1428508--4/15/2009--BARK_GROUP

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Risks Relating To Our Business And Financial Condition As there is a substantial doubt as to our ability to continue as a going concern, there is a significant risk that our business could fail. Current global economic conditions may adversely impact our financial condition, our ability to obtain financing, our ability to collect accounts receivable and the ability of our customers to continue to use our services Our competitors may be successful in attracting the clients that we are targeting for our advertising and media services, with the result that our revenues and ability to generate profit from our operations may be reduced. The present size of our business may impede or limit our ability to secure new advertising and marketing engagements from the customers that we target for our professional service. Our location in Denmark may impede our ability to secure internationally based customers who believe that they require a more globally based advertising and media professional service provider in order to address their business and marketing requirements. The loss of our key customers could cause significant reduction in our business. Our inability to retain our existing customers will restrict our ability to sustain or increase our revenues. We rely heavily on our key executive officers and their experience and knowledge of our business would be difficult to replace in the event any of them left our company. If our customers businesses experience reduced revenues, our customers may decide to reduce their budgets for advertising and communications which could decrease our revenues. If we are unable to collect amounts that are owed to us by our customers, then we may not be able to realize on our accounts receivable and our corresponding cash flows will be reduced. Our business is highly dependent on the services of our management and our employees who are specialized advertising and marketing professionals. If we cannot retain our key personnel, our business may fail. Our business strategy of development through acquisitions and investments can be risky. We may be unsuccessful in evaluating material risks involved in completed and future acquisitions. If we do not raise the necessary capital to fully develop our business, our business may not be able to continue its growth. If we do not successfully integrated advertising and marketing agencies that we acquire into our business model, our business may not be able to continue its growth and we may not be able to achieved planned revenues or cash flows. There is no assurance that we will secure any financing through our engagement agreement with PacificWave Partners Limited. If we do not raise $10 million in equity financing and we elect to repurchase shares held by the original shareholders of Bark Group Inc., then we may not have sufficient public distribution for our shares to be publicly traded on the OTC Bulletin Board. Government regulations and consumer advocates may limit the services that we are able to provide, which could affect our ability to meet our customers needs, which could reduce the revenues that we are able to achieve in the future. We may be exposed to liabilities from allegations that certain of our customers advertising claims may be false or misleading or that our customers products may be defective. U.S. investors who obtain judgments against our officers or directors for breaches of U.S. securities laws may have difficulty in enforcing such judgments against our officers and directors. We have identified a material weakness in our internal controls over financial reporting that, if not corrected, could result in material misstatements in our financial statements. If we fail to maintain proper and effective internal controls, our ability to produce accurate and timely financial statements could be impaired and investors views of us could be harmed. We are incurring a significant portion of our operating expenses in Europe and we are therefore subject to currency risks. Risks Relating To Our Common Stock Our principal shareholders will be able to exert significant control over the election of our directors and the management of our business and their interests may differ from those of our other shareholders We have not paid any dividends and there is no assurance that we will pay dividends in the future. We may issue additional shares in the future and these sales will result in dilution to our existing shareholders and may reduce the market price of our shares For reasons outside our control, our stock price can be volatile. Sales of a substantial number of shares of our common stock into the public market by the selling shareholders named in our outstanding Form S-1 registration statement and by other shareholders who become eligible to sell in reliance of Rule 144 may result in significant downward pressure on the price of our common stock. We have registered the resale by the selling shareholders named in our outstanding Form S-1 registration statement of 4,642,151 shares of our common stock, representing approximately 28.6% of our current issued and outstanding shares of common stock. In addition, additional shares became eligible for resale pursuant Since our shares became quoted on the OTC Bulletin Boards, our common stock is subject to the Penny Stock rules of the SEC, which make transactions in our common stock cumbersome and may reduce the value of an investment in our common stock.

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1428508--4/15/2009--BARK_GROUP_INC