IPTK AS IP Tech Inc (CE)

FILER:

 COMPANY DATA:
 COMPANY CONFORMED NAME: ASI ENTERTAINMENT, INC.
 CENTRAL INDEX KEY: 1067873
 STANDARD INDUSTRIAL CLASSIFICATION: AIRCRAFT PART & AUXILIARY
 EQUIPMENT, NEC [3728]
 IRS NUMBER: 522101695
 STATE OF INCORPORATION: DE
 FISCAL YEAR END: 0630

 FILING VALUES:
 FORM TYPE: 10-K/A
 SEC ACT: 1934 Act
 SEC FILE NUMBER: 000-27881
 FILM NUMBER: 544289

 BUSINESS ADDRESS:
 STREET 1: 954 LEXINGTON AVE.
 STREET 2: SUITE 242
 CITY: NEW YORK
 STATE: NY
 ZIP: 10021
 BUSINESS PHONE: 210 775 2468

 MAIL ADDRESS:
 STREET 1: Level 1, 45 EXHIBITION STREET
 STREET 2:
 CITY: MELBOURNE
 STATE: VICTORIA
 ZIP: 3000
 COUNTRY: AUSTRALIA

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-K/A
(Mark One)

[X] ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934

For the fiscal period ended JUNE 30, 2009

[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT

Commission file number 000-27881

ASI ENTERTAINMENT, INC.
(Exact name of small business issuer as specified in its charter)

Delaware 522101695
(State or other jurisdiction of (IRS Employer Identification No.)
incorporation or organization)

Level 1, 45 Exhibition Street
Melbourne, Victoria, 3000, Australia

(Address of principal executive officers)

+61 3 9016 3021
(Issuer's telephone number)

Securities registered under Section 12(g) of the Exchange Act: Common Stock

Indicate by check mark whether the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.

Yes [ ] No [X]

Indicate by check mark whether the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.

Yes [ ] No [X]

Indicate by check mark whether the registrant (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act 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 [ ]

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Website, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).

Yes [ ] No [X]

Indicate by check mark if there is no disclosure of delinquent files in response to Item 405 of Regulation S-K is not contained in this form, and no disclosure will be contained, to the best of registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K/A or any amendment to this Form 10-K/A.

[X]

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of "large accelerated filer", "accelerated filer" and "smaller reporting company" in Rule 12b-2 of the Exchange Act.

Large accelerated filer [ ] Accelerated filer [ ]
Non-accelerated filer [ ] Smaller reporting company [X]
(do not check if a smaller reporting company)

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes [ ] No [X]

State the aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to the price at which the common equity was sold, or the average bid and asked price of such common equity, as of a specified date within the past 60 days.

State the number of shares outstanding of each of the issuer's classes of common equity, as of the latest practicable date.

Class Outstanding at June 30, 2009

Common Stock, par value $.0001 per share 69,918,137

Documents incorporated by reference None

EXPLANATORY NOTE

The Company is filing this Amendment No 1. to its Annual Report on Form 10-K for the year ended June 30, 2009 as filed with the Securities and Exchange Commission on September 28, 2009 (the "Original Filing").

We are filing this Amendment No.1 to:
* Provide additional information on license agreements the Company has entered into. These details are set out in Item 1. Business, Item 7. Management's Discussion And Analysis Or Plan Of Operation, and under Note 1. Organization, Operations And Summary Of Significant Accounting Policies - License Agreements.
Reference to License Agreements is also made under Note 1. Products and Services.
* Restatement of financial statements to:
* Reflect adjustment to revenues and assets as set out in Note 6 - Restatement Of Financial Statements.
* Incorporate 2008 comparative figures in the balance sheet.
* Identify Related License Fees, Related Parties Receivables and Officers Management Fee.
* Amend the Cash flow statement to delete "Issuance of stock for debt retirement" and adjust "Increase/(decrease) in amount due to related parties".
* Incorporate an amended audit report including reference to the 2008 balance sheet and reference to restatement of financials as referred to in Note 6.
* Expand the description of the Company's Revenue Recognition policy under Note 1.
* Added in Note 1. that the Company has no outstanding stock options and therefore reference to APB Opinion 25 has been deleted.
* Included additional detail in Note 2. Related Party Transactions.
* Under Item 1. Description of Business, noted that the Company had not carried out any research and development.
* Amended Item 7. Management's Discussion And Analysis Or Plan Of Operation to:
* Amend management comments on Results And Plan Of Operations to reflect changes to the financial statements.
* Add a Revenue Recognition section.
* Included additional detail in Item 13. Certain Relationships And Related Transactions And Director Independence.
* Going Concern Question under Item 7 has been expanded to include reference to the Audit Report referring to Note 5. Going Concern.
* Additional language has been added to Item 9A. Controls and Procedures.
* Additional language in Certificates of the Chief Executive Officer and Chief Financial Officer included in Exhibits 31.1 and 31.2.

Updated Certifications under Sections 302 and 906 of the Sarbanes-Oxley Act 2002 are also included in this Amendment.

Except as stated above, no other changes have been made to the Original Filing, and this Form 10-K/A does not amend, update or change any other items or disclosures in the Original Filing. This Form 10-K/A does not reflect events occurring after the Original Filing and does not modify or update the disclosures in the Original Filing in any way.

10-K/A

PART I.......................................................................3

ITEM 1. DESCRIPTION OF BUSINESS..............................................3

ITEM 2. DESCRIPTION OF PROPERTY..............................................7

ITEM 3. LEGAL PROCEEDINGS....................................................7

ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS..................7

PART II......................................................................8

ITEM 5. MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDERS MATTERS............8

ITEM 6. SELECTED FINANCIAL DATA..............................................9

ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION............9

ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.........13

ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA.........................13

ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
FINANCIAL DISCLOSURE........................................................14

PART III....................................................................16

ITEM 10. DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND CONTROL PERSONS;
COMPLIANCE WITH SECTION 16(A) OF THE EXCHANGE ACT .......................16

ITEM 11. EXECUTIVE COMPENSATION.............................................18

ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT.....19

ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS AND DIRECTOR
INDEPENDENCE................................................................21

ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES.............................22

ITEM 15. EXHIBITS AND REPORTS ON FORM 8-K...................................22

PART I.

FORWARD LOOKING STATEMENTS

THIS ANNUAL REPORT ON FORM 10-K/A INCLUDES "FORWARD-LOOKING STATEMENTS" AS DEFINED BY THE SECURITIES AND EXCHANGE COMMISSION. THESE STATEMENTS MAY INVOLVE KNOWN AND UNKNOWN RISKS, UNCERTAINTIES AND OTHER FACTORS WHICH MAY CAUSE ACTUAL RESULTS, PERFORMANCE OR ACHIEVEMENTS TO BE MATERIALLY DIFFERENT FROM FUTURE RESULTS, PERFORMANCE OR ACHIEVEMENTS EXPRESSED OR IMPLIED BY ANY FORWARD- LOOKING STATEMENTS. FORWARD-LOOKING STATEMENTS, WHICH INVOLVE ASSUMPTIONS AND DESCRIBE FUTURE PLANS, STRATEGIES AND EXPECTATIONS, ARE GENERALLY IDENTIFIABLE BY USE OF THE WORDS "MAY," "WILL," "COULD", "SHOULD," "EXPECT," "ANTICIPATE," "ESTIMATE," "BELIEVE," "INTEND" OR "PROJECT" OR THE NEGATIVE OF THESE WORDS OR OTHER VARIATIONS ON THESE WORDS OR COMPARABLE TERMINOLOGY. THESE FORWARD-LOOKING STATEMENTS ARE BASED ON ASSUMPTIONS THAT MAY BE INCORRECT. ACTUAL RESULTS COULD DIFFER MATERIALLY FROM THOSE EXPRESSED OR IMPLIED BY THE FORWARD-LOOKING STATEMENTS AS A RESULT OF VARIOUS FACTORS. THE COMPANY UNDERTAKES NO OBLIGATION TO UPDATE PUBLICLY ANY FORWARD-LOOKING STATEMENTS FOR ANY REASON, EVEN IF NEW INFORMATION BECOMES AVAILABLE OR OTHER EVENTS OCCUR IN THE FUTURE.

ITEM 1. DESCRIPTION OF BUSINESS.

THE COMPANY

(1) Form and year of organization

ASI Entertainment, Inc was formed on April 29, 1998 as a Delaware corporation. The Company has an authorized capitalization of 100,000,000 shares of Common Stock, par value of $.0001 per share (the "Common Stock") and 20,000,000 shares of preferred stock, par value $.0001 per share. The executive offices of the Company are located at Level 1, 45 Exhibition Street, Melbourne, Victoria, 3000 Australia and its telephone number is +61 3-9016-3021. The United States offices of the Company are located at 954 Lexington Ave, Suite 242, New York, NY 10021.

BUSINESS

(1) Principal products or services and their markets;

The Company's product is the "SafeCell" intellectual property. The SafeCell intellectual property comprises a proof of concept and patent applications with national filings in the U.S.A., China, Australia and the European Union. The licensing of the intellectual property has produced two applications:

1. In-flight messaging and content delivery for airline and corporate jet passengers (Licensed to ASiQ Limited)

SafeCell turns a mobile phone into a wireless communicator and entertainment system as it utilises the Bluetooth link instead of the normal mobile phone transmitter. SafeCell delivers its messages off the aircraft via an inexpensive satellite link. The SafeCell software is downloaded via SMS onto the mobile phone and provides an easy to operate menu that suits all modern mobile phones including Blackberries, PDA's and new generation mobile phones which have wireless capabilities. The SafeCell software is delivered at no charge to a user's mobile phone using the same process that downloads games or ringtones. Once onboard a SafeCell equipped aircraft, switching on the mobile

phone in "flight mode", SafeCell activates the Bluetooth link. SafeCell is targeted at the regional low cost airlines committed to generating new revenues from value added services and corporate jet operators who need low cost communications to stay in touch.

2. On ground for messaging and content delivery (Licensed to Chapman Reid Ltd)

The ground system utilises the SafeCell technology to provide a social and special purpose communication networks. The mobile phone software for the ground system is based on the aircraft application however it communicates via the internet, outside the cellular roaming network. SafeCell provides a free mobile phone social network with messaging, global music and media sharing/broadcast capabilities. Social networking has developed quickly over the past decade with major players MSN, MySpace, Facebook and Twitter. The target market for the SafeCell ground system is 15 to 25 year olds.

(2) Distribution methods of the products or services;

The Company plans to distribute SafeCell via its existing licencees. The Company has the following marketing arrangements in place:
a. Edwin Chan for marketing SafeCell in Eastern (excluding the People's Republic of China), Southern and South East Asia. Material terms:
i) Date of agreement -
- March 10, 2008
ii) Edwin Chan was granted the right to market SafeCell in Eastern Asia (excluding the People's Republic of China), South Eastern Asia and Southern Asia.
iii) Term -
- 2 years
iv) License fee -
- US$100,000 was due and payable on March 10, 2008 and has been taken up as an accrual over the term of the agreement. Payment was received in cash in June 2008.
v) Edwin Chan will receive commission of 25% of the revenue received by the Company from the sale of any equipment hardware and 25% of the net revenue received by the Company from communication services generated from the SafeCell system.
b. ASIQ Ltd, a related party, for the global marketing and implementation of SafeCell. Material terms:
i) Date of agreement -
- May 29, 2008
ii) Term -
- ongoing
iii) License fee -
- not applicable
iv) As required by the Company, ASIQ will develop, manufacture and market SafeCell to the airline industry.
v) ASIQ will secure the services of Ron Chapman to assist in any product development and marketing.
vi) ASIQ will pay the Company a royalty fee of 10% of the revenue generated by SafeCell and received by ASIQ.
vii) Should ASIQ develop other applications for the SafeCell concept outside the aviation industry, ASIQ and the Company will enter into separate agreements setting out the basis on which ASIQ can use the SafeCell concept as set out in the International PCT application, such agreement will include license and royalty payments payable under the agreement.
viii) The agreement was originally non exclusive but subsequently changed to exclusive. ASIQ undertook to meet all liabilities to Mr Edwin Chan under the license agreement detailed in a. above, until its expiry.
c. Chapman Reid Ltd for the ground based applications of SafeCell, named PicoBlue. Material terms:

i) Agreement originally entered into between ASI Entertainment Inc. and ASIQ Ltd. ASIQ Ltd. subsequently assigned the agreement to Chapman Reid Ltd. All other terms and conditions of the agreement remain unchanged.
ii) Date of agreement -
- June 18, 2008
iii) Term -
- as long as SafeCell/PicoBlue product is commercially viable.
iv) License fee -
- US$200,000 due and payable June 18, 2008, taken up as a debtor at June 30, 2008 and subsequently satisfied by the issue of 400,000 shares of ASIQ Ltd. shares of common stock.
v) The Company granted ASIQ Ltd. the exclusive world wide license to the SafeCell intellectual property for the development, marketing and sale for any ground based applications, including the PicoBlue application which has been developed by ASIQ Ltd.
vi) The Company agreed to contract ASIQ exclusively to integrate the PicoBlue application with SafeCell for use in the SafeCell in- flight program.
vii) The Company agreed not to utilize the PicoBlue software in any application other than the in-flight program.
viii) ASIQ agreed to pay the Company a royalty fee of 5% of the revenue received from PicoBlue.

(3) Status of any publicly announced new product or service; Refer Patents below

(4) Competitive business conditions and the small business issuer's competitive position in the industry and methods of competition;

SafeCell was originally developed for the airline industry where a small number of companies offer competitive communication services. The market is at an early stage of development, and most competitors are backed by large organizations.
There are two major industry players, OnAir (Airbus/SITA) and Aeromobile (ARINC/Telenor). Both companies have developed technologies to allow passengers to use their cellular phones on aircraft. Their technologies revolve around what is called "Picocell" technology. This is a computer at the base of a cellular tower, designed to control the cellular phones in a small GSM (Global System for Mobile communications) network. In these systems, two cable antennas must be installed along either side of the passenger cabin, above the luggage racks. When the mobile is switched on, the Picocell intercepts it and sends a signal to the phone to reduce the transmitter's power, while at the same time, switching the phone to the 1800 MHz frequency which is documented as safe for use in aircraft. When a call is made, the phone connects with the in-cabin network, the signal is sent to a Picocell. A Picocell is a series of processors that translates the phone's GSM (global system for mobile communication) signal into one that can be read by a satellite. The message is then relayed from a satellite to the ground where it connects into the Global cellular roaming network via a Telco. Initially the Aeromobile system can only handle six people simultaneously because of the limited capacity of existing aircraft satellite communication voice systems although passengers are able to send unlimited texts and SMS. Airbus/OnAir are using the newer Inmarsat broadband satellites which can handle more phone lines, however Aeromobile will have to upgrade their hardware and they both plan to set an upper limit of 28 calls at one time.

The Company believes SafeCell licensees will be able to compete with the other companies due to its low cost to equip an aircraft and based on its marketing plan SafeCell has the ability to be funded off the revenue stream from SMS revenue only. The SafeCell program provides flexible terms on equipment cost

and revenue sharing. The SafeCell system is designed for airlines that will be attracted to this structure which allows the airline to offer the service at little cost to the passengers.

The Company has been advised that the licensee's plan to market and distribute PicoBlue will be by viral marketing, the same method by which other social networking sites have been successfully developed. Content can be distributed free of charge with trailing adverting revenues or on a user pay basis. The Company will receive royalties from any revenue streams developed. In developing their revenue base, the licensees will be competing with established social network sites as well as other forms of advertising.

(5) Sources and availability of raw materials and the names of principal suppliers;

Not applicable

(6) Dependence on one or a few major customers;

The Company will be dependant on the SafeCell licensees to market SafeCell to generate the income from which the Company will receive royalties. The timing and extent of that marketing will be dependant on the resources and efforts of the licensees.

(7) Patents, trademarks, licenses, franchises, concessions, royalty agreements or labor contracts, including duration;

The Company has acquired the application for an Australian patent on its "SafeCell" system and has filed an International application under the Patent Co-operation Treaty "PCT". In September 2008, the Company received notification that the International Preliminary Report on Patentability had been established. The Company has subsequently filed national phase patent applications in Australia, the United States, China and European Union and is awaiting outcomes from those applications.

(8) Need for any government approval of principal products or services. If government approval is necessary and the small business issuer has not yet received that approval, discuss the status of the approval within the government approval process;

The installation and use of aircraft avionics requires prior certification and approval by the Federal Aviation Administration ("FAA") and regulatory authorities of foreign governments on each aircraft type and for each airline.

The certification process begins with the installation of the system on an aircraft after which it is certified by an FAA accredited engineer. The certification is then applicable to similar aircraft types and modified for other aircraft type. In countries other than the United States, the equivalent aviation authority procedures will apply to the certification of the system, but the United States FAA is generally accepted by local certifying authorities throughout the world. Prior to certification and approval, the manufacturer must demonstrate that the system has been designed and manufactured and complies with the appropriate aviation standards, namely DO160 for hardware and DO178 for software. Following this step, the system must be installed on an aircraft and tested, including a ground and flight test.

As the SafeCell software is installed on a mobile phone, which is regarded as a carry on device, and operated in flight or offline mode, no aircraft

certification is required however, in the majority of cases the final approval for use in flight will be at the discretion of the airline.

The ground based application of the SafeCell technology does not require government approvals as it operates on the unlicensed S band using Bluetooth, which is generally accepted world wide.

(9) Effect of existing or probable governmental regulations on the business;

The company must maintain good standing, comply with applicable local business licensing requirements, prepare and file periodic reports under the Securities Exchange Act of 1934, as amended, and comply with other applicable securities laws, rules and regulations.

Existing or probable governmental regulations have not impacted our operations except for the increased costs of compliance with reporting obligations. These additional costs remain consistent as long as the company continues as a reporting corporation.

(10) Estimate of the amount spent during each of the last two fiscal years on research and development activities, and if applicable the extent to which the cost of such activities are borne directly by customers;

The Company has not carried out any research and development in the last two years.

(11) Costs and effects of compliance with environmental laws (federal, state and local); and

Not applicable

(12) Number of total employees and number of full time employees.

The company does not have any employees, instead contracts the Chief Executive Officer and the Chief Financial Officer.

ITEM 2. DESCRIPTION OF PROPERTY.

The Company does not own any property other than the SafeCell intellectual property and shares in ASiQ Limited. The Company maintains its corporate administration office at Level 1, 45 Exhibition Street, Melbourne, Victoria, 3000, Australia.

ITEM 3. LEGAL PROCEEDINGS.

The Company is not a party to any litigation and management has no knowledge of any threatened or pending litigation against the Company.

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

Not applicable.

PART II.

ITEM 5. MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDERS MATTERS.

The Company has authorized capital of 100,000,000 shares of Common Stock, $.0001 par value, and 20,000,000 shares of preferred stock, $.0001 par value. As of the date hereof, the Company has 69,918,137 shares of Common Stock issued and outstanding and no shares of Preferred Stock outstanding.

Since March, 2000 the Company's Common Stock has been quoted on the NASD OTC Bulletin Board. Prior to that date, there was no public market for the Company's securities. The following table sets out the range of the high and low sales prices for the Company's securities.

Quarter Ended Common Stock
 High Low
June 30, 2007 $0.065 $0.012
September 30, 2007 $0.026 $0.017
December 31, 2007 $0.025 $0.018
March 31, 2008 $0.026 $0.018
June 30, 2008 $0.05 $0.026
September 30, 2008 $0.045 $0.01
December 31, 2008 $0.03 $0.013
March 31, 2009 $0.03 $0.015
June 30, 2009 $0.07 $0.02

The Company currently intends to retain substantially all of its earnings, if any, to support the development of its business and has no present intention of paying any dividends on its Common Stock in the foreseeable future. Any future determination as to the payment of dividends will be at the discretion of the Board, and will depend on the Company's financial condition, results of operations and capital requirements, and such other factors as the Board deems relevant.

ITEM 6. SELECTED FINANCIAL DATA.

Not required for a smaller reporting company.

ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION.

OVERVIEW

Following the re-structure of the ASI Group and the acquisition of the SafeCell intellectual property in 2007, the business of the Company is the licensing of the SafeCell technology to generate license fees and royalties. The Company maintains a low cost structure as it has no employees, contracting the services of executives and support engineers as required. Because of the low cost structure, the Company anticipates that the proceeds from stock issues and revenue from license sales, will be sufficient to meet the Company's operating and capital requirements for approximately 12 months.

LICENSE AGREEMENTS

The Company has the following marketing arrangements in place:

a. Edwin Chan for marketing SafeCell in Eastern (excluding the People's Republic of China), Southern and South East Asia. Material terms:
i) Date of agreement -
- March 10, 2008
ii) Edwin Chan was granted the right to market SafeCell in Eastern Asia (excluding the People's Republic of China), South Eastern Asia and Southern Asia.
iii) Term -
- 2 years
iv) License fee -
- US$100,000 was due and payable on March 10, 2008 and has been taken up as an accrual over the term of the agreement. Payment was received in cash in June 2008.
v) Edwin Chan will receive commission of 25% of the revenue received by the Company from the sale of any equipment hardware and 25% of the net revenue received by the Company from communication services generated from the SafeCell system.

b. ASIQ Ltd, a related party, for the global marketing and implementation of SafeCell. Material terms:
i) Date of agreement -
- May 29, 2008
ii) Term -
- ongoing
iii) License fee -
- not applicable
iv) As required by the Company, ASIQ will develop, manufacture and market SafeCell to the airline industry.
v) ASIQ will secure the services of Ron Chapman to assist in any product development and marketing.
vi) ASIQ will pay the Company a royalty fee of 10% of the revenue generated by SafeCell and received by ASIQ. No royalties were received in the year ended June 30, 2009.
vii) Should ASIQ develop other applications for the SafeCell concept outside the aviation industry, ASIQ and the Company will enter into separate agreements setting out the basis on which ASIQ can use the SafeCell concept as set out in the International PCT application, such agreement will include license and royalty payments payable under the agreement.
viii) The agreement was originally non exclusive but subsequently changed to exclusive. ASIQ undertook to meet all liabilities to Mr

Edwin Chan under the license agreement detailed in a. above, until its expiry.

c. Chapman Reid Ltd for the ground based applications of SafeCell, named PicoBlue. Material terms:
i) Agreement originally entered into between ASI Entertainment Inc. and ASIQ Ltd. ASIQ Ltd. subsequently assigned the agreement to Chapman Reid Ltd. All other terms and conditions of the agreement remain unchanged.
ii) Date of agreement -
- June 18, 2008
iii) Term -
- as long as SafeCell/PicoBlue product is commercially viable.
iv) License fee -
- US$200,000 due and payable June 18, 2008, taken up as a debtor at June 30,2008 and subsequently satisfied by the issue of 400,000 shares of ASIQ Ltd. common stock.
v) The Company granted ASIQ Ltd. the exclusive world wide license to the SafeCell intellectual property for the development, marketing and sale for any ground based applications, including the PicoBlue application which has been developed by ASIQ Ltd.
vi) The Company agreed to contract ASIQ exclusively to integrate the PicoBlue application with SafeCell for use in the SafeCell in- flight program.
vii) The Company agreed not to utilize the PicoBlue software in any application other than the in-flight program.
viii) ASIQ agreed to pay the Company a royalty fee of 5% of the revenue received from PicoBlue. . No royalties were received in the year ended June 30, 2009.

RESULTS AND PLAN OF OPERATIONS

The Company had accumulated losses from inception to June 30, 2009 of $8,413,389 . Major components of the loss include depreciation, amortisation, stock impairment, consulting and management fees, and operations costs. The Company may be required to make significant additional expenditures in connection with the patent applications and development of the SafeCell Technology and promotion. The Company's ability to continue its operations is dependent upon its receiving funds through its anticipated sources of financing including capital raisings and revenues from operations. The Company may be required to raise additional capital through debt financing.

YEAR ENDED JUNE 30, 2009 COMPARED WITH YEAR ENDED JUNE 30, 2008

The Company took up revenue from license fees for the year ending June 30, 2009 of $50,000 , compared to revenue from license fees of $215,377 the year ended June 30, 2008.

Expenses increased from $325,603 for the twelve month period ending June 30, 2008 to $361,149 for the twelve month period ending June 30, 2009. Operating expenses for the twelve month period ending June 30, 2009 decreased due to lower engineering expenses, and management fees. $200,000 of the revenue recorded in the year ended June 30, 2008 included license fee, payment of which was satisfied by the issue of 400,000 shares (approximately 1% of the issued capital) in the Company's former subsidiary, ASIQ Limited. ASIQ shares with a book value of $65,753 were transferred as an incentive to investors in the Company, which has been taken up as a capital raising cost. The book value of the balance of the ASIQ Limited shares ($134,247) was written off and included in the loss for the year ended June 30, 2009.

Despite the decreased expenses, because of the decreased revenue, the net losses increased from $110,226 in the twelve month period ending June 30, 2008, to $311,149 for the twelve month period ending June 30, 2009.

There was no foreign currency translation gain or loss for the year ended June 30, 2008 or for the year ended June 30, 2009.

LIQUIDITY AND CAPITAL RESOURCES

The Company has used the proceeds from the sale of the securities for payment of operating costs to date.

The Company's cash and cash equivalents decreased from $640 at June 30, 2008 to $231 at June 30, 2009 as a result of operating losses but after capital raising.

The Company had a net loss of $311,149 from operating activities for the period July 1, 2008 to June 30, 2009, primarily consisting of management fees, patent attorney expenses and capital raising costs, write down of assets . The Company's revenue for the twelve months ending June 30, 2009 was $50,000 , compared to $215,377 in the twelve month period to June 30, 2008. The net loss from operating activities for such period was greater than the net loss from operating activities for the period July 1, 2007 to June 30, 2008 primarily as a result of the decreased licensing revenue and increased capital raising costs and write down of assets , but after reduced management fees and engineering costs.

The cash flow of the Company from financing activities for the twelve months ending June 30, 2009 was from the proceeds from issue of common stock.

The Company's marketing plan is based on licensing the SafeCell intellectual property from which it will receive royalties and license fees. This plan may require significant capital from the Company for promotion and patent costs. The Company may not have sufficient funds to fund its operations in which case it will have to seek additional capital. The Company may raise additional capital by the sale of its equity securities, through an offering of debt securities, or from borrowing from a financial institution. The Company does not have a policy on the amount of borrowing or debt that the Company can incur.

The Company has no commitment for capital expenditure in the near future.

REVENUE RECOGNITION
The Company applies paragraph 605-10-S99-1 of the FASB Accounting Standards Codification for revenue recognition. The Company recognizes revenue when it is realized or realizable and earned less estimated future doubtful accounts. The Company considers revenue realized or realizable and earned when all of the following criteria are met: (i) persuasive evidence of an arrangement exists, (ii) the product has been shipped or the services have been rendered to the customer, (iii) the sales price is fixed or determinable, and (iv) collectability is reasonably assured.

GOING CONCERN QUESTION

The financial statements appearing elsewhere in this report have been prepared assuming that the Company will continue as a going concern. As such, they do not include adjustments relating to the recoverability of recorded asset

amounts and classification of recorded assets and liabilities. As noted in the auditor's report included in this 10-K/A, "The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. As discussed in Note 5 to the financial statements the Company has suffered recurring losses from operations that raise substantial doubt about its ability to continue as a going concern. Management's plans in regard to these matters are described in Note 5 to the financial statements. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.".

The Company's ability to continue its operations is dependent upon its raising of capital through debt or equity financing in order to meet its working needs. These conditions raise substantial doubt about the Company's ability to continue as a going concern, and if substantial additional funding is not acquired or alternative sources developed, management will be required to curtail its operations.

The Company may raise additional capital by the sale of its equity securities, through an offering of debt securities, or from borrowing from a financial institution. The Company does not have a policy on the amount of borrowing or debt that the Company can incur. Management believes that actions presently being taken to obtain additional funding provide the opportunity for the Company to continue as a going concern.

ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

Not required for a smaller reporting company.

ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA.

OVERVIEW

ASI ENTERTAINMENT, INC.

CONSOLIDATED
FINANCIAL STATEMENTS

June 30, 2008 & 2009

ASI ENTERTAINMENT, INC.
Consolidated Financial Statements

TABLE OF CONTENTS

 Page

REPORT OF INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM F-1

CONSOLIDATED FINANCIAL STATEMENTS

 Consolidated balance sheet F-2
 Consolidated statement of income and comprehensive income F-3
 Consolidated statement of stockholders' equity F-4
 Consolidated statement of cash flows F-5
 Notes to consolidated financial statements F-6, F-13

Larry O'Donnell, CPA, PC

Telephone (303) 745-4545 2228 South Fraser Street
Fax (303)369-9384 Unit 1
e-mail larryodonnelcpa@msn.com Aurora, Colorado 80014
www.larryodonnellcpa.com

Report of Independent Registered Public Accounting Firm

To the Board of Directors
ASI Entertainment, Inc.
Melbourne, Vic., 3000,
Australia

I have audited the accompanying consolidated balance sheets of ASI Entertainment, Inc., as of June 30, 2009 and 2008, and the related consolidated statements of income and comprehensive income, Stockholders' equity, and cash flows for the years then ended. These financial statements are the responsibility of the Company's management. My responsibility is to express an opinion on these financial statements based on my audits.

I conducted my audits in accordance with standards of the Public Company Accounting Oversight Board (United States). Those standards require that I plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. I believe that my audits provide a reasonable basis for my opinion.

In my opinion, the financial statements referred to above present fairly, in all material respects, the financial position of ASI Entertainment, Inc. as of June 30, 2009 and 2008, and the results of its operations and cash flows for the years then ended in conformity with accounting principles generally accepted in the United States of America.

The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. As discussed in Note 5 to the financial statements the Company has suffered recurring losses from operations that raise substantial doubt about its ability to continue as a going concern. Management's plans in regard to these matters are described in Note 5 to the financial statements. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

As discussed in Note 6 to the financial statements, investments were overstated and unearned license fees were understated resulting in overstatement in assets and understatement in previously reported liabilities as of June 30, 2009 which were restated during the current year.

Larry O'Donnell, CPA, P.C.
September 25, 2009
Aurora, Colorado

ASI ENTERTAINMENT, INC.
CONSOLIDATED BALANCE SHEET
For the Years Ended JUNE 30, 2008 and JUNE 30, 2009

 2008 2009
 ----------- -----------
 ASSETS

Current Assets
 Cash $ 640 $ 231
 Related receivables $ 200,000 $ 0
 -------------- --------------
 Total Current Assets $ 200,640 $ 231
 -------------- --------------
Total Assets $ 200,640 $ 231
 ============== ==============

 LIABILITIES AND SHARHOLDERS' EQUITY

Current Liabilities
 Accounts payable and accrued expenses $ 34,135 $ 50,512
 Related party payables 844 127,160
 Due to related parties 381,293 81,916
 Sundry creditors $ 146,895 $ 146,895
 Unearned license fees 84,622 34,623
 -------------- --------------
 Total Current Liabilities 647,789 441,106
 -------------- --------------
Total Liabilities $ 647,789 $ 441,106
 -------------- --------------

Stockholders' Equity
 Preferred stock $0.0001 par value;
 20,000,000 shares authorized;
 none issued and outstanding

 Common stock, $0.0001 par value;
 100,000,000 shares authorized;
2009: 69,918,137 shares issued and
 69,918,137 outstanding
2008: 58,213,654 shares issued and
 58,213,654 outstanding $ 5,822 $ 6,992

 Additional paid-in capital $ 7,683,897 $ 8,000,150
 Treasury stock - par value (50,000
 shares) $ (5) $ (5)
 Accumulated deficit $ (8,136,863) $ (8,448,012)
 Accumulated other comprehensive loss $ - $ -
 -------------- --------------
Total Stockholders' Equity $ (447,149) $ (440,875)
 -------------- --------------
Total Liabilities and Stockholders' Equity $ 200,640 $ 231
 ============== ==============

ASI ENTERTAINMENT, INC.
CONSOLIDATED STATEMENT OF INCOME AND COMPREHENSIVE INCOME
For the Years Ended JUNE 30, 2008 and JUNE 30, 2009

 2008 2009
 ----------- -----------
Sales, net $ - $ -
Licence Fees $ 15,377 50,000
Licence Fees -
 - related parties 200,000
Cost of Sales - -
 ----------- -----------
Gross Margin 215,377 50,000

Selling, general and administrative expenses 144,494 113,212
Officers management fee 181,109 113,690

 ----------- -----------

Loss from operations (110,226) (176,902)

Other income (expense)
 Interest income - -
 Interest expense - -
 Asset write down (134,247)
 ----------- -----------

Income (loss) before provision for income
taxes (110,226) (311,149)

Provision for income tax - -

Net income (loss) (110,226) (311,149)

Other comprehensive income (loss) - net of
tax
Foreign currency translation gains (losses) - -
 ----------- -----------

Comprehensive profit (loss) $ (110,226) $(311,149)
 =========== ===========

Net income (loss) per share
(Basic and fully diluted) $ (0.00) $ (0.01)
 =========== ===========
Weighted average number of
common shares outstanding 57,293,809 61,634,081
 =========== ===========

The accompanying notes are an integral part of the consolidated financial statements.

ASI ENTERTAINMENT, INC.
CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY
For the Years Ended JUNE 30, 2008 and JUNE 30, 2009

 Accum.Other Stock
 Common Stock Paid In Treasury Accum. Compre. holders'
 Shares Amount Capital Stock Deficit Income/Loss Equity
Balances at June 30, 2007 55,276,429 $ 5,528 $7,633,763 $ (5) $(8,026,637) $ - $ (387,353)

Issuance of stock for cash 2,098,336 210 35,120 35,329

Issuance of stock for debt retirement 838,889 84 15,016 15,100

Net gain (loss) for the year
 ended June 30, 2008 (110,226) (110,226)
 ---------- ---------- --------- ---------- ----------- ----------- ------------
Balances at June 30, 2008 58,213,654 $ 5,822 $7,683,897 $ (5) $(8,136,863) $ - $ (447,148)

Issuance of stock for cash 3,371,150 336 67,086 67,424

Issuance of stock for debt retirement 8,333,333 833 249,167 250,000

Net gain (loss) for the year
 ended June 30, 2009 (361,149) (311,149)
 ---------- ---------- --------- ---------- ----------- ----------- ------------
Balances at June 30, 2009 69,918,137 $ 6,991 $8,000,150 $ (5) $(8,448,012) $ - $ (440,875)
 ========== ========== ========= ========== =========== =========== ============

ASI ENTERTAINMENT, INC.
CONSOLIDATED STATEMENT OF CASH FLOWS
For the Years Ended JUNE 30, 2008 and JUNE 30, 2009

 2008 2009
 ------------------ ------------------
Cash Flows from Operating Activities:
 Net income/(loss) $ (110,226) $ (311,149)

 Adjustments to reconcile net income to net cash
 provided by (used for) operating activities:
 Compensatory investment transfer - 65,753
 Other Receivables 75,000 -
 Related parties receivables (200,000) -
 Accounts payable and accrued
 expenses 15,244 16,378
 Related party payables (10,791) 126,316
 Asset write down 0 134,247
 Unearned license fees 84,623 (50,000)
 -------------- --------------
 Net cash provided by (used for)
 operating activities (146,150) (18,455)
 -------------- --------------

Cash Flows from investing activities:

 -------------- --------------
 Net cash provided by (used in)
 investing activities - -
 -------------- --------------
Cash flow from financing activities:
 Increase/(decrease) in amount due to related
 parties 110,760 (49,377)
 Issuance of common stock 30,046 67,423
 -------------- --------------
 Net cash provided by (used for)
 financing activities 140,806 18,046
 -------------- --------------

Effect of exchange rate changes on cash - -
 -------------- --------------

Net Increase/(Decrease) in cash (5,344) (409)

CASH AT THE BEGINNING OF THE PERIOD 5,984 640
 -------------- --------------

CASH AT THE END OF THE PERIOD $ 640 $ 231
 ============== ==============

ASI ENTERTAINMENT, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE 1. ORGANIZATION, OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:

ASI Entertainment, Inc. ("ASI", the "Company"), was incorporated in the State of Delaware on April 29, 1998. ASI owns the intellectual property in the SafeCell product.

Basis of Presentation

The financial statements are prepared in accordance with Generally Accepted Accounting Principles in the United States of America. The financial statements are expressed in United States dollars.

Use of Estimates

The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect 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 revenues and expenses during the reporting period. Actual results could differ from those estimates.

Cash and cash equivalents

The Company considers all highly liquid investments with an original maturity of three months or less as cash equivalents.

Accounts receivable

The Company reviews accounts receivable at each balance sheet date and makes allowance for non-recoverability the Directors and Management consider appropriate. An allowance for doubtful accounts has been established, with accounts over one year old from date of invoicing deemed uncollectible and written off to bad debt expense. The Company did not have a bad debt expense during the years ended June 30, 2008 and 2009.

ASI ENTERTAINMENT, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE 1. ORGANIZATION, OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING
POLICIES (Continued):

Income tax

The Company accounts for income taxes under Statement of Financial Accounting Standards No. 109 ("SFAS 109"). Under SFAS 109 deferred taxes are provided on a liability method whereby deferred tax assets are recognized for deductible temporary differences and operating loss 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 more likely than not that some portion or all of the deferred tax assets will not be realized. Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of enactment.

At June 30, 2009 the Company had net operating loss carryforwards of approximately $3,400,000 for U.S. tax purposes which begin to expire in 2019. The deferred tax asset created by the U.S. net operating losses has been offset by a 100% valuation allowance of $1,120,000. The change in the valuation allowance for U.S. tax purposes in 2009 was $40,000.

Net income (loss) per share

The net income (loss) per share is computed by dividing the net income (loss) by the weighted average number of shares of common outstanding.

Property and equipment

Property and equipment are recorded at cost and depreciated under accelerated methods over each item's estimated useful life.

Revenue recognition

The Company applies paragraph 605-10-S99-1 of the FASB Accounting Standards Codification for revenue recognition. The Company recognizes revenue when it is realized or realizable and earned less estimated future doubtful accounts. The Company considers revenue realized or realizable and earned when all of the following criteria are met: (i) persuasive evidence of an arrangement exists, (ii) the product has been shipped or the services have been rendered to the customer, (iii) the sales price is fixed or determinable, and (iv) collectability is reasonably assured.

Revenue is recognized on an accrual basis as earned under contract or license agreements. License fees are taken up in the period they become due. Revenue from ongoing royalties is taken up on an accrual basis in the period it is earned and invoiced.
In accordance with US GAAP, license fees from the agreements the Company has with Edwin Chan and ASIQ were taken up in the periods the agreements were signed and the fees became payable. Future revenue will be taken up in the period it is earned.,

ASI ENTERTAINMENT, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE 1. ORGANIZATION, OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING
POLICIES (Continued):

Comprehensive income (loss)

The Company accounts for comprehensive income (loss) under Statement of Financial Accounting Standards No. 130, "Reporting Comprehensive Income" ("SFAS 130"). SFAS 130 establishes standards for reporting and display of comprehensive income and its components.

Financial instruments

The carrying value of the Company's financial instruments, including cash and cash equivalents, accounts payable, and due to related parties, as reported in the accompanying balance sheet, approximates fair value.

Products and services, and geographic areas

Company sales will be derived from royalty and license fees from the Company's technology. The technology is being marketed internationally under agreements as detailed under ITEM 1. BUSINESS above. To date, the Company has received two license fees, but has not received any ongoing royalty income.

Stock Options

The Company has no outstanding stock options.

Recent Accounting Pronouncements

In December 2007, the FASB issued FASB Statement No. 160 "Noncontrolling Interests in Consolidated Financial Statements - an amendment of ARB No. 51" ("SFAS No. 160"), which causes noncontrolling interests in subsidiaries to be included in the equity section of the balance sheet. SFAS No. 160 applies prospectively to business combinations for which the acquisition date is on or after the beginning of the first annual reporting period beginning on or after December 15, 2008, except for the presentation and disclosure requirements, which shall be applied retrospectively for all periods presented. The Company will adopt this standard at the beginning of the Company's fiscal year ending December 31, 2008 for all prospective business acquisitions. The Company has not determined the effect that the adoption of SFAS No. 160 will have on the financial results of the Company.

In March 2008, the Financial Accounting Standards board (FASB) issued Statement of Financial Accounting Standards No. 161, "Disclosures about Derivative Instruments and Hedging Activities" (SFAS 161). SFAS 161 is effective for fiscal years and interim periods beginning after November 15, 2008. SFAS 161 requires enhanced disclosures about Fund's derivative and hedging activities. Management is currently evaluating the impact the adoption of SFAS 161 will have on the Fund's financial statement disclosures.

ASI ENTERTAINMENT, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE 1. ORGANIZATION, OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING
POLICIES (Continued):

The FASB has revised SFAS No. 141. This revised statement establishes uniform treatment for all acquisitions. It defines the acquiring company. The statement further requires an acquirer to recognize the assets acquired, the liabilities assumed, and any non-controlling interest in the acquired at the acquisition date, measured at their fair market values as of that date. It requires the acquirer in a business combination achieved in stages to recognize the identifiable assets and liabilities, as well as the non- controlling interest in the acquired, at the full amounts of their fair values. This changes the way that minority interest is recorded and modified as a parent's interest in a subsidiary changes over time. This statement also makes corresponding significant amendments to other standards that related to business combinations, namely, 109, 142 and various EITF's. This statement applies prospectively to business combinations for which the acquisition date is on or after the beginning of the first annual reporting period beginning on or after December 15, 2008. The Company believes the implementation of this standard will have no effect on our financial statements.

In May 2009, the FASB issued SFAS No. 165, "Subsequent Events" ("SFAS 165"), which establishes general standards of accounting for and disclosure of events that occur after the balance sheet date but before financial statements are issued or are available to be issued. SFAS 165 is effective for interim and annual periods ending after June 15, 2009. We have complied with the requirements of SFAS 165.

In June 2009, the FASB issued SFAS No. 168, "The FASB Accounting Standards Codification and the Hierarchy of Generally Accepted Accounting Principles" ("SFAS 168"). The Codification does not change current U.S. GAAP, but is intended to simplify user access to all authoritative U.S. GAAP by providing all the authoritative literature related to a particular topic in one place. The Codification will supersede all existing non-SEC accounting and reporting standards. All other non-grandfathered, non-SEC accounting literature not included in the Codification will become nonauthoritative. SFAS 168 is effective for financial statements issued for interim and annual periods ending after September 15, 2009. We do not expect the adoption of SFAS 168 will have a material impact on our financial condition or results of operation.

Long-Lived Assets

In accordance with Statement of Financial Accounting Standard 144 "Accounting for the Impairment or Disposal of Long-Lived Assets", the Company regularly reviews the carrying value of intangible and other long-lived assets for the existence of facts or circumstances, both internally and externally, that may suggest impairment. If impairment testing indicates a lack of recoverability, an impairment loss is recognized by the Company if the carrying amount of a long-lived asset exceeds its fair value.

ASI ENTERTAINMENT, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE 1. ORGANIZATION, OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING
POLICIES (Continued):

License Agreements

The Company has the following marketing arrangements in place:

a. Edwin Chan for marketing SafeCell in Eastern (excluding the People's Republic of China), Southern and South East Asia. Material terms:
i. Date of agreement -
- March 10, 2008
ii. Edwin Chan was granted the right to market SafeCell in Eastern Asia (excluding the People's Republic of China), South Eastern Asia and Southern Asia.
iii. Term -
- 2 years
iv. License fee -
- US$100,000 was due and payable on March 10, 2008 and has been taken up as an accrual over the term of the agreement. Payment was received in cash in June 2008.
v. Edwin Chan will receive commission of 25% of the revenue received by the Company from the sale of any equipment hardware and 25% of the net revenue received by the Company from communication services generated from the SafeCell system.

b. ASIQ Ltd, a related party, for the global marketing and implementation of SafeCell. Material terms:
i. Date of agreement -
- May 29, 2008
ii. Term -
- ongoing
iii. License fee -
- not applicable
iv. As required by the Company, ASIQ will develop, manufacture and market SafeCell to the airline industry.
v. ASIQ will secure the services of Ron Chapman to assist in any product development and marketing.
vi. ASIQ will pay the Company a royalty fee of 10% of the revenue generated by SafeCell and received by ASIQ. No royalties were received in the year ended June 30, 2009.
vii. Should ASIQ develop other applications for the SafeCell concept outside the aviation industry, ASIQ and the Company will enter into separate agreements setting out the basis on which ASIQ can use the SafeCell concept as set out in the International PCT application, such agreement will include license and royalty payments payable under the agreement.
viii. The agreement was originally non exclusive but subsequently changed to exclusive. ASIQ undertook to meet all liabilities to Mr Edwin Chan under the license agreement detailed in a. above, until its expiry.

ASI ENTERTAINMENT, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE 1. ORGANIZATION, OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING
POLICIES (Continued):

c. Chapman Reid Ltd for the ground based applications of SafeCell, named PicoBlue. Material terms:
i. Agreement originally entered into between ASI Entertainment Inc. and ASIQ Ltd. ASIQ Ltd. subsequently assigned the agreement to Chapman Reid Ltd. All other terms and conditions of the agreement remain unchanged.
ii. Date of agreement -
- June 18, 2008
iii. Term -
- as long as SafeCell/PicoBlue product is commercially viable.
iv. License fee -
- US$200,000 due and payable June 18, 2008, taken up as a debtor at June 30,2008 and subsequently satisfied by the issue of 400,000 shares of ASIQ Ltd. common stock.
v. The Company granted ASIQ Ltd. the exclusive world wide license to the SafeCell intellectual property for the development, marketing and sale for any ground based applications, including the PicoBlue application which has been developed by ASIQ Ltd.
vi. The Company agreed to contract ASIQ exclusively to integrate the PicoBlue application with SafeCell for use in the SafeCell in- flight program.
vii. The Company agreed not to utilize the PicoBlue software in any application other than the in-flight program.
viii. ASIQ agreed to pay the Company a royalty fee of 5% of the revenue received from PicoBlue. . No royalties were received in the year ended June 30, 2009.

NOTE 2. RELATED PARTY TRANSACTIONS

As of June 30, 2009 the Company owed officers, directors, and related parties $209,076, made up of "related party payables" of $127,160 and amounts "due to related parties" of $81,916.

The Company in 2008 and 2009 incurred expenses of approximately $161,000 and $113,690 respectively to entities affiliated through common stockholders and directors for management expenses. These expenses normally remain as a liability until paid, but in 2009 $250,000 of the debt was converted to equity at $0.03 per share, resulting in the issue of 8,333,333 shares.

NOTE 3. LEASE COMMITMENTS

Since January 1, 2007 the Company has entered into an arrangement under which it uses premises at a cost of $100 per month, but has not entered into a formal lease agreement.

ASI ENTERTAINMENT, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE 4. STOCKHOLDERS' EQUITY

Common stock

The Company as of June 30, 2008 had 100,000,000 shares of authorized common stock, $.0001 par value, with 58,213,654 shares issued, 58,213,654 outstanding, and 50,000 shares in treasury. Treasury shares are accounted for by the par value method.

The Company as of June 30, 2009 had 100,000,000 shares of authorized common stock, $.0001 par value, with 69,918,137 shares issued, 69,918,137 outstanding, and 50,000 shares in treasury. Treasury shares are accounted for by the par value method.

Preferred stock

The Company as of June 30, 2009 had 20,000,000 shares of authorized preferred stock, $.0001 par value, with no shares issued and outstanding.

Stock options

At June 30, 2008 and 2009 the Company had stock options outstanding as described below.

Non-employee stock options

The Company accounts for non-employee stock options under SFAS 123, whereby option costs are recorded based on the fair value of the consideration received or the fair value of the equity instruments issued, whichever is more reliably measurable.

At the beginning of fiscal year 2009, the Company had 341,500 non-employee stock options outstanding. At December 31, 2008, 341,500 options expired, leaving a 2009 year end outstanding balance of nil.

Employee stock options

During 2008 and 2009 the Company issued no employee stock options.

NOTE 5. GOING CONCERN

The Company has suffered recurring losses from operations and in all likelihood will be required to make significant future expenditures in connection with its ongoing operation. These conditions raise substantial doubt about the Company's ability to continue as a going concern.

The Company may raise additional capital through the sale of its equity securities, through an offering of debt securities, or through borrowings from financial institutions. The Company expects to generate revenue in the future from license and royalty fees from its SafeCell technology. Management believes that actions presently being taken to obtain additional funding provide the opportunity for the Company to continue as a going concern.

NOTE 6. RESTATEMENT OF FINANCIAL STATEMENTS

2009

The net loss for 2009 was originally $226,902, while the 2009 restated loss is reported as $311,149, an increase of $84,247. This is due to a write down in investments of $134,247, and an increased revenue from the amortization of deferred revenue $50,000.

On the 2009 balance sheet, the restatement resulted in the decrease in total assets of $134,247, and an increase in unearned license fees of $34,623.

The basic and diluted loss per share increased from the previously reported $0.00 per share to $0.01 per share for the year ended June 30, 2009.

2008

The net loss for 2008 was originally $25,603, while the 2008 restated loss is reported as $110,226 an increase of $84,623. This is due to a deferral of revenue of a license agreement of $100,000, net of amortization of deferred revenue $15,377.

On the 2008 balance sheet, the restatement resulted in an increase in unearned license fees of $84,622.

The basic and diluted loss per share increased from the previously reported $0.00 per share to $0.00 per share for the year ended June 30, 2008.

ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE.

Not applicable

ITEM 9A. Controls and Procedures.

(a) Disclosure Controls and Procedures

We maintain disclosure controls and procedures that are designed to ensure that information required to be disclosed in our Security Exchange Act of 1934 reports are recorded, processed, summarized and reported within the time periods specified in the SEC's rules and forms, and that such information is accumulated and communicated to our management, including our Chief Executive Officer / Chief Financial Officer and President, as appropriate, to allow timely decisions regarding required disclosure.

Our Chief Executive Officer / Chief Financial Officer and President evaluated the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(C) and under the Securities Exchanged Act of 1934, as amended (the "Exchange Act"), as of June 30, 2009.

Based on this evaluation, the Chief Executive Officer / Chief Financial Officer and President concluded that our disclosure controls and procedures are not effective to ensure that information required to be disclosed by us in reports that it files or submits under the Exchange Act recorded, processed, summarized and reported within the time periods specified in Securities and Exchange Commission rules and forms.

(b) Management's Annual Report on Internal Control over Financial Reporting

As of June 30, 2009, management preformed, with the participation of our Chief Executive Officer/Chief Financial Officer (who is the same person) and President, an evaluation of the effectiveness of our disclosures controls and procedures as defined in Rules 13a-15 (e) and 15c-15 (e) of the Exchange Act. Our Disclosure controls and procedures controls and procedures are designed to ensure that information required to be disclosed in the report we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC's forms, and that such information is accumulated and communicated to our management including our Chief Executive Officer/Chief Financial Officer and President, to allow timely decisions regarding required disclosures. Based on the evaluation and the identification of the material weaknesses in our internal control over financial reporting described below, our Chief Executive Officer/Chief Financial Officer and President concluded that, as of June 30, 2009, our disclosure controls and procedures were not effective.

The Company's management is responsible for establishing and maintaining adequate internal control over financial reporting (as defined in Rules 13a- 15(f) and 15d-15(f) under Exchange Act). The Company's internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial policies and procedures that:

*pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of our assets; *provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with GAAP, and that

receipts and expenditures of our company are being made only in accordance with authorizations of our management and directors; and

*provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of our assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. Under the supervision and with the participation of our management, the Company assessed the effectiveness of the internal control over financial reporting as of June 30, 2009. In making this assessment, we used the criteria set forth in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission. Based on the results of this assessment and on those criteria the Company concluded that a material weakness exists in the internal controls as of June 30, 2009.

This annual report does not include any attestation report of the company's registered public accounting firm regarding internal controls over financial reporting. Management's report was not subject to attestation by the company's registered public accounting firm pursuant to temporary rules of the Securities and Exchange Commission that permit the company to provide only management's report in this annual report.

(c) Changes in Internal Controls over Financial Reporting

There have been no changes in our internal control over financial reporting that occurred during the year ended June 30, 2009, that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting, however as weaknesses were identified subsequent to the report, the company plans to take steps to rectify these weaknesses in the future.

PART III

ITEM 10. DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND CONTROL PERSONS; COMPLIANCE WITH SECTION 16(A) OF THE EXCHANGE ACT .

The officers and directors of the Company are as follows:

Name: Title:
---- -----
Richard Lukso Chairman and Director

Ronald J. Chapman President and Director

Graham O. Chappell Director

Philip A. Shiels Chief Executive Officer, Chief Financial
 Officer and Director

All directors of the Company hold office until the next annual meeting of shareholders or until their successors are elected and qualified. At present, the Company's Bylaws provide for not less than one nor more than seven directors. Currently, there are four directors of the Company. The Bylaws permit the Board of Directors to fill any vacancy and such director may serve until the next annual meeting of shareholders or until his successor is elected and qualified. Officers serve at the discretion of the Board of Directors.

The principal occupation and business experience for each officer and director of the Company, for at least the last five years are as follows:

RICHARD LUKSO, 76, is the Chairman and Director of the Company. Mr Lukso commenced his career in aviation in 1953 at USMC in the Marine Air Wing. His career has included senior executive positions with Lear Inc., Garrett Airesearch and Learjet. In 1988, Mr Lukso joined Securaplane Technologies Inc. as President and General Manager and co-owner. The company has since grown from 5 employees and one product to 100 employees and five innovative products serving airlines and general aviation. In 2000, Mr Lukso sold Securaplane Technologies Inc. to Danaher Corporation.

RONALD J. CHAPMAN, 57, serves as President and a director of the Company. Commencing in 1985, Mr. Chapman founded and remains the managing director of ASI Holdings Pty. Ltd. and ASIQ Ltd. Since inception, Mr Chapman has overseen the product development and coordinated the marketing for ASIQ. Mr. Chapman is also managing director and the beneficial owner of 100% of Chapman International Pty Ltd., a shareholder of the Company.

GRAHAM O. CHAPPELL, 64, has been a director of the Company since its inception. Mr. Chappell has worked in the aerospace industry for 30 years. Since 1985, Mr. Chappell has operated as the principal of Chappell Salikin Weil Associates Pty. Ltd. ("Chappell Salikin"), Victoria, Australia, a private aerospace, technology and defence industries consultancy company. Mr. Chappell obtained a Diploma of Aeronautical Engineering degree from the Royal Melbourne Institute of Technology in 1968 and a Masters of Science (Air Transport Engineering) from Cranfield University in 1974.

PHILIP A. SHIELS, 57, has been a director of the Company since 1996. From 1992 to the present, Mr. Shiels has operated Shiels & Co., Victoria, Australia, a private consulting practice providing management and corporate advisory

services. Shiels & Co. has served as a consultant to ASIQ Ltd. since 1994 and ASI Entertainment, Inc. since its inception. Mr Shiels has served as the Director of Finance for ASI Holdings Pty. Ltd. Mr. Shiels received a Bachelor of Business (Accountancy) Degree from the Royal Melbourne Institute of Technology in 1976 and has been a Member of the Institute of Chartered Accountants in Australia since 1978.

ITEM 11. EXECUTIVE COMPENSATION.

The Company has not entered into any employment agreements with its executive officers or directors nor has it obtained any key-man life insurance.

Each director is entitled to receive reasonable expenses incurred in attending meetings of the Board of Directors of the Company. The members of the Board of Directors intend to meet at least quarterly during the Company's fiscal year, and at such other times duly called. The Company presently has four directors.

The following table sets forth the total compensation paid or accrued by the Company on behalf of the Chief Executive Officer and Chief Financial Officer of the Company during 2009. No other officer of the Company received a salary and bonus in excess of $100,000 for services rendered during the fiscal year ended June 30, 2009:

SUMMARY COMPENSATION TABLE

NAME AND PRINCIPAL FISCAL ANNUAL COMPENSATION OTHER
POSITION YEAR SALARY BONUS/AWARDS COMPENSATION
 ALL OTHER

Richard Lukso 2009 $0
Chairman

Ronald Chapman,
President 2009 0 0 $0

Philip Shiels,
Chief Executive Officer 2009 0 0 $113,690
Chief Financial Officer

Graham Chappell 2009 $0
Director

ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT.

The following table sets forth certain information as of the date of this Report regarding the beneficial ownership of the Company's Common Stock by each officer and director of the Company and by each person who owns in excess of five percent of the Company's Common Stock giving effect to the exercise of warrants or options held by the named security holder.

 Shares of Common
 Stock Beneficially Percentage of
Name, Position and Address Owned Shares Owned

Ronald J. Chapman (2) 9,757,951 13.96%
President and director
160 Silvan Road,
Wattle Glen
Victoria, 3096, Australia

Graham O. Chappell (3) 1,771,406 2.53%
Director
5 Marine Parade, Suite 2
St. Kilda,
Victoria, 3148, Australia

Philip A. Shiels (4) 7,448,522 10.65%
Chief Financial Officer and director
39 Alta Street
Canterbury, Victoria, 3126,
Australia

Richard Lukso 1,140,000 1.63%
Director
5610 Via Arbolado
Tucson, AZ, 85750

Ocean View Investments Pty. Ltd. (5) 13,888,889 19.86%
100 Barkly St
St Kilda, Victoria, 3182
Australia

Eric P. van der Griend (5) 14,157,639 20.25%
100 Barkly St
St Kilda, Victoria, 3182
Australia

All the officers and directors
as a group (4 persons) 20,117,879 28.77%

(1) Assumes 69,918,137 shares of Common Stock issued and outstanding, or committed and to be issued.
(2) Ronald J. Chapman, President and a director of the Company, owns 125,006 shares directly and is the managing director (president) and majority shareholder of Chapman International Pty. Ltd., and may be considered the beneficial owner of the 450,000 Shares owned by it. Chapman International Pty. Ltd. is the controlling shareholder of ASIT Australia

through which Mr. Chapman is the beneficial owner of 51,190 Shares. Mr. Chapman holds the power of attorney for the trustee of the Research No. 1 Trust which holds 6,631,755 Shares. Mr. Chapman is a trustee and a beneficiary of the Madanosaj Superannuation Fund which holds 2,500,000 shares.
(3) Graham O. Chappell, a director of the Company, is the managing director (president) and sole shareholder of Chappell Salikin Weil Associates Pty. Ltd. and is considered the beneficial owner of the 788,006 Shares. Mr. Chappell is the sole shareholder of International Aviation Services Pty. Ltd. which owns 43,400 shares of which Mr. Chappell is considered the beneficial owner. Mr. Chappell is a trustee and a beneficiary of the Chappell Salikin Weil Associates Pty. Ltd. Staff Superannuation Fund which holds 940,000 shares.
(4) Philip A. Shiels, Chief Financial Officer and a director of the Company, holds the power of attorney for the trustee of the Research No. 2 Trust which holds 1,198,522 Shares. Mr. Shiels is a trustee and a beneficiary of the Shiels Superannuation Fund which holds 6,250,000 shares.
(5) Eric P. van der Griend is a director and shareholder of Ocean View Investment Pty. Ltd. which owns 13,888,889 shares and a director and shareholder of Swiss Time Australia Pty. Ltd. which owns 268,750 shares. Mr. van der Griend is considered the beneficial owner of 14,157,639 Shares.

ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS AND DIRECTOR INDEPENDENCE.

Ronald Chapman, Graham Chappell, and Philip Shiels are directors of the Company and directors of the Company's former subsidiary ASIQ Pty. Ltd., now named ASIQ Ltd. ("ASIQ"). On February 28, 2007, the Company entered into an agreement to purchase the SafeCell intellectual property from ASIQ for $250,000. Since the SafeCell acquisition, the Company has looked to ASIQ and the SafeCell creators to develop the flight test system and to promote SafeCell to the airline industry. Future licensing of SafeCell to ASIQ for airline opportunities will be negotiated on a case by case basis.

On May 29, 2008 the Company entered into a License Agreement with its former subsidiary, ASIQ, under which ASIQ will:
1. Continue to develop, manufacture and have a non exclusive right to market SafeCell.
2. Secure the services of the SafeCell inventor, Mr Ron Chapman to assist in product development and marketing.
3. Pay to ASIE a Royalty Fee of 10% of the revenue generated by SafeCell and received by ASIQ. In addition, should ASIQ develop other applications for the SafeCell concept outside the aviation industry, ASIQ and the Company will enter into separate agreements setting out the basis on which ASIQ can use the SafeCell concept as set out in the International PCT application, such agreements including license and royalty payments.

On June 18, 2008, the Company entered into a Product License Agreement with ASIQ, under which:
1. The Company granted ASIQ the exclusive world wide license to the SafeCell intellectual property for development, marketing and sale for any ground based applications, including the PicoBlue application which has been developed by ASIQ.
2. The Company agreed to contract ASIQ exclusively to integrate the PicoBlue application with SafeCell for use in the SafeCell in-flight program.
3. The Company agreed not to utilize the PicoBlue software in any application other than the in-flight program.
4. ASIQ agreed to pay the Company a license fee $200,000 plus royalty fees of 5% of the revenue received by ASIQ from Pico Blue.

The Company was advised on March 12, 2009 that:
1. The License Agreement between the Company and ASIQ Ltd for the ground based application of its SafeCell product had been assigned to Chapman Reid Ltd., a UK company; and ,
2. The License Agreement between ASI Entertainment and ASIQ Ltd. for the aviation application of the SafeCell product had been changed from a non- exclusive to an exclusive license following the commercialization of the aviation system. All other terms and conditions of the agreements were unchanged.

Barry Chapman, CEO and 50% shareholder of Chapman Reid is sibling of Ron Chapman. Barry Chapman also owns 278,612 shares in ASI Entertainment (0.4%) and 278,612 shares in ASIQ Limited (0.9%).

ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES

AUDIT FEES

The audit fees for the fiscal year ended June 30, 2008 and 2009 for professional services rendered by Larry O'Donnell, CPA, P.C. were $12,600 and $12,600, respectively.

AUDIT-RELATED FEES

There were no fees billed for services reasonably related to the performances of the audit or review of our financial statements other then those disclosed under the caption Audit Fees for fiscal years 2008 and 2009.

TAX FEES

None

ALL OTHER FEES

There were no other fees filled for services.

ITEM 15. EXHIBITS AND REPORTS ON FORM 8-K.

(a) Exhibits
Exhibit No. Description

31.1 Certification of the Chief Executive Officer under
 Rule 13a-14(a) (Section 302 of the Sarbanes-Oxley Act
 of 2002)

31.2 Certification of the Chief Financial Officer under
 Rule 13a-14(a) (Section 302 of the Sarbanes-Oxley Act
 of 2002)

32.1 Certification Pursuant To Section 906 Of The Sarbanes-
 Oxley Act of 2002 (18 U.S.C. Section 1350)

32.2 Certification Pursuant To Section 906 Of The Sarbanes-
 Oxley Act of 2002 (18 U.S.C. Section 1350)

(b) Reports filed on Form 8-K for the year ending June 30, 2009:

September 30, 2008: Notification received from patent attorneys, Watermark, that an International Preliminary Report on Patentability ("IPRP") has been established for the Company's SafeCell patent application.

March 12, 2009: Company was advised that (1), the License Agreement between the Company and ASIQ Ltd for the ground based application of its SafeCell product had been assigned to Chapman Reid Ltd., a UK company; and that all other terms and conditions of the Agreement remained unchanged; and (2), the License Agreement between ASI Entertainment and ASIQ Ltd. for the aviation application of the SafeCell product had been changed from a non-exclusive to an exclusive license; and that all other terms and conditions of the Agreement remained unchanged.

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) 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.

ASI ENTERTAINMENT, INC.

By: /s/ Philip A. Shiels
 ------------------------------------
 Principal Executive Officer and Principal
 Financial Officer

Pursuant to the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

/s/ Richard Lukso Director 09/25/09
- - - - --------------------------------
 Richard Lukso


/s/ Ronald J. Chapman Director 09/25/09
- - - - --------------------------------
 Ronald J. Chapman


/s/ Graham O. Chappell Director 09/25/09
- - - - --------------------------------
 Graham O. Chappell


/s/ Philip A. Shiels Director 09/25/09
- - - - --------------------------------
 Philip A. Shiels

CERTIFICATIONS

EX-31.1 CERTIFICATIONS OF CEO PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Philip A. Shiels, certify that:

1. I have reviewed this annual report on Form 10-K/A of ASI Entertainment, Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-
15(f)) for the registrant and have:

a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c) Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d) Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5. The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of registrant's board of directors (or persons performing the equivalent functions):

a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

Date: June 23, 2010

/s/ Philip A. Shiels

Philip A. Shiels
Chief Executive Officer

EX-31.2 CERTIFICATIONS OF CFO PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Philip A. Shiels, certify that:

1. I have reviewed this annual report on Form 10-K/A of ASI Entertainment, Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-
15(f)) for the registrant and have:

a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c) Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d) Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5. The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of registrant's board of directors (or persons performing the equivalent functions):

a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

Date: June 23, 2010

/s/ Philip A. Shiels

Philip A. Shiels
Chief Financial Officer

CERTIFICATION PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
(18 U.S.C. SECTION 1350)

In connection with the Annual Report of ASI Entertainment, Inc., a Delaware corporation (the "Company"), on Form 10-K/A for the period ending June 30, 2009, as filed with the Securities and Exchange Commission (the "Report"), Philip A. Shiels, Chief Executive Officer of the Company, does hereby certify, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. Section 1350), that to his knowledge:

(1) The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2) The information contained in the Report fairly presents, in all material respects, the financial condition and result of operations of the Company.

/s/ Philip A. Shiels

Philip A. Shiels
Chief Executive Officer
June 23, 2010

[A signed original of this written statement required by Section 906 has been provided ASI Entertainment, Inc. and will be retained by ASI Entertainment, Inc. and furnished to the Securities and Exchange Commission or its staff upon request.]

CERTIFICATION PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
(18 U.S.C. SECTION 1350)

In connection with the Annual Report of ASI Entertainment, Inc., a Delaware corporation (the "Company"), on Form 10-K/A for the period ending June 30, 2009, as filed with the Securities and Exchange Commission (the "Report"), Philip A. Shiels, Chief Financial Officer of the Company, does hereby certify, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. Section 1350), that to his knowledge:

(3) The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(4) The information contained in the Report fairly presents, in all material respects, the financial condition and result of operations of the Company.

/s/ Philip A. Shiels

Philip A. Shiels
Chief Financial Officer
June 23, 2010

[A signed original of this written statement required by Section 906 has been provided ASI Entertainment, Inc. and will be retained by ASI Entertainment, Inc. and furnished to the Securities and Exchange Commission or its staff upon request.]

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