Edgar Filing: LEFT RIGHT MARKETING TECHNOLOGY INC

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-QSB

[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended: September 30, 2004

[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR

15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Commission file number 0-9047

LEFT RIGHT MARKETING TECHNOLOGY, INC.

(Exact name of small business issuer as specified in its charter)

Delaware	02-0314487
(State or other jurisdiction of	(I.R.S. Employer
incorporation or organization)	Identification Number)

6600 Amelia Earhart Court
Las Vegas, Nevada	89119
(Address of Principal Executive Offices)	(Zip Code)

(702) 260-9305

(Issuer's telephone number, including area code)

Check whether the registrant (1) filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the last 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Yes X No ____

The number of shares of Common Stock, $0.001 par value, outstanding on September 30, 2004, was 50,389,512 shares.

Transitional Small Business Disclosure Format (check one):

Yes ___ No X

PART 1 - FINANCIAL INFORMATION

Item 1. Financial Statements.

LEFT RIGHT MARKETING TECHNOLOGY, INC.

(formerly Global Gaming Technology, Inc.)

CONDENSED CONSOLIDATED BALANCE SHEET

(Unaudited)

ASSETS	(Unaudited) September 30, 2004	(Audited) December 31, 2003

Current assets
Cash	$ -	$ -
Accounts receivable	162	-
Inventories	23,349	-
Prepaid expenses	9,711	-
*Total current assets*	33,222	-

Property, Equipment and Software, net	264,511	-

Related party receivables	539,112	62,220

	$ 836,845	$ 62,220

LIABILITIES AND STOCKHOLDERS' DEFICIT

Current liabilities
Accounts payable	$ 1,913,020	$ 609,823
Notes payable	250,000	-
Accounts payable - related parties	299,223	52,149
Accrued expenses	839,723	63,669
*Total current liabilities*	3,301,966	725,641

Stockholder's deficit
Preferred stock	950	-
Common stock	51,212	43,193
Additional paid in capital	2,355,587	725,256
Accumulated deficit	(4,872,870)	(1,431,870)
	(2,465,121)	(663,421)
	$ 836,845	$ 62,220

The accompanying notes are an integral part of these financial statements

LEFT RIGHT MARKETING TECHNOLOGY, INC.

(formerly Global Gaming Technology, Inc.)

CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS

(unaudited)

	(Unaudited) Three months ended September 30, 2004	(Unaudited) Three months ended September 30, 2003	(Unaudited) Nine months ended September 30 2004	(Unaudited) Nine months ended September 30 2003	(Unaudited) Inception through September 30 2004

REVENUES	$ -	$ -	$ -	$ -	$ -



EXPENSES:
Cost of revenues	-	-	-	-	-
Salaries, wages and other payroll related costs	378,145	36,390	1,984,180	44,040	2,160,903
Provision for bad debt (recovery)	-	-	(517,852)	-	-
Professional and consulting fees	2,630	454,799	1,362,037	458,174	1,831,664
General and administrative	213,897	93,062	611,525	162,120	864,238
Interest	18	14,816	1,210	49,216	16,065
	594,690	599,067	3,441,100	713,550	4,872,870

Net (loss)	$ (594,690)	$ (599,067)	$ (3,441,100)	$ (713,550)	$ (4,872,870)


Net (loss) per share	$ (0.01)	$ (0.11)	$ (0.07)	$ (0.14)	$ (0.38)

Average shares outstanding	50,986,112	5,266,212	47,202,612	5,266,212	12,672,735

The accompanying notes are an integral part of these financial statements

LEFT RIGHT MARKETING TECHNOLOGY, INC.

(formerly Global Gaming Technology, Inc.)

CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS

(unaudited)

	(Unaudited) Nine months ended September 30, 2004	(Unaudited) Nine months ended September 30, 2003	(Unaudited) Inception through September 30, 2004

CASH FLOWS FROM OPERATING ACTVITIES
Net income (loss)	$ (3,441,000)	$ (713,550)	$ (4,872,870)
Adjustment to reconcile net income
to net cash provided by operating activities
(Increase) in prepaid expenses	(9,711)	-	(9,711)
(Increase) decrease in accounts receivable	(162)	-	(162)
Increase in accounts payable and other current liabilities	2,512,092	501,196	3,954,033
*Net cash provided by (used in) operating activities*	(938,781)	(212,354)	(928,710)

CASH FLOWS FROM INVESTING ACTIVITIES
Advances to related parties	(476,892)	-	(539,112)
Advances from related parties	247,074	214,114	299,223
Purchase of property and equipment	(4,601)	-	(4,601)
*Net cash (used in) investing activities*	(234,419)	214,114	(244,490)

CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from sale of common stock	923,200	-	923,200
Issuance of notes payable	250,000	-	250,000
*Net cash provided by financing activities*	1,173,200	-	1,173,200

Net increase (decrease) in cash	-	1,760	-

Balance at beginning of period	-	-	-
Balance at end of period	$ -	$ 1,760	$ -

SUPPLEMENTAL DISCLOSURE OF NON CASH TRANSACTIONS
Payment of accounts payable and accrued expenses with shares	$ 4,100,000	$ 36,390	$ 5,302,450
Assets acquired through merger	$ 283,259	$ -	$ 283,259
Liabilities assumed in merger	$ 1,773,159	$ -	$ 1,773,159

The accompanying notes are an integral part of these financial statements

LEFT RIGHT MARKETING TECHNOLOGY, INC.

(formerly Global Gaming Technology, Inc.)

Notes to Condensed Consolidated Financial Statements

In the opinion of management, the accompanying balance sheet at September 30, 2004 and the related statements of operations and cash flows for the three months ended September 30, 2004 and 2003 and inception through September 30, 2004 include all adjustments necessary for fair presentation.

Note 1. Going concern

The accompanying statements have been presented under the assumption that the Company will remain a going concern. The Company has incurred significant losses and its liabilities exceed its recorded assets. Accordingly, its ability to remain a going concern is subject to its ability to raise additional capital and/or continued co-operation from its creditors.

Note 2. Merger and consolidation

The Company entered into an agreement to acquire all of the assets and assume all of the liabilities of a limited liability company, CrazyCrazer.com, Limited Liability Company in exchange for preferred stock. The acquisition, effective April 26, 2004, has been accounted for as a purchase. Due to certain common ownership of CrazyGrazer.com, Limited Liability Company and the majority stockholder of the Company there has been no adjustments to any of the assets of CrazyGrazer.com, Limited Liability Company. No goodwill has been recorded as a result of the transaction. Liabilities assumed in excess of the historical basis of assets have been recorded as a reduction in additional paid in capital.

The balance sheet as of September 30, 2004 includes the accounts and records of the Company and its wholly owned subsidiary, CrazyGrazer.com. Limited Liability Company. The results of operations and cash flows have been consolidated since acquisition. All intercompany accounts and transactions have been eliminated.

The following balance sheet gives effect to the merger had it occurred December 31, 2003,

	As presented December 31, 2003	Proforma adjustments	Proforma December 31, 2003
Current assets	$ -	$ 10,309	$ 10,309
Property and equipment	-	248,964	248,964
Other assets	62,220	22,211	84,431
	$ 62,220	$ 281,484	$ 343,704

Current liabilities	$ 725,641	$ 819,993	$ 1,545,634
Long-term debt	-	-	-
Stockholders' deficit	(663,421)	(538,509)	(1,201,930)
	$ 62,220	$ 281,484	$ 343,704

LEFT RIGHT MARKETING TECHNOLOGY, INC.

(formerly Global Gaming Technology, Inc.)

Notes to Condensed Consolidated Financial Statements

Note 2. Merger and consolidation - continued

The following proforma schedule gives effect to the results of operations for the nine months ended September 30, 2004 as had the merger been completed December 31, 2003.

	As presented September 30, 2004	Proforma adjustments	Proforma September 30, 2004
Revenues	$ -	$ 2,054	$ 2,054
Costs and expenses	3,411,000	362,300	3,773,300
Net (loss)	$ (3,411,000)	$ (360,246)	$ (3,771,246)

FORWARD-LOOKING STATEMENTS

This document contains "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. All statements other than statements of historical fact are "forward-looking statements" for purposes of federal and state securities laws, including, but not limited to, any projections of earnings, revenue or other financial items; any statements of the plans, strategies and objections of management for future operations; any statements concerning proposed new services or developments; any statements regarding future economic conditions or performance; any statements or belief; and any statements of assumptions underlying any of the foregoing.

Forward-looking statements may include the words "may," "could," "estimate," "intend," "continue," "believe," "expect" or "anticipate" or other similar words. These forward-looking statements present our estimates and assumptions only as of the date of this report. Except for our ongoing securities laws, we do not intend, and undertake no obligation, to update any forward-looking statement.

Although we believe that the expectations reflected in any of our forward-looking statements are reasonable, actual results could differ materially from those projected or assumed in any or our forward-looking statements. Our future financial condition and results of operations, as well as any forward-looking statements, are subject to change and inherent risks and uncertainties. The factors impacting these risks and uncertainties include, but are not limited to:

Our current deficiency in working capital;
increased competitive pressures from existing competitors and new entrants;
increases in interest rates or our cost of borrowing or a default under any material debt agreements;
deterioration in general or regional economic conditions;
adverse state or federal legislation or regulation that increases the costs of compliance, or adverse findings by a regulator with respect to existing operations;
loss of customers or sales weakness;
inability to achieve future sales levels or other operating results;
the unavailability of funds for capital expenditures; and
operational inefficiencies in distribution or other systems.

For a detailed description of these and other factors that could cause actual results to differ materially from those expressed in any forward-looking statement, please see "Factors That May Affect Our Plan of Operation" in this document.

Item 2. Plan of Operation.

Overview

Left Right Marketing Technology, Inc. a Delaware corporation ("LRMK"), formerly named Global Gaming Technology, Inc., was incorporated in 1973. Prior to June of 2003 we had been involved in various businesses, which were unsuccessful. On June 30, 2003, we executed a binding letter of intent, which in September of 2003 resulted in a merger with Left Right Marketing & Technology, Inc., a private corporation ("LRMT"). LRMT controlled an option to acquire Crazy Grazer, LLC, a Nevada limited liability company ("Crazy Grazer"), which owns the website www.CrazyGrazer.com, a brand-centric, customer-friendly online shopping mall.

We entered into a binding letter of intent with Crazy Grazer on September 29, 2003 and a revised binding letter of intent on March 8, 2004, which included the merger/acquisition of Hall Communications, Inc., a Nevada corporation. A copy of the original letter of intent with Crazy Grazer was attached as an exhibit to the Form 10-KSB filed on October 1, 2003, and the revised letter of intent was filed as an exhibit to the Form 8-K filed on March 19, 2004. On April 30, 2004, we executed an amendment to the letter of intent to extend the merger closing date of Hall Communications, Inc. to occur on or before October 31, 2004. A copy of the amendment was attached as an exhibit to Form 10-QSB filed on August 20, 2004. As of the date of this filing we have not formalized any final agreements with Hall Communications. Once a formal agreement is finalized, if ever, we will file a Form 8-K disclosing the terms and conditions of such agreement.

Effective April 26, 2004, we completed a reverse tri-party merger among LRMT and Crazy Grazer, whereby we issued 950,000 shares of our Series A Preferred Stock in exchange for 100% of the membership interests of Crazy Grazer. The shares of Series A Preferred are convertible into shares of our common stock based upon certain milestones achieved by Crazy Grazer. The actual milestones and conversion ratios are set forth in the Certificate of Designation attached as an exhibit to the Form 8-K filed on May 6, 2004. Pursuant to the terms of the merger, Crazy Grazer merged with LRMT wherein LRMT ceased to exist and Crazy Grazer became our wholly owned subsidiary. Following closing of the merger, Crazy Grazer changed its name to CrazyGrazer.com, Limited Liability Company ("CrazyGrazer.com"). A copy of the Certificate of Merger among the Company, LRMT and CrazyGrazer.com was filed as exhibit to Form 8-K filed on May 6, 2004.

Richard M. (Mick) Hall was the sole member of CrazyGrazer.com, as such Mr. Hall was the sole recipient of the 950,000 shares of Series A Preferred Stock. Mr. Hall is our current CEO, President and majority stockholder. Mr. Hall abstained as to any voting as a director of the Company on the Merger.

As we were not a constituent corporation to the merger, under current Delaware law, a vote of our stockholders to approve the merger was not required.

We have continued the operations of CrazyGrazer.com as our wholly owned subsidiary, as more fully described below.

On August 30, 2004, we entered into a strategic partnership with Vcommerce Corporation, a provider of multi-channel retail technology and solutions. We utilized Vcommerce's web-based e-commerce technology solution for the launch of our retail e-commerce site, CrazyGrazer.com on October 1, 2004. One of the reasons for outsourcing our technology to Vcommerce was to utilize their RetailVantage solution. RetailVantage solution is designed to serve the retail community's needs for an end-to-end solution for direct-to-consumer initiatives in such channels as Web stores, in-store kiosks, printed catalogs and phone-order entry. The solution encompasses outsourced services and Web-based tools for visibility and control across all steps in the commerce chain, from order capture and fulfillment to reverse logistics.

Effective November 10, 2004, we terminated the Letter of Intent executed on June 9, 2004 with NEOLINK Wireless Content, Inc., a Nevada corporation.

As of September 30, 2004, the Company had total assets of $836,845 (current assets of $33,222), and $3,301,966 of liabilities; resulting in a stockholder's deficit of $2,465,121.

CrazyGrazer.com's Plan of Operation

Our plan of operation is based upon CrazyGrazer.com's business as a wholly owned subsidiary of the Company. On October 1, 2004, we announced the launch of our retail e-commerce site, CrazyGrazer.com. CrazyGrazer.com is positioned to create a unique online shopping experience that leverages the equity and affinity built by the world's leading brands in a way that heightens consumer confidence of shopping online and ultimately leads to a more comfortable and natural purchasing decision.

At CrazyGrazer.com, we view every computer as a potential CrazyGrazer.com storefront and an opportunity to deliver the content of our site to our customers. The site has been developed to be fun and user friendly, to encourage a feeling of "community", and, ultimately, to provide customers with access to over 2 million products.

CrazyGrazer.com will also provide access points to our store through the to be developed CrazyGrazer.com Public Access Kiosks and by enabling hotel guests to shop via CrazyGrazer.com's planned Hotel Shopper. In particular, the bright orange kiosks will enable shoppers who do not have access to personal computers or credit cards to shop online. At the same time, kiosks will provide a differentiated method of promoting the CrazyGrazer.com website by their very public presence.

By year's end, CrazyGrazer.com is scheduled to offer over 12 million different consumer products in a wide array of categories. We anticipate the placement of our first branded "Public Access Shopping Kiosks" in time for the holiday shopping season with the CrazyGrazer.com "In Room Hotel Shopper" initiative scheduled to launch in 2005.

In addition to the website, CrazyGrazer.com offers consumers the option to dial its 24-hour hotline to shop using its customer care representatives which are ready to assist them with all their personal shopping needs. Extending through all of these

efforts, CrazyGrazer.com is committed to provide the highest levels of customer service. This includes the ability for customers to call CrazyGrazer.com in order to place orders, ask product questions, and inquire about order status. We believe customer service will further differentiate CrazyGrazer.com to consumers who are typically frustrated by their inability to personally contact websites.

CrazyGrazer.com's brand-centric approach, customer focus and new offerings such as kiosk access to the Internet, is being designed to create a new buzz in the e-commerce space.

Satisfaction of our cash obligations for the next twelve months.

We plan on satisfying our cash obligations required for expansion over the next twelve months through additional equity and/or third party financing. Our officers and directors have been working on various methods of capitalizing the Company; however, as of this date we do not have equity or debt financing secured. Based upon the receipt of funds from one or more private placements sufficient enough to implement our plan of operation, we anticipate generating revenues sufficient to satisfy our monthly working capital and corporate expense requirements within the several months. Based upon the CrazyGrazer.com merger and the successful execution of the business plan, we anticipate the need for approximately $2 million over the next twelve (12) months, which we intend to utilize for marketing, website development, infrastructure requirements, general working capital and additional computer software and hardware.

A critical component of our operating plan impacting our continued existence is the ability to obtain additional capital through additional equity and/or debt financing. We have eliminated some of our debt through the conversion of equity for debt, and obtained some cash through equity sales of our common stock, which sales have occurred as a result of the contacts of our officers and directors on a private placement basis.

In September 2004, we entered into two promissory notes for a total amount of $250,000. We promised to repay the notes without interest in the first quarter of 2005. In lieu of interest, we granted warrants to purchase 500,000 shares of our common stock at $0.05 per share. The term of the warrants expire on September 7, 2005.

We do not anticipate enough positive internal operating cash flow until such time as we can generate substantial revenues from operations of CrazyGrazer.com, which is anticipated to occur in the next nine months. In the event we cannot obtain the necessary capital to pursue our strategic plan, we may have to cease or significantly curtail our operations and fund expansion solely through existing business cash flow generation. This would materially impact our ability to meet the objectives contained in our business plan.

Our near term cash requirements are anticipated to be offset through the receipt of funds from private placement offerings and loans obtained through private sources. Since inception, we have financed cash flow requirements through debt financing and issuance of common stock for cash and services. As we expand operational activities, we may continue to experience net negative cash flows from operations, pending revenues from online sales, and will be required to obtain additional financing to fund operations through securities offerings and debt borrowings to the extent necessary to provide working capital.

Over the next twelve months we believe that existing capital and anticipated funds from operations will not be sufficient to execute our planned expansion. Consequently, we are required to seek additional capital in the future to fund growth and expansion through additional equity or debt financing or credit facilities. No assurance can be made that such financing would be available, and if available it may take either the form of debt or equity. In either case, the financing could have a negative impact on our financial condition and our stockholders.

We anticipate incurring operating losses over the next twelve months. Our lack of operating history makes predictions of future operating results difficult to ascertain. Our prospects must be considered in light of the risks, expenses and difficulties frequently encountered by companies in their early stage of development, particularly companies in new and rapidly evolving markets such as internet technology related companies. Such risks include, but are not limited to, an evolving and unpredictable business model and the management of growth. To address these risks we must, among other things, raise sufficient working capital to implement our plan of operation, obtain a customer base, implement and successfully execute our business and marketing strategy, continue to develop and upgrade technology and products, respond to competitive developments, and attract, retain and motivate qualified personnel. There can be no assurance that we will be successful in addressing such risks, and the failure to do so can have a material adverse effect on our business prospects, financial condition and results of operations.

Going Concern

The financial statements included in this filing have been prepared in conformity with generally accepted accounting principles that contemplate the continuance of the Company as a going concern. The Company's cash position is inadequate to pay all of the costs associated with its operations. Management intends to use borrowings and security sales to mitigate the effects of its cash position, however no assurance can be given that debt or equity financing, if and when required will be available. The financial statements do not include any adjustments relating to the recoverability and classification of recorded assets and classification of liabilities that might be necessary should the Company be unable to continue existence.

Summary of any product research and development that we will perform for the term of our plan of operation.

We do not anticipate the requirement of any product research or development in the next twelve months.

Expected purchase or sale of plant and significant equipment.

Our business plan anticipates the purchase of computer equipment necessary to implement the Public Access Kiosk segment of our business plan. We anticipate the purchase of the computer equipment, as required by us in the event cash is available either through operational cash flow or additional equity financing. We would anticipate the purchase of additional computer software and hardware commensurate with the implementation of an e-commerce business, which is included in the $2.0 million discussed above.

Significant changes in the number of employees.

We currently employ 7 full time employees. Since we have successfully launched CrazyGrazer.com we anticipate the need to hire additional personnel, upon receipt of adequate funds to be used as working capital. We expect a significant change in the number of full time employees over the next 12 months.

Off-Balance Sheet Arrangements

We do not have any off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that is material to investors.

FACTORS THAT MAY AFFECT OUR PLAN OF OPERATION

Our common shares are considered speculative. Prospective investors should consider carefully the risk factors set out below.

We are uncertain we will be able to obtain additional capital necessary to continue our business.

We have incurred a net loss from inception through September 30, 2004 of $4,872,870. As a result of these losses and negative cash flows from operations, our ability to continue operations will be dependent upon the availability of capital from outside sources unless and until we achieve profitability.

We will depend almost exclusively on outside capital to pay for the deficit in our working capital. Such outside capital may include the sale of additional stock, loans from our officers and directors, and/or either borrowings. There can be no assurance that capital will continue to be available if necessary to meet these continuing operational costs or, if the capital is available, it will be on terms acceptable to our Company. The issuances of additional equity securities by our company could result in a significant dilution in the equity interests of our current stockholders. Obtaining commercial loans, assuming those loans would be available, will increase our Company's liabilities and future cash commitments. If we are unable to obtain financing in the amounts and on terms deemed acceptable, our business and future success may be adversely affected.

As a result of our deficiency in working capital at September 30, 2004 and other factors, our auditors have included a paragraph in their report regarding substantial doubt about our ability to continue as a going concern. Our plans in this regard are to seek additional funding through equity and/or debt offerings and future equity private placements or debt facilities.

Since our shares are thinly traded, and trading on the OTC Bulletin Board may be sporadic because it is not an exchange, stockholders may have difficulty reselling their shares.

Our common shares are currently quoted for public trading on the Over-the-Counter Bulletin Board. The trading price of our common shares has been subject to wide fluctuations. Trading prices of our common shares may fluctuate in response to a number of factors, many of which will be beyond our control. The stock market has generally experienced extreme price and volume fluctuations that have often been unrelated or disproportionate to the operating performance of companies with limited business operations. There can be no assurance that trading prices and price earnings ratios previously experienced by our common shares will be matched or maintained. These broad market and industry factors may adversely affect the market price of our common shares, regardless of our operating performance.

In the past, following periods of volatility in the market price of a company's securities, securities class-action litigation has often been instituted. Such litigation, if instituted, could result in substantial costs for us and a diversion of management's attention and resources.

Because our common stock is deemed a low-priced "Penny" stock, an investment in our common stock should be considered high risk and subject to marketability restrictions.

Since our common stock is a penny stock, as defined in Rule 3a51-1 under the Securities Exchange Act, it will be more difficult for investors to liquidate their investment. Until the trading price of the common stock rises above $5.00 per share, if ever, trading in the common stock is subject to the penny stock rules of the Securities Exchange Act specified in rules 15g-1 through 15g-10. Those rules require broker-dealers, before effecting transactions in any penny stock, to:

Deliver to the customer, and obtain a written receipt for, a disclosure document;
Disclose certain price information about the stock;
Disclose the amount of compensation received by the broker-dealer or any associated person of the broker-dealer;
Send monthly statements to customers with market and price information about the penny stock; and
In some circumstances, approve the purchaser's account under certain standards and deliver written statements to the customer with information specified in the rules.

Consequently, the penny stock rules may restrict the ability or willingness of broker-dealers to sell the common stock and may affect the ability of holders to sell their common stock in the secondary market and the price at which such holders can sell any such securities. These additional procedures could also limit our ability to raise additional capital in the future.

Once operations from our website begin, we intend to rely on bandwidth providers, data centers or other third parties for key aspects of the process of providing products and services to our users, and any failure or interruption in the services and products provided by these third parties could harm our ability to operate our business and damage our reputation.

We intend to rely on Vcommerce and other third-party vendors, including data center and bandwidth providers. Any disruption in the network access or co-location services provided by these third-party providers or any failure of these third-party providers to handle current or higher volumes of use could significantly harm our business. Any financial or other difficulties our providers face may have negative effects on our business, the nature and extent of which we cannot predict. We exercise little control over these third party vendors, which increases our vulnerability to problems with the services they provide. We intend to license technology and related databases from third parties to facilitate aspects of our data center and connectivity operations. We have experienced and expect to continue to experience interruptions and delays in service and availability for such elements. Any errors, failures, interruptions or delays experienced in connection with these third-party technologies and information services could negatively impact our relationship with users and adversely affect our brand and our business and could expose us to liabilities to third parties.

Our systems are also heavily reliant on the availability of electricity, which also comes from third-party providers. If we were to experience a major power outage, we would have to rely on back-up generators. These back-up generators may not operate properly through a major power outage and their fuel supply could also be inadequate during a major power outage. This could result in a disruption of our business.

Interruption or failure of our information technology and communications systems could impair our ability to effectively provide our products and services, which could damage our reputation and harm our operating results.

Our provision of our products and services depends on the continuing operation of our information technology and communications systems. Any damage to or failure of our systems could result in interruptions in our service. Interruptions in our service could reduce our revenues and profits, and our brand could be damaged if people believe our system is unreliable. Our systems are vulnerable to damage or interruption from earthquakes, terrorist attacks, floods, fires, power loss, telecommunications failures, computer viruses, computer denial of service attacks or other attempts to harm our systems, and similar events. Our data centers may be subject to break-ins, sabotage and intentional acts of vandalism, and to potential disruptions if the operators of these facilities have financial difficulties or our current undercapitalization renders us incapable of paying for their services. It is anticipated that some of our systems will not be fully redundant, and our disaster recovery planning cannot account for all eventualities. The occurrence of a natural disaster, a decision to close a facility we are using without adequate notice for financial reasons or other unanticipated problems at our data centers could result in lengthy interruptions in our service.

We have experienced system failures in the past and may in the future. For example, in October 2003 we attempted to launch the Crazy Grazer.com website, which due to higher than anticipated visitor traffic crashed our site. Any unscheduled interruption in our service puts a burden on our entire organization and would result in an immediate loss of revenue. If we experience frequent or persistent system failures on our websites, our reputation and brand could be permanently harmed. The steps we have committed to take to increase the reliability and redundancy of our systems are anticipated to be very expensive, will reduce our operating margin and may not be successful in reducing the frequency or duration of unscheduled downtime.

We must continually update our websites and those of our subsidiaries in order to meet customer demand anticipated with our plan of operation. Failure to implement these upgrades may have a material adverse impact on our operations and financial results.

We must constantly add new hardware, update software and add new engineering personnel to accommodate the increased use of our and our subsidiaries' websites and the new products and features we intend to regularly introduce. This upgrade process is expensive, and the increased complexity of our websites increases the cost of additional enhancements. If we are unable to upgrade our technology, features, transaction processing systems, security infrastructure, or network infrastructure to accommodate increased traffic or transaction volume, our business could be harmed. Adverse consequences could include unanticipated system disruptions, slower response times, degradation in levels of customer support, impaired quality of users' experiences of our services, and delays in reporting accurate financial information. We may be unable to effectively upgrade and expand our systems in a timely manner or to integrate smoothly with our existing systems any newly developed or purchased technologies or businesses. We are in the midst of significant multi-year projects to implement our plan of operation and enhance our current technical architecture. If these projects are not successful, our business could be harmed. We have experienced periodic unscheduled downtime. Continued unscheduled downtime would harm our business and also could anger users of our websites and reduce future revenues.

Item 3. Controls and Procedures.

The Company maintains disclosure controls and procedures designed to ensure that information required to be disclosed in reports filed under the Securities Exchange Act of 1934, as amended, is recorded, processed, summarized and reported within the specified time periods. As of the end of the period covered by this report, the Company's executive management evaluated the effectiveness of the Company's disclosure controls and procedures. Based on the evaluation, which disclosed no significant deficiencies or material weaknesses, the Company's executive managment concluded that the Company's disclosure controls and procedures are effective. There were no changes in the Company's internal control over financial reporting that occurred during the Company's most recent fiscal quarter that have materially affected, or are reasonably likely to materially affect, the Company's internal control over financial reporting.

PART II - OTHER INFORMATION

Significant Events

Strategic Plan with Vcommerce

On August 30, 2004, we entered into a strategic partnership with Vcommerce Corporation, a leading provider of multi-channel retail technology and solutions. We utilized Vcommerce's web-based e-commerce technology solution for the launch of our retail e-commerce site, CrazyGrazer.com on October 1, 2004. One of the reasons for outsourcing our technology to Vcommerce was to utilize their RetailVantage solution. RetailVantage solution is designed to serve the retail community's needs for an end-to-end solution for direct-to-consumer initiatives in such channels as Web stores, in-store kiosks, printed catalogs and phone-order entry. The solution encompasses outsourced services and Web-based tools for visibility and control across all steps in the commerce chain, from order capture and fulfillment to reverse logistics.

Resignation of Officers

Effective November 5, 2004, Arnaldo F. Galassi resigned as Chief Financial Officer and a Director of the Company and Mark Newburg resigned as Senior Vice President, Chief Operating Officer and a Director of the Company.

Both will remain as consultants to the Company until suitable replacements are found.

Termination of the NEOLINK Acquisition

Effective November 10, 2004, we terminated the Letter of Intent executed on June 9, 2004 with NEOLINK Wireless Content, Inc., a Nevada corporation, wherein NEOLINK agreed to be acquired by us.

Item 1. Legal Proceedings.

None.

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

Promissory Notes

On September 8, 2004, we entered into a Promissory Note with Thomas F. Gordon, pursuant to a loan of $100,000, which Mr. Gordon provided to us. We promised to pay Mr. Gordon the $100,000 with no interest on or before January 8, 2005. In lieu of interest we granted Mr. Gordon a warrant to purchase 200,000 shares of our common stock at $0.05 per share. The term of the warrant expires on September 7, 2005.

On September 30, 2004, we entered into a Promissory Note with David Greenwald, pursuant to a loan of $150,000, which Mr. Greenwald provided to us. We promised to pay Mr. Greenwald the $150,000 with no interest on or before February 1, 2005. In lieu of interest we granted Mr. Greenwald a warrant to purchase 300,000 shares of our common stock at $0.05 per share. The term of the warrant expires on October 1, 2005.

We believe that grant of warrants were exempt from the registration and prospectus delivery requirements of the Securities Act of 1933 by virtue of Section 4(2). The shares were issued directly by us and did not involve a public offering or general solicitation. The recipients of the shares were afforded an opportunity for effective access to files and records of the Company that contained the relevant information needed to make their investment decision, including the financial statements and Exchange Act reports. We reasonably believe that the recipients, immediately prior to issuing the shares, had such knowledge and experience in financial and business matters that they were capable of evaluating the merits and risks of their investment. The recipients had the opportunity to speak with our management on several occasions prior to their investment decision.

Item 3. Defaults Upon Senior Securities.

None.

Item 4. Submission of Matters to a Vote of Security Holders.

None.

Item 5. Other Information.

None.

Item 6. Exhibits.

31.1*	Certification pursuant to Section 302 of the Sarbanes-Oxley Act of Richard "Mick" Hall
32.1*	Certification pursuant to Section 906 of the Sarbanes-Oxley Act of Richard "Mick" Hall

* Filed herewith

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.

LEFT RIGHT MARKETING TECHNOLOGY, INC.

(Registrant)

By: /S/Richard M. "Mick" Hall

Richard M. "Mick" Hall

Chief Executive Officer

(On behalf of the registrant and as

principal accounting officer)

Date: November 16, 2004