NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
For the Nine-Months Ended March 31, 2000

NOTE 1 - ORGANIZATION AND PRESENTATION:

Organization:

On July 19, 1996, Oxford Financial Holdings, Ltd. (the Company) was incorporated under the laws of Colorado to engage in all aspects of business consulting and information retrieval.

Mighty Mack USA, LTD was incorporated in the state of Mississippi on November 9, 1998. Mighty Mack USA, LTD, a Mississippi Company, and Oxford Financial Holdings, LTD., a Colorado corporation, merged on June 15, 1999. The merger was treated as a reverse acquisition for accounting purposes with Mighty Mack USA, LTD. as the acquirer and Oxford Financial Holdings, LTD as the acquiree based upon Mighty Mack USA, LTD then current officers and directors assuming management control of the resulting entity and the value and ownership interest being received by current Mighty Mack USA, LTD. stockholders exceeding that received by Oxford Financial Holdings, LTD stockholders. The Company changed its name to Mighty Mack USA, LTD.

The Mississippi Corporation, Mighty Mack exchanged 53,022,950 shares or 100% of its common stock for 14,000,000 shares of common stock in the Company. The Company may be issuing 1,600,000 additional shares to various consultants as part of the transaction. Also the Company canceled the 335,000 shares of preferred stock that was outstanding leaving no shares of preferred stock outstanding after the consummation of the merger.

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:

These financial statements are presented on the accrual method of accounting in accordance with generally accepted accounting principles. Significant principles followed by the Company and the methods of applying those principles, which materially affect the determination of financial position and cash flows, are summarized below:

DESCRIPTION OF BUSINESS

Mighty Mack USA, LTD markets, manufactures & wholesales HydroCarbon Absorbents & Environmental Remediation Products. The Company develops marketing and distribution outlets for its' products through established retail and wholesale distributors through out the country.

REVENUE RECOGNITION

Product Sales are sales of bag and bulk product manufactured by the company. Revenue is recognized at the time of sale.

Raw Materials and Work-in-Process                   $   4,176,020
Finished Goods                                      $     485,980
                                                    -------------
Total Inventory                                     $   4,662,000
                                                    =============

MIGHTY MACK USA, LTD NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
For the Nine-Months Ended March 31, 2000

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED):

CASH AND CASH EQUIVALENTS

The Company considers all highly liquid debt instruments, purchased with an original maturity of three months or less, to be cash equivalents.

ACCOUNTING FOR IMPAIRMENTS IN LONG-LIVED ASSETS:

Long-lived assets and identifiable intangibles are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amounts of assets may not be recoverable. Management periodically evaluates the carrying value and the economic useful life of its long-lived assets based on the Company's operating performance and the expected future undiscounted cash flows and will adjust the carrying amount of assets which may not be recoverable. Management believes that long-lived assets in the balance sheet are appropriately valued.

Furniture and fixtures                              7 years
Computer equipment and software                    3- years
Plant equipment                                      5 year
Buildings                                          40 years

FEDERAL INCOME TAX:

The Company accounts for income taxes under SFAS No. 109, which requires the asset and liability approach to accounting for income taxes. Under this approach, deferred income taxes are determined based upon differences between the financial statement and tax bases of the Company's assets and liabilities and operating loss carryforwards using enacted tax rates in effect for the years in which the differences are expected to reverse. Deferred tax assets are recognized if it is more likely than not that the future tax benefit will be realized.

USE OF ESTIMATES:

The preparation of financial statements, in conformity with generally accepted accounting principles, requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates.

TRADE NAMES AND PATENTS

The Company has valued its trade names and patents at $100,000. These items are being amortized over a forty-year period.

MIGHTY MACK USA, LTD NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
For the Nine-Months Ended March 31, 2000

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED):

FAIR VALUE OF FINANCIAL INSTRUMENTS

The Company's financial instruments include cash, cash equivalents and notes payable. Estimates of fair value of these instruments are as follows:

Cash and cash equivalents - The carrying amount of cash and cash equivalents approximates fair value due to the relatively short maturity of these instruments.

Notes payable - The carrying amount of the Company's notes payable approximate fair value based on borrowing rates currently available to the Company for borrowings with comparable terms and conditions.

Land                                  $      105,000
Furniture and fixtures                        55,919
Computer equipment and software               17,182
Plant equipment                              614,507
Transportation                                12,000
                                      --------------
Building                                     875,105
                                      --------------

Subtotal                                   1,679,713
Less:  Accumulated depreciation              (33,291)
                                      --------------

                                      $    1,646,422
                                      ==============

NOTE 4 - INCOME TAXES

Income taxes are provided for the tax effects of transactions reported in the financial statements and consist of taxes currently due plus deferred taxes related primarily to differences between the recorded book basis and tax basis of assets and liabilities for financial and income tax reporting. The deferred tax assets and liabilities represent the future tax return consequences of those differences, which will either be taxable or deductible when the assets and liabilities are recovered or settled. Deferred taxes are also recognized for operating losses that are available to offset future taxable income and tax credits that are available to offset federal income taxes. Due to the Company's net operating loss there are no income taxes currently due. Also, there were no material differences between recorded book basis and tax basis at September 30, 1999.

The Company follows Financial Accounting Standards Board Statement No. 109, "Accounting for Income Taxes" (SFAS #109), which requires, among other things, an asset and liability approach to calculating deferred income taxes. As of March 31, 2000, the Company has a net operating loss carry forward of $1,000,034, which has been fully reserved through a valuation allowance.

MIGHTY MACK USA, LTD NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
For the Nine-Months Ended March 31, 2000

NOTE 4 - INCOME TAXES (CONT.)

As of March 31, 2000, the Company had a net operating loss carry forward for federal income tax purposes approximately equal to the accumulated deficit recognized for book purposes, which will be available to reduce future taxable income. The full realization of the tax benefit associated with the carry forward depends predominantly upon the Company's ability to generate taxable income during the carry forward period. Because of the current uncertainty of realizing such tax assets in the future, a valuation allowance has been recorded equal to the amount of the net deferred tax asset, which caused the Company's effective tax rate to differ from the statutory income tax rate. The net operating loss carry forward, if not utilized, will begin to expire in the year 2013.

Note - Robert C. Furrer, Officer & Director, at 8% annual interest rate.           $  242,311

Note - Martin F. Schneider, Officer & Director, at 8% annual interest rate.        $  250,100

Note - Product Services Co., Inc. for assets purchase agreement
      at 8% annual interest rate, remaining balance                                $2,525,825
                                                                                   ----------
                                                                                   $3,018,236
                                                                                   ==========

NOTE 6 - PRODUCT AND ASSET PURCHASE AGREEMENT

The Company entered into an agreement on February 1, 1999 to acquire substantially all of the products of Product Services Co., Inc. a Mississippi Corporation and Theodore Dickerson. This purchase also includes the real estate items of a storage plant and land at Valley Park, Mississippi. This purchase includes certain intellectual property assets made up of patents, trademarks, trade names and security interests. This purchase agreement is for $6,000,000 made up of $3,000,000 due up front and $3,000,000 due as a royalty payment comprised of three percent of the wholesale price of product up to a maximum of $3,000,000. The total balance of the royalty payment is due and payable by January 31, 2002 no matter whether the sales have occurred or not.

NOTE 7 - REALIZATION OF ASSETS

The accompanying financial statements have been prepared in conformity with generally accepted accounting principles, which contemplates continuation of the Company as a going concern. However, the Company has sustained a substantial operation loss this year. As shown in the financial statements, the Company incurred a net loss of $1,000,034. At March 31, 2000, current liabilities exceed current assets by $2,238,816. The financial statements do not include any adjustments relating to the recoverability and classification of recorded assets, or the amounts and classification of liabilities that might be necessary in the event the Company cannot continue in existence.

In view of these matters, realization of a major portion of the assets in the accompanying balance sheet is dependent upon continued operations of the Company, which in turn is dependent upon the Company's ability to meet its financial requirements, and the success of its future operations. Management believes that actions presently being taken to revise the Company's operating and financial requirements provide the opportunity for the Company to continue as a going concern.

MIGHTY MACK USA, LTD NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
For the Nine-Months Ended March 31, 2000

NOTE 8 - RELATED PARTY TRANSACTION

The officers and directors of the Company are involved in other business activities and may, in the future, become involved in other business opportunities. If a specific business opportunity becomes available, such persons may face a conflict in selecting between the Company and their other business interests. The Company is formulating a policy for the resolution of such conflicts.

NOTE 9 - DEBENTURES

In December, 1999 the Company sold $691,000 worth of 10% Convertible Debentures for $25,000 per Debenture. All of the Debentures were issued in accordance with the exemption from registration afforded by Sections 4(2) and 4(6) of the Securities Act of 1933, as amended and Rule 506 thereunder.