,064 for the three months ended June 30, 2008 compared to a loss of $1,796,371 incurredis recognized in the comparable period of 2007. This increase in our net loss was due to an increase in professional fees and general and administrative costs in 2008, and also a loss from changes in the derivative liability on the convertible debentures.

SIX MONTHS ENDED JUNE 30, 2008 AS COMPARED TO THE SIX MONTHS ENDED JUNE 30, 2007.

There were no revenues for the six months ended June 30, 2008 or 2007.

We had operating expenses of $3,029,606 for the six months ended June 30, 2008 compared to $611,183 for the comparative period of 2007. The primary reason for this increase was due to the increase in equity compensation to various employees and consultants for services and professional fees.

We had interest expense of $547,729 for the six months ended June 30, 2008 as compared to $341,337 for the comparative period of 2007. The interest was accrued on our unpaid accounts payable, accrued expenses and notes payable. The increase in interest expenses was the result of the 6% and 8% convertible debentures which were outstanding during the entire period ended June 30, 2008. Interest expense also includes the amortization of deferred financing cost of $94,007 and amortization of notes payable discounts of $355,138 for the six months ended June 30, 2008.

Our net loss was $13,153,593 for the six months ended June 30, 2008 compared to a net loss of $1,574,960 incurred in the comparable period of 2007. This increase in our net loss was due to an increase in professional fees and general and administrative costs in 2008, and also a loss from changes in the derivative liability on the convertible debentures.

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Liquidity

During the six months ended June 30, 2008, we used cash of $63,053 in our operations compared to using $618,663 in the comparative quarter of 2007. We had cash on hand of $45,647 as of December 31, 2007 and $594 at June 30, 2008.  As reflected in the accompanying financial statements we had a loss from operations of $3,029,606, a negative cash flow from operations of $63,053, a working capital deficiency of $15,452,029 and a stockholders’ deficiency of $15,324,738. This raises substantial doubt about our ability to continue as a going concern. Our ability to continue as a going concern is dependentfor granted, modified, or settled stock options based on our ability to raise additional capital and implement our business plan. The financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.
Management believes that actions presently being taken to obtain additional funding and implement its strategic plans provide the opportunity for the Company to continue as a going concern.  The Company currently does not have enough cash to continue operations for the next twelve months.
estimated fair values.


ITEM 3 3.QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

RISK.

Not required forapplicable to a smaller“smaller reporting company.

company” as defined in Rule 12b-2 of the Exchange Act.


ITEM 4T  4.CONTROLS AND PROCEDURES.

(a)  

Evaluation of Disclosure Controls and Procedures.


Under

This Company is receiving the supervisionadministrative support and with the participation of our Chief Executive Officer (CEO) and Chief Financial Officer (CFO), we have evaluated the effectiveness of our disclosureis planning to provide adequate controls and procedures (as defined in Rules 13a-15(e)place in due course.

The book-keeping and 15d-15(e)the financial statement preparations were handled by qualified professionals and hence this management believes that there are adequate controls and procedures for the current period covered by this report which are effective to ensure that the information required to be disclosed by us in reports filed under the Securities Exchange Act of 1934 (the “Act”))is (i) recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms and (ii) accumulated and communicated to our management, as appropriate to allow timely decisions regarding disclosure. It has been determined by the management that the Company has adequate segregation of June 30, 2008. Basedduties consistent with control objectives and has also adapted various accounting policies in accounting and financial reporting with respect to the requirements and application of GAAP and SEC requirements. The Company has effective controls over the financial disclosure and reporting processes.

Management’s Report on this evaluation, our CEOInternal Control over Financial Reporting

The management is responsible for establishing and CFO concluded that, as of June 30, 2008, our disclosure controls and procedures were not effective. This conclusion was based on the existence of the material weaknesses in ourmaintaining adequate internal control over financial reporting, previously disclosed and discussed below.

No changes in our internal control over financial reporting (asas such term is defined in Rules 13a-15(f) and 15d-15(f) underof the Exchange Act) occurred duringAct. The internal control system is designed to provide reasonable assurance regarding the fiscal quarter ended June 30, 2008 that have materially affected, or are reasonably likely to materially affect, ourreliability of financial reporting and the preparation of financial statements for external purposes, in accordance with generally accepted accounting principles. The system of internal control over financial reporting prevents or detect misstatements. All projections such as evaluation of effectiveness to future periods, are provided by well experienced professionals, while the same can be subject to inherent risks such as changing conditions, or that the degree of compliance with the policies or procedures may deteriorate.

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The management conducts quarterly evaluation of the effectiveness of internal control over financial reporting using the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) in Internal Control—Integrated Framework. Based on its evaluation, the Company is constantly requiring the experts to improve the system to remove any material weakness in our internal control over financial reporting.

A material weakness is a deficiency, or a combination of control deficiencies, in internal control over financial reporting such that there is a reasonable possibility that a material misstatement of the company’sCompany’s annual or interim financial statements will not be prevented or detected on a timely basis.
As previously disclosed in our Annual Report on Form 10-K/A for the fiscal year ended December 31, 2007, we identified and continue to have the following

The material weakness in our internal controls over financial reporting:


Lack ofis eliminated by segregation of duties and technical accounting expertise. Ourin financial reporting, as our financial reporting and all accounting functions are performed by an external consultantexperts with noadequate oversight by a professional with accounting expertise.  Our management does not possess accounting expertise and hence

In general, there have been no changes in our system of internal controls over financial reporting during the selectioncurrent period of reporting, while the management has been constantly reviewing and applicationeliminating any area of accounting policies in accordance with generally accepted accounting principles were inadequate and constitute a material weakness in the design ofweakness. The management assertion is adequate internal control over financial reporting.  This weakness

However, this company being not a fully reporting company is duenot required to the Company’s lack of working capitaladhere to hire additional staff.


PART II - OTHER INFORMATION.

ITEM 1. LEGAL PROCEEDINGS.

Texas Workforce Commission. On February 10, 2000, the Texas Workforce Commission placed an administrative lien on us in the amount of $109,024 in connection with a claim for unpaid compensation by our former employees.

Marathon Oil Company. A default judgment was taken against us in favor of Marathon Oil Company on August 31, 1999 in the amount of $326,943 representing pastdetailed and future rentals under a lease agreement, together with $7,500 in attorney's fees and post judgment interest at 10% per annum until Paid. Credit towards the judgment was ordered for sale of personal property by the Sheriff or Constable. We believe the personal property sold for approximately $28,000. To the extent that the property was leased during the unexpired term, it is possible that there would be a mitigation of the damages claim in our favor. We believe that some or all of the space was subsequently rented approximately 90 days later. The remaining $306,443 has been accrued in our financial statements under the heading "accrued expenses."

Deanna S. Slater.  On August 31, 2006, Deanna S. Slater, an independent contractor formerly with M Power Entertainment, Inc., brought suit in County Civil Court at Law Number Four in Harris County, Texas, Docket Number 872,560, alleging breach of contract, quantum meruit, promissory estoppel and for attorney's fees.  No specific dollar amount was claimed by Ms. Slater but the court on December 29, 2006 granted our Special Exceptions and she amended her petition alleging the amount she sought in damages along with certain other pleading requirements.   The pre-lawsuit demand was for payment of $15,785.   Trial was held on this matter in November 2007.  On December 31, 2007 the court awarded Deanna S. Slater the sum of $3,400 and $5,000 to her attorneys. We recorded the amount of $8,400 in our Financial Statements as of December 31, 2007 and June 30, 2008.

We are not aware of other claims or assessments, other than as described above, which may have a material adverse impact on our financial position or results of operations.
 
ITEM 2. CHANGES IN SECURITIES.


Recent Sales of Unregistered Securities

The following securities were issued by eDOORWAYS during the three month period ended June 30, 2008 and were not registered under the Securities Act.

The following securities were issued by eDoorways during the three month period ended June 30, 2008 and were not registered under the Securities Act.

During the three months ended June 30, 2008, the holders of notes payable in the amount of $665,000 elected to convert their notes into 28,500,000 shares of common stock valued.

During the three months ended June 30, 2008, eDoorways issued 18,687,500 shares of common stock to directors and officers of eDoorways for compensation.

During the three months ended June 30, 2008, eDoorways issued a total of 59,790,675 shares of common stock to various consultants for services performed.

ITEM 3. DEFAULT UPON SENIOR SECURITIES

On April 14, 2008, the NIR group notified eDOORWAYS Corporation of default of the financing agreement. It is estimated the balance outstanding with interest amount to approximately $3,000,000.


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

None


ITEM 5. OTHER INFORMATION

None

ITEM6.  EXHIBITS

List of Exhibits attached or incorporated by reference pursuant to Item 601 of Regulation SB.

32.1 Certification of Officers pursuantPursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. (Filed herewith).2002

32.1

Certification of Principal Executive Officer Pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002



-20-

_________

Filed Herewith

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SIGNATURES


Pursuant to the requirements 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.


Carnegie Development, Inc.

By:

/s/ Timothy Barton

By:

/s/ Saskya Bedoya

Date: February 9, 2009May 10, 2021

Timothy Barton

Saskya Bedoya

President & Director

Treasurer & Director

 
eDOORWAYS CORPORATION
/s/ Gary Kimmons
Gary Kimmons
Chief Executive Officer and Principal Accounting Officer17