Razor Pictures Entertainment Group is seeking $2-4 million to produce the film Baby Tears, inspired by a real-life medical fraud case. The film will star Antonio Banderas and target a summer 2020 release. It follows a DA running for governor who risks everything to save his family from a corrupt medical system profiting from harming babies. The production team is experienced and targeting various tax incentives. Investors will receive 115% of their investment back before profits are split 50/50 with producers.

2. BABY TEARS Confidential Information Overview April 15, 2010 Entertainment Group Melissa Tracy Writer/ Producer Robert Eden MD Writer/Producer Marcel Maroist Executive Producer

3. BABY TEARS This Confidential Information Overview (this “CIO”) contains confidential information regarding RAZOR PICTURESENTERTAINMENT GROUP INCORPORATED (the “Company”). By accepting this CIO the recipient agrees that it will, and will cause its directors, officers, employees, advisors and other representatives to, use thus CIO and any other information supplied by or on behalf of the Company only to evaluate a possible transaction with the Company (the “Transaction”) and for no other purpose, will not divulge or permit others to divulge any such information to any other person and will not copy or reproduce in whole or in part this CIO. The recipient, by acceptance hereof, acknowledges its duty to comply with this certain Confidentiality agreement between the recipient and the Company. The information contained in this CIO was obtained from the Company and other sources believed by the Company to be reliable. No assurance is given as to the accuracy or completeness of such information. This CIO does not purport to contain all the information that may be required or desired to evaluate the Company or the Transaction and any recipient hereof should conduct its own independent analysis of the Company and the data contained or referred to herein and the Transaction. In determining whether or not to proceed with a Transaction, their recipient must rely on their own examination of the Company and the Transaction. No person has been authorized to give any information or make any representation concerning the Company or the Transaction not contained in this CIO and, if given or made, such information or representation must not be relied upon as having been authorized b y the Company Statements in this CIO are made as of the date hereof.

4. BABY TEARS 1. Executive Summary 2. Film Summary 3. Cast Wish list 4. Box Office & Marketing 5. Production Plan 6. Time Line 7. Bios/Resumes 8. Film Industry Overview 9. Tax Legislation Incentive 10. Projected Investment Return

5.  Razor Pictures Entertainment Group Inc. is seeking $ 2million to 4mil to complete the full production of the film Baby Tears in 2010.  Targeting late summer release  Planning on using International Film Guarantors for bonding and insurance  Portion of producer profits will be used to set up a nonprofit website to assist patients with insurance claims, pregnancy care tips & information, and information of free or low cost health care providers in the patients area  Experienced and successful production team  Hit single to be released prior to films opening to advertise film . Talking with Dennis Quaid & the sharks to sing the Beach Boys song Catch a wave .  Working with Canadian Producer to get max tax credits and Fiji government to get 35% tax credit Recoupment – Investor will have priority in being reimbursed in an amount equal to one hundred and fifteen (115%) percent of his/her entire capital contribution to the Company. At that point, he/she will own 100% of the investor’s side of the film for the life of the project .Then 50% of profits of the film. BABY TEARS EXECUTIVE SUMMARY

6. BABY TEARS District Attorney running for governor risks everything to save family from a medical system that profits from handicapping and killing the very babies it is paid to save. When the DA finds out own backer is responsible for the murders the DA becomes the hunted. INSPIRED BY THE LARGEST WHISLE BLOWER CASE IN MEDICAL FRAUD HISTORY! NEWS STORY NOT BROKEN.ONLY FBI & WHISTLE BLOWER & MEDICAL SYSTEM AWARE John Q/Bourne Identity/Insider/Michael Clayton . Summary of Film

7. BABY TEARS Daniel Garret: Antonio Banderas Taylor Garret: Eduardo Verastegu Dr. Ellis Dennis Quaid Wish List

8. BABY TEARS Finch Danny Devito Patel Kal Penn Steel Bruce Willis Wish List

9. BABY TEARS Tane Rudy Young Blood Kiki Q'orianka Kilcher Wish List

10. BABY TEARS Teresa Arias Paz Vega Sonia Arias: Eva Mendes Rusty Jackie Chan Wish List

11. BABY TEARS Box Office Marketing/Distribution Crime/Drama/Thriller/Mystery/Romance Genre dose well in box office with at least one name actor and music released in summer Baby Tears upon its completion, will be immediately shopped around to the international distribution companies including, Focus Features, Arc Light, Summit and Studios ,Lionsgate, Sony Classics, Paramount Classics and Warner Brothers. Producer Melissa Tracy has access to the acquisitions executives at Lionsgate, Sony and Arc Light. The primary goal of the Company’s marketing efforts will be to achieve domestic and international released of the film and to be put on an academy award nomination marketing platform. Also to be released to the film award nomination circuit. Since theatrical release is single most important determinant of a picture’s performance in the subsequent markets of home video, cable and broadcast television, and foreign markets. We are targeting a release of at lease 1000 theatres the first weekend. Baby Tears has the potential for a big sale because the budget is relatively low and the script is excellent.

12. BABY TEARS Box Office Marketing/Distribution CRASH Domestic Total Gross: $98,410,061 Distributor: Lions Gate Release Date: September 30, 2005 Genre: Drama Running Time: 1 hrs. 54 min. MPAA Rating: R Production Budget: $6.5 mil 15 x ROI CAPOTE Domestic Total Gross: $49mil Distributor: Sony Classics Release Date: September 30, 2005 Genre: Drama Running Time: 1 hrs. 54 min. MPAA Rating: R Production Budget: $7 mil 7x ROI Hustle and Flow World Wide Total Gross: $23,202,809 Distributor: Paramount Classics Release Date: July 22, 2005 Genre: Music /Crime/Drama Running Time: 1 hrs. 54 min. MPAA Rating: R Production Budget: $2.8 million 8.2x ROI The Fugitive World Wide Total Gross: $368mil Distributor Warner Brothers Release Date: August 6, 1994 Genre: Action Thriller Running Time: 2 hrs. 21 min. MPAA Rating: PG-13 Production Budget: $62 5.9x ROI

13. BABY TEARS Production Plan The following stages will begin upon capitalization of the film fund. (a) Packaging: During this stage, the Company will “package” the film, (i.e., attack actors, directors, key production personnel and other talent). (b) Preproduction; during this period (the eight weeks prior to the start of production), the Company will open a production office; hire all crew, engage a locations scout to secure the locations where shooting will occur; secure rentals for camera and lighting packages; prepare shooting schedule; etc. At this time, all actors will be cast and finalized. (c) Production: The production period (less than 60 days) will be the time that the principal photography will be shot. After this time, all of the scenes for the movie will be completed or “in the can”! (d) Postproduction: During the postproduction period (approximately five to six months), the director and editor will select the best “takes” of the carious scenes and edit those takes into an assemble of the entire film.

14. BABY TEARS TIMELINE TIMELINE Preproduction – 8 weeks Production – 30 days Postproduction – 5-6 months Picture Lock (Total Time for Finished Product) – 10 months Sellable film in less than 1 year Goal: Baby Tears sold and profitable within 1 year from completion.

15. BABY TEARS Bios/Resumes ROBERT DAVID EDEN, M.D Producer/Writer/Medical Technical Advisor Dr. Eden is an award winning clinical researcher and publish author, having made of over 100 contributions to medical literature. Dr. Eden is also a driven screenwriter having written over 11 screenplays. Graduating from Dartmouth College, Handover, New Hampshire, went on to medical school at State University Of New York, Downstate Medical School Brooklyn, NY Dr. Eden current practices maternal Fetal Medicine that deals with women patients who have complications of pregnancy. An obstetrician/gynecologist treats women with high-risk or complicated pregnancies. MARK EVANS Medical Technical Advisior Is an internationally known in the medical community for being a geneticist and obstetrician with well over 1,000 contributions to the medical literature. Dr. Evans is an accomplish clinical researcher who has served on boards of several medical companies and scientic committees. Dr. Evan has pioneered Medical procedures and experimental therapy that are in world wide use today. Graduating Tufs University in Boston Mass. he, went on to medical school at State University Of New York, Downstate Medical School Brooklyn, NY Dr. Evans currently practices in New York City providing prenatal diagnosis to women from all over the world who come to him for his services.

16. BABY TEARS Bios/Resumes MELISSA TRACY Producer/Writer/Actress/Weapons Specialist Melissa is the Owner and CEO of Razor Pictures and Razor Music Publishing. Razor Pictures is a full service Motion picture Company. Currently, Melissa is in development of several Projects. She understands that the market place is changing and the importance of releasing films (both commercial and artistic) need to be on a multi-level platform. Successful project are getting packaged with Graphic Novels, Video games, Sound tracks/albums and the internet. Understanding the importance of a strong team, Melissa has surrounded herself and partnered with many crucial people including: the Owners and decision makers at Top Graphic Novel Companies such as Kunoichi; Videogame companies for Mobile, IGFun and Playstation type games as well as Interplay; Top Grammy Award-winning publishers and music producers including Jay Warner to produce albums; Academy Award-winning visual effects company Drac Studios and visual effects supervisor Tim McGovern; Top Academy Award-winning Advisors from Sony Pictures Image Works; Top distribution advisors from Sony Pictures and Lionsgate; Legendary writers such as Ronald Shusett ( Aliens ); talented Producers such as Malek Akkad ( Halloween ), Stephen Wyman (Executive Producer of Days of Our Lives ); Award-winning Action Director, Art Camacho; A-level Stunt Coordinators; A-level Actors and A-level line producers. As a film producer, Melissa involves herself in every aspect of the film from the development of the original concept through various phases of casting, filming, editing and post production to marketing and distribution.

17. BABY TEARS Tax Incentives NEW FEDERAL TAX LEGISLATION FIJI TAX CREDITS – 35% total 1. Tax Incentive – The Tax Rebate is a separate program and provides an 35% tax rebate based on the total payroll of FIJI residents and locations and equipment in connection with the production. This credit encourages production companies to use local crews and labor as much as possible Fiji has many contacts with crews and support facilities to assist with productions. no maximum cap. Canadian Tax Credits - up to 65% based on all spend Exchange rate allows for an average of a 10% discount! This is being updated and new information for tax credits will be given in preproduction. The CPTC is available at a rate of 25% of eligible salaries and wages incurred after 1994. Eligible salaries and wages qualifying for the tax credit may not exceed 60% of the cost of the production, net of assistance, as certified by the Minister of Canadian Heritage. This cap is applicable for productions where the production commencement time starts on or after November 14, 2003, or those for which the first labour expenditures were incurred in a taxation year that includes the above-mentioned date, or those for which the first labour expenditures were incurred on January 1st, 2004 or later. Therefore, the tax credit could provide a refund of up to 15% of the cost of production, net of assistance. For more information, you may contact the Canadian Audio-Visual Certification Office or visit the CAVCO Web site. Alberta, British Columbia, Manitoba, New Brunswick, Newfoundland and Labrador, Northwest Territories, Nova Scotia, Nunavut, Ontario, Prince Edward Island, Quebec, Saskatchewan, Yukon Contact(s): See National Contact .

18. BABY TEARS Protective Investment Return  First payout goes to investor until 115% of the investment is recouped.  After 115% recoupment, the profit is split 50/50 between the investors and the production company. The 50% production company split consists of percentages  given to the director, producers, actors, writers, etc. On the investment side, your individual investment reflects the percentages of the film you own, in this case 100% of the investor’s side of the film for the life of the project. An example Total Budget = $4 Sales of the Film =$6 mil First payout = $ 4,460,000 Remaining money to be split= $1,540,000 $770,000 to Investor $770,000 to Production Total Investment: $4,000,000 Example of Investor Payout = $5,230,000 Return on Investment over 2 Years (Excluding TV, Pay-Per-View,and Ancillary Markets) = 38% IN THIS EXAMPLE

19. Teaser click on film strip left hand corner