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<CONFORMED-NAME>CYTATION CORP
<CIK>0000095047
<ASSIGNED-SIC>2451
<IRS-NUMBER>160961436
<STATE-OF-INCORPORATION>DE
<FISCAL-YEAR-END>1231
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<BUSINESS-ADDRESS>
<STREET1>4902 EISENHOWER BLVD.
<STREET2>SUITE 185
<CITY>TAMPA
<STATE>FL
<ZIP>33634
<PHONE>813-885-5998
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<STREET2>SUITE 185
<CITY>TAMPA
<STATE>FL
<ZIP>33634
</MAIL-ADDRESS>
<FORMER-COMPANY>
<FORMER-CONFORMED-NAME>COLLEGELINK COM INCORP
<DATE-CHANGED>19991122
</FORMER-COMPANY>
<FORMER-COMPANY>
<FORMER-CONFORMED-NAME>CYTATION COM INC
<DATE-CHANGED>19990318
</FORMER-COMPANY>
<FORMER-COMPANY>
<FORMER-CONFORMED-NAME>STYLEX HOMES INC
<DATE-CHANGED>19920703
</FORMER-COMPANY>
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<FILENAME>cytationprer14c.txt
<DESCRIPTION>CYTATION CORPORATION PRELIMINARY AMENDED INFORMATION STATEMENT DATED APRIL 6, 2006
<TEXT>
                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                       SCHEDULE 14C INFORMATION STATEMENT

                                 (Rule 14c-101)

  Information Statement Pursuant to Section 14(c) of the Securities Exchange Act
                                     of 1934

Check the appropriate box:
[X]  Preliminary Information Statement
[ ]  Confidential, for Use of the Commission only (as permitted by
     Rule 14c-5(d)(2))
[ ]  Definitive Information Statement

                                 CYTATION CORP.
                (Name of Registrant as Specified in its Charter)

Payment of Filing Fee (Check the appropriate box):
[x]  No fee required
[ ]  Fee computed on table below per Exchange Act Rules l4c-5(g) and 0-11

     (1)  Title of each class of securities to which transaction applies:

     (2)  Aggregate number of securities to which transaction applies:

     (3)  Per  unit  price  or  other  underlying  value of transaction computed
          pursuant  to Exchange Act Rule 0-11 (set forth the amount on which the
          filing fee is calculated and state how it was determined):

     (4)  Proposed maximum aggregate value of transaction:

     (5)  Total fee paid:


[ ]  Fee paid previously with preliminary materials.

[ ]  Check  box  if  any  part  of  the fee is offset as provided by Exchange
     Act  Rule  0-11(a)(2)  and identify the filing for which the offsetting fee
     was paid previously. Identify the previous filing by registration statement
     number, or the Form or Schedule and the date of its filing.


     (1)  Amount Previously Paid:

     (2)  Form, Schedule or Registration Statement No.:

     (3)  Filing Party:

     (4)  Date Filed:

<PAGE>

                    PRELIMINARY AMENDED INFORMATION STATEMENT

                              DATED: APRIL 6, 2006

                                 CYTATION CORP.
                        4902 EISENHOWER BLVD., SUITE 185
                                 TAMPA, FL 33634
                                 (813) 885-5998

                              INFORMATION STATEMENT

 WE ARE NOT ASKING YOU FOR A PROXY AND YOU ARE REQUESTED NOT TO SEND US A PROXY


     This  Information  Statement  is  furnished  by  the  Board of Directors of
Cytation  Corp.  (the  "Company")  to  provide  notice  of  a special meeting of
stockholders  of  the Company which will be held on May 15, 2006 at 2:00 p.m. at
4902 Eisenhower Blvd., Suite 185 for the purpose of electing directors, amending
the  Company's Certificate of Incorporation, increasing the Company's authorized
common  and  preferred stock, changing the name of the Company, and changing the
domicile  of  the  Company.  This  special  meeting  of  the stockholders of the
Company  is  not  in  lieu  of  the  Company's  annual  meeting.



     The  record  date  for  determining  stockholders  entitled to receive this
Information  Statement has been established as the close of business on April 6,
2006 (the "Record Date").  This Information Statement will be first mailed on or
about  April  17, 2006 to stockholders of record at the close of business on the
Record  Date.



     ONLY  THE  COMPANY'S SHAREHOLDERS OF RECORD AT THE CLOSE OF BUSINESS ON THE
RECORD DATE ARE ENTITLED TO NOTICE OF THE PROPOSALS. PRINCIPAL SHAREHOLDERS WHO,
AS  OF THE RECORD DATE, WILL COLLECTIVELY HOLD IN EXCESS OF 50% OF THE COMPANY'S
ISSUED  AND  OUTSTANDING SHARES ENTITLED TO VOTE ON THE PROPOSALS HAVE INDICATED
THAT THEY WILL VOTE IN FAVOR OF THE PROPOSALS. AS A RESULT, THE PROPOSALS SHOULD
BE  APPROVED  WITHOUT  THE  AFFIRMATIVE  VOTE  OF  ANY OTHER SHAREHOLDERS OF THE
COMPANY.

     This  is  a second amendment to the Preliminary Schedule 14C filed with the
SEC  on  February  3,  2006 and amended on February 14, 2006. All changes to the
first amendment to the Preliminary Schedule 14C are indicated with  and ,
just as in this paragraph.


                       BY ORDER OF THE BOARD OF DIRECTORS


/S/CHARLES G. MASTERS
---------------------
CHARLES G. MASTERS
PRESIDENT, CHIEF EXECUTIVE OFFICER AND DIRECTOR
TAMPA, FLORIDA

APRIL 6, 2006


                    PRELIMINARY AMENDED INFORMATION STATEMENT

                              DATED: APRIL 6, 2006

                                 CYTATION CORP.
                        4902 EISENHOWER BLVD., SUITE 185
                                 TAMPA, FL 33634
                                 (813) 885-5998
                              INFORMATION STATEMENT

<PAGE>

 WE ARE NOT ASKING YOU FOR A PROXY AND YOU ARE REQUESTED NOT TO SEND US A PROXY


     This  Information  Statement  contains  information  related  to  certain
corporate  actions  of  Cytation  Corporation,  a  Delaware  corporation  (the
"Company"),  and  is expected to be mailed to shareholders on or about April 17,
2006.  Unless  otherwise  indicated  or  the  context  otherwise  requires,  all
references  below  in this Information Statement to "we," "us" and the "Company"
are  to  Cytation  Corporation,  a  Delaware  corporation,  together  with  its
wholly-owned  subsidiaries,  Deer  Valley  Acquisitions  Corp.,  a  Florida
corporation,  and  Deer  Valley  Homebuilders,  Inc.,  an  Alabama  corporation.
Specific discussions or comments relating to Cytation Corporation will reference
the  "Company,"  those relating to Deer Valley Acquisitions Corp. will reference
"DVA",  and those relating to Deer Valley Homebuilders, Inc. will be referred to
as "Deer Valley."


                         ABOUT THE INFORMATION STATEMENT

WHAT  IS  THE  PURPOSE  OF  THE  INFORMATION  STATEMENT?


     This  Information Statement is being provided pursuant to Section 14 of the
Securities  Exchange Act of 1934 to notify the Company's shareholders, as of the
close  of  business on the Record Date, of corporate action expected to be taken
at  the  Company's  special  meeting  of  shareholders following the acquisition
described  in  the  Summary  Term  Sheet  below.  The acquisition of Deer Valley
Homebuilders,  Inc.  was  completed on January 18, 2006. In connection with this
transaction,  it  is  proposed that we amend our Certificate of Incorporation to
authorize  more shares of common and preferred stock. This requires the approval
of  both  the  holders of a majority of the issued and outstanding shares of the
Company's common stock and our Board of Directors.



                                SUMMARY OF TERMS
                                ----------------

ACQUIRER:           Deer  Valley  Acquisitions,  Corp.,  a  Florida  corporation
                    and  a  wholly-owned  subsidiary  of Cytation Corporation, a
                    Delaware corporation.

ACQUIRED
COMPANY:            Deer Valley Homebuilders, Inc., an Alabama corporation.

FORM  OF
ACQUISITION:        Acquisition  of  100%  of  the  issued  and  outstanding
                    capital stock of Deer Valley Homebuilders, Inc.

PURCHASE  PRICE:    $6,000,000  cash  paid  at  closing.  Up  to  an  additional
                    $6,000,000  may  be  paid to the former shareholders of Deer
                    Valley  Homebuilders, Inc. pursuant to an earn-out agreement
                    (the "Deferred Purchase Price"). The Deferred Purchase Price
                    is  paid  over  a  five  year  term  and  is  based upon the
                    financial performance of Deer Valley Homebuilders, Inc.

FINANCING:          Of  the  $6,000,000  cash  paid  at  closing,  $1,500,000
                    originated  from  a  promissory  note  payable  by  Cytation
                    Corporation.  The remainder of the purchase price originated
                    from a private placement of Cytation securities, pursuant to
                    Rule  506  promulgated under Section 4(2) the Securities Act
                    of 1933, as amended.

MANAGEMENT:         Pursuant  to  long-term  Employment  Agreements,  the
                    existing  management  of Deer Valley Homebuilders, Inc. will
                    continue  to manage the day to day operations of Deer Valley
                    Homebuilders, Inc.

PURCHASE AGREEMENT: The  Purchase  Agreement  provides  for  standard
                    representations  and  warranties as to the condition of Deer
                    Valley Homebuilders, Inc.

DESCRIPTION OF
BUSINESS:           Deer  Valley  Homebuilders,  Inc.  was  founded  in January,
                    2004  and  is  a manufacturer of factory-built homes for the
                    southeastern and south central housing markets in the United
                    States.  As  of  the  date  of  the  closing,  Deer  Valley
                    manufactured  all  of  its factory-built homes from a single
                    manufacturing  facility  located in Guin, Alabama. As of the
                    date  of  the  closing, Deer Valley was selling manufactured
                    homes  in  14  states  through  its  network  of independent
                    dealers and retail centers.

<PAGE>

LOCATION:           Deer  Valley  has  its  business  offices  located  at  205
                    Carriage Street, P.O. Box 310, Guin, Alabama 33563.

ADDITIONAL
INFORMATION:        For  more  complete  information,  see  below,  "DESCRIPTION
                    OF BUSINESS" and "CHANGE IN CONTROL AND ACQUISITION" in this
                    Information Statement.



WHEN  WILL  THE SPECIAL MEETING OCCUR AND WHAT BUSINESS WILL BE CONDUCTED AT THE
MEETING?

     Shareholders  holding  in  excess  of  fifty percent (50%) of the Company's
outstanding  capital  stock  are  expected to act upon certain corporate matters
outlined  in  this Information Statement, which action is expected to take place
at  the  meeting  on  May  15,  2006.



     Notice  is  hereby  given  that  the  Special  Meeting of Stockholders (the
"Meeting")  of Cytation Corporation, a Delaware corporation, will be held at the
Company's  offices,  located at 4902 Eisenhower Blvd., Suite 185, Tampa, Florida
33634,  on  May  15,  2006  at 2:00 p.m., Eastern Daylight Savings Time, for the
following purposes:



     1.   To  elect  each  of  Hans  Beyer,  John Giordano, and Dale Phillips as
          directors  to  serve until the next annual meeting of the shareholders
          in  the  years  in which their terms expire and until their successors
          are elected and qualified, or until their earlier resignation, removal
          from office, or death;


     2.   To  approve  an  amendment  to  the  Company's  Certificate  of
          Incorporation  to  increase  the authorized preferred stock, par value
          $.01  per  share,  of  the Company from 1,400,000 shares to 10,000,000
          shares;

     3.   To  approve  an  amendment  to  the  Company's  Certificate  of
          Incorporation to increase the authorized common stock, par value $.001
          per share, of the Company from 2,000,000 shares to 100,000,000 shares;


     4.   To  approve  an  amendment  to  the  Company's  Certificate  of
          Incorporation  to  change  the  name  of  the  Company  to Deer Valley
          Corporation.;


     5.   To  approve  a  merger  with  a  Florida  corporation,  solely  for
          purposes of establishing the Company's domicile in Florida; and

     6.   To  transact  such  other  business  as  may  properly come before the
          Meeting or any adjournment thereof.

WHO  IS  ENTITLED  TO  NOTICE?

     Each  holder of an outstanding share of common or preferred stock of record
on  the  close of business on the Record Date will be entitled to notice of each
matter  to  be  voted  upon.

WHAT  CORPORATE  MATTERS  WILL  THE PRINCIPAL SHAREHOLDERS VOTE FOR AND HOW WILL
THEY  VOTE?

     Shareholders  holding  a  majority  of  the  outstanding capital stock have
indicated  that  they  will  vote  for  the  following  matters:


     FOR the election of each of Hans Beyer, John Giordano, and Dale Phillips to
serve  as  directors  of  Cytation  Corporation until the next annual meeting of
shareholders in the years in which their terms expire and until their successors
are duly elected and qualified, or until their earlier resignation, removal from
office, or death;


<PAGE>

     FOR  amending  the  Company's  Certificate of Incorporation to increase the
authorized  preferred  stock,  par  value  $.01  per  share, of the Company from
1,400,000 shares to 10,000,000 shares;

     FOR  amending  the  Company's  Certificate of Incorporation to increase the
authorized  common  stock,  par  value  $.001  per  share,  of  the Company from
2,000,000 shares to 100,000,000 shares of common stock;


     FOR  amending  the  Certificate  of Incorporation to change the name of the
Company to Deer Valley Corporation; and


     FOR  approving  a merger with a Florida corporation, solely for purposes of
establishing the Company's domicile in Florida.

WHAT  VOTE  IS  REQUIRED  TO  APPROVE  THE  PROPOSAL?


     ELECTION  OF HANS BEYER, JOHN GIORDANO, AND DALE PHILLIPS.  The election of
Messrs.  Beyer,  Giordano,  and  Phillips will require the affirmative vote of a
majority  of  the  shares  of  capital  stock  outstanding  on  the Record Date.

Directors  are  required  to  be  elected  by  a  majority  of  the  votes cast.

Shareholders  holding  in  excess  of fifty percent of the shares have indicated
that they will vote for the election of Messrs. Beyer, Giordano, and Phillips as
directors.


     AMENDING  THE  COMPANY'S  CERTIFICATE  OF  INCORPORATION  TO  INCREASE  THE
AUTHORIZED PREFERRED STOCK. For approval of the increase in preferred stock, the
affirmative vote of a majority of the shares of capital stock outstanding on the
Record  Date  will  be required for approval.

In  addition,  the holders of at least fifty percent of our issued Series A
Preferred  Stock, as a class, must consent to the increase. Shareholders holding
in  excess of fifty percent of the shares have indicated that they will vote for
approval  of  the  increase, and holders of at least fifty percent of our issued
and  outstanding  Series A Preferred Stock have indicated that they will consent
to the increase.


     AMENDING  THE  COMPANY'S  CERTIFICATE  OF  INCORPORATION  TO  INCREASE  THE
AUTHORIZED  COMMON  STOCK.  For  approval  of  an  amendment  to  the  Company's
Certificate  of Incorporation to increase the authorized shares of the Company's
common  stock  from 2,000,000 shares to 100,000,000 shares, the affirmative vote
of a majority of the shares of capital stock outstanding on the Record Date will
be  required  for  approval.  Shareholders holding in excess of fifty percent of
the  shares  have  indicated  that  they  will  vote  for  the  amendment.


     CHANGING  THE  NAME  OF  THE  COMPANY.  For approval of an amendment to the
Company's Certificate of Incorporation to change the name of the Company to Deer
Valley  Corporation, the affirmative vote of a majority of the shares of capital
stock  outstanding  on  the  Record  Date  will  be  required  for  approval.

Shareholders  holding  in  excess  of fifty percent of the shares have indicated
that  they  will  vote  for  the  amendment.

     CHANGING  THE  DOMICILE OF THE COMPANY.

For  approval  of  a  merger  with  a Florida corporation named Deer Valley
Corporation,  solely  for the purposes of establishing the Company's domicile in
Florida,  the  affirmative  vote  of  a  majority of the shares of capital stock
outstanding  on  the Record Date will be required for approval. In addition, the
holders  of  at least fifty percent of our issued Series A Preferred Stock, as a
class,  must  consent  to  the  merger.  Shareholders holding in excess of fifty
percent  of  the  shares  have indicated that they will vote for approval of the
merger,  and  holders  of  at  least fifty percent of our issued and outstanding
Series  A  Preferred  Stock have indicated that they will consent to the merger.




                                 PROPOSAL NO. 1

                              ELECTION OF DIRECTORS

     There  are currently six seats on the Board of Directors, four of which are
currently  vacant.  The  Board  is  currently  divided  into  three  classes  of
directors, each class serving staggered three-year terms.   Directors hold their
positions  until  the  annual  meeting  of the shareholders in the year in which
their  term  expires  and  until  their  respective  successors  are elected and
qualified  or  until  their  earlier resignation, removal from office, or death.

<PAGE>


     Three directors are to be elected to serve until the next annual meeting of
the  shareholders  in  the  year  in  which  their  term expires and until their
successors are elected and qualified.

The  Board  of  Directors  has  nominated  Hans  Beyer,  John Giordano, and Dale
Phillips  to  serve  as  directors  (the "Nominees"). Mr. Christopher Portner is
currently serving as a director and will resign promptly at the special meeting.
Messrs. Beyer and Phillips currently have no role with the Company. Mr. Giordano
is  a  shareholder  in  Bush  Ross,  P.A.,  which serves as legal counsel to the
Company  in  corporate  and  securities  matters.  The Board of Directors has no
reason  to  believe that any Nominee will be unable to serve or decline to serve
as  a  director. Any vacancy occurring between shareholders' meetings, including
vacancies  resulting  from an increase in the number of directors, may be filled
by  the  Board  of  Directors.  A  director elected to fill a vacancy shall hold
office until the next annual shareholders' meeting in the year in which the term
expires.


                                 PROPOSAL NO. 2

            AMENDMENT TO THE CERTIFICATE OF INCORPORATION TO INCREASE
                           AUTHORIZED PREFERRED STOCK

     The  Company's  directors propose an amendment to the Company's Certificate
of Incorporation to increase the number of authorized shares of preferred stock,
par  value  $.01  per  share,  from  1,400,000 to 10,000,000 shares of preferred
stock,  par  value  $.01  per  share.

PURPOSE  OF  INCREASING  THE  COMPANY'S  AUTHORIZED  SHARES  OF  PREFERRED STOCK

     GENERAL  CORPORATE  PURPOSE

     The  Company's  directors  believe  that it is desirable to have additional
shares  of  preferred  stock  available  for  other  possible  future financing,
possible  future  acquisition  transactions,  stock dividends, stock splits, and
other  general  corporate purposes.  The Company's directors believe that having
such  additional  authorized shares of preferred stock available for issuance in
the future should give the Company greater flexibility and may allow such shares
to  be  issued without the expense and delay of a special shareholders' meeting.
Although such issuance of additional shares with respect to future financing and
acquisitions  would  dilute existing shareholders, management believes that such
transactions  would  increase  the  value  of  the  Company to its shareholders.


     The  Company has plans to issue additional preferred stock in the future to
institutional  or  accredited  investors  in  an  offering  exempt  from  the
registration requirements of the Securities Act of 1933, as amended, pursuant to
Section  4(2)  of  that Act for transactions not involving a public offering and
Rule  506  promulgated  by  the United States Securities and Exchange Commission
under  the Securities Act of 1933, as amended. A vote to increase the authorized
preferred  stock  will  facilitate  the  Company's  ability  to issue additional
capital  stock.  Such  future issuances will likely dilute current shareholders'
ownership interests in the Company.


AMENDMENT  TO  CERTIFICATE  OF  INCORPORATION

     The  amendment  to  the Company's Certificate of Incorporation provides for
the  authorization  of  8,600,000  additional  shares of the Company's preferred
stock.

     The  amendment to the Company's Certificate of Incorporation shall be filed
with  the  Delaware Secretary of State so that Article Fourth of the Certificate
of  Incorporation  shall  be  changed as follows.  The first sentence of Article
Fourth  shall  be  deleted  in  its entirety and substituted with the following:

"FOURTH:The total number of shares of stock that the Corporation shall have
 -------
authority  to  issue  shall be 110,000,000 shares, consisting of (i) 100,000,000
shares  of  Common  Stock,  $.001 par value per share ("Common Stock"), and (ii)
10,000,000  shares  of  Preferred  Stock,  $.01  par value per share ("Preferred
Stock")."

<PAGE>

ADVANTAGES AND DISADVANTAGES OF INCREASING AUTHORIZED SHARES

     There are certain advantages and disadvantages of voting for an increase in
the  Company's  authorized  preferred  stock.  The  advantages  include:

     -    The  ability  to  raise  capital  by  issuing  capital stock under the
          transactions described above or other financing transactions.

     -    To  have  shares  of  preferred  stock  available  to  pursue business
          expansion opportunities, if any.

The  disadvantages  include:

     -    Dilution  to  the  existing  shareholders,  including  a  decrease  in
          our  net  income  per  share  in  future periods. This could cause the
          market price of our stock to decline.

     -    The  issuance  of  authorized  but  unissued  stock  could  be used to
          deter  a  potential  takeover  of the Company which might otherwise be
          beneficial  to shareholders by diluting the shares held by a potential
          suitor  or issuing shares to a shareholder who will vote in accordance
          with  the  desires of the Company's Board of Directors at that time. A
          takeover  may be beneficial to independent shareholders because, among
          other  reasons,  a  potential  suitor  may  offer  such shareholders a
          premium for their shares of stock compared to the then-existing market
          price.  The  Company  does  not  have  any plans or proposals to adopt
          provisions  or  enter  into  agreements  which  may  have  material
          anti-takeover consequences.




NOTICE  OF  INTEREST  OF  SENIOR  MANAGEMENT  OF  DEER  VALLEY

     If Deer Valley remains profitable, certain members of the senior management
of Deer Valley will receive substantial additional payments from the acquisition
of  Deer  Valley.  Increasing  the  number of authorized shares of the Company's
preferred  stock will facilitate this transaction.  For more information, please
see  "Certain  Relationships And Related Transactions," "Change in Control," and
"Off-Balance  Sheet  Arrangements"  below.


                                 PROPOSAL NO. 3

            AMENDMENT TO THE CERTIFICATE OF INCORPORATION TO INCREASE
                             AUTHORIZED COMMON STOCK

     The  Company's  directors propose an amendment to the Company's Certificate
of  Incorporation  to  increase the number of authorized shares of common stock,
par value $.001 per share, from 2,000,000 to 100,000,000 shares of common stock,
par  value  $.001  per  share.

PURPOSE  OF  INCREASING  THE  COMPANY'S  AUTHORIZED  SHARES  OF  COMMON  STOCK

     CONVERSION  OR  EXERCISE  OF  DERIVATIVE  SECURITIES

     The  Company's  directors  believe  that it is desirable to have additional
shares  of  common  stock  available  in  order  to facilitate the conversion or
exercise of derivative securities which are convertible to common stock, such as
the  Company's  convertible  preferred stock.

The  Company does not currently have sufficient common stock to satisfy the
conversion  provisions  of  its  outstanding convertible securities. The Company
does  not currently have any plans to issue common stock, other than in exchange
for its convertible securities.


     GENERAL  CORPORATE  PURPOSE

     The  Company's  directors  believe  that it is desirable to have additional
shares  of  common stock available for other possible future financing, possible
future  acquisition  transactions,  stock  dividends,  stock  splits,  and other
general  corporate  purposes.  The  Company's directors believe that having such
additional  authorized  shares  of  common  stock  available for issuance in the
future  should give the Company greater flexibility and may allow such shares to
be  issued  without  the  expense  and delay of a special shareholders' meeting.

<PAGE>

Although such issuance of additional shares with respect to future financing and
acquisitions  would  dilute existing shareholders, management believes that such
transactions  would  increase  the  value  of  the  Company to its shareholders.

AMENDMENT  TO  CERTIFICATE  OF  INCORPORATION


     The  amendment  to  the Company's Certificate of Incorporation provides for
the authorization of 98,000,000 additional shares of the Company's common stock.

     The  amendment to the Company's Certificate of Incorporation shall be filed
with  the  Delaware Secretary of State so that Article Fourth of the Certificate
of  Incorporation  shall  be changed as follows.   The first sentence of Article
Fourth  shall  be  deleted  in  its entirety and substituted with the following:

"FOURTH:The total number of shares of stock that the Corporation shall have
 -------
authority  to  issue  shall be 110,000,000 shares, consisting of (i) 100,000,000
shares  of  Common  Stock,  $.001 par value per share ("Common Stock"), and (ii)
10,000,000  shares  of  Preferred  Stock,  $.01  par value per share ("Preferred
Stock")."

ADVANTAGES AND DISADVANTAGES OF INCREASING AUTHORIZED SHARES

     There are certain advantages and disadvantages of voting for an increase in
the  Company's  authorized  common  stock.  The  advantages  include:

     -    The  ability  to  raise  capital  by  issuing  capital stock under the
          transaction described above or other financing transactions.

     -    To  have  shares  of  common  stock  available  to  pursue  business
          expansion opportunities, if any.

The  disadvantages  include:

     -    Dilution  to  the  existing  shareholders,  including  a  decrease  in
          our  net  income  per  share  in  future periods. This could cause the
          market price of our stock to decline.

     -    The  issuance  of  authorized  but  unissued  stock  could  be used to
          deter  a  potential  takeover  of the Company which might otherwise be
          beneficial  to shareholders by diluting the shares held by a potential
          suitor  or issuing shares to a shareholder who will vote in accordance
          with  the  desires of the Company's Board of Directors at that time. A
          takeover  may be beneficial to independent shareholders because, among
          other  reasons,  a  potential  suitor  may  offer  such shareholders a
          premium for their shares of stock compared to the then-existing market
          price.  The  Company  does  not  have  any plans or proposals to adopt
          provisions  or  enter  into  agreements  which  may  have  material
          anti-takeover consequences.


NOTICE  OF  INTEREST  OF  SENIOR  MANAGEMENT  OF  DEER  VALLEY

     If Deer Valley remains profitable, certain members of the senior management
of Deer Valley will receive substantial additional payments from the acquisition
of  Deer  Valley.  Increasing  the  number of authorized shares of the Company's
common stock will facilitate this transaction.  For more information, please see
"Certain  Relationships  And  Related  Transactions,"  "Change  in Control," and
"Off-Balance  Sheet  Arrangements"  below.


<PAGE>

                                 PROPOSAL NO. 4

                  AMENDMENT TO THE CERTIFICATE OF INCORPORATION
                        TO CHANGE THE NAME OF THE COMPANY

     The  Company's  directors propose an amendment to the Company's Certificate
of  Incorporation  to change the name of the Company to Deer Valley Corporation.

GENERAL

     The  Board  of  Directors  approved  a  proposal  to  amend  the  Company's
Certificate  of  Incorporation  to  change  the  Company's  Name  to Deer Valley
Corporation.

The Board further decreed that the proposal be submitted to the
shareholders.


If Proposal No. 4 is approved, the Company's corporate name
will be Deer Valley Corporation.

PURPOSE  OF  CHANGING  THE  COMPANY'S  NAME

     The  Board  of Directors has proposed the amendment to change the Company's
corporate  name  because  it  believes  the new name is more synonymous with the
Company's  current  operations.

AMENDMENT  OF  CERTIFICATE  OF  INCORPORATION

     The  amendment  to  the  Certificate of Incorporation must be approved by a
majority  of  the  votes  cast  at  the  special  meeting  of  the shareholders.

     The  amendment to the Company's Certificate of Incorporation shall be filed
with the Delaware Secretary of State so that Article First of the Certificate of
Incorporation shall be changed as follows.   The first sentence of Article First
shall  be  deleted  in  its  entirety  and  substituted  with  the  following:

"FIRST: The name of the corporation (the "Corporation") is: DEER VALLEY
 ------
CORPORATION."




                                 PROPOSAL NO. 5

 MERGER WITH FLORIDA CORPORATION SOLELY FOR THE PURPOSE OF CHANGING THE DOMICILE
                                 OF THE COMPANY

     The  Company's directors propose a merger with a Florida corporation solely
for  the  purpose  of  changing  the  domicile  of  the  Company.

GENERAL


     The  Board  of  Directors  approved  a  proposal  to  merge  with a Florida
corporation.  The  Board  further  decreed that the proposal be submitted to the
shareholders.

If  Proposal  No. 5 is approved, the Company shall be merged with
and  into  a  Florida  corporation in accordance with the applicable laws of the
States  of  Delaware  and  Florida.  The name of the Florida corporation will be
"Deer  Valley  Corporation."  The separate existence of the Company shall cease,
the  Florida  corporation  shall  be  the  surviving  entity,  and  the  Florida
corporation  shall  be  governed  by  the  laws  of  the  State  of  Florida.

     The  Articles  of  Incorporation  of  the  new  Florida corporation will be
substantially  similar  to the current Delaware Certificate of Incorporation and
will  include  the  amendments  proposed  to  our  Delaware  Certificate  of
Incorporation  in this Information Statement.

See  Exhibit  99.6  for  the  Articles  of  Incorporation the Board of Directors
proposes for the Florida corporation.

Except  for  the  name  of  the  corporation  and  the reference to "Articles of
Incorporation"  rather  than  to a "Certificate of Incorporation," the Bylaws of
the  new  Florida corporation will be identical to the Company's current Bylaws.
The Company's directors and officers elected and appointed at or pursuant to the
special  meeting  announced  by  this  Information Statement, as well as current
director,  Charles  G.  Masters,  shall  be  the  directors  and officers of the
surviving  Florida  corporation.

     Upon  the effective date of the merger, by virtue of the merger and without
any action on the part of any holder thereof, each share of the Company's Common
Stock  outstanding immediately prior thereto shall be changed and converted into
one  fully  paid  and  nonassessable  share of the common stock of the surviving
Florida  corporation,  with the same rights and privileges thereto appertaining.

<PAGE>

Likewise,  each  share  of the Company's Preferred Stock outstanding immediately
prior  thereto  shall  be  changed  and  converted  into  one  fully  paid  and
nonassessable share of the preferred stock of the surviving Florida corporation,
with the same rights and privileges thereto appertaining.  The Company's options
and warrants shall also shall be changed and converted into options and warrants
of  the  surviving  Florida  corporation,  with  the  same rights and privileges
thereto  appertaining.

     On  the  effective  date  of the merger, the surviving Florida corporation,
without further act, deed, or other transfer, shall retain or succeed to, as the
case  may  be,  and  possess  and  be  vested  with  all the rights, privileges,
immunities,  powers,  franchises  and  authority,  of  a  public as well as of a
private  nature,  of  the  Company;  all property of every description and every
interest  therein, and all debts and other obligations of or belonging to or due
to  the  Company  on whatever account shall thereafter be taken and deemed to be
held  by  or  transferred  to,  as the case may be, or invested in the surviving
Florida  corporation  without  further act or deed; title to any real estate, or
any  interest  therein  vested in the Company, shall not revert or in any way be
impaired  by  reason  of  the  merger; and all of the rights of creditors of the
Company  shall  be  preserved unimpaired, and all liens upon the property of the
Company  shall be preserved unimpaired, and all debts, liabilities, obligations,
and  duties  of  the respective corporations shall thenceforth remain with or be
attached  to,  as  the case may be, the surviving Florida corporation and may be
enforced  against  the  Company  to  the  same  extent  as if all of said debts,
liabilities,  obligations,  and  duties  had  been incurred or contracted by the
Company.

PURPOSE  OF  MERGER  WITH  FLORIDA  CORPORATION

     The  Board  of  Directors has proposed the merger solely for the purpose of
changing the domicile of the  Company.  The Board of Directors deem it advisable
and  to  the  advantage  of the shareholders that the Company be merged with and
into  a  Florida  corporation  for  the  purpose of changing the jurisdiction of
incorporation of the Company from the State of Delaware to the State of Florida.


           INFORMATION DISCLOSED AS PART OF THIS INFORMATION STATEMENT

                                   MANAGEMENT

OFFICERS  AND  DIRECTORS


     As  of  March  1,  2006,  the  directors and executive officers of Cytation
Corporation,  Inc.,  their  ages,  positions,  the  dates of initial election or
appointment  as  directors  or  executive  officers, and the expiration of their
terms  are  as  set  forth  in the following table. Please note that Joel Logan,
Charles  Murphree,  and  John  Lawler are not directors or executive officers of
Cytation  Corporation  but  are  included  in  this  table pursuant to Rule 3b-7
because they are executive officers and/or directors of the Company's subsidiary
who perform policy-making functions.


<TABLE>
<CAPTION>

NAME OF                  AGE               POSITION                          PERIOD SERVED
DIRECTOR/EXECUTIVE
OFFICER
<S>                      <C>               <C>                                  <C>
Charles G. Masters        66  President, Chief Executive Officer,  January 18, 2006 to Present; term
                              and Class II Director                as Class II Director expires in
                                                                   2007

Christopher Portner       39  Class I Director                     July 2001 to Present; term as
                                                                   Class I Director expires in 2006

Joel Stephen Logan, II    37  Member of the Board of Directors     January 2004 to Present; term as
                              of Deer Valley Homebuilders, Inc.,   Director expires in 2006
                              President and General Manager of
                              Deer Valley Homebuilders, Inc.

<PAGE>


Charles L. Murphree,      44  Member of the Board of Directors     April 2004 to Present; term as
Jr.                           of Deer Valley Homebuilders, Inc.,   Director expires in 2006
                              Vice President and Regional Sales
                              Director of Deer Valley
                              Homebuilders, Inc.

John Steven Lawler        37  Member of the Board of Directors of  January 2004 to Present; term as
                              Deer Valley Homebuilders, Inc.,      Director expires in 2006
                              Director of Finance, Deer Valley
                              Homebuilders, Inc.

Hans Beyer                40  Proposed Class II Director           Nominee; term would expire in
                                                                   2007

John Giordano             48  Proposed Class III Director          Nominee; term would expire in
                                                                   2008


Dale Phillips             58  Proposed Class I Director            Nominee; term would expire in
                                                                   2009
</TABLE>

DUTIES, RESPONSIBILITIES AND EXPERIENCE

     CHARLES  G.  MASTERS,  Chief  Executive  Officer, President and Director of
Cytation  Corporation.  Mr.  Masters was the founder of Deer Valley Acquisitions
Corporation  and,  since  its  inception  in  July 2005, has served as its Chief
Executive  Officer.  In  March 1998, Mr. Masters founded and has since served as
CEO  and  CFO  of  Bumgarner Enterprises, Inc., an oil and gas development and a
business  consulting firm.  Since 2001, Mr. Masters has also served as Director,
CEO  and  CFO  of  Ranger  Industries, Inc., a public company, which is the sole
shareholder of Bumgarner Enterprises.  Mr. Masters has founded and served as the
CEO and CFO of several private companies involved in the development of military
electronic  communications  and  test  equipment, pioneering the introduction of
microprocessors  into  point  of  sale  equipment, medical equipment, artificial
intelligence  devices,  and  the  development  of  laser  scanners.  Mr. Masters
received  a  B.S.E.E.  (1961)  from  Duke University, a M.S.E.E. (1964) from the
University  of  Pittsburgh  and a M.S.M.S. (1966) from Johns Hopkins University.

     CHRISTOPHER  PORTNER,  Director  of Cytation Corporation. Since March 1998,
Mr.  Portner  has  been  a  certified financial planner and a general securities
principal  with PSA Equities and a portfolio manager with PSA Capital Management
of  Lutherville,  Maryland.  From  1995 through February 1998, Mr. Portner was a
financial  consultant with Peremel & Company of Baltimore, Maryland. Mr. Portner
is  a  graduate  of  the  College of Financial Planning's professional education
program,  holds  a  Bachelor of Science degree in both Business and English from
Towson  State  University.

Mr.  Portner  plans to resign as director at a special meeting to be held in the
second quarter of 2006.


     JOEL  STEPHEN  LOGAN,  II, Director, President, and General Manager of Deer
Valley  Homebuilders,  Inc.  Mr.  Logan  has  extensive  experience  in  the
manufactured home industry.  Since 2004, Mr. Logan has served as General Manager
and  President  for  Deer  Valley  Homebuilders, Inc.  From 1996 until 2003, Mr.
Logan  worked  as President of Pinnacle Homes of Alabama, a manufactured housing
company.  Mr. Logan is a graduate of Mississippi State University, from which he
holds  a  degree  in  Business Administration.

Mr.  Logan  is  included here as an executive officer because he is an executive
officer  of  the  Company's subsidiary who performs a policy-making function, as
determined by Rule 3b-7.


<PAGE>

     CHARLES  L.  MURPHREE,  JR.,  Director,  Vice President, and Regional Sales
Director  of Deer Valley Homebuilders, Inc.   Since April of 2004, He has worked
as  Regional Sales Director and Vice President of Deer Valley Homebuilders, Inc.
From  2003  until  2004, Mr. Murphree served as Plant Manager for Clayton Homes,
Inc.  From  2000  through  2003,  Mr.  Murphree worked as General Manager of the
Energy  and  LifeStyle  Divisions  of  Southern Energy Homes, Inc.  Mr. Murphree
graduated  from the University of Alabama with a Bachelor of Science in Business
Administration.  Mr.  Murphree  is included here as an executive officer because
he  is  an  executive  officer  of  the  Company's  subsidiary  who  performs  a
policy-making  function,  as  determined  by  Rule  3b-7.

     JOHN  STEVEN  LAWLER,  Director  and  Director  of  Finance  of Deer Valley
Homebuilders, Inc.  Since April 2004, Mr. Lawler, a certified public accountant,
has  worked as Director of Finance for Deer Valley Homebuilders, Inc.  From 2001
until  2004,  he  served  as ERP and IT Project Manager for Cavalier Homes, Inc.
From  1999  until  2001,  Mr. Lawler worked as the ERP Team Leader for Financial
Accounting  for  Cavalier Homes, Inc.  Mr. Lawler holds a Bachelor of Science in
Business  Administration from the University of Alabama.  Mr. Lawler is included
here as an executive officer because he is an executive officer of the Company's
subsidiary  who  performs  a policy-making function, as determined by Rule 3b-7.

     HANS  BEYER,  Nominee  for Director.  Since February of 2005, Mr. Beyer has
served  as  a partner for Saxon Gilmore Carraway Gibbons Lash & Wilcox, P.A.  At
Saxon  Gilmore  Carraway  Gibbons  Lash  & Wilcox, P.A., he oversees and manages
complex  legal matters. Since September 2005, Mr. Beyer has served as the Senior
Vice  President  of  Mirabilis  Ventures,  Inc.  At Mirabilis Ventures, Inc., he
oversees  private  equity  investments.  In addition, Mr. Beyer is President and
Founder  for  Daedalus  Consulting,  Inc.  In  connection  with  his position at
Daedalus  Consulting,  Inc.,  Mr.  Beyer  provides consulting advice on business
matters.  From  2003  to  February  2005,  Mr.  Beyer  was a partner at Buchanan
Ingersoll,  P.C.  Prior  to 2002, Mr. Beyer was the founder and President of the
Law  Firm  of  Hans  Christian  Beyer,  P.A.  Mr.  Beyer  holds  a B.A. from the
University  of  Michigan  and a J.D. from the University of Michigan Law School.

     JOHN  GIORDANO, Nominee for Director.  For the past five years Mr. Giordano
has served as Chair of the Business, Tax and Corporate Finance Practice Group at
Bush Ross, P.A., a Tampa, Florida law firm.  He is regularly involved in complex
business-related  transactions,  has  extensive  experience  in a broad range of
areas,  including  federal and state securities law, corporate finance, mergers,
acquisitions,  and  tax  law,  and  has  acted  as general corporate counsel for
numerous  Florida-based  public and private corporations.  Mr. Giordano attended
the  University  of  Florida, where he received a B.S., a J.D., and an L.L.M. in
taxation.




     DALE  PHILLIPS, Nominee for Director. For the past five years, Mr. Phillips
has  served  as  a  director  and  Vice  President  of  Finance  for  RE Purcell
Construction  Co.,  Inc., a paving and utility contractor. He is also a director
and  Vice  President  for  Dalmari,  Inc.  Mr.  Phillips holds an A.S. (1968) in
Business  Management from Champlain College and a B.A. (1971) in Accounting from
Castleton State College.

SIGNIFICANT  EMPLOYEES

     Other  than  the  executive  officers  of Deer Valley named above, no other
employees  are  required  to  be  disclosed  under  this  item. Because of their
importance  to the success of Deer Valley and the Company, Deer Valley maintains
"key  man"  life  insurance  policies,  with  Deer Valley as beneficiary, on the
former  owners  of  Deer  Valley,  including  Joel Stephen Logan II, John Steven
Lawler, and Charles Murphree.


FAMILY  RELATIONSHIPS

     There  are no family relationships among any of our directors and executive
officers.

INVOLVEMENT  IN  LEGAL  PROCEEDINGS

     To  the best of our knowledge, there is no material proceeding to which any
director,  officer  or  affiliate  of  the  Company,  any  owner  of  record  or
beneficially  of  more than 5% of any class of voting securities of the Company,
or  security holder is a party adverse to the Company or has a material interest
adverse  to  the  Company  or  any  of  its  subsidiaries.

     To  the  best  of  our  knowledge,  during the past five years, none of our
directors  or  executive officers were involved in any of the following: (1) any
bankruptcy  petition  filed by or against any property or business of which such

<PAGE>

person  was  a  general  partner  or executive officer either at the time of the
bankruptcy  or  within  two  years  prior  to that time; (2) any conviction in a
criminal proceeding or being subject to a pending criminal proceeding (excluding
traffic  violations  and  other minor offenses); (3) being subject to any order,
judgment,  or  decree,  not  subsequently reversed, suspended or vacated, of any
court  of competent jurisdiction, permanently or temporarily enjoining, barring,
suspending,  or  otherwise  limiting  his  involvement  in any type of business,
securities  or  banking  activities; and (4) being found by a court of competent
jurisdiction  (in  a  civil action), the SEC, or the Commodities Futures Trading
Commission  to  have  violated a federal or state securities or commodities law,
and  the  judgment  has  not  been  reversed,  suspended,  or  vacated.




SECTION 16(A) BENEFICIAL OWNERSHIP REPORTING COMPLIANCE

     Section  16(a) of the Securities Exchange Act of 1934, as amended, requires
the  Company's directors, officers and holders of more than 10% of the Company's
equity  securities  to  file with the Securities and Exchange Commission initial
reports  of  ownership  and  reports  of changes in ownership. Based solely on a
review  of  the  forms, reports, and certificates filed with the Company by such
persons,  all  Section  16(a)  filing  requirements  were  complied with by such
persons during the last fiscal year.

CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

     Except  as  set forth below, there were no transactions during the last two
fiscal  years,  and  there  are no proposed transactions to which the Company or
its  subsidiary  was  or  is to become a party, in which any director, executive
officer,  director  nominee,  beneficial owner of more than five percent (5%) of
any  class of our stock,  or  members  of their immediate families had, or is to
have,  a  direct  or  indirect  material  interest.

     In connection with the Securities Purchase and Share Exchange Agreement, on
January  18,  2006,  the  Company issued to Vicis Capital Master Fund, Inc. (the
"Lender")  an  Interest  Bearing Non-Convertible Installment Promissory Note, in
the  original  principal  amount of One Million Five Hundred Thousand and No/100
Dollars  ($1,500,000), together with interest accruing thereon at an annual rate
of  twelve percent (12%) per annum (the "Promissory Note"). The Lender also owns
Series  A Preferred Stock, Series A Common Stock Purchase Warrants, and Series B
Common  Stock Purchase Warrants.

In  March  2006,  the  Lender agreed to convert the Promissory Note into 150,000
shares  of  Series  A  Preferred  Stock, Series A Common Stock Purchase Warrants
entitling the holder to purchase 2,000,000 shares of Common Stock at an exercise
price of one dollar and fifty cents ($1.50) per share, and Series B Common Stock
Purchase  Warrants  entitling  the holder to purchase 1,000,000 shares of Common
Stock at an exercise price of two dollars and twenty five cents ($2.25).


     In  connection  with the Capital Stock Purchase Agreement, DVA entered into
the Earnout Agreement, pursuant to which, additional payments may be paid to the
former  owners  of Deer Valley Homebuilders, Inc., as an earnout, based upon the
net  income  before taxes of Deer Valley Homebuilders, Inc.  Joel Stephen Logan,
II, the President and General Manager of Deer Valley Homebuilders, Inc., Charles
L.  Murphree, Jr., the Vice President and Regional Sales Director of Deer Valley
Homebuilders,  Inc.,  and John Steven Lawler, Director of Finance of Deer Valley
Homebuilders,  Inc.,  are  each  a  party  to  the  Earnout  Agreement.


     Pursuant  an  oral  consulting  agreement  with  Ranger  Industries,  Inc.,
Cytation  paid,  in two installments on January 30, 2006 and February 8, 2006, a
$100,000  consulting  fee  to  Ranger  Industries, Inc., as payment in full, for
services rendered.

Ranger Industries, Inc. is controlled by Charles G. Masters, the Chief Executive
Officer & President of Cytation Corp.


     On  January 25 2006, the Company approved Deer Valley entering into a Sales
Contract  with  Steve J. Logan to purchase real property located at 7668 Highway
278  in  Sulligent,  Alabama.  The  purchase price for the Sulligent Property is
$725,000,  which  is  to  be financed, and the closing is currently scheduled to
occur on April 30, 2006. In addition, Steve J. Logan and Deer Valley have agreed
to  enter  into  a  short  term  lease  of  the  Sulligent Property, for nominal
consideration,  to  allow early occupancy and commencement of operations pending
the  expected  purchase  on April 30, 2006. Steve J. Logan is the father of Joel
Stephen  Logan,  II,  a Member of the Board of Directors, President, and General
Manager of Deer Valley.


<PAGE>


     The  disinterested  members  of  the  board  of Deer Valley have approved a
consulting  agreement between Deer Valley and Steve J. Logan, the father of Joel
Stephen  Logan,  II,  a Member of the Board of Directors, President, and General
Manager  of  Deer  Valley.  Under  the consulting agreement, Mr. Logan agreed to
remain  as  a  personal  guarantor on a loan on the Guin property and to provide
real estate consulting services from time to time, as requested. Deer Valley, in
return,  agreed  to  pay Mr. Logan $5,000 per month for five years and to assume
the  mortgage  on  the Guin property. Mr. Logan's personal guaranty allowed Deer
Valley  to  obtain a materially lower interest rate than it would have otherwise
been  able  to  obtain. There are no specific minimum hours which Mr. Logan must
work.  There  are no enforcement provisions available to Deer Valley, should Mr.
Logan  refuse  to provide consulting services. To date, the number of consulting
hours Mr. Logan has provided has been nominal



     Midtown  Partners  &  Co.,  LLC  ("Midtown  Partners"),  an  SEC  and  NASD
registered  broker  dealer,  acted  as  the  placement  agent for the Company in
connection  with  the Series A Preferred Stock Offering and was paid commissions
as previously disclosed in the Company's filings. Christopher Phillips and other
Series B Preferred Stockholders have an ownership interest in Midtown Partners.


                              CORPORATE GOVERNANCE

AUDIT COMMITTEE

      With the resignations of Messrs. Richard A. Fisher, Kevin J. High, Richard
Parke,  and  John J Gilece, Jr. from the Board of Directors, we do not currently
have  an  audit  committee,  but  one  will  be  appointed  as  the current year
progresses.  The  board  member  who  is  currently  performing  the  equivalent
functions  of  an  audit  committee  is  Charles  G.  Masters,  who has not been
determined  to  be  an  "audit  committee  financial  expert."

AUDIT COMMITTEE FINANCIAL EXPERT

     We  do  not currently have an "audit committee financial expert" as defined
under  Item  401(e)  of  Regulation  S-B.  As  discussed  above,  our  Board  of
Directors plans to form an Audit Committee and is actively seeking to appoint an
individual to the Board of Directors and the Audit Committee who would be deemed
an  audit  committee  financial expert and who would be independent as that term
is  used  in  Item  7(d)(3)(iv)  of  Schedule  14A.


AUDIT  COMMITTEE  CHARTER

     The  Board  of Directors has not adopted a written audit committee charter.


NOMINATING  COMMITTEE

     The  Company  does not currently have a standing Nominating Committee.  The
Company feels that it is appropriate not to have a standing Nominating Committee
due  to  the size of the Company. Currently, the Board of Directors, as a whole,
recommends  candidates  who will be nominated as management's slate of directors
at  each  annual  or  special  meeting  of the shareholders.  In connection with
selecting  candidates  for  nomination  to the Board of Directors, including any
nominees  recommended  by  security  holders, the Board of Directors (1) reviews
compliance  by  security  holders  with  the  Company's  nominating  procedures
contained  in  the  Bylaws; (2) reviews information assembled for the purpose of
selecting  candidates  for  nomination  to membership on the Board of Directors,
taking into account the skills and characteristics reflected in the then-current
Board members, and identifies any particular qualifications necessary to augment
the skills, expertise and experience represented on the Board; and (3) following
appropriate  investigation, ascertains the willingness of selected candidates to
serve  and  extends  invitations  to  become  candidates.

     In  identifying  candidates  for  membership on the Board of Directors, the
Board takes into consideration all of the factors that it considers appropriate,
which  may  include  diversity,  knowledge  of  the Company's business and other
related  industries, skills, and experience of the nominee in the context of the
needs  of  the  Board  as  a  whole.  Nominees are selected who have the highest
personal and professional integrity, as well as demonstrated abilities, and whom
the  Board believes will best serve the long-term interests of the stockholders.
The  Board  considers recommendations from stockholders, directors and officers,
in  light  of  upcoming  elections  and actual or expected Board vacancies.  All

<PAGE>

candidates, including those recommended by shareholders, are evaluated using the
same  criteria.  The  Board of Directors has not adopted a written charter for a
Nominating  Committee.  Due  to  the size of the Company, the Board of Directors
does not currently have a formal procedure to be followed by security holders in
submitting  recommendations  or  nominations  for  candidates  for  the Board of
Directors.  Security  holders  may  submit  such  recommendations or nominations
directly  to  the  Board  of  Directors at the Company's address, listed on this
Information  Statement.

     The  Board  has determined that none of the current members of the Board of
Directors are independent within the meaning of the listing standards of NASDAQ.

COMPENSATION  COMMITTEE

     The  Company  does  not  have a formal Compensation Committee. The Board of
Directors,  acting  as a Compensation Committee, meets to discuss and deliberate
on  issues  surrounding  the  terms  and  conditions  of  executive  officer
compensation,  including  base  salaries,  bonuses, awards of stock options, and
reimbursement of certain business-related costs and expenses.

BOARD  MEETINGS

     Directors  are  expected  to  attend  the  Company's  Annual  Shareholders'
Meeting,  and  all  or  substantially  all  Board  meetings  and  meeting of the
committees, if any, on which they serve.  Occasionally, unforeseen circumstances
may  prevent  a  director  from  attending.  All Board members attended the most
recent  annual  meeting.

     There  were two telephonic board meetings of the Board of Directors in 2005
with  all  five  directors  in attendance. The board acted nine times in 2005 by
unanimous  consent.  No  incumbent  directors  attended  fewer than seventy-five
percent  of  the  aggregate  of  the  total  number  of meetings of the board of
directors  (held  during  the period for which they have been directors) and the
total  number  of  meetings  held  by  all committees of the board on which they
served  (during  the  periods  which  they  served).

SHAREHOLDER  COMMUNICATION  WITH  THE  BOARD

     At  such  time  as  the  Company  shall  appoint  a  Corporate  Secretary,
shareholders and other parties interested in communicating with any director may
do  so  in  care  of  the  Company's  Corporate  Secretary  by  phone or written
correspondence pursuant to the contact information contained in this Information
Statement.  The  Corporate  Secretary  shall review all correspondence and shall
regularly  forward  all correspondence to the designated board member or, in the
case  of correspondence directed to the Board as a group, to the Chairman of the
Board  (except  that  the  Corporate  Secretary  will  not  forward  commercial
correspondence  or  duplicative  correspondence,  except  that  copies  will  be
maintained  of  all  such  correspondence).  A written log of all correspondence
will  be  maintained  by  the  Corporate Secretary.  All correspondence from the
shareholders relating to accounting, internal controls, or auditing matters will
be  forwarded  to appropriate parties in accordance with procedures developed by
the  Board with respect to such matters.  Until the Company appoints a Corporate
Secretary,  shareholders  or  other parties interested in communicating with any
director  may do so in care of Charles G. Masters, the Company's Chief Executive
Officer,  President,  and  Director,  who  shall  record  and  forward  all
correspondence  in  the  manner  described  above.

                COMPENSATION OF DIRECTORS AND EXECUTIVE OFFICERS

EXECUTIVE COMPENSATION

     The  following  table  sets  forth  information  regarding the compensation
earned  by  our  Chief Executive Officer and each of our most highly compensated
executive officers whose aggregate annual salary and bonus exceeded $100,000 for
each  of  the years indicated with respect to services rendered by such persons.

<PAGE>

<TABLE>
<CAPTION>
                                          SUMMARY COMPENSATION TABLE (9)

                                                     ANNUAL
                                                  COMPENSATION                           LONG-TERM COMPENSATION
                                              ----------------------             -----------------------------------
                                                                                RESTRICTED
                                                                                  STOCK
                                                                                  AWARDS/
                                                                                 SECURITIES    PAYOUTS
                                                                                 UNDERLYING
                                                                 OTHER ANNUAL     OPTIONS       LTIP        ALL OTHER
NAME AND PRINCIPAL                                     BONUS     COMPENSATION      SARS        PAYOUTS    COMPENSATION
POSITION                              YEAR  SALARY      ($)          ($)            (#)          ($)           ($)
<S>                                   <C>     <C>       <C>          <C>            <C>           <C>          <C>
Charles G. Masters (1)                2005     -          -           -              -            -            -
                                      2004     -          -           -              -            -            -
                                      2003     -          -           -              -            -            -

Joel Stephen Logan,                   2005  $52,000  $ 245,161    $143,617(7)        -            -            -
II(2)                                 2004  $49,000  $  62,121    $162,120(8)        -            -            -
                                      2003     -          -           -              -            -            -

Charles L. Murphree,                  2005  $52,000  $ 124,353      86,710(7)        -            -            -
Jr.(3)                                2004  $48,000  $  34,389    $ 97,516(8)        -            -            -
                                      2003     -          -           -              -            -            -

John Steven Lawler (4)                2005  $52,000  $ 118,291    $ 67,021(7)        -            -            -
                                      2004  $47,000  $  31,494    $ 75,846(8)        -            -            -
                                      2003     -          -           -              -            -            -

Richard A. Fisher(5)                  2005    $0          -          $0             $0            -            -
                                      2004    $0          -       $352,982          $0            -            -
                                      2003    $0          -       $140,000       $25,000          -            -

Kevin J. High (6)                     2005    $0          -          $0             $0            -            -
                                      2004    $0          -       $ 95,284          $0            -            -
                                      2003    $0          -       $375,000          $0            -            -
<FN>

1)   On  January  18,  2006,  Mr.  Masters  was  elected to serve as a Director,
     Chief Executive Officer, and President of Cytation Corporation.

<PAGE>

2)   Mr.  Logan  is  President  and  General  Manager  of  Deer  Valley
     Homebuilders,  Inc.,  a  material  operating  subsidiary  of  Cytation
     Corporation,  acquired  on  January  18,  2006. Mr. Logan has been included
     under Rule 3b-7 of the Exchange Act, as amended, as an executive officer of
     a  subsidiary  who  performs  certain policy making functions identified in
     Rule  3b-7.  Mr.  Logan's  executive compensation above includes historical
     compensation  paid  by  Deer  Valley  Homebuilders,  Inc.  prior  to  the
     acquisition by Cytation Corporation.

3)   Mr.  Murphree  is  Vice  President  and  Regional  Sales  Director  of Deer
     Valley  Homebuilders,  Inc,  a  material  operating  subsidiary of Cytation
     Corporation  acquired  on  January 18, 2006. Mr. Murphree has been included
     under Rule 3b-7 of the Exchange Act, as amended, as an executive officer of
     a  subsidiary  who  performs  certain policy making functions identified in
     Rule  3b-7. Mr. Murphree's executive compensation above includes historical
     compensation  paid  by  Deer  Valley  Homebuilders,  Inc.  prior  to  the
     acquisition by Cytation Corporation.

4)   Mr.  Lawler  is  Director  of  Finance  of Deer Valley Homebuilders, Inc, a
     material  operating subsidiary of Cytation Corporation, acquired on January
     18, 2006. Mr. Lawler has been included under Rule 3b-7 of the Exchange Act,
     as  amended,  as  an executive officer of a subsidiary who performs certain
     policy  making  functions  identified  in Rule 3b-7. Mr. Lawler's executive
     compensation  above  includes  historical  compensation paid by Deer Valley
     Homebuilders, Inc. prior to the acquisition by Cytation Corporation.

5)   Mr.  Fisher  resigned  as  Chairman  and  General  Counsel, effective as of
     January  18, 2006. Mr. Fisher's compensation for 2004 includes (a) $275,000
     paid  in  2001  but not earned as compensation until 2004, (b) $30,000 book
     value of restricted shares of common stock of Cytation Corporation, and (c)
     $15,000  book value of 25,000 shares of common stock acquired upon exercise
     of  stock option. Mr. Fisher's compensation for 2003 includes $100,000 paid
     in 2001 but not earned as compensation until 2003.

6)   Mr.  High  resigned  as  President,  effective  as of January 18, 2006. Mr.
     High's  compensation for 2004 includes (a) $30,000 book value of restricted
     shares  of  common  stock of Cytation Corporation, and (b) $45,285 from the
     cancellation  of  indebtedness of an affiliate. Mr. High's compensation for
     2003  includes  $225,000  paid in 2001 but not earned as compensation until
     2003.

7)   Amount  relates  to  partial  reimbursement  for  payment  of taxes accrued
     in  2005  and  payable  by  shareholder  due  to  status  as a Subchapter S
     corporation.


8)   Amount  relates  to  partial  reimbursement  for  payment  of taxes accrued
     in  2004  and  payable  by  shareholder  due  to  status  as a Subchapter S
     corporation.


9)   None  of  the  nominees  for  director  have received any compensation from
     Cytation Corporation.
</TABLE>

STOCK  OPTIONS  AND  STOCK  APPRECIATION  RIGHTS  GRANT  TABLE

     Neither  the  Company,  DVA,  nor Deer Valley Homebuilders, Inc. issued any
common  share  purchase  options  or  stock  appreciation rights during the 2005
fiscal year to its named executive officers.


STOCK  OPTIONS  AND  STOCK  APPRECIATION  RIGHTS  EXERCISE  AND  VALUATION TABLE

     With  respect  to each of our named executive officers, there have not been
any  common  share  purchase  options  or stock appreciation rights exercised in
fiscal  year  2005,  and  there  are  not  any unexercised common share purchase
options or stock appreciation rights as of December 31, 2005.

EMPLOYMENT  AGREEMENTS  WITH  NAMED  EXECUTIVE  OFFICERS


     No  employment  agreements were in effect during 2005. On January 18, 2006,
Deer  Valley entered into the following employment agreements with the following
executive officers.


<PAGE>

     On  January  18,  2006, Deer Valley Homebuilders, Inc. entered into a seven
year  employment agreement with Joel Stephen Logan, II.   Under the terms of Mr.
Logan's  Employment  Agreement,  Mr.  Logan  is  (a) entitled to receive a fixed
annual salary of $52,000, (b) entitled to receive a monthly "hitch bonus" of $60
per  "floor" produced by the Company, (c) is eligible to participate and receive
4.6%  of the net income before taxes of the Company, and (d) entitled to receive
health  benefits  and  coverage,  as  provided by the Company.

By  contract,  Mr.  Logan is entitled to serve on the Board of Directors of Deer
Valley  Homebuilders, Inc. and Deer Valley Acquisitions, Corp. until the earlier
of  (a) the expiration of the non-compete clause in his Employment Agreement, or
(b) final payment under the Earnout Agreement.


     On  January  18,  2006, Deer Valley Homebuilders, Inc. entered into a seven
year employment agreement with Charles L. Murphree, Jr.   Under the terms of Mr.
Murphree's Employment Agreement, Mr. Murphree is (a) entitled to receive a fixed
annual  salary  of  $52,000,  (b) entitled to receive a monthly "hitch bonus" of
$33.33  per  "floor" produced by the Company, (c) is eligible to participate and
receive  2.2% of the net income before taxes of the Company, and (d) entitled to
receive  health  benefits and coverage, as provided by the Company.

By contract, Mr. Murphree is entitled to serve on the Board of Directors of Deer
Valley  Homebuilders, Inc. and Deer Valley Acquisitions, Corp. until the earlier
of  (a) the expiration of the non-compete clause in his Employment Agreement, or
(b) final payment under the Earnout Agreement.


     On  January  18,  2006, Deer Valley Homebuilders, Inc. entered into a seven
year  employment  agreement  with  John  Steven Lawler.   Under the terms of Mr.
Lawler's  Employment  Agreement,  Mr.  Lawler is (a) entitled to receive a fixed
annual salary of $52,000, (b) entitled to receive a monthly "hitch bonus" of $35
per  "floor" produced by the Company, (c) is eligible to participate and receive
2%  of  the  net income before taxes of the Company, and (d) entitled to receive
health benefits and coverage, as provided by the Company.

By  contract,  Mr. Lawler is entitled to serve on the Board of Directors of Deer
Valley  Homebuilders, Inc. and Deer Valley Acquisitions, Corp. until the earlier
of  (a) the expiration of the non-compete clause in his Employment Agreement, or
(b) final payment under the Earnout Agreement.


STOCK OPTION PLANS

     During 2005, the Company did not maintain any stock option plans.


COMPENSATION  OF  DIRECTORS

     Except  for  reimbursement for his or her reasonable expenses for attending
Board  and  Board Committee meetings, the Company currently does not provide for
compensation  to  be  paid  to  members  of  the  Board  of  Directors.

INDEPENDENT PUBLIC ACCOUNTANTS

     Following  the  resignation of Radin, Glass & Co., LLP on January 20, 2006,
the  Board  of  Directors  selected  Wheeler,  Herman, Hopkins & Lagor of Tampa,
Florida  as  the  Company's  principal  accountant  for  the  current  year.  No
accountant  is  expected to be present at the meeting of security holders, to be
available  to  respond  to  appropriate questions, or to make a statement at the
meeting  of the security holders, although the Company does not intend to oppose
attendance by Wheeler, Herman, Hopkins & Lagor or by its former auditors, Radin,
Glass  &  Co., LLP, if they should desire to attend, answer questions, or make a
statement.


CHANGE  IN  REGISTRANT'S  CERTIFYING  ACCOUNTANT

     Effective  as  of January 20, 2006, Radin, Glass & Co., LLP resigned as the
Company's  auditors.  The  reports  of  Radin, Glass & Co., LLP on the Company's
consolidated financial statements for the  fiscal  year  ended December 31, 2004
(the  "Audit  Period")  did  not  contain  any  adverse opinion or disclaimer of
opinion,  nor were they qualified or modified as to uncertainty, audit scope, or
accounting  principles,  except  for  an explanatory  paragraph  relating to the
Company's  ability to continue as a going concern.  During the Audit Period, the
interim  period  through  September 30, 2005, and the interim period through the
effective  date  of  resignation  (the  "Interim  Periods"),there  were  no
disagreements  with  Radin,  Glass  &  Co.,  LLP  on  any  matter of  accounting

<PAGE>

principles  or  practices,  financial  statement  disclosure, or auditing  scope
or  procedure,  which  disagreements,  if  not  resolved to the satisfaction  of
Radin,  Glass  & Co., LLP,  would  have  caused  it to make reference thereto in
its  reports  on  the  Company's  consolidated  financial  statements  for  such
years.

     During  the  Audit  Period  and  Interim Periods,  the  Company  has had no
reportable  events  as  defined  in  Item  304(a)(1)(iv)  of  Regulation  S-K.

     The  Company  has  provided  Radin,  Glass  &  Co.,  LLP with a copy of the
foregoing  disclosures  and  has  requested,  pursuant  to  the  rules  of  the
United  States  Securities  and Exchange  Commission  (the  "Commission"),  that
Radin,  Glass  &  Co., LLP provide the Company with a letter  addressed  to  the
Commission  stating  whether  Radin,  Glass  &  Co.,  LLP  agrees  with  the
statements set forth herein and, if not, stating the respects in which  it  does
not  agree.  A  copy  of  the letter from Radin, Glass & Co., LLP is attached as
Exhibit  99.5  hereto.


     Subsequently,  on  February  3,  2006, the Company engaged Wheeler, Herman,
Hopkins & Lagor, P.A. as auditors.



AUDIT  FEES

     The  aggregate  fees  billed  by  Wheeler,  Herman,  Hopkins  &  Lagor  for
professional  services  rendered  for  the  audit  of  Deer  Valley's  financial
statements  for  the  fiscal  year ended December 31, 2005 and for the review of
Deer Valley's financial statements included in the Company's Form 10-QSB for the
period  ended  September 30, 2005, were approximately $60,000.  The fees for the
same  services rendered for comparable audits of the Company and DVA amounted to
approximately  $16,000.



     The  aggregate  fees  billed  by  Radin,  Glass & Co., LLP for professional
services  rendered for the review of the Company's financial statements included
in  the  Company's Form 10-QSB for the periods ended March 31, 2005 and June 30,
2005 were $6,500.



AUDIT-RELATED  FEES

     There  were  no  fees  billed  for  services  reasonably  related  to  the
performance of the  audit or review of our financial statements outside of those
fees  disclosed  above  under  "Audit  Fees"  in  the  last  two  fiscal  years.



TAX  FEES

     During the last two fiscal  years our principal accountants did not render
any services for tax  compliance,  tax  advice,  or  tax  planning  work.



ALL  OTHER  FEES

     There  were  no  other  fees billed by our principal accountants other than
those  disclosed  above  for  the  last  two  fiscal  years.



PRE-APPROVAL  POLICIES  AND  PROCEDURES

     Prior  to  engaging  our  accountants  to perform a particular service, our
Board  of  Directors  obtains  an  estimate  for  the  service  to be performed.
All of the services  described  above were approved by the Board of Directors in
accordance  with  its  procedures.


SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT


     The  table  below  sets  forth  information  with respect to the beneficial
ownership  of  our capital stock as of March 24, 2006 for (i) any person whom we
know  to be the beneficial owner of more than 5% of our outstanding common stock
(ii)  each  of  our  directors or those nominated to be directors, and executive
officers and (iii) all of our directors and executive officers as a group.


<PAGE>


<TABLE>
<CAPTION>
                           SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT(11)

TITLE OF CLASS                                       NAME AND ADDRESS             AMOUNT AND NATURE        PERCENTAGE OF CLASS(1)
                                                   OF BENEFICIAL OWNER                   OF
                                                                                  BENEFICIAL OWNERSHIP
<S>                                                       <C>                            <C>                       <C>
Common Stock issuable                             Charles G. Masters, Director        1,513,335 (4)               8.7%
upon conversion of Series B                       of Cytation Corp., Chief
Preferred Stock; Common                           Executive Officer & President
Stock issuable upon                               of Cytation Corp.(2)
conversion of Series A
Preferred Stock, Series A
Common Stock Purchase
Warrants, and Series B
Common Stock Purchase
Warrants.

Common Stock                                      Christopher Portner, Director          38,332                    *
                                                  of Cytation Corporation(2)        Direct Ownership

Common Stock issuable upon                        Joel Stephen Logan, II,               500,000                   2.8%
conversion of Series A                            Member of the Board of            Direct Ownership(5)
Preferred Stock; Common                           Directors of Deer Valley
Stock issuable upon exercise                      Homebuilders, Inc., President
of Series A  and Series B                         and General Manager of Deer
Warrants                                          Valley Homebuilders, Inc.(3)

Common Stock issuable upon                        Charles L. Murphree, Jr.,             333,335                   1.9%
conversion of Series A                            Member of the Board of            Direct Ownership(6)
Preferred Stock; Common                           Directors of Deer Valley
Stock issuable upon exercise                      Homebuilders, Inc., Vice
of Series A  and Series B                         President and Regional Sales
Warrants                                          Director of Deer Valley
                                                  Homebuilders, Inc.(3)

Common Stock issuable upon                        John Steven Lawler, Member            166,668                    *
conversion of Series A                            of the Board of Directors of    Direct Ownership(7)
Preferred Stock; Common                           Deer Valley Homebuilders,
Stock issuable upon exercise                      Inc., Director of Finance,
of Series A  and Series B                         Deer Valley Homebuilders,
Warrants                                          Inc.(3)

Common Stock issuable upon                        Deecembra Diamond(2)                  865,100(8)                5.0%
conversion of Series B
Preferred Stock

Common Stock issuable upon                        Christopher Phillips(2)             5,357,700(9)               30.5%
conversion of Series B
Preferred Stock or Series C
Preferred Stock; Common
Stock issuable upon exercise
of Series C Warrants

<PAGE>

Common Stock issuable upon                        Hans Beyer,                           565,933(10)               3.2%
conversion of Series A and B                      Director Nominee (2)
Preferred Stock; Common
Stock issuable upon exercise
of Series A  and Series B
Warrants

All Officers and Directors as a                                                        3,117,603                 17.8%
group (5 persons)


<FN>
*Less than 1%.


(1)  Applicable  percentage  of  ownership  is  based on (i) 1,000,000 shares of
     common  stock  being  issued  and outstanding as of March 24, 2006, (ii) an
     aggregate  of  9,941,620 shares of common stock which are issuable upon the
     conversion  of  745,622  shares  of  the  Company's  Series  A  Convertible
     Preferred  Stock  currently  issued  and outstanding, (iii) an aggregate of
     4,945,100  shares of common stock which are issuable upon the conversion of
     49,451  shares  of  the  Company's  Series  B  Convertible  Preferred Stock
     currently issued and outstanding, and (iv) an aggregate of 2,675,000 shares
     of  common stock which are issuable upon the conversion of 26,750 shares of
     the  Company's  Series  C  Convertible Preferred Stock currently issued and
     outstanding.

     Calculations  do  not  include  outstanding  warrants,  options,  or  other
     rights issued by the Company, unless the reporting person is the beneficial
     owner  of  the  warrant,  option,  or  other right. Beneficial ownership is
     determined  in  accordance  with  the rules of the Commission and generally
     includes  voting  of investment power with respect to securities. Shares of
     common  stock  subject to securities exercisable or convertible into shares
     of  common  stock  that  are currently exercisable or exercisable within 60
     days  of January 20, 2006 are deemed to be beneficially owned by the person
     holding  such  options  for  the  purpose  of  computing  the percentage of
     ownership  of  such  persons,  but  are  not treated as outstanding for the
     purpose  of  computing the percentage ownership of any other person. Unless
     otherwise noted, we believe that all shares are beneficially owned and that
     all  persons  named in the table have sole voting and investment power with
     respect to all shares of common stock owned by them.

(2)  Unless  otherwise  indicated,  the  mailing  address  of the shareholder is
     4902 Eisenhower Blvd., Suite 185, Tampa, FL 33634.

(3)  Unless  otherwise  indicated,  the  mailing  address  of the shareholder is
     205 Carriage St., Guin, Alabama 35563.


(4)  Includes  (a)  1,430,000  common  shares  issuable  upon  conversion  of
     14,300  shares  of the Company's Series B Preferred Stock directly owned by
     Charles  G.  Masters,  (b) 33,334 common shares issuable upon conversion of
     2,500  shares  of  the  Company's Series A Preferred Stock owned by Charles
     Masters'  spouse,  (c)  33,334  common shares issuable upon exercise of the
     Company's  Series A Common Stock Purchase Warrant owned by Charles Masters'
     spouse,  and  (d)  16,667  common  shares  issuable  upon  exercise  of the
     Company's  Series B Common Stock Purchase Warrant owned by Charles Masters'
     spouse.  Charles  G.  Masters  disclaims beneficial ownership of securities
     owned  by  his  spouse,  except  to  the  extent  of his pecuniary interest
     therein,  and  the  inclusion  of  these shares in this filing shall not be
     deemed  an  admission of beneficial ownership of all of the reported shares
     for purposes of Section 16 or for any other purpose.



(5)  Includes  (a)  200,000  common  shares  issuable  upon  exercise  of  the
     Company's Series A Preferred Stock; (b) 200,000 common shares issuable upon
     exercise  of  the Company's Series A Common Stock Purchase Warrant, and (c)
     100,000  common  shares  issuable  upon  exercise of the Company's Series B
     Common Stock Purchase Warrant.


<PAGE>


(6)  Includes  (a)  133,334  common  shares  issuable  upon  exercise  of  the
     Company's Series A Preferred Stock, (b) 133,334 common shares issuable upon
     exercise  of  the Company's Series A Common Stock Purchase Warrant, and (c)
     66,667  common  shares  issuable  upon  exercise  of the Company's Series B
     Common Stock Purchase Warrant.




(7)  Includes  (a)  66,667  common  shares  issuable  upon  exercise  of  the
     Company's  Series A Preferred Stock, (b) 66,667 common shares issuable upon
     exercise  of  the Company's Series A Common Stock Purchase Warrant, and (c)
     33,334  common  shares  issuable  upon  exercise  of the Company's Series B
     Common Stock Purchase Warrant.



(8)  Includes  (a)  675,000  common  shares  issuable  upon  conversion  of  675
     shares  of  the  Company's  Series  B  Preferred  Stock  directly  owned by
     Deecembra  Diamond,  and (b) 190,100 common shares issuable upon conversion
     of 190 shares of the Company's Series B Preferred Stock indirectly owned by
     nature  of  Deecembra  Diamond's ownership of Apogee Financial Investments,
     Inc.  Deecembra  Diamond disclaims beneficial ownership of securities owned
     by  Apogee  Financial  Investments,  Inc.,  except  to  the  extent  of her
     pecuniary  interest  therein,  and  the  inclusion  of these shares in this
     Filing  shall  not be deemed an admission of beneficial ownership of all of
     the reported shares for purposes of Section 16 or for any other purpose.




(9)  Includes  (a)  302,500  common  shares  issuable  upon  conversion  of  303
     shares  of the Company's Series B Preferred Stock owned by Famalom, LLC, an
     entity  for  which  Christopher  Phillips serves as the managing member (b)
     2,675,000  common  shares  issuable  upon conversion of 2,675 shares of the
     Company's  Series  C Preferred Stock owned by Total CFO, LLC, an entity for
     which  Mr.  Phillips serves as the managing member, (c) 2,000,000 shares of
     common  stock  which  are issuable upon exercise of a warrant held by Total
     CFO,  LLC,  an entity for which Mr. Phillips serves as the managing member,
     and (d) 190,100 common shares issuable upon conversion of 190 shares of the
     Company's  Series  B  Preferred  Stock  indirectly  owned  by nature of Mr.
     Phillip's  ownership  of  Apogee Financial Investments, Inc. The conversion
     rights  of each holder of outstanding shares of Series C Preferred Stock is
     limited  in the certificate of designations, preferences and rights of such
     stock, and the exercise rights in the warrants issued to Total CFO, LLC are
     limited,  so,  in  each instance, the holder is not entitled to convert any
     Series  C  Preferred  Stock,  or exercise any warrants, to the extent that,
     after  such  conversion,  the  sum  of the number of shares of common stock
     beneficially  owned  by  such  holder  and  its  affiliates, will result in
     beneficial ownership of more than 4.99% of the outstanding shares of common
     stock.  As  a  result,  the  inclusion  of Series C Preferred Stock in this
     Filing  shall  not be deemed an admission of beneficial ownership of all of
     registered  securities  under  Section  16  or  for  any  other purpose. In
     addition, Christopher Phillips disclaims beneficial ownership of securities
     owned  by  Famalom,  LLC, Total CFO, LLC, and Apogee Financial Investments,
     Inc.,  except  to  the  extent  of  his pecuniary interest therein, and the
     inclusion  of  these shares in this Filing shall not be deemed an admission
     of  beneficial  ownership  of  all  of the reported shares or for any other
     purpose.



(10) Includes  (a)  13,333  common  shares  issuable  upon  exercise  of  the
     Company's  Series A Preferred stock, (b) 13,333 common shares issuable upon
     exercise of the Company's Series A Common Stock Purchase Warrant, (c) 6,667
     common shares issuable upon exercise of the Company's Series B Common Stock
     Purchase  Warrant,  (d)  342,500  shares  of common stock issuable upon the
     conversion  of  342.5  shares of Series B Convertible Preferred Stock owned
     indirectly through Daedalus Consulting, Inc., and (3) 190,100 common shares
     issuable  upon conversion of 190 shares of the Company's Series B Preferred
     Stock  indirectly  owned  by  nature  of  Mr. Beyer's indirect ownership of
     Apogee Financial Investments, Inc. Mr. Beyer disclaims beneficial ownership
     of  securities  owned  by  Daedalus  Consulting,  Inc. and Apogee Financial
     Investments,  Inc., except to the extent of his pecuniary interest therein,
     and  the  inclusion  of  these shares in this Filing shall not be deemed an
     admission  of beneficial ownership of all of the reported shares or for any
     other purpose.


(11) Nominees  for  director  Dale  Phillips  and  John  Giordano  own  no
     securities of Cytation Corporation.
</TABLE>


CALCULATIONS  RELATED  TO  APPROVALS  OF  PROPOSALS

     For  approval  of  each  of  the  proposals  included  in  this Information
Statement,  the  affirmative  vote  of a majority of the shares of capital stock
outstanding  on the Record Date will be required for approval.  In addition, the
holders  of  at least fifty percent of our issued Series A Preferred Stock, as a
class,  must consent to increasing the authorized preferred stock of the Company
and  merging with a Florida corporation for the sole purpose of establishing the

<PAGE>

Company's  domicile in Florida.  Shareholders holding in excess of fifty percent
of  the  shares have indicated that they will vote for all proposals included in
this  Information  Statement.  Furthermore, holders of at least fifty percent of
our  issued  and  outstanding  Series A Preferred Stock have indicated that they
will  consent  to  increasing  the authorized preferred stock of the Company and
merging  with  a  Florida  corporation  for the sole purpose of establishing the
Company's  domicile  in  Florida.



     MAJORITY  VOTE  FOR  ALL  PROPOSALS

          Pursuant to the restrictions of the Certificates of Designation of the
Company's  Series  A and Series C convertible preferred stock, and in accordance
with  the  Record  Date  of  April 6, 2006, the aggregate shares available to be
voted  on  the  proposals included in this Information Statement are 10,644,342.
Fifty  percent  of  the  aggregate shares available to be voted on the proposals
amounts  to  5,322,171  shares.  The  following shareholders have indicated that
they  intend  to  vote  for  all  of  the  proposals:
<TABLE>
<CAPTION>

SHAREHOLDER                      NUMBER OF SHARES TO BE VOTED FOR PROPOSALS
<S>                                               <C>
Charles G. Masters                            1,430,000
-------------------------------  ------------------------------------------
Edwin McGusty                                   685,000
-------------------------------  ------------------------------------------
Deecembra Diamond                               675,000
-------------------------------  ------------------------------------------
Stacy Bagly                                     597,500
-------------------------------  ------------------------------------------
Daedalus Consulting                             342,500
-------------------------------  ------------------------------------------
Hans Beyer                                       13,333
-------------------------------  ------------------------------------------
Richard Masters                                 250,000
-------------------------------  ------------------------------------------
Robert Christian                                100,000
-------------------------------  ------------------------------------------
Famalom, LLC and Total CFO, LLC                 531,152
-------------------------------  ------------------------------------------
Vicis Capital Master Fund                       531,152
-------------------------------  ------------------------------------------
TOTAL                                         5,345,737
-------------------------------  ------------------------------------------
</TABLE>



     APPROVAL  OF  AT LEAST FIFTY PERCENT OF THE ISSUED AND OUTSTANDING SERIES A
PREFERRED  STOCK

     The  voting restrictions of the Certificate of Designation of the Company's
Series  A  Preferred Stock apply only if the holders of Series A Preferred Stock
vote  with  all shareholders.  When the consent of at least fifty percent of the
holders of Series A Preferred Stock is required before certain corporate actions
may  be  taken,  no  such restrictions apply.  Accordingly, the consent of Vicis
Capital  Master  Fund, which holds approximately 60.6% of the Company's Series A
Preferred  Stock,  represents  the  consent  required  to approve increasing the
authorized preferred stock of the Company and merging with a Florida corporation
for  the  sole  purpose  of  establishing  the  Company's  domicile  in Florida.


                        CHANGE IN CONTROL AND ACQUISITION

     On January 18, 2006, the Company entered into the Securities Purchase and
Share Exchange Agreement, (the "Securities Purchase and Share Exchange
Agreement") by and among the Company, Richard A. Fisher, Kevin J. High, certain
purchasers of the Company's Series A Convertible Preferred Stock, DVA, the
shareholders of DVA, and Vicis Capital Master Fund (the "Lender").


     SERIES  A  PREFERRED  STOCK  OFFERING  AND  DEBT  FINANCING

     On  January  18,  2006,  the  Company  closed  on  a  private  placement of
approximately  $5,202,735  of  Series  A  Preferred  Stock.  Pursuant  to  the
Securities  Purchase and Share Exchange Agreement, dated as of January 18, 2006,
the  Company (a) issued and sold to the Purchasers, and the Purchasers purchased
from  the  Company, (a) 520,274 shares of Series A Preferred Stock, (b) Series A
Common  Stock  Purchase  Warrants  entitling  the  holders  to purchase up to an
aggregate of 6,936,980 shares of Common Stock at an exercise price of one dollar
and  fifty  cents  ($1.50)  per  share,  and  (c) Series B Common Stock Purchase
Warrants  entitling  the  holders  to  purchase  up to an aggregate of 3,468,490

<PAGE>

shares of Common Stock at an exercise price of two dollars and twenty five cents
($2.25)  per  share  (the  "Series  A Preferred Stock Offering").  See, "CAPITAL
STRUCTURE"  below  for  description of Series A Preferred Stock, Series A Common
Stock  Purchase  Warrants,  and  Series  B  Common  Stock  Purchase  Warrants.


     Also,  on  January  18,  2006,  the  Company  issued  its  Interest Bearing
Non-Convertible  Installment  Promissory  Note  (the  "Promissory Note"), in the
                                                       ---------------
original  principal  amount  of  One  Million  Five  Hundred Thousand and No/100
Dollars  ($1,500,000), together with interest accruing thereon at an annual rate
of  twelve  percent  (12%)  per annum. In March 2006, Vicis Capital Master Fund,
Inc. (the "Lender") agreed to convert the Promissory Note into 150,000 shares of
Series  A Preferred Stock, Series A Common Stock Purchase Warrants entitling the
holder  to purchase 2,000,000 shares of Common Stock at an exercise price of one
dollar  and  fifty  cents ($1.50) per share, and  Series B Common Stock Purchase
Warrants entitling the holder to purchase 1,000,000 shares of Common Stock at an
exercise  price  of  two  dollars  and  twenty  five  cents  ($2.25)  (the "Debt
                                                                            ----
Conversion").
----------


     The issuance of the Series A Preferred Stock, Series A Warrants, and Series
B  Warrants were exempt from the registration requirements of the Securities Act
of  1933,  as  amended, pursuant to Section 4(2) of the Act for transactions not
involving  a  public  offering  and  Rule  506  promulgated by the United States
Securities and Exchange Commission under the Securities Act of 1933, as amended.
Such  securities  were  issued  to  institutional  or  accredited  investors.


     Since  January  18,  2006,  Cytation  Corporation  has  sold  an additional
$1,728,480  (or  172,848  shares) of Series A Preferred Stock, Series A Warrants
exercisable  for  2,304,640  shares  of  common  stock,  and  Series  B Warrants
exercisable for 1,152,320 shares of common stock (inclusive of amounts issued in
connection  with  the Debt Conversion). Cytation has sold the Series A Preferred
Stock  and  warrants  to  institutional,  accredited,  and  a  limited number of
non-accredited  investors  pursuant to Rule 506 promulgated by the United States
Securities and Exchange Commission under the Securities Act of 1933, as amended.


     Midtown  Partners  &  Co.,  LLC  ("Midtown  Partners"),  an  SEC  and  NASD
registered  broker  dealer,  acted  as  the  placement  agent for the Company in
connection  with  the  Series  A  Preferred Stock Offering.  Midtown Partners is
located in Boca Raton, Florida.  In connection with the Series A Preferred Stock
Offering,  the Company paid Midtown Partners a cash commission equal to $490,274
and  issued  (a)  Series BD-1 Common Stock Purchase Warrants to Midtown Partners
entitling  Midtown  Partners  to purchase 693,980 shares of the Company's common
stock  at  an exercise price of  seventy five cents ($.75) per share, (b) Series
BD-2  Common  Stock  Purchase  Warrants  to  Midtown  Partners entitling Midtown
Partners to purchase 693,980 shares of the Company's common stock at an exercise
price  of  one  dollar  and  fifty  cents ($1.50) per share, and (c) Series BD-3
Common Stock Purchase Warrants to Midtown Partners entitling Midtown Partners to
purchase  346,840  shares  of the Company's common stock at an exercise price of
two  dollars  and twenty five cents ($2.25) per share.  See, "CAPITAL STRUCTURE"
below  for  description  of  Series  BD-1,  BD-2,  and  BD-3  Warrants.

     The  issuance  of the Series B Warrants to Midtown Partners was exempt from
the  registration  requirements  of  the  Securities  Act  of  1933, as amended,
pursuant  to  Section  4(2)  of  the Act for transactions not involving a public
offering  and  Rule 506 promulgated by the United States Securities and Exchange
Commission  under  the Securities Act of 1933, as amended.  Such securities were
issued  to  institutional  or  accredited  investors.


     Except  for  the  matters  discussed  immediately  below,  to  Cytation's
knowledge,  no  holder of Series A Preferred Stock was an affiliate of, or was a
party  to  a  material contact with, any holder of Series B Preferred Stock, any
holder  of  Series  C  Preferred  Stock,  or  the  former  owners of Deer Valley
Homebuilders,  Inc. The former owners of Deer Valley Homebuilders, Inc. acquired
$500,000,  in  the aggregate, of Series A Preferred Stock using a portion of the
proceeds from the $6,000,000 cash purchase price received upon completion of the
sale  of  100%  of  the  issued  and  outstanding  capital  stock of Deer Valley
Homebuilders,  Inc.  In  addition,  the father of Joel Logan, a former owner and
current  officer  of  Deer Valley Homebuilders, Inc., purchased 15,000 shares of
Series  A  Preferred  Stock  (and  related  Series  A and Series B warrants) for
$150,000.  Edwin  McGusty,  an  employee  of  Midtown  Partners  & Co., LLC, the
placement  agent for the Series A Preferred Offering, purchased 10,000 shares of
Series  A  Preferred  Stock  (and  related  Series  A and Series B warrants) for
$100,000.  Hans Beyer, an owner of Daedalus Consulting, an owner of 3,425 shares
of  Series B Preferred Stock, purchased 1,000 shares of Series A Preferred Stock
(and  related Series A and Series B warrants) for $10,000. Max Frye, an employee
of  Deer  Valley Homebuilders, Inc. purchased 3,750 shares of Series A Preferred
Stock (and related Series A and Series B warrants) for $37,500.


<PAGE>


     The  proceeds  from  the  Series  A  Preferred  Stock Offering and the Loan
referenced  above  were  used as follows: (a) $6,000,000 to purchase 100% of the
issued  and  outstanding  capital  stock  of Deer Valley Homebuilders, Inc., (b)
$636,871  as  payment  of  commissions  to  Midtown Partners & Co., LLC, and (c)
$294,344  for  working  capital and payment of accountant, legal, consulting and
miscellaneous offering expenses.


     SHARE  EXCHANGE

     On  January  18,  2006,  the Company completed a share exchange pursuant to
which  the  Company acquired 100% of the issued and outstanding capital stock of
Deer  Valley  Acquisitions, Corp. (the "Share Exchange").  Pursuant to the Share
Exchange  Agreement,  in  exchange for 100% of the issued and outstanding common
stock  of  Deer  Valley  Acquisitions,  Corp.,  the Company issued the following
securities  to  the  shareholders of Deer Valley Acquisitions, Corp.: (a) issued
49,451  shares  of the Company's Series B Preferred Stock, (b)  26,750 shares of
the  Company's  Series C Preferred Stock, and (c) Series C Common Stock Purchase
Warrants  to  Midtown  Partners entitling Midtown Partners to purchase 2,000,000
shares of the Company's common stock at an exercise price of  seventy five cents
($.75)  per  share.  See,  "CAPITAL STRUCTURE" below for description of Series B
Preferred  Stock,  Series  C  Preferred Stock and Series C Common Stock Purchase
Warrants.

     The  issuance of the Series B Preferred Stock, Series C Preferred Stock and
Series  C  Common  Stock  Purchase  Warrants  to the shareholders of Deer Valley
Acquisitions,  Corp.  was  exempt  from  the  registration  requirements  of the
Securities  Act  of  1933,  as  amended, pursuant to Section 4(2) of the Act for
transactions  not  involving  a  public offering and Rule 506 promulgated by the
United  States  Securities  and  Exchange Commission under the Securities Act of
1933,  as  amended.  Such securities were issued to institutional or  accredited
investors.

     ADDITIONAL  WARRANT

     In  connection  with  its  issuance  of an Interest Bearing Non-Convertible
Installment Promissory Note, having an original principal balance of One Million
Five  Hundred Thousand and No/100 Dollars ($1,500,000), the Company, pursuant to
the  Securities  Purchase  and  Share Exchange Agreement, issued to the Lender a
Series  D  Common  Stock Purchase Warrant to purchase 2,000,000 shares of Common
Stock  at  an  exercise price per share equal to Seventy Five Cents ($.75). See,
"CAPITAL  STRUCTURE" below for description of the Series D Common Stock Purchase
Warrants.

     The issuance of the Series D Common Stock Purchase Warrants was exempt from
the  registration  requirements  of  the  Securities  Act  of  1933, as amended,
pursuant  to  Section  4(2)  of  the Act for transactions not involving a public
offering  and  Rule 506 promulgated by the United States Securities and Exchange
Commission  under  the Securities Act of 1933, as amended.  Such securities were
issued  to  institutional  or  accredited  investors.


     ACQUISITION

     Pursuant to the Capital Stock Purchase Agreement dated November 1, 2005, as
amended,  Deer  Valley Acquisitions Corp., a wholly-owned subsidiary of Cytation
Corporation,  acquired,  immediately  after completion of the Series A Financing
and the Share Exchange, one hundred percent (100%) of the issued and outstanding
capital  stock  of  Deer  Valley  Homebuilders,  Inc.  Upon  completion  of  the
acquisition  of the capital stock of Deer Valley Homebuilders, Inc., Deer Valley
Homebuilders,  Inc.  became  an  indirectly  wholly-owned subsidiary of Cytation
Corporation.  Pursuant to the terms of the Capital Stock Purchase Agreement, DVA
purchased one hundred percent (100%) of the issued and outstanding capital stock
of Deer Valley Homebuilders, Inc. for $6,000,000 cash.  An additional portion of
the  purchase price is calculated and paid as an earnout to the former owners of
Deer  Valley  Homebuilders,  Inc., pursuant to the Earnout Agreement, based upon
the  net  income  before taxes of Deer Valley Homebuilders, Inc. during the next
five  (5)  years  up  to  a  maximum  of  an  additional  $6,000,000.  Cytation
Corporation  engaged acquired Deer Valley Homebuilders, Inc. in order to acquire
a  profitable  manufacturing  operating  subsidiary.



     A  vote of the shareholders of Cytation Corporation was not required to (a)
acquire  one  hundred percent (100%) of the issued and outstanding capital stock
of  Deer  Valley  Homebuilders, Inc., or (b) issue the Series A Preferred Stock,
Series  B  Preferred  Stock,  Series  C  Preferred Stock or related warrants. An

<PAGE>

affirmative  vote  of the holders of a majority of the outstanding voting shares
is required to increase the authorized capital stock. The increase in authorized
capital stock is the subject of Proposal No. 3 above.



     As  a  result  of the transaction, Cytation Corporation has issued Series A
Preferred  Stock,  Series  B  Preferred Stock, and Series C Preferred Stock. See
CAPITAL  STRUCTURE  below  for  a  discussion  of  the  rights, preferences, and
designations  of  the  Series  A  Preferred Stock, Series B Preferred Stock, and
Series C Preferred Stock.



     Upon  completion of the acquisition, Deer Valley Homebuilders, Inc. entered
into  Employment  Agreements  with  Joel Stephen Logan, II, Charles L. Murphree,
Jr., John Steven Lawler. See EMPLOYMENT AGREEMENTS WITH NAMED EXECUTIVE OFFICERS
for  additional information concerning these Employment Agreements. By contract,
Mr.  Lawler  is  entitled  to  serve  on  the  Board of Directors of Deer Valley
Homebuilders,  Inc. and Deer Valley Acquisitions, Corp. until the earlier of (a)
the  expiration  of  the  non-compete clause in his Employment Agreement, or (b)
final payment under the Earnout Agreement.



     We  have  treated the transaction using purchase accounting methods, and we
have  not treated the transaction as a "reverse acquisition" or "reverse merger"
for  accounting purposes. Deer Valley Homebuilders, Inc. expenses payments under
its  Employment  Agreements  with  Messrs.  Logan,  Murphree,  and  Lawler  as
compensation  is  earned.  If  compensation  is  earned  but  not paid, then the
compensation  is  accrued  as  a  liability on Deer Valley's balance sheet. Deer
Valley  Homebuilders,  Inc.  chose  this  accounting  treatment  based upon FASB
Concepts  Statement  No.6,  paragraphs  139 through 142. The Company has adopted
SFAS 123R, beginning with on January 1, 2006.



     Deer  Valley Homebuilders Inc.'s manufactured and modular homes are subject
to  local  zoning  and  housing  regulations.  Installation of homes and utility
connections are subject to state and local regulation, and must be complied with
by  the dealer or other person installing the home. Deer Valley does not install
homes or connect utilities to homes. A number of states require manufactured and
modular  home  producers  to  post  bonds to ensure the satisfaction of consumer
warranty  claims.  Several  states  have  licensing  requirements  governing the
delivery  of manufactured and modular homes. Deer Valley has complied with these
requirements  in  Alabama,  Mississippi,  Louisiana, Arkansas, Georgia, Florida,
North  Carolina,  South  Carolina,  Tennessee,  Kentucky,  Indiana,  Illinois,
Missouri, Oklahoma, and Texas. Many of these states require that companies renew
their license applications or notify the state after a change in ownership. Deer
Valley  is in the process of notifying states of the change in its ownership and
renewing  its  licenses, when required. Some of the states which require renewal
of licenses have waived the renewal requirement.



     There  is  no  material  relationship  between  Cytation Corporation or its
affiliates,  or  any  director or officer of Cytation Corporation, and any other
party  to  the  Capital  Stock  Purchase  Agreement,  or  as  disclosed  in this
Information  Statement. Upon completion of the acquisition, the former owners of
Deer  Valley Homebuilders, Inc. acquired less than a five percent (5%) ownership
interest in Cytation Corporation.


      There are no existing agreements which may provide for a further change in
control  of  the  Company.

DESCRIPTION OF BUSINESS

     GENERAL

     Until June 20, 2001, Cytation Corporation provided an extensive range of
in-school and online services directed at high school students and their
parents, high school counselors, college admissions officers and corporations
which target the teen marketplace. On June 20, 2001, the Company sold all of its
assets associated with these activities to TMP Worldwide Inc. for approximately
$7.2 million in cash and debt assumed.


     During  the period commencing with the fourth quarter of 2002 and ending in
December  2004,  the Company engaged in the business of providing consulting and
related services to private companies which wished to become reporting companies
under  the  Securities  Exchange  Act  of  1934,  but which lacked the financial
resources  for  an  initial  public  offering  ("IPO") and which did not wish to

<PAGE>

become  a  reporting  company  via  a  reverse merger. Specifically, during that
period the Company provided the following services to its clients:

     -    assisted  in  the  selection  of  competent  corporate  and securities
          counsel  and  independent  auditors  experienced  in  SEC practice and
          procedure;
     -    developed  strategies,  assist  in  applying,  and  provide  the
          stockholder distribution and base necessary, for listing on the OTCBB,
          the  BBX, NASDAQ or the American Stock Exchange, including advice with
          respect  to  meeting  applicable  initial  and  maintenance  listing
          requirements;
     -    assisted  client  companies'  outside  legal  counsel  in  the
          preparation  and  filing  with  the  SEC  of a registration statement,
          generally on Form SB-2;
     -    assisted  client  companies'  outside  legal  counsel  and  auditors
          with respect to SEC Staff comments on the registration statement;
     -    assisted  client  companies  in  preparing  for  an  audit  of  their
          financial statements in connection with the registration statement;
     -    assisted client companies in obtaining market makers;
     -    assisted  client  companies  with  respect  to  obtaining  a  "manual
          exemption" from filing requirements under state securities laws;
     -    evaluated opportunities for research on client companies;
     -    evaluated general client company profile materials;
     -    advised  client  company  management  regarding  general  private  to
          public company transition issues and matters; and
     -    introduced  client  companies  to  possible  institutional  sources of
          private financing.

     The  Company  did  not  provide  investor  relations  or  financial  public
relations services or assist client companies in selecting investor relations or
a  financial  public relations services provider. Nor did the Company underwrite
client  companies' securities. Management of the Company did not take management
or  director  positions with any client company, and the Company did not provide
consulting services related to the management or operation of client businesses.
The  Company  was compensated in cash and client company stock for its services.
All  transactions  in  the  securities  of  client  companies  were  effected by
unaffiliated  members  of the National Association of Securities Dealers in open
market transactions.



     In  September  of 2004 the Company elected to become a business development
company  under the Investment Company Act of 1940. In the first quarter of 2005,
the  Company  discontinued all business operations except finding an appropriate
private  entity  with  which  it  could  engage  in  a reverse merger or similar
transaction.  In  December  of  2005,  the  Company  withdrew its election to be
treated  as  a  business development company under the Investment Company Act of
1940.  Cytation Corporation's audited balance sheet as of December 31, 2005, and
audited  statements  of  income, cash flows, and changes in stockholders' equity
for  the  one  year  periods  ending December 31, 2005 and December 31, 2004 are
attached hereto as Exhibit 99.1.



     On  January  18,  2006,  Cytation  entered into the Securities Purchase and
Share Exchange Agreement, which, among other matters, (a) resulted in Cytation's
issuance  of  approximately  $5,202,735  (or  520,274  shares)  of  its Series A
Convertible  Preferred  Stock,  $.001  Par  Value  ("Series A Preferred Stock"),
Series  A  Common  Stock  Purchase  Warrants exercisable for 6,936,980 shares of
common  stock  (the  "Series  A  Warrants"),  and Series B Common Stock Purchase
Warrants  exercisable  for  3,468,490  shares  of  common  stock  (the "Series B
Warrants")  (the  "Series A Preferred Offering"), and (b) resulted in Cytation's
issuance of its Interest Bearing Non-Convertible Installment Promissory Note, in
the  original  principal  amount of One Million Five Hundred Thousand and No/100
Dollars ($1,500,000) (the "Debt Offering").



     In  addition, on January 18, 2006, Cytation acquired 100% of the issued and
outstanding  capital  stock  of  DVA, in exchange for the issuance of (a) 49,451
shares  of  the  Company's  Series B Preferred Stock, $.001 Par Value ("Series B
Preferred  Stock"), (b) 26,750 shares of the Company's Series C Preferred Stock,
$.001  Par Value (the "Series C Preferred Stock"), and (c) Series C Common Stock
Purchase  Warrants  exercisable for 2,000,000 shares of common stock of Cytation
Corporation.  (the  "Share  Exchange").  Deer  Valley  Acquisitions,  Corp. is a
Florida  corporation  formed  in  July  2005.  DVA's audited balance sheet as of
December  31,  2005, and audited statements of income, cash flows and changes in

<PAGE>

stockholders'  equity  for  the  six  month  period ending December 31, 2005 are
attached hereto as Exhibit 99.2.



     Immediately  after  completion of the Series A Preferred Offering and Share
Exchange,  DVA,  a  wholly  owned  subsidiary  of Cytation, acquired 100% of the
issued  and  outstanding capital stock of Deer Valley. Deer Valley is an Alabama
corporation  formed  in  January 2004. Deer Valley's audited balance sheet as of
December  31, 2005, and audited statements of income, cash flows, and changes in
stockholders' equity for the years ended December 31, 2005 and December 31, 2004
are  attached  hereto  as  Exhibit  99.3.  In  addition, the Pro Forma condensed
Financial  Statements as of December 31, 2005 for Cytation, DVA, and Deer Valley
are  attached  hereto  as  Exhibit 99.4. Because Cytation discontinued its prior
operations  in the first quarter of 2005, and was a shell company (as defined in
Rule  12b-2  of the Exchange Act) from the first quarter of 2005 through January
18,  2006,  the  remaining  discussion  of the Company's business relates to the
operations of Cytation's newly acquired operating subsidiary, Deer Valley.


     Deer  Valley  was  launched  in  January,  2004  and  is  a manufacturer of
factory-built homes in the southeastern and south central housing markets in the
United  States. As of the date of this Information Statement, we manufacture all
of our factory built homes from a single manufacturing facility located in Guin,
Alabama.  We  rely upon a team of regional sales directors and approximately 110
independent  dealers  to  market  our  manufactured  homes  in  over  80  retail
locations.

As  of  the  date of this Information Statement, we are selling our manufactured
homes  in  15  states  through  our  network  of  independent dealers and retail
centers.


     Deer  Valley is an Alabama corporation with its business offices located at
205  Carriage  Street,  P.O.  Box 310, Guin, Alabama 33563 and is engaged in the
production,  sale,  and  marketing of manufactured homes in the southeastern and
south  central  U.S.  housing  market.

     Each  home  that we manufacture is built and constructed in accordance with
the  federal  Manufactured Home Construction and Safety Standards promulgated by
the  U.S.  Department of Housing and Urban Development, better known as the "HUD
Code."  According to the Manufactured Housing Institute, new HUD Code homes that
were  shipped  in  November,  2005,  represented an increase of 46.7 percent, as
compared  to  shipments  made in November, 2004.  Comparing 2005 to the previous
year,  shipments  of single-section homes were up 221 percent while shipments of
multi-section  homes  were  down  16.6  percent.

(The  terms  "multi-section"  and "multi-floor" are used interchangeably in this
document.  Both  terms refer to a house which is constructed by attaching two or
more  factory  produced  "floors"  or  "sections"  together  to  form a complete
structure.)

The  Manufactured  Housing Institute estimates that hurricane-related demand for
single-section  homes  by  the  Federal  Emergency  Management  Agency  ("FEMA")
accounted  for roughly 40 percent of all manufactured homes that were shipped in
November.

Our  production  and  marketing efforts have concentrated on multi-section homes
and,  as  of  the  date of this Information Statement, we have not delivered any
FEMA-related orders nor have we been contracted to do so.


     In  recent years, the manufactured housing industry has suffered a downturn
in  sales  as  a  result  of  a  tightening  of  credit  standards,  restricted
availability  of retail and wholesale financing, and excessive inventory levels.
Despite  this  industry  decline, which commenced in calendar year 1999, we have
been able to successfully launch our business through an efficient manufacturing
and  production  facility,  flexible product designs, an experienced and capable
sales team, stringent cost controls, and attention to dealer relations, customer
satisfaction,  and  service  efforts.  Our  manufactured homes are often sold as
part  of  a  land-home  package  and may be financed by a conventional mortgage.
Multi-section  homes  often  have  an  appearance  similar  to  more traditional
site-built  homes,  which  are  built according to local building codes, but are
competitively  priced  when  compared  to  site-built  homes.

MANUFACTURING  OPERATIONS

     We  currently  produce  all  of our manufactured homes at two manufacturing
facilities  consisting  of an approximately 118,000 square foot facility located
in  Guin,  Alabama  and  a  65,992 square foot plant in Sulligent, Alabama. This
facility  normally  functions on a single-shift, five-day work week basis. As of
December  31,  2005, we were producing seven (7) floors per day or approximately
1,680 floors on an annual basis. A "floor" is a section of a manufactured home.


<PAGE>

Our  manufactured  homes  are  constructed  in  accordance  with  the  Federal
Manufactured Home Construction and Safety Standards ("HUD Standards").  In 2005,
approximately  100%  of  the  homes  we  produced  were  built to HUD Standards.

     We  plan to continue operating on a single shift, five day work week basis.
During  the fiscal year ended December 31, 2005, the Company produced an average
of  28  floor  sections  per  week.  This represented an 11.5% increase in floor
section  production  from  the 661 floor sections we produced in the fiscal year
ended  December  31,  2004.

     Because  all  of  our manufactured homes are constructed in accordance with
HUD  Standards,  our  manufacturing  facility is subject to strict oversight and
monitoring  by  the  U.S.  Department  of  Housing  and Urban Development, using
independent  third-party  inspection  agencies  for  enforcement.  Each  home we
manufacture  complies  with the HUD Standards and has a special label affixed to
the  exterior  of  the  home  indicating  that  the  home  has  been  designed,
constructed,  tested,  and  inspected to comply with stringent federal standards
set forth in these HUD Standards.  As required by the National Manufactured Home
Construction and Safety Standards Act of 1974, each home that we manufacture may
not  be  shipped  from  our  factory  unless  it complies with HUD Standards and
receives  a  certification label from an independent third-party inspector.  Our
manufacturing  facility  must  meet performance standards for heating, plumbing,
air  conditioning,  thermal  and  electrical  systems,  structural  design, fire
safety,  and energy efficiency.

We also conduct our own in-plant inspection and quality assurance program.


     We  manufacture  homes  which  are designed as primary residences ready for
immediate  occupancy.  The homes, many of which are customized at our factory to
the  home  buyer's  specifications,  are constructed in one or more sections and
transported  by  independent  trucking  companies  to  dealer  locations or to a
customer's  site.


     Our  homes  are  manufactured  under  controlled  conditions  in  an indoor
facility located on 25.5 acres in Guin, Alabama, which has approximately 107,516
square  feet  of  floor  space, a frame shop with 10,800 square feet, a material
shed  with  23,172  square  feet  of  space and an office facility consisting of
11,250 square feet of space. In addition, on February 2006, the Company opened a
65,992  square  foot  plant  in  Sulligent,  Alabama. Please see "Description of
Property"  below  for  a fuller description of the Guin and Sulligent plants. At
the  two  plants  we  employ  an average of 350 employees who generally work one
shift per day, five days per week.

Construction  of  our homes is based upon an assembly line system, commencing by
moving  a  unit  through  the plant, stopping at a number of work stations where
various  components and sub-assemblies are attached. Each section is permanently
attached  to  a  steel  support chassis, and various components are later added,
including  floors,  interior  and  exterior walls, roof, cabinets, ceilings, and
windows.

It  takes approximately 2 and 1/2 days to complete construction of a home at our
manufacturing facilities. As of December 31, 2005 we had the capacity to produce
an aggregate of approximately seven floors per day.

Once  the home has been assembled and quality review testing has been completed,
the home is ready to be transported to a dealer location or for installation and
hookup to a homebuyer's utility systems.


     While  our  manufactured  homes  are  constructed  with  many  of  the same
components  and  building  materials  used  in  site-built  homes,  we utilize a
cost-efficient assembly line manufacturing process which enables us to produce a
quality  home at a much lower cost per square foot than a traditional site-built
home.  A Deer Valley home is built with residential features, including 1/2 inch
drywall,  Thermopane(TM)  brand  windows,  enhanced  insulation,  oak  cabinets,
cultured  marble  vanities,  and two inch by six inch exterior wall construction
standards.


     The  extent of customization of the home performed by Deer Valley varies to
a  significant  degree  with the price of the home. In the higher price range of
the  market,  the  home  buyer  is  often  less  sensitive to the price increase
associated with significant design modifications.  Our experience in producing a
customized  home  on  a  cost-effective basis has allowed us to offer customized
homes  and  provide  factory  provided  trim-out  services  and  walk-through
inspections  of  the  home.

     Because  the  cost  of  transporting  a  manufactured  home is significant,
substantially  all  of Deer Valley's homes are sold to dealers within a 500 mile
radius  of  our  manufacturing  facility.  Deer Valley arranges, at the dealer's
expense,  for  the  transportation  of  finished homes to dealer locations using
independent  trucking  companies. Customary sales terms are cash--on-delivery or
guaranteed  payment  from  a  floor  plan  financing  source.  Dealers  or other
independent  installers  are responsible for placing the home on site and making
utility  hook-ups.

<PAGE>

BACKLOG  OF  ORDERS  AND  SALES  POLICIES

     Substantially  all  production  is initiated against specific orders. As of
December 31, 2005, our backlog of orders was 11.77 weeks of orders.

Dealer  orders  are subject to cancellation prior to commencement of production,
and  we  do not consider our backlog to be firm orders. Because we operate in an
industry  where  order lead times are extremely short, Deer Valley does not view
backlog  at  any  point  in  time to be indicative of the level of Deer Valley's
future revenues.

     Our  sales  are  made  to  dealers  either  through  floor  plan  financing
arrangements  with  a  financial  institution  or  on  a  cash  basis.  When  a
manufactured  home  is  purchased,  we  receive payment either directly from the
dealer  or  from  a  financial  institution  which  has agreed to finance dealer
purchases  of  our  manufactured  homes.  As  customary  in  our  industry, many
financial  institutions which finance dealer purchases require that we execute a
repurchase  agreement which provides that, in the event a dealer defaults on its
repayment  of the financing arrangement, we agree to repurchase the manufactured
home  from  the financing institution, in accordance with a declining repurchase
price schedule that is mutually agreed upon. Because we do not build significant
inventories  of  either  finished goods or raw materials and initiate production
against  a  specific  product order, we do not have significant inventories or a
backlog of product orders.

COMPONENTS

     The  principal  raw materials used in the production of a manufactured home
include  wood,  wood  products,  panels,  steel, sheetrock, vinyl siding, gypsum
wallboard, fiberglass insulation, carpet, appliances, electrical items, windows,
roofing materials, electrical supplies, roof trusses, and plumbing fixtures.  We
believe  that the raw materials used in the production of our manufactured homes
are  readily available from a wide variety of suppliers and that the loss of any
single  supplier  would  not  have  a  material  adverse effect on our business.
Although  we  rely  upon Odyssey Group (sheet rock, plumbing, and other assembly
items),  WoodPerfect (lumber supplies), Morris Sales Company (lumber and siding,
panels),  General  Electric  (appliances),  and  Owens  Corning  (insulation) in
purchasing  materials  to  assemble  our homes, we are not dependent on a single
source  or  supplier  for  component  purchases.

TRADEMARKS,  PATENTS  AND  INTELLECTUAL  PROPERTY  RIGHTS

     We  do  not rely upon any significant patent rights, licenses or franchises
under  the trademarks or patents of any other person or entity in conducting our
business.  While  Deer  Valley  utilizes the mark "Deer Valley" and "Deer Valley
Homebuilders"  as  Company trademarks in marketing its manufactured homes, we do
not  own  any trademarks or patents registered with the United States Patent and
Trademark  Office.  We  do offer several models and brand names for our products
to  our  dealers  and customers but have not relied upon trademark protection in
marketing  these  products.

PRODUCTS

     We  currently  offer  22  different  models  of  manufactured homes, with a
variety  of  decors  that  are  marketed  under  our Deer Valley brand name.  We
currently  manufacture  and  sell multi-section manufactured homes, with 100% of
the  manufactured  homes  we produced in 2005 consisting of multi-section units.

We offer over 22 different floor plans, ranging in size from approximately 1,560
to  2,580  square  feet.  Many  of  our  homes are customized to the homebuyer's
specifications.  We  believe  that  our  willingness  to  offer factory trim-out
services  and  customize  floor  plans  and  design  features to match homebuyer
preferences is a principal factor which differentiates us from our competitors.


     Each  home  typically  includes  three to five bedrooms, a great room which
functions  as  a  living  room,  family room, and dining room, a kitchen, two or
three  bathrooms,  and  features  central  air conditioning and heating, a water
heater,  a  dishwasher,  a  refrigerator,  a microwave, a cook top/range, and an
oven.  We  offer  a  wide  range  of  colors, moldings, and finishes and provide
optional  features  including  fireplaces,  wood  floors,  and  modern  kitchen
counter-tops.  We  continue to modify and improve the design of our manufactured
homes  in  consultation  with  our  sales representatives and independent dealer
network.  We  also  utilize computer-aided and other design methods in an effort
to  continuously  improve the design of our manufactured homes and to permit our
customers  to  customize  their  purchases.

<PAGE>


     Deer  Valley has traditionally focused on designing manufactured homes with
features  comparable  to  site-built homes. In addition to offering the consumer
options  specified  in  the  preceding  paragraph,  Deer Valley generally offers
extensive  customization  of  floor plan designs and exterior elevations to meet
specific customer preferences.


     Once  a manufactured home has been completed at our manufacturing facility,
we  utilize  an  independent  trucking company to transport the home to either a
retail sales center or a customer's site.  All transportation costs are borne by
the  independent retailer or other independent installer, who is responsible for
placing  the  manufactured home on the customer's site, joining the interior and
exterior  seams  and  providing  any  utility  hookups.

     The  following  table  sets  forth  the total factory homes built and sold,
square  footage,  and  retail  price  range  in  2005:

Number  of  Homes  Sold:
-----------------------

     Multi-section  Homes       1,385  floors  or  842  units
     Total  Homes               1,385  floors  or  842  units


<TABLE>
<CAPTION>

Type of Homes       Square Feet   Retail Price Range (excluding land)
-----------------  -------------  ------------------------------------
<S>                     <C>                       <C>

Multi-floor Homes  1,560 - 2,580            $59,000 to $119,000
-----------------  -------------  ------------------------------------
</TABLE>

INDEPENDENT  DEALER  NETWORK

     As  of  the  date  of  this  Filing,  we had approximately 80 participating
independent dealers marketing our manufactured homes at 110 locations.

Our  independent dealers are not required to exclusively sell homes manufactured
by  Deer  Valley  and  will  typically  choose  to  offer  the products of other
manufacturers  in  addition  to  those  of  Deer  Valley. We do not have written
exclusive  agreements  with  our independent dealers and do not have any control
over  the  operations  of,  or  financial  interest  in,  any of our independent
dealers.  Deer  Valley  is not dependent on any single dealer, and in 2005, Deer
Valley's largest dealer location accounted for approximately 10% of our sales.

     We  believe  that  our  independent  dealer network enables us to avoid the
substantial  investment  in  management,  capital,  and overhead associated with
company-owned  sales  centers.  Although  we  do  not rely upon exclusive dealer
arrangements, we typically rely upon a single dealer within a given geographical
market  to  distribute  our  products.  We  believe  our strategy of selling our
manufactured  homes  through  independent  dealers  helps  to  ensure  that  our
manufactured  homes  are  competitive  with those of other companies in terms of
quality,  consumer  acceptability,  product  design,  and  price.

MARKETS  SERVED

     During  the  fiscal  year  ended  December  31,  2005, we estimate that the
percentage  of  our  revenues  by  region  was  as  follows:

<TABLE>
<CAPTION>

Regions                       Primary States                   Percentage of Revenue by Region
<S>                               <C>                                        <C>
Southeast      Alabama, Florida, Georgia, Kentucky,                          85%
               Mississippi, North Carolina, South Carolina and
               Tennessee

South Central  Louisiana, Oklahoma, Texas, Illinois, Arkansas,               15%
               Missouri, and Indiana
</TABLE>


<PAGE>

     Our  manufacturing  facility  currently serves approximately 80 dealers and
our  sales  staff maintains and monitors our relationships with each independent
retailer  in  an  effort to maintain excellent relationships with our network of
independent  dealers.

OUR  SALES  FORCE

     At  December  31,  2005,  Deer  Valley  sold  manufactured  homes  through
approximately 80 independent dealers at approximately 110 retail locations in 15
states, principally in the southeastern and south-central United States.


     Deer  Valley  markets  its  homes  through  product  promotions tailored to
specific  dealer  needs.  In addition, Deer Valley advertises in local media and
participates  in  regional  manufactured  housing  shows.

CONTINUING  OPERATIONS

MANUFACTURED  HOMES  -  INDUSTRY  OVERVIEW

     Our  manufactured  homes are built entirely in our factories, in accordance
with  national  HUD  Standards  specified  by the U.S. Department of Housing and
Urban  Development  (HUD) through its Federal Manufactured Home Construction and
Safety Standards.


     Manufactured  homes  are  constructed  in  a factory environment, utilizing
assembly  line  techniques,  which  allows for volume purchases of materials and
components  and  more  efficient use of labor. The quality of manufactured homes
has  increased  significantly,  as  producers  generally  build  with  the  same
materials  as  site-built  homes. Many features associated with site-built homes
are  included  in  manufactured  homes,  such  as  central  heating,  name-brand
appliances,  carpeting,  cabinets, walk-in closets, wall coverings, and porches.

Also,  many of our independent dealers offer optional features including central
air  conditioning,  carports,  garages,  and  furniture  packages.


     As  acceptance  of  manufactured  housing has increased among higher-income
buyers  and as financing for single-section homes has become more scarce, demand
has  shifted  toward  larger,  multi-section  homes,  which accounted for 74% of
industry  shipments  in  calendar  year 2004, up from 47% in calendar year 1991,
according  to  data  published  by  the  Manufactured  Housing  Institute (MHI).

     With  respect  to  the  retail  financing of manufactured housing, interest
rates  are  generally  higher and the terms of loans shorter than for site-built
homes.  In  recent  years,  some  lenders stopped extending loans to finance the
purchase of manufactured homes.  This has had the effect of making financing for
manufactured  homes even more expensive and more difficult to obtain relative to
financing  for  site-built  homes.

     Due  to  the  difficult  financing  environment  for  chattel  financing
nationwide,  the  industry  has  been trending toward more conventional mortgage
financing  for land and homes.  Chattel financing is personal property financing
secured  only  by  the  home and not by the underlying land on which the home is
sited. In contrast, "land and home" financing is real property financing secured
by  the  home  and  by  the  underlying  land  on  which  the  home  is  placed.

WARRANTIES,  QUALITY  CONTROL,  AND  SERVICE

     Deer  Valley  endeavors  to  adhere  to  strict  quality  standards  and
continuously  refines its production procedures. In addition, in accordance with
the  construction  codes  promulgated  by  HUD,  an  independent  HUD-approved,
third-party  inspector  inspects  each  manufactured  home for compliance during
construction at our manufacturing facilities.

     Deer  Valley  provides initial home buyers with a one-year limited warranty
against  manufacturing  defects  in the home's construction. In addition, direct
warranties are often provided by the manufacturers of components and appliances.

<PAGE>


     At  each  of  its  two manufacturing facilities Deer Valley has experienced
quality  assurance  personnel  who  provide  on-site service to dealers and home
buyers. Deer Valley continuously works to enhance its quality assurance systems,
placing  high  emphasis on improving the value and appeal of Deer Valley's homes
and  reducing  consumer  warranty  claims.  Please see "Property" below for more
information on our manufacturing facilities.


INDEPENDENT  DEALER  FINANCING

     Substantially  all  of  Deer  Valley's  independent  dealers  finance their
purchases  through "floor plan" arrangements under which a financial institution
provides the dealer with a loan for the purchase price of the home and maintains
a  security  interest in the home as collateral. In connection with a floor plan
arrangement,  the  financial  institution  which provides the independent dealer
financing  customarily  requires Deer Valley to enter into a separate repurchase
agreement  with the financial institution, under which Deer Valley is obligated,
upon  default by the independent dealer, to repurchase the home at Deer Valley's
original  invoice price less the cost of all damaged/missing items, plus certain
administrative and shipping expenses.  The repurchase agreement relates to homes
that  are  located on an authorized dealer's lot and in new, sellable condition.
As  a  result,  the potential repurchase liability may be offset by the value of
the  repurchased  house.

The  risk  of  loss  which  we  face  under  these repurchase agreements is also
lessened  by  additional  factors  listed  below  at  "Reserve  for  Repurchase
Commitments."



     As  of  December  31,  2005,  Deer Valley's contingent repurchase liability
under  floor  plan  financing  arrangements  through  independent  dealers  was
approximately $9,600,519.

While  homes  repurchased by Deer Valley under floor-plan financing arrangements
are  usually  sold  to other dealers, no assurance can be given that Deer Valley
will  be  able  to  sell  to  other  dealers  homes which it may be obligated to
repurchase  in  the  future or that Deer Valley will not suffer more losses with
respect  to, and as a consequence of, those arrangements than we have accrued in
our financial statements.

COMPETITION

     The  manufactured  housing  industry  is  highly  competitive  at  both the
manufacturing  and  retail levels, with competition based upon numerous factors,
including  total  price to the dealer, customization to homeowners' preferences,
product  features, quality, warranty repair service, and the terms of dealer and
retail  customer  financing. Deer Valley has many competitors, ranging from very
large,  experienced,  and  well-financed  companies  to  small,  specialized
manufacturers.  Numerous  firms  produce  manufactured  and modular homes in the
southeastern  and  south  central  United  States,  many  of which are in direct
competition  with  us. In addition, certain of Deer Valley's competitors provide
retail customers with financing from captive finance subsidiaries.

     Manufactured  homes  also  compete  with  other forms of housing, including
site-built and prefabricated homes. Historically, manufactured housing has had a
price  advantage  over  these  other  forms  of  housing.  That  advantage  has
deteriorated, however, as the credit market in the manufactured housing industry
has,  at  both  the  retail  and  wholesale  levels, continued to tighten, while
interest rates for site-built houses in recent years have been at historic lows,
thus increasing the competitive pressures on manufactured housing.

     The  capital  requirements  for  entry  as  a  producer in the manufactured
housing  industry  are  relatively small. However, Deer Valley believes that the
qualifications  for  obtaining  inventory  financing,  which  are based upon the
financial  strength  of  the manufacturer and each of its dealers, have recently
become  more  difficult  to  meet due to the departure of financial institutions
from  the  market  and  efforts of our competitors to add dealers to their sales
network.

     Deer  Valley  believes  that  its  willingness to customize floor plans and
design  features  to match customer preferences, offer factory provided trim-out
and  installation services, and provide efficient customer service differentiate
it from most of its competitors in the manufactured housing industry.

<PAGE>

COMPETITIVE NICHE

          We believe that we have certain competitive advantages in our market
as described below:

WE CONCENTRATE OUR EFFORTS ON MANUFACTURING AND MARKETING TOP-QUALITY HUD CODE
HOMES.

     By  focusing  our  manufacturing efforts exclusively on HUD Code homes on a
cost-effective  basis  and  by  relying  upon  our  strong  network  of regional
independent  dealers  within  our  geographical  market,  we  have  been able to
minimize our administrative and marketing expenses while providing our customers
with a competitively priced product which maximizes value for the purchase price
paid  for  the  home.

WE  FOCUS  UPON  PRODUCING  A  SUPERIOR  QUALITY HOME, WITH ATTENTION TO DETAIL,
QUALITY  MATERIALS,  AND  SERVICE  TO  OUR  CUSTOMERS.

     By  focusing our manufacturing efforts on the fastest growing sector of the
manufactured housing industry, and by paying attention to manufacturing details,
procuring  quality  components, and raw materials, and offering factory-provided
trim-out options and service capabilities to our customers, we have focused upon
servicing our customers that purchase a manufactured home from us.  By providing
factory  trim-out services and walk-through services to a customer, we have been
able  to  respond  quickly  to  customer  inquiries  to  ensure  that our retail
customers  are  satisfied  with  the  quality  of  our  home  products.


WE  PRODUCE  A  QUALITY MANUFACTURED HOME PRODUCT WHICH IS COMPETITIVELY PRICED.

     By focusing our efforts on controlling costs and maintaining a high quality
manufacturing  facility,  we have been able to provide a high-quality product at
an  attractive  value.  Our multi-section homes sold for an average retail price
ranging  from  $59,000  to  $119,000  in  2005,  excluding  land  costs.

WE  HAVE  AN  EXPERIENCED  MANAGEMENT TEAM WHICH HAS EXTENSIVE EXPERIENCE IN THE
MANUFACTURED  HOUSING  BUSINESS.

     Our  management  team  is  made  up  of  seasoned  industry veterans in key
leadership  positions  whose  interests  are  closely  aligned with those of our
shareholders.  Some  of  our  senior  management  team  members  will  receive
substantial  additional  payments  from  the  acquisition  of Deer Valley by the
Company,  depending  upon  the  future success and profitability of Deer Valley.

WE  HAVE  A  STRONG  NETWORK  OF  INDEPENDENT  DEALERS.

     We  have  a  strong  network of independent dealers who operate in a highly
fragmented  industry  consisting  of  approximately  8,000 dealers in the United
States.

We  do  not  own  any  company retail stores and do not provide any financial or
insurance-related  services  which  could  significantly  increase Deer Valley's
administrative expenses.

We  maintain  close  relationships  with  each  of  our  independent dealers and
carefully  monitor  our service responsibilities to the customers who purchase a
manufactured  home  from us. We also provide significant volume discounts to our
dealers in an effort to maintain a strong network of independent dealers.

REGULATION

     Deer  Valley's manufactured homes are subject to a number of federal, state
and local laws. Construction of manufactured housing is governed by the National
Manufactured Housing Construction and Safety Standards Act of 1974 ("1974 Act").
In  1976,  HUD  issued regulations under the 1974 Act establishing comprehensive
national  construction  standards.  The  HUD  regulations  cover  all aspects of
manufactured  home  construction,  including  structural integrity, fire safety,
wind  loads, thermal protection, plumbing, and electrical work. Such regulations
preempt  conflicting  state  and  local regulations. Deer Valley's manufacturing
facilities  and the plans and specifications of its manufactured homes have been
approved  by  a  HUD-designated  inspection agency. An independent, HUD-approved
third-party  inspector  checks  each  of  Deer  Valley's  manufactured homes for
compliance  during  at  least  one  phase  of construction. In 1994, HUD amended

<PAGE>

manufactured  home  construction  safety  standards  to  improve  the wind force
resistance  of  manufactured  homes sold for occupancy in coastal areas prone to
hurricanes.  Failure to comply with the HUD regulations could expose Deer Valley
to  a  wide  variety  of sanctions, including closing Deer Valley's plants. Deer
Valley  believes  its  manufactured  homes  meet  or  surpass  all  present  HUD
requirements.

     Manufactured,  modular,  and  site-built  homes  are  all  built  with
particleboard,  paneling,  and other products which contain formaldehyde resins.
Since  February  1985,  HUD  has  regulated  the  allowable  concentration  of
formaldehyde  in  certain  products  used  in  manufactured  homes  and requires
manufacturers  to warn purchasers concerning formaldehyde-associated risks. Deer
Valley  currently  uses  materials  in  its  manufactured  homes  which meet HUD
standards  for  formaldehyde  emissions  and  which  otherwise  comply  with HUD
regulations  in  this  regard.  In  addition, certain components of manufactured
homes  are  subject  to  regulation  by  the  Consumer Product Safety Commission
("CPSC") which is empowered to ban the use of component materials believed to be
hazardous  to  health  and  to  require  the  manufacturer  to repair defects in
components  of  its  homes.  The  CPSC, the Environmental Protection Agency, and
other  governmental  agencies  are  evaluating  the  effects of formaldehyde. In
February  1983,  the  Federal  Trade  Commission  adopted  regulations requiring
disclosure of manufactured home's insulation specifications.


     Deer  Valley Homebuilders Inc.'s manufactured and modular homes are subject
to  local  zoning  and  housing  regulations.  Installation of homes and utility
connections are subject to state and local regulation, and must be complied with
by  the dealer or other person installing the home. Deer Valley does not install
homes or connect utilities to homes. A number of states require manufactured and
modular  home  producers  to  post  bonds to ensure the satisfaction of consumer
warranty  claims.  Several  states  have  licensing  requirements  governing the
delivery  of manufactured and modular homes. Deer Valley has complied with these
requirements  in  Alabama,  Mississippi,  Louisiana, Arkansas, Georgia, Florida,
North  Carolina,  South  Carolina,  Tennessee,  Kentucky,  Indiana,  Illinois,
Missouri, Oklahoma, and Texas. Many of these states require that companies renew
their license applications or notify the state after a change in ownership. Deer
Valley  is in the process of notifying states of the change in its ownership and
renewing  its  licenses, when required. Some of the states which require renewal
of licenses have waived the renewal requirement.


REGULATORY  APPROVAL

     Other  than the regulations described above, no federal or state regulatory
approvals  are  required  for  our  principal  products  and  services.

LEGAL PROCEEDINGS

     Although  the Company in the normal course of business is subject to claims
and  litigation, the Company is not a party to any material legal proceeding nor
is the Company aware of any circumstance which may reasonably lead a third party
to  initiate  legal  proceeding  against  the  Company.


     As  of  the  date  of  this  filing, there are no material pending legal or
governmental proceedings relating to our Company or properties to which we are a
party,  and  to  our knowledge there are no material proceedings to which any of
our  directors,  executive  officers, or affiliates are a party adverse to us or
which have a material interest adverse to us.


                                CAPITAL STRUCTURE

     Our  authorized  capital  consists of 2,000,000 shares of common stock, par
value $.001 per share (these shares are referred to herein as "common shares" or
"common  stock"),  and  1,400,000  shares of preferred stock, par value $.01 per
share  (these  shares  are referred to herein as "preferred shares or "preferred
stock"),  having such rights, preferences, privileges and restrictions as may be
designated  from  time-to-time  by our board of directors.  On January 18, 2006,
our  board of directors designated (a) 750,000 of the preferred shares as Series
A  Convertible Preferred Stock (these shares are referred to herein as "Series A
Preferred  Stock"),  with  the  rights, preferences, privileges and restrictions
described  below,  (b)  49,451  of  the preferred shares as Series B Convertible
Preferred  Stock  (these  shares  are  referred to herein as "Series B Preferred
Stock"),  with  the  rights,  preferences, privileges and restrictions described

<PAGE>

below,  and (c) 26,750 of the preferred shares as Series C Convertible Preferred
Stock  (these shares are referred to herein as "Series C Preferred Stock"), with
the  rights,  preferences,  privileges  and restrictions described below.  As of
January  20,  2006, there were issued and outstanding 1,000,000 shares of Common
Stock,  520,274  shares  of  Series A Preferred Stock, 49,451 shares of Series B
Preferred  Stock,  and 26,750 shares of Series C Preferred Stock.  Our shares of
Common  Stock  were  held by approximately 210 stockholders of record as of that
date.


     We  currently  do not have enough common stock to issue upon the conversion
of  all  or  a material portion of our issued and outstanding Series A Preferred
Stock,  Series  B  Preferred  Stock, Series C Preferred Stock and the issued and
outstanding  Series  A  Warrants,  Series  B  Warrants,  and  Series BD Warrants
described  below.  Although  we currently do not have enough stock to issue upon
the  conversion  or exercise of such securities, management currently intends to
record  such  securities as equity on our balance sheet as of March 31, 2006 for
the  following  reasons:

     (1)  A  shareholder  holding  proxies  to  vote  no less than 50.01% of the
          voting  capital  stock  of  the Company has acknowledged and agreed to
          vote  their  shares  to  increase  our  authorized  common  stock from
          2,000,000  shares  to  100,000,000  share  at  our shareholder meeting
          currently  scheduled  to occur on May 15, 2006. Upon the occurrence of
          such  proposed increase, we will have sufficient common stock to issue
          upon  conversion  or  exercise,  as applicable, of all issued Series A
          Preferred  Stock,  Series B Preferred Stock, Series C Preferred Stock,
          Series A Warrants, Series B Warrants, and Series C Warrants.

     (2)  No  Series  A  Preferred  Stock,  Series  B Preferred Stock, or Series
          C  Preferred  Stock  is  convertible  before  the  earlier  of (a) the
          effective date of our registration statement, or (b) one (1) year from
          the  date  of  issuance.  In  addition, no Series A Warrants, Series B
          Warrants,  or  Series BD Warrants are exercisable before the effective
          date  of  our  registration  statement.  Because  the  date  that  our
          registration  statement  is  filed is solely within our control, we do
          not believe that we are required to book such securities as debt under
          EITF-00-19 and to do so would be misleading.

     (3)  The  shareholder  meeting  to  increase  the  authorized capital stock
          is  currently  scheduled  for May 15, 2006. As a result, we anticipate
          that our capital stock will have been increased prior to the filing of
          our first quarter 10QSB for 2006.


COMMON SHARES

     Our  common  shareholders are entitled to one vote per share on all matters
to be voted upon by those shareholders and are not entitled to cumulative voting
for  the  election of directors. Subject to the rights of our Series A Preferred
Stock to receive preferential dividends, our common shareholders are entitled to
receive  ratably,  with  the  holders  of  Series B Preferred Stock and Series C
Preferred  Stock, in dividends as they may be declared by our board of directors
out  of  funds legally available for that purpose.  Subject to (a) the rights of
our  Series  A  Preferred  Stock to receive a preferential payment, in an amount
equal  to stated value plus accrued dividends, upon liquidation, dissolution, or
winding  up  of  the  Company, (b) the rights of our Series B Preferred Stock to
receive  a  preferential  payment,  in  an  aggregate  amount  of $100,000, upon
liquidation,  dissolution,  or  winding up of the Company, and (c) the rights of
our  Series C Preferred Stock to receive a preferential payment, in an aggregate
amount of $100,000, upon liquidation, dissolution, or winding up of the Company,
our  common  shareholders will be entitled to share ratably, with the holders of
Series  B Preferred Stock and Series C Preferred Stock on an as-converted basis,
in all of the assets which are legally available for distribution, after payment
of all debts and other liabilities.  Our common shareholders have no preemptive,
subscription,  redemption or conversion rights. All of our currently outstanding
common  shares  are  validly  issued,  fully  paid  and  non-assessable.

PREFERRED SHARES

     We  may  issue our preferred shares from time to time in one or more series
as  determined by our board of directors. The voting powers and preferences, the
relative  rights  of  each  series,  and  the  qualifications,  limitations  and

<PAGE>

restrictions  thereof  may  be established by our board of directors without any
further  vote  or  action  by  our  shareholders.

     SERIES A PREFERRED STOCK

     Our Series A Preferred Stock has the following rights, preferences,
privileges and restrictions:

-    RANK-Our  Series  A  Preferred  Stock  ranks  senior  to  our Common Stock,
     Series  B  Preferred  Stock,  Series  C  Preferred  Stock,  and  any  other
     securities we may issue.

-    STATED VALUE - $10.00 per shares of Series A Preferred Stock.

-    CONVERSION-Each  share  of  Series  A  Preferred Stock, at its stated value
     of  $10  per  share,  together  with  any  accrued and unpaid dividends, is
     convertible  at  the  option of the holder at any time after the Conversion
     Date  (as defined below) into Common Stock at a price of Seventy Five Cents
     ($.75)  per  share of Common Stock. "Conversion Date" shall mean either (1)
     the  date  on  which  the  United States Securities and Exchange Commission
     declares  effective  the  Company's  registration statement registering the
     Series A Preferred Stock for resale, or (2) the date that the holder of the
     Series A Convertible Preferred Stock has satisfied the minimum one (1) year
     holding  requirements  set  forth  in Rule 144(d) promulgated by the United
     States  Securities  and  Exchange  Commission  under the Securities Act, as
     amended.

-    LIMITATION  ON  CONVERSION  -  The  conversion  rights  of  each  holder of
     Series  A  Preferred  Stock  is limited in the certificate of designations,
     preferences and rights of such stock, so that the holder is not entitled to
     convert  any  Series  A  Preferred  Stock  to  the  extent that, after such
     conversion,  the  sum  of the number of shares of common stock beneficially
     owned  by  such  holder  and  its  affiliates,  will  result  in beneficial
     ownership of more than 4.99% of the outstanding shares of common stock.

-    DIVIDENDS  -  A  holder  of  Series  A  Preferred  Stock  are  entitled  to
     receive a dividend at a rate per annum equal to seven percent (7%), payable
     semi-annually,  at  the  option  of the company, (i) in cash, to the extent
     funds  are  legally  available  therefor,  or  (ii) in shares of registered
     Common Stock at a ten percent (10%) discount to the "Market Price" (as such
     term  is  defined in the designations for the Series A Preferred Stock. The
     Series  A  Preferred  Stock  ceases  to accrue the seven percent (7%) fixed
     dividend  on  the earliest of (a) the payment of the liquidation preference
     on each share of Series A Preferred Stock upon the liquidation, dissolution
     or  winding-up  of  the  Corporation,  (b)  the  conversion of the Series A
     Preferred  Stock  in  common  stock, or (c) the date two (2) years from the
     date  of  issuance of the share of Series A Preferred Stock. After the date
     two  (2)  years  from the date of issuance of a share of Series A Preferred
     Stock,  the  holders of such Series A Preferred Stock participates ratably,
     on  an  as-converted  basis,  with  our  common  stock as to the payment of
     dividends.

-    LIQUIDATION  RIGHTS  -  In  the  event  of  any liquidation, dissolution or
     winding  up of the Company, either voluntary or involuntary, our series 'A'
     preferred shareholders are entitled to receive an amount per share equal to
     the  greater  of  $10  for  each  outstanding share plus accrued and unpaid
     dividends,  as  adjusted  for stock dividends, stock distributions, splits,
     combinations or recapitalizations, or the amount such shareholders would be
     entitled  to  receive  had they converted their series 'A' preferred shares
     into  common  shares.  These  rights  are  prior  and  in preference to any
     distribution  of  any  of our assets to our common shareholders, holders of
     Series  B  Preferred Stock, holders of Series C Preferred Stock, or holders
     of any other series or class of preferred shares.

-    VOTING  RIGHTS  -  The  holders  of Series A Preferred stock have the right
     to  vote  on  an  as-converted  basis,  with our common shareholders on all
     matters  submitted  to  a vote of our shareholders.

     In  addition,  we  cannot,  without  the  prior  approval of the holders of
     at  least  fifty  percent  (50%)  of our then issued and Series A Preferred
     Stock voting as a separate class:


     o    liquidate,  dissolve,  or  wind-up  the  business  and  affairs of the
          company, or consent to any of the foregoing;

<PAGE>

     o    effectuate  any  merger,  reorganization,  or  recapitalization of the
          company, or enter into any agreement to do any of the foregoing;

     o    purchase  or  redeem  or  pay  or  declare  any  dividend  or make any
          distribution on, any shares of stock other than the Series A Preferred
          Stock  so  long as an accrued dividend on the Series A Preferred Stock
          is  unpaid,  or  permit any subsidiary of the Company to take any such
          action,  except  for  certain  securities  repurchased  from  former
          employees, officers, directors, consultants;

     o    increase  the  authorized  number  of  shares  of  Preferred  Stock or
          Series A Preferred Stock;

     o    alter  or  change  the  voting  or other powers, preferences, or other
          rights,  privileges,  or  restrictions of the Series A Preferred Stock
          contained herein (by merger, consolidation, or otherwise); and

     o    issue  any  securities  senior  to  the  Series  A  Preferred  Stock,
          except  certain  Qualified Financings (as defined below), or incur any
          new debt, except certain Permitted Debt (as defined below). "Qualified
          Financing"  means  an  equity  offering  that  (a) the gross aggregate
          proceeds  raised  and  liquidation  preferences  is  no  more  than
          $3,000,000;  (b)  the dividend rate does not exceed ten percent (10%);
          and  (c)  the  holders of the new securities do not have voting rights
          more  favorable  than  voting rights granted to the Series A Preferred
          Stock. "Permitted Debt" means (w) trade payables, inventory financing,
          and  the  accounts  receivable factoring, all incurred in the ordinary
          course  of  business; (x) surety bonds and letters of credit issued or
          obtained  in  the ordinary course of business; (y) refinancings of the
          Company's  existing  debt  facilities  (including  a  $1,500,000  loan
          incurred  on  January  18,  2006);  and  (z)  up  to $3,000,000 of new
          indebtedness.

-    LIMITATION  ON  VOTING  -  The  voting  rights  of  each holder of Series A
     Preferred  Stock is limited in the certificate of designations, preferences
     and  rights  of  such stock, so that the holder is not entitled to vote any
     Series  A  Preferred  Stock  to the extent that such voting will allow such
     holder  to vote more than 4.99% of the outstanding voting securities of the
     Company.

     SERIES B PREFERRED STOCK

     Our Series B Preferred Stock has the following rights, preferences,
privileges and restrictions:

-    RANK  -  Our  Series  B  Preferred  Stock  ranks  junior  to  our  Series A
     Preferred  Stock,  ranks pari passu with our Series C Preferred Stock as to
     an  initial  aggregate  liquidation  preference of $100,000, and ranks pari
     passu,  on  an  as  converted basis, with our common stock, as to all other
     matters,  including  voting  rights, payment of dividends, and liquidation,
     after payment of the initial liquidation preference of $100,000.

-    CONVERSION  -  Each  share  of  Series  B  Preferred  Stock  automatically
     converts  into  one  hundred  (100)  shares  of  Common  Stock  upon  the
     shareholders  approval  of  an  increase in the authorized shares of common
     stock of the Company.

-    DIVIDENDS  -  Holders  of  Series  B  Preferred  Stock participate ratably,
     on  an  as-converted  basis,  with  our  Common  Stock as to the payment of
     dividends.

-    LIQUIDATION  RIGHTS  -  In  the  event  of  any liquidation, dissolution or
     winding-up  of  the Company, either voluntary or involuntary, after payment
     of  any  liquidation preference to the holders of Series A Preferred Stock,
     the  holders of Series B Preferred Stock are entitled to receive an initial
     aggregate  liquidation  preference  of  $100,000,  and  then the holders of
     Series  B  Preferred  Stock  are  entitled  to  participate  ratably, on an
     as-converted basis, with our common stock as to any distribution of assets.

-    VOTING  RIGHTS  -  The  holders  of Series B Preferred stock have the right
     to  vote  on  an  as-converted  basis,  with our common shareholders on all
     matters submitted to a vote of our shareholders.

<PAGE>

     SERIES C PREFERRED STOCK

     Our Series C Preferred Stock has the following rights, preferences,
privileges and restrictions:

-    RANK  -  Our  Series  C  Preferred  Stock  ranks  junior  to  our  Series A
     Preferred  Stock,  ranks pari passu with our Series B Preferred Stock as to
     an  initial  aggregate  liquidation  preference of $100,000, and ranks pari
     passu,  on  an  as  converted basis, with our common stock, as to all other
     matters,  including  voting  rights, payment of dividends, and liquidation,
     after payment of the initial liquidation preference of $100,000.

-    CONVERSION  -  Each  share  of  Series  C Preferred Stock converts into one
     hundred (100) shares of Common Stock, at the option of the holder.

-    LIMITATION  ON  CONVERSION  -  The  conversion  rights  of  each  holder of
     Series  C  Preferred  Stock  is limited in the certificate of designations,
     preferences and rights of such stock, so that the holder is not entitled to
     convert  any  Series  C  Preferred  Stock  to  the  extent that, after such
     conversion,  the  sum  of the number of shares of common stock beneficially
     owned  by  such  holder  and  its  affiliates,  will  result  in beneficial
     ownership of more than 4.99% of the outstanding shares of common stock.

-    DIVIDENDS  -  Holders  of  Series  C  Preferred  Stock participate ratably,
     on  an  as-converted  basis,  with  our  Common  Stock as to the payment of
     dividends.

-    LIQUIDATION  RIGHTS  -  In  the  event  of  any liquidation, dissolution or
     winding-up  of  the Company, either voluntary or involuntary, after payment
     of  any  liquidation preference to the holders of Series A Preferred Stock,
     the  holders of Series C Preferred Stock are entitled to receive an initial
     aggregate  liquidation  preference  of  $100,000,  and  then the holders of
     Series  C  Preferred  Stock  are  entitled  to  participate  ratably, on an
     as-converted basis, with our common stock as to any distribution of assets.

-    VOTING  RIGHTS  -  The  holders  of Series C Preferred stock have the right
     to  vote  on  an  as-converted  basis,  with our common shareholders on all
     matters submitted to a vote of our shareholders.

-    LIMITATION  ON  VOTING  -  The  voting  rights  of  each holder of Series C
     Preferred  Stock is limited in the certificate of designations, preferences
     and  rights  of  such stock, so that the holder is not entitled to vote any
     Series  C  Preferred  Stock  to the extent that such voting will allow such
     holder  to vote more than 4.99% of the outstanding voting securities of the
     Company.

OPTIONS AND WARRANTS CONVERTIBLE INTO COMMON SHARES

     As  of  January  20,  2006,  there  were  outstanding Series A Common Stock
Purchase  Warrants  entitling  the  holders  to  purchase  up to an aggregate of
6,936,980  shares  of  Common Stock at an exercise price of one dollar and fifty
cents ($1.50) per share. A Series A warrant is exercisable, in whole or in part,
at  any time after the earlier of (a) the date a registration statement covering
such  Series  A warrants and underlying warrant shares is declared effective, or
(b)  twelve  (12) months from the date of grant and before the close of business
on the date five (5) years from the initial exercise date.

     As  of  January  20,  2006,  there  were  outstanding Series B Common Stock
Purchase  Warrants  entitling  the  holders  to  purchase  up to an aggregate of
3,468,490  shares of Common Stock at an exercise price of two dollars and twenty
five  cents ($2.25) per share. A Series B warrant is exercisable, in whole or in
part,  at  any  time  after the earlier of (a) the date a registration statement
covering  such  Series  B  warrants  and  underlying  warrant shares is declared
effective, or (b) twelve (12) months from the date of grant and before the close
of business on the date seven (7) years from the initial exercise date.

     As  of  January  20,  2006,  there  were  outstanding Series C Common Stock
Purchase  Warrants  entitling  the  holders  to  purchase  up to an aggregate of
2,000,000  shares  of  Common  Stock  at an exercise price of seventy five cents

<PAGE>

($.75)  per  share. The Series C warrant is exercisable, in whole or in part, at
any  time  after  the  earlier of (a) the date a registration statement covering
such  Series  C warrants and underlying warrant shares is declared effective, or
(b)  twelve  (12) months from the date of grant and before the close of business
on the date five (5) years from the initial exercise date.

     As  of  January  20,  2006,  there  were  outstanding Series D Common Stock
Purchase  Warrants  entitling  the  holders  to  purchase  up to an aggregate of
2,000,000  shares  of  Common  Stock  at an exercise price of seventy five cents
($.75)  per  share. The Series D warrant is exercisable, in whole or in part, at
any  time  after  the  earlier of (a) the date a registration statement covering
such  Series  D warrants and underlying warrant shares is declared effective, or
(b)  twelve  (12) months from the date of grant and before the close of business
on the date seven (7) years from the initial exercise date.

     As  of  January  20,  2006, there were outstanding Series BD-1 Common Stock
Purchase  Warrants  entitling  the  holders  to  purchase  up to an aggregate of
693,980 shares of Common Stock at an exercise price of seventy five cents ($.75)
per  share.  A  Series  BD-1 warrant is exercisable, in whole or in part, at any
time  after  the  earlier of (a) the date a registration statement covering such
Series BD-1 warrants and underlying warrant shares is declared effective, or (b)
twelve  (12)  months  from the date of grant and before the close of business on
the date five (5) years from the initial exercise date.

     As  of  January  20,  2006, there were outstanding Series BD-2 Common Stock
Purchase  Warrants  entitling  the  holders  to  purchase  up to an aggregate of
693,980  shares  of  Common  Stock  at an exercise price of one dollar and fifty
cents  ($1.50)  per  share. A Series BD-2 warrant is exercisable, in whole or in
part,  at  any  time  after the earlier of (a) the date a registration statement
covering  such  Series  BD-2  warrants and underlying warrant shares is declared
effective, or (b) twelve (12) months from the date of grant and before the close
of business on the date five (5) years from the initial exercise date.

     As  of  January  20,  2006, there were outstanding Series BD-3 Common Stock
Purchase  Warrants  entitling  the  holders  to  purchase  up to an aggregate of
346,840  shares  of  Common Stock at an exercise price of two dollars and twenty
five  cents ($2.25) per share. A Series BD-3 warrant is exercisable, in whole or
in  part, at any time after the earlier of (a) the date a registration statement
covering  such  Series  BD-3  warrants and underlying warrant shares is declared
effective, or (b) twelve (12) months from the date of grant and before the close
of business on the date seven (7) years from the initial exercise date.

<PAGE>


     The  Company  issued  the  warrants  described above in connection with the
issuance of the Company's Series A Preferred Stock. We have valued our warrants,
according to the Black-Scholes Option Pricing Model, as follows:
<TABLE>
<CAPTION>

WARRANTS                       NUMBER    YEARS  VOLATILITY   STRIKE $   STOCK $   RISK   FAIR VALUE      TOTAL
                                                                                  FREE       PER      FAIR VALUE
                                                                                  RATE     WARRANT         $
<S>                             <C>       <C>      <C>         <C>       <C>       <C>      <C>          <C>

Class A Warrants              9,941,639    5        10%    $    1.50  $   2.48    4.82%  $    1.30    12,924,130
                                         years

Class B Warrants              4,970,824    7        10%    $    2.25  $   2.48    4.84%  $    0.89     4,399,179
                                         years

Class C Warrants              2,000,000    5        10%    $    0.75  $   2.48    4.82%  $    1.89     3,782,000
                                         years

Class D Warrants              2,000,000    5        10%    $    0.75  $   2.48    4.82%  $    1.89     3,782,000
                                         years

Class BD-1 Warrants             919,162    5        10%    $    0.75  $   2.48    4.82%  $    1.89     1,738,135
                                         years

Class BD-2 Warrants             919,162    5        10%    $    1.50  $   2.48    4.82%  $    1.30     1,194,911
                                         years

Class BD-3 Warrants             459,581    7        10%    $    2.25  $   2.48    4.84%  $    0.89       406,729
                                         years
Total Fair Value of Warrants                                                                           28,227,085
</TABLE>


MARKET  PRICE  OF  AND  DIVIDENDS  ON  THE  REGISTRANT'S COMMON EQUITY AND OTHER
SHAREHOLDER  MATTERS

     Our  common stock trades on the OTC Bulletin Board under the trading symbol
"CYON."

The  prices  set  forth below reflect the quarterly high and low bid information
for  shares of our common stock during the last two fiscal years, as reported by
the OTC Bulletin Board.

These  prices  reflect  inter-dealer  prices without retail markup, markdown, or
commission, and may not represent actual transactions.

Please note that the board of directors approved a two-for-one stock dividend on
November  4,  2005,  which doubled the numbers of shares outstanding. Except for
the  prices  listed for the quarter which ended on December 31, 2005, the prices
in the following table reflect pre-dividend sales.



<TABLE>
<CAPTION>
2005 QUARTER ENDED                 HIGH                            LOW
<S>                                 <C>                            <C>
December 31, 2005                  $4.25                           $.60
September 30, 2005                 $1.50                           $.50
June 30, 2005                      $1.75                           $.35
March 31, 2005                     $1.00                           $.25

<PAGE>

2004 QUARTER ENDED
December 31, 2004                  $3.00                           $1.79
September 30, 2004                 $5.00                           $2.30
June 30, 2004                      $10.25                          $0.60
March 31, 2004                     $.60                            $.60
</TABLE>


     Our  common  stock  is  covered  by  an  SEC rule imposing additional sales
practice  requirements  on  broker-dealers  who  sell such securities to persons
other  than  established customers and accredited investors, which are generally
institutions  with assets in excess of $5,000,000, or individuals with net worth
in excess of $1,000,000 or annual income exceeding $200,000, or $300,000 jointly
with  a  spouse.  For  transactions  covered by the rule, the broker-dealer must
make a special suitability determination for the purchaser and transaction prior
to the sale.  Consequently, the rule may affect the ability of broker-dealers to
sell  our securities, and also may affect the ability of purchasers of our stock
to  sell  their  shares  in the secondary market.  The rule may also cause fewer
broker-dealers  to  be  willing to make a market in our common stock, and it may
affect  the  level  of  news  coverage  we  receive.

     We  have  not declared or paid any cash dividends on our common stock since
our  inception,  and  our  Board  of  Directors  currently intends to retain all
earnings  for use in the business for the foreseeable future. Any future payment
of  dividends  will  depend upon our results of operations, financial condition,
cash requirements, and other factors deemed relevant by our Board of Directors.

                             FINANCIAL INFORMATION

FINANCIAL STATEMENTS

     At the end of 2005, Cytation had nominal operations and was a shell company
(as  defined  in Rule 12b-2 of the Exchange Act). As a result of the acquisition
of  Deer  Valley  Homebuilders,  Inc.  on  January  18,  2006,  Cytation now has
significant  assets  and  gross  revenues  in excess of $3,000,000 per month. To
facilitate  understanding  of  the  financial effect of this acquisition and for
clarity  of  presentation,  the  following  financial statements are attached as
exhibits to this Information Statement:



EXHIBIT

99.1      Financial  Statements  of  Cytation  Corporation:  audited  statements
          of  income, cash flows and changes in stockholders' equity for the one
          year periods ending December 31, 2005 and December 31, 2004.

99.2      Financial  Statements  of  Deer  Valley  Acquisitions  Corp.:  audited
          balance  sheet  as  of  December  31,  2005, and audited statements of
          income,  cash  flows  and  changes in stockholders' equity for the six
          month period ending December 31, 2005.

99.3      Financial  Statements  of  Deer  Valley  Homebuilders,  Inc.:  audited
          balance  sheet  as  of  December  31,  2005, and audited statements of
          income,  cash  flows and changes in stockholders' equity for the years
          ended December 31, 2005 and December 31, 2004.

99.4      Pro  Forma  Financial  Statements  as  of  December  31,  2005
          (unaudited)  for  Cytation Corporation, Deer Valley Acquisitions Corp.
          and Deer Valley Homebuilders, Inc.

     It  is  imperative  that  investors  read  the  footnotes  to the financial
statements  attached  to  this  filing.


MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS

     CAUTIONARY  NOTICE  REGARDING  FORWARD  LOOKING  STATEMENTS

     We  desire to take advantage of the "safe harbor" provisions of the Private
Securities  Litigation  Reform  Act  of  1995.  This filing contains a number of
forward-looking  statements  which  reflect  management's  current  views  and
expectations  with respect to our business, strategies, products, future results
and events, and financial performance.  All statements made in this filing other

<PAGE>

than  statements  of  historical fact, including statements addressing operating
performance,  events,  or  developments  which management expects or anticipates
will  or  may  occur  in the future, including statements related to distributor
channels,  volume  growth,  revenues,  profitability,  new products, adequacy of
funds  from  operations,  statements  expressing  general  optimism about future
operating  results,  and  non-historical  information,  are  forward  looking
statements.  In  particular,  the  words  "believe,"  "expect,"  "intend,"
"anticipate,"  "estimate,"  "may,"  variations  of  such  words,  and  similar
expressions identify forward-looking statements, but are not the exclusive means
of  identifying  such  statements,  and  their  absence  does  not mean that the
statement  is not forward-looking.  These forward-looking statements are subject
to certain risks and uncertainties, including those discussed below.  Our actual
results,  performance  or  achievements  could differ materially from historical
results  as  well  as  those  expressed  in,  anticipated,  or  implied by these
forward-looking  statements.  We do not undertake any obligation to revise these
forward-looking  statements  to  reflect  any  future  events  or circumstances.

     Readers  should  not  place  undue  reliance  on  these  forward-looking
statements, which are based on management's current expectations and projections
about  future  events,  are not guarantees of future performance, are subject to
risks,  uncertainties  and  assumptions  (including  those described below), and
apply  only  as  of  the date of this filing. Our actual results, performance or
achievements  could  differ materially from the results expressed in, or implied
by, these forward-looking statements. Factors which could cause or contribute to
such  differences  include, but are not limited to, the risks to be discussed in
our  Annual  Report  on  form  10-KSB  and  in  the  press  releases  and  other
communications  to  shareholders issued by us from time to time which attempt to
advise  interested  parties  of  the  risks  and  factors  which  may affect our
business.  We  undertake  no  obligation  to  publicly  update  or  revise  any
forward-looking  statements,  whether  as  a  result  of new information, future
events, or otherwise.

OVERVIEW

     At  the  end  of  2005,  Cytation  had  nominal operations. The Company had
revenues  of $59,114 in fiscal year 2005, as compared to $240,368 in fiscal year
2004. The Company had a net loss of $173,605 in fiscal year 2005, as compared to
a  net  loss  of  $696,689 in fiscal year 2004. The differences in the foregoing
figures  are  the  result  of  Cytation's  discontinuation  of  operations  in
contemplation  of  a reverse merger, which did not occur, and of the purchase of
Deer Valley.



     As a result of the acquisition of Deer Valley Homebuilders, Inc. on January
18,  2006, Cytation now has gross revenues in excess of $3,000,000 per month and
significant  assets.  Because  Cytation discontinued its prior operations in the
first  quarter  of 2005 and was a shell company (as defined in Rule 12b-2 of the
Exchange  Act)  from the first quarter of 2005 through January 18, 2006, because
Deer  Valley constitutes all of the Company's operations, and because management
does  not  believe  that  it  is informative or useful to compare the results of
operations  for  the  year  ended  December  31,  2005 on an unaudited pro forma
condensed  combined consolidated basis, giving effect to the acquisition of Deer
Valley,  as  compared  to  fiscal  year  2004,  the remainder of this discussion
relates  to  the  operations  of Cytation's newly acquired operating subsidiary,
Deer Valley. In conjunction with this discussion it is imperative that investors
read the footnotes to the financial statements attached to this filing.



     Deer  Valley  is  a wholly-owned subsidiary of DVA, which is a wholly-owned
subsidiary  of  the  Company.  Deer  Valley was formed in January, 2004, and its
offices  and  manufacturing  plant  are  located  in  Guin, Alabama. Deer Valley
manufactures  and  designs  manufactured  homes  which  are sold to a network of
independent  dealers  located  primarily  in  the southeastern and south central
regions  of  the  United  States. For more information on the company's lines of
business  and  principal  products  and services, please see the section of this
filing entitled "Description of Business."


     Deer  Valley  operates  its  manufacturing facility and business offices in
Guin,  Alabama.  Also,  on  January  25  2006,  the Company approved Deer Valley
Homebuilders,  Inc.,  an  indirectly  wholly-owned  subsidiary  of  the Company,
entering  into  a  Sales  Contract with Steve J. Logan to purchase real property
located  at  7668  Highway 278 in Sulligent, Alabama (the "Sulligent Property").
The  purchase  price  for  the Sulligent Property is $725,000 and the closing is
currently  scheduled  to  occur  on  or before April 30, 2006.

The  Company will finance the Sulligent Property. As of the date of this filing,
the  details  of  the  financing  have not been finalized. The Sales Contract is
subject  to  certain contingencies, including a standard title contingency. Deer
Valley's  plant on the Sulligent Property opened on February 20, 2006 and, as of
the  date  of  this  filing, is producing approximately 12 floors per week. Deer
Valley  currently  occupies  the Sulligent Property under a short-term lease for

<PAGE>

nominal  consideration.  For more information on floors and rates of production,
please see the section of this filing entitled "Description of Business."



     When  evaluating  the  Company's  financial  condition  and  operating
performance,  the  most  important matters on which the company's executives are
currently  focusing are raising additional capital and establishing a new credit
line  with a larger bank, in order to facilitate growth. Management is currently
negotiating  with  bankers  to  secure  such  a  credit  line and feels that the
availability of the current financial data presented in the financial statements
attached  hereto  may  expedite  that  process.  The  key performance indicators
management  examines are (1) the Company's production rate, in "floors" produced
per day, (2) the cost of sales, and (3) the size of the Company's sales backlog.
For  more  information  on these performance indicators, please see the attached
financial statements and notes thereto and the section of this document entitled
"Description of Business."



     Management feels that the following areas present significant opportunities
or  risks  for  the  Company:

     1)  Securities  Compliance

     Deer  Valley has been operated as a private company which is not subject to
federal  securities  laws  and,  therefore,  may  lack the internal or financial
control  infrastructure  and procedures necessary for public companies to comply
with  the  provisions  of  the  Securities  Exchange  Act  and  Sarbanes-Oxley
regulations.  Deer  Valley,  DVA,  and  the  Company are coordinating with legal
counsel and auditors to put in place proper financial controls and procedures to
insure  full  compliance with and disclosure under all relevant securities laws.
Of  course,  there  can  be  no  guarantee  that  there  will  be no significant
deficiencies  or  material  weaknesses in the quality of Deer Valley's financial
controls.  The  greatest  challenge  Management  forsees  in implementing proper
controls and procedures is that the cost to Deer Valley of such compliance could
be  substantial  and  could  have  a  material  adverse effect on our results of
operations.



     2)  Downturn  in  the  Manufactured  Housing  Industry

     In  recent years, the manufactured housing industry experienced a prolonged
and  significant  downturn  as  consumer  lenders  began to tighten underwriting
standards and curtail credit availability in response to higher than anticipated
rates  of  loan defaults and significant losses upon the repossession and resale
of  homes  securing  defaulted  loans.  According  to  the  Manufactured Housing
Institute, domestic shipments of manufactured homes peaked in calendar year 1998
with  the  shipment  of  372,843  homes,  before declining to a total of 130,802
manufactured  homes  in calendar year 2004.  The manufactured housing industry's
share of new single-family housing starts also increased to 24% in calendar year
1997  before  declining  to  7.5%  of  all  new  single-family housing starts in
calendar  year  2004.  Other  causes of the downturn include a reduced number of
consumer  lenders  in  the  traditional  chattel  (home-only) lending sector and
higher  interest  rates  on  home-only  loans.  These  factors  have resulted in
declining  wholesale  shipments,  excess  manufacturing and retail locations and
surplus  inventory.



     Despite  the  industry  decline,  which commenced in calendar year 1999, we
have  been  able  to  successfully  launch  our  business  through  an efficient
manufacturing  and production facility, flexible product designs, an experienced
and  capable  sales  team,  stringent  cost  controls,  and  attention to dealer
relations,  customer  satisfaction  and  service  efforts.  Additionally,  our
affiliated  dealers  often  endeavor  to  distinguish Deer Valley by selling our
manufactured  homes  as  part  of a land-home package which may be financed by a
conventional  mortgage. Finally, Deer Valley focuses on the multi-section sector
of  the  manufactured housing market, which Management feels offers the greatest
potential  for  growth  because  multi-section  homes  often  have an appearance
similar  to  more traditional site-built homes but are competitively priced when
compared  to  a  site-built  home.  For more information on multi-section homes,
please see the section of this document entitled "Description of Business."



     3)  Rising  Interest  Rates  and  Residual  Effects  of  Hurricane  Katrina

     Two  important  factors  could  affect  our  sales: the residual effects of
Hurricane  Katrina  and  rising  interest  rates.  Interest  rates have a marked
effect  upon  the  manufactured  housing  market.  Management  feels that rising

<PAGE>

interest  rates will drive buyers from traditional "site built" homes toward the
upper end of the manufactured housing market, where our products are positioned.
However,  additional  increases  in  interest  rates  could eventually adversely
affect  buyers  of  Deer  Valley  products  and  could  cause  dealers to reduce
inventories  because  of  "Floor-Plan"  expenses.



     Hurricane  Katrina  has  created  a  huge need for the rapid replacement of
houses  in  the  Gulf  Coast  Region. The lure of lucrative "FEMA" contracts has
caused  other  suppliers  to disrupt or delay normal shipments to their dealers.
This  has  created  a rush by dealers to establish new relationships or increase
orders  with Deer Valley, which has not interrupted its service in this way. The
hurricane  effect  could  increase  even  further  this summer, as landowners in
hurricane-damaged  areas  receive  government  permission to rebuild, new storms
destroy  existing  housing, and Gulf Coast residents return to their home towns.
However,  hurricane-related disruptions in the availability of the raw materials
we  use  to construct our products could have a material adverse impact upon our
business.



     4)  "Floor  Plan"  Credit  Available  to  Manufactured  Home  Dealers

     Reduced  availability of floor plan financing for manufactured home dealers
could negatively impact Deer Valley's business.  A major floor plan financer for
manufactured  housing  was recently purchased.  If this financer or its acquirer
were to discontinue floor plan financing programs for manufactured home dealers,
approximately  one-third  of  the floor plan financing available to manufactured
home dealers would disappear.  An occurrence of this type could have a material,
adverse  impact upon Deer Valley's business, since dealers would have additional
difficulty  in procuring funds to inventory homes based on floor plan financing.


     RESULTS  OF  OPERATIONS

     The  following  discussion  of  our  financial  condition  and  results  of
operations should be read in conjunction with our financial statements, included
herewith.  This  discussion  should  not  be construed to imply that the results
discussed  herein  will  necessarily  continue  into  the  future,  or  that any
conclusion  reached  herein  will  necessarily be indicative of actual operating
results  in  the  future.  Such  discussion  represents  only  the  best present
assessment  by  our  management.

Historical  financial information presented for the year ended December 31, 2005
and  the  year ended December 31, 2004, is that of the Company on a consolidated
versus  combined  basis  with Deer Valley Homebuilders, Inc., which reflects the
Company's  acquisition  of  Deer  Valley Homebuilders, Inc. on January 18, 2006,
pursuant to the terms of the Securities Purchase and Share Exchange Agreement.



HISTORICAL  RESULTS  - FISCAL YEAR ENDED DECEMBER 31, 2005; COMPARISON OF FISCAL
YEAR  ENDED  DECEMBER  31,  2004.

REVENUES.  Overall  net  revenues  for  the  year  ended  December 31, 2005 were
$35,717,073.  In  addition, overall net revenues for the year ended December 31,
2004  were  $15,394,215.  The  increase  of  $20,322,858  is  a direct result of
increased  sales and production of homes which increased from 655 floors in 2004
to  1,385  floors  in  2005.



SELLING,  GENERAL,  AND  ADMINISTRATIVE  EXPENSES.  General  and  administrative
expenses  consisted  of  payroll and related expenses for executive, accounting,
and  administrative  personnel,  professional  fees, and other general corporate
expenses.  Selling,  general,  and  administrative  expenses  for the year ended
December  31,  2005  were  $2,996,023.  In  addition, general and administrative
expenses for the year ended December 31, 2004 were $1,559,333. These general and
administrative  costs  have  increased  primarily  due  to increased production,
sales, and operating expenses. The production direct cost of goods was generally
in  the  same  ratio to sales for both periods with increased quantity discounts
being  offset  by a rise in material cost. The remainder of the increase was due
to salary expenses, which increased from $894,722 in 2004 to $1,423,298 in 2005.



NET  INCOME  (LOSS).  The  net  income  for the year ended December 31, 2005 was
$3,366,658.  The net income for the year ended December 31, 2004 was $1,010,506.
The increase in net income is primarily due to increased production and sales of
Deer Valley's operations. Because of this and because fixed expenses were spread
over  a significantly larger number of units produced with no reduction in price
per unit, the gross profit margin was greater in 2005 than in 2004. The increase
in  production  can  be seen in a comparison of daily output. As of December 31,
2004,  Deer  Valley  produced 4 floors per day, whereas as of December 31, 2005,
Deer Valley produced 7 floors per day.


<PAGE>

LIQUIDITY  AND  CAPITAL  RESOURCES

     Management  believes  that  the  Company  has  sufficient  cash  flow  from
operations,  available  bank  borrowings, cash, and cash equivalents to meet its
short-term  working  capital requirements for the next 12 months. As of March 4,
2006,  Deer  Valley's  unaudited  monthly  balance  sheet  indicated that it had
approximately  $2,711,954  in  cash  and  cash  equivalents.  In  addition, Deer
Valley's  sales  of manufactured homes generate an average positive cash flow in
excess of $281,000 per month.

Should  our costs and expenses prove to be greater than we currently anticipate,
or should we change our current business plan in a manner which will increase or
accelerate  our  anticipated costs and expenses, such as through the acquisition
of new products, the depletion of our working capital would be accelerated.

Management  believes  that  the  Company will need additional working capital to
sustain  its  present  rate of growth in the long term. Accordingly, the Company
may  seek  additional equity financing to facilitate acquisition of property and
expansion of production facilities.



     The  company  spends  its  cash  to  pay  expenses and to fund increases in
production capacity.

To  the  extent that it becomes necessary to raise additional cash in the future
as  our current cash and working capital resources are depleted, we will seek to
raise  it  through  the public or private sale of debt or equity securities, the
procurement  of advances on contracts or licenses, funding from joint-venture or
strategic  partners, debt financing or short-term loans, or a combination of the
foregoing.  We  also  may  seek  to satisfy indebtedness without any cash outlay
through the private issuance of debt or equity securities.


     The  net  cash provided by operating activities as of December 31, 2005 and
December  31,  2004  was $3,376,520 and $787,139, respectively. The increase was
due  to  an increase in sales from 655 floors to 1,385 floors from 2004 to 2005.
In particular the net income increased by $2,356,152 from 2004 to 2005 due to an
increase in sales and due to the fact that Deer Valley operated for all of 2005,
unlike  2004.  The net cash used in investing activities as of December 31, 2005
and December 31, 2004 was $260,631 and $1,705,470, respectively. This change was
primarily  due  to differences in capital asset purchases during that period. In
particular,  in  2004  Deer Valley purchased its first manufacturing facility in
Guin,  Alabama,  whereas  in  2005 Deer Valley had very few purchases of capital
assets.  The  net  cash used in financing activities as of December 31, 2005 was
$1,748,444, and the net cash produced by financing activities as of December 31,
2004  was  $2,482,150. The cash financing activities in 2004 included $1,100,000
invested as capital in the form of common stock, of which 66,000 was repurchased
at  end  of  2004  as  treasury  stock,  and $1,543,314 in loan proceeds used to
purchase  the  Guin  manufacturing  facility  and  equipment. Net cash financing
activities  in  2005  were  primarily  for  distributions to shareholders, which
amounted  to  $1,125,000. These distributions were more substantial in 2005 than
the $598,158 distributed in 2004 because Deer Valley was more profitable.


     The Company is contingently liable under the terms of repurchase agreements
with  financial  institutions providing inventory financing for retailers of the
Company's  products.  These  arrangements,  which are customary in the industry,
provide for the repurchase of products sold to retailers in the event of default
by  the  retailer.  The  risk  of  loss  under  these  agreements is spread over
numerous  retailers.  The  price  the  Company  is  obligated  to  pay generally
declines  over  the  period of the agreement (typically 18 to 24 months) and the
risk  of  loss  is  further reduced by the sale value of repurchased homes.

The  maximum  amount  for  which  the  Company is contingently liable under such
agreements  amounted to $9,600,519 and $4,516,365 at December 31, 2005 and 2004,
respectively.  The remaining outstanding contingent liability arising from sales
to  dealers  prior to December 31, 2004 amounted to $525,000 on the date of this
filing. As of December 31, 2005 and December 31, 2004, the company had a reserve
of  $35,000  and  $3,500,  respectively,  for future repurchase losses, based on
prior experience and an evaluation of dealers' financial conditions.

The  Company  to  date  has  not  experienced  significant  losses  under  these
agreements,  and management does not expect any future losses to have a material
effect on the accompanying financial statements.

The  risk  of  loss  which  we  face  under  these repurchase agreements is also
lessened  by  additional  factors  listed  below  under  "Reserve for Repurchase
Commitments."


<PAGE>

FINANCING

     The  Company  had a fixed-rate revolving line of credit with State Bank and
Trust of Guin, Alabama. Under this line of credit entered into on March 3, 2004,
the  Company  could make loan draws for business purposes up to a maximum amount
of  $500,528  in  the  aggregate.  Amounts  drawn  on  the line of credit accrue
interest at the fixed interest rate of 5.5%. The line of credit matured on March
25,  2005  and  was not renewed. The line of credit was secured by inventory and
accounts receivable of the Company.



     In  addition  to  the  revolving  line of credit described in the preceding
paragraph,  the  Company,  during  its normal course of business, is required to
issue  irrevocable  standby  letters of credit in the favor of independent third
party beneficiaries to cover obligations under repurchase agreements. Please see
"Reserve  for  Repurchase  Commitments"  below  for  more  information  on  our
repurchase agreements.


     As  of  October 1, 2005, the following letters of credit were issued and in
force:


     Letter  of  Credit  No.  98  issued  through  State  Bank  &  Trust  in the
     amount  of  $400,000 to the favor of beneficiary Bombardier Capital expired
     on January 27, 2006 and was replaced with letter of credit to GE Commercial
     on  January  27,  2006  and  expiring January 27, 2007. The beneficiary was
     changed  from  Bombardier Capital to GE, due to GE's buyout of Bombardier's
     manufactured  housing  floor  plan  division. Personally guaranteed by Joel
     Logan.



     Letter  of  Credit  No.  93  issued  through  State  Bank  &  Trust  in the
     amount  of  $100,000 to the favor of beneficiary 21st Mortgage Corporation,
     issued  May  3,  2005 and expiring May 3, 2006, pending renewal. Personally
     guaranteed by the three largest shareholders of the Company.



     Letter  of  Credit  No.  97  issued  through  State  Bank  &  Trust  in the
     amount  of  $150,000  to the favor of Textron Financial Corporation, issued
     August 29, 2005 and expiring August 29, 2006, pending renewal.



     All  of  the  Letters  of  Credit above are required under the terms of the
Repurchase  Agreements  described  below  in  the  section  entitled  "Critical
Accounting Estimates." As of December 31, 2005, no amounts had been drawn on the
above irrevocable letters of credit by the beneficiaries.


     The Company is also obligated under a Promissory Note payable to State Bank
&  Trust  of Guin, Alabama (the "B&T Note").  The B&T Note is payable in monthly
installments  of  $10,000  (which  includes  interest  at  5.00%) and matures on
November  11, 2008.

The  B&T  Note  is  secured  by  all  assets  of  the  Company and is personally
guaranteed by two major stockholders of the Company.



     Management  does  not  believe  that  current debt commitments will make it
difficult  to  secure additional debt or equity financing, since the company has
no  significant  debt  other  than  long-term mortgages, trade payables, and the
earnout agreement referenced in "Off-Balance Sheet Arrangements" below.


CRITICAL  ACCOUNTING  POLICIES

     Our  discussion  and  analysis  of  our  financial condition and results of
operations  are based upon our financial statements, which have been prepared in
accordance with accounting principles generally accepted in the United States of
America.  The preparation of these consolidated financial statements requires us
to  make  estimates  and  judgments  that affect the reported amounts of assets,
liabilities, revenues and expenses, and related disclosures of contingent assets
and  liabilities.

For  a description of those estimates, see Note 1, Nature of Business , Basis of
Presentation,  and  Summary of Significant Accounting Policies, contained in the
explanatory  notes  to Deer Valley Homebuilders, Inc.'s financial statements for
the fiscal year ended December 31, 2005, contained in this filing.

On  an  ongoing  basis,  we  evaluate  our estimates, including those related to
reserves,  deferred tax assets and valuation allowance, impairment of long-lived
assets, fair value of equity instruments issued to consultants for services, and
estimates  of  costs  to complete contracts. We base our estimates on historical
experience  and  on  various other assumptions which we believe to be reasonable
under  the  circumstances,  the  results  of  which  form  the  basis for making
judgments  about  the  carrying  value  of  assets and liabilities which are not
readily  apparent  from  other  sources.  Actual  results  may differ from these
estimates  under  different  assumptions or conditions. However, we believe that
our estimates, including those for the above-described items, are reasonable.

<PAGE>

CRITICAL  ACCOUNTING  ESTIMATES

     Management  is  aware that certain changes in accounting estimates employed
in  generating  financial  statements  can have the effect of making the Company
look  more  or  less profitable than it actually is. Management does not believe
that either the Company or its auditors have made any such changes in accounting
estimates.  A  summary of the most critical accounting estimates employed by the
Company in generating financial statements follows below.


WARRANTIES

     We  provide  our  retail  buyers  with a one-year limited warranty covering
defects  in  material or workmanship, including plumbing and electrical systems.
We  record  a  liability  for  estimated future warranty costs relating to homes
sold,  based  upon  our assessment of historical experience and industry trends.
In  making  this  estimate, we evaluate historical sales amounts, warranty costs
related  to  homes  sold  and timing in which any work orders are completed.

We  have a reserve for estimated warranties of $750,000 as of December 31, 2005,
compared to $550,000 as of December 31, 2004.

Although  we  maintain  reserves for such claims, there can be no assurance that
warranty  expense levels will remain at current levels or that the reserves that
we  have  set  aside  will  continue  to be adequate. A large number of warranty
claims  which  exceed  our current warranty expense levels could have a material
adverse affect upon our results of operations.

VOLUME  INCENTIVES  PAYABLE

     We  have  relied  upon volume incentive payments to our independent dealers
who retail our products.  These volume incentive payments are accounted for as a
reduction  to  gross  sales,  and  are  estimated  and accrued when sales of our
manufactured  homes  are  made  to  our  independent  dealers.  Volume incentive
reserves  are  recorded  based  upon the annualized purchases of our independent
dealers  who purchase a qualifying amount of home products from us.  We accrue a
liability  to  our  dealers, based upon estimates derived from historical payout
rates.  Volume  incentive  costs  represent a significant expense to us, and any
significant  changes  in  actual  payouts  could  have  an adverse affect on our
financial  performance.

RESERVE  FOR  REPURCHASE  COMMITMENTS

     Most  of  our independent dealers finance their purchases under a wholesale
floor  plan  financing  arrangement under which a financial institution provides
the  dealer  with  a  loan  for  the  purchase price of the home and maintains a
security  interest  in  the home as collateral.  When entering into a floor plan
arrangement,  the  financial institution routinely requires that we enter into a
separate  repurchase  agreement  with  the lender, under which we are obligated,
upon  default  by the independent dealer, to repurchase the manufactured home at
our  original  invoice  price  less  the  cost  of  administrative  and shipping
expenses.  Our  potential  loss  under  a repurchase obligation depends upon the
estimated net resale value of the home, as compared to the repurchase price that
we  are  obligated  to  pay.  This  amount generally declines on a predetermined
schedule  over  a  period  that  usually  does  not  exceed  24  months.

     The risk of loss that we face under these repurchase agreements is lessened
by  several  factors,  including  the  following:

     (i)  the  sales  of  our  products  are spread over a number of independent
          dealers,
     (ii) we  have  had  only  isolated  instances  where  we  have  incurred  a
          repurchase obligation,
     (iii) the  price  we  are  obligated  to  pay  under  such  repurchase
          agreements  declines  based  upon a predetermined amount over a period
          which usually does not exceed 24 months, and

     (iv) we  have  been  able  to  resell  homes  repurchased  from  lenders at
          current  market  prices,  although  there is no guarantee that we will
          continue to be able to do so.


<PAGE>


     The  maximum amount for which the Company is contingently liable under such
agreements  amounted to $9,600,519 at December 31, 2005. As of December 31, 2005
and  December  31,  2004  we  had a reserve of $35,000 and $3,500, respectively,
established  for  future repurchase commitments, based upon our prior experience
and evaluation of our independent dealers' financial conditions.

Because  Deer  Valley  to  date has not experienced any significant losses under
these  agreements,  management  does  not  expect  any  future  losses to have a
material effect on our accompanying financial statements.

REVENUE  RECOGNITION

     Revenue for our products sold to independent dealers are generally recorded
when  all  of the following conditions have been met:  (i) an order for the home
has  been  received  from  the dealer, (ii) an agreement with respect to payment
terms  has  been  received, and (iii) the home has been shipped and risk of loss
has  passed  to  the  dealer.

RECENT  ACCOUNTING  PRONOUNCEMENTS

     In  December  2004,  the FASB issued SFAS No.153, "Exchanges of Nonmonetary
Assets,  an  amendment  of  APB  Opinion  No.  29,  Accounting  for  Nonmonetary
Transactions."  The  amendments made by Statement 153 are based on the principle
that  exchanges of nonmonetary assets should be measured based on the fair value
of  the assets exchanged. Further, the amendments eliminate the narrow exception
for  nonmonetary  exchanges  of  similar productive assets and replace it with a
broader  exception  for  exchanges  of  nonmonetary  assets  that  do  not  have
commercial substance. Previously, Opinion 29 required that the accounting for an
exchange  of  a productive asset for a similar productive asset or an equivalent
interest in the same or similar productive asset should be based on the recorded
amount  of the asset relinquished. Opinion 29 provided an exception to its basic
measurement  principle  (fair value) for exchanges of similar productive assets.
The  FASB  believes  that  exception  required  that some nonmonetary exchanges,
although commercially substantive, be recorded on a carryover basis. By focusing
the  exception  on  exchanges which lack commercial substance, the FASB believes
this statement produces financial reporting which more faithfully represents the
economics  of  the  transactions.  SFAS  153  is effective for nonmonetary asset
exchanges  occurring  in  fiscal  periods beginning after June 15, 2005. Earlier
application  is  permitted  for  nonmonetary asset exchanges occurring in fiscal
periods  beginning  after the date of issuance. The provisions of SFAS 153 shall
be  applied  prospectively. The Company has evaluated the impact of the adoption
of  SFAS  153,  and  does  not  believe  the  impact  will be significant to the
company's overall results of operations or financial position.

     In  December 2004, the FASB issued SFAS No.123 (revised 2004), "Share-Based
Payment".  SFAS  123(R)  will  provide  investors  and  other users of financial
statements  with  more  complete  and neutral financial information by requiring
that  the  compensation  cost  relating  to  share-based payment transactions be
recognized in financial statements. That cost will be measured based on the fair
value  of  the equity or liability instruments issued. SFAS 123(R) covers a wide
range  of  share-based  compensation  arrangements  including  share  options,
restricted share plans, performance-based awards, share appreciation rights, and
employee  share  purchase  plans.  SFAS  123(R) replaces FASB Statement No. 123,
"Accounting  for  Stock-Based  Compensation", and supersedes APB Opinion No. 25,
"Accounting  for  Stock  Issued  to  Employees."  SFAS 123, as originally issued
in  1995,  established  as  preferable  a  fair-value-based method of accounting
for  share-based  payment  transactions  with  employees.  However,  that
statement  permitted  entities the option of continuing to apply the guidance in
Opinion  25, as long as the footnotes to financial statements disclosed what net
income  would  have  been  had the preferable fair-value-based method been used.
Public  entities  (other  than  those  filing as small business issuers) will be
required to apply SFAS 123(R) as of the first interim or annual reporting period
which  begins  after  June  15,  2005.  For  public  entities  filing  as  small
business  issuers,  SFAS 123(R)  is  applicable  as  of  the  beginning  of  the
first  interim  or  annual  reporting  period beginning after December 15, 2005.

Once  the  standard  is  adopted, we currently expect full-year 2006 diluted net
earnings  per  share  to  be  reduced  by  approximately  $.01 for stock option.
Application  of  this  pronouncement requires significant judgment regarding the
inputs to an option pricing model, including stock price volatility and employee
exercise  behavior.  Most  of  these  inputs  are either highly dependent on the
current  economic  environment  at the date of grant or forward-looking over the
expected  term  of  the  award.  As  a  result, the actual impact of adoption on
earnings  for  2006 could differ significantly from our current estimate. We are
currently considering the modified prospective method of transition, which would
be first effective for our 2006 fiscal first quarter.


<PAGE>

     In  December  2004,  the  Financial  Accounting  Standards Board issued two
FASB  Staff  Positions-FSP  FAS  109-1,  Application  of  FASB  Statement  109
"Accounting  for  Income  Taxes"  to  the  Tax Deduction on Qualified Production
Activities  Provided by  the  American  Jobs  Creation  Act of 2004, and FSP FAS
109-2 Accounting and Disclosure  Guidance  for the Foreign Earnings Repatriation
Provision  within  the  American  Jobs  Creation  Act  of 2004. Neither of these
affected the Company as it does  not  participate  in  the  related  activities.

PROPERTY

     The  Company's  executive  and  operating  offices  are  located  at  4902
Eisenhower  Blvd.,  Suite  185,  Tampa,  FL  33634.  The telephone number at the
Company's  executive  offices  is  (813)  885-5998.  Deer Valley's manufacturing
plant  and  offices are located at 205 Carriage Street, Guin, Alabama 35563, and
its  telephone  number is (205) 468-8400.  Deer Valley's manufacturing plant and
company  offices  consists  of a manufacturing plant with 107,511 square feet, a
frame  shop  with  10,800  square  feet, material shed of 23,172 square feet and
offices  with  11,250  square feet of space.  Deer Valley owns the buildings and
25.5  acres  underlying  these  facilities.




     Due  to  increased  sales,  Management  believed that the Company needed to
obtain  a  small  satellite  production  facility  near to its facility in Guin,
Alabama, in 2006.

On  January  25  2006,  the  Company approved Deer Valley Homebuilders, Inc., an
indirectly  wholly-owned  subsidiary  of  the  Company,  entering  into  a Sales
Contract  with  Steve J. Logan to purchase real property located at 7668 Highway
278 in Sulligent, Alabama.

Deer  Valley's plant on the Sulligent Property opened on February 20, 2006 under
a short-term lease.


     Deer  Valley  maintains a website at www.deervalleyhb.com.  The information
contained  on  Deer  Valley's  website  is  not a part of this filing, nor is it
incorporated  by  reference  into  this  filing.

     Deer  Valley  does  not  invest  in  real  estate or real estate mortgages.

OFF-BALANCE  SHEET  ARRANGEMENTS


     In  connection  with  the  Capital  Stock  Purchase  Agreement, the Company
entered  into  the Earnout Agreement, pursuant to which, additional payments may
be  paid  to the former owners of Deer Valley Homebuilders, Inc., as an earnout,
based  upon the Net Income Before Taxes of Deer Valley Homebuilders, Inc. during
the  next  five (5) years up to a maximum of $6,000,000. The business purpose of
executing  the  Earnout  Agreement  was to set the purchase price of Deer Valley
Homebuilders,  Inc.  by  an objective standard, given that the owners of DVH and
the  Company  could  not  agree  on  an  outright  purchase price. The Company's
obligations  under  the  Earnout  Agreement could negatively affect earnings per
share, liquidity, capital resources, market risk, and credit risk.


PROPOSALS BY SECURITY HOLDERS

     No security holders have submitted to the Registrant any proposals or
notice to present the same for action at the meeting.


INTEREST OF CERTAIN PERSONS IN OR OPPOSITION TO MATTERS TO BE ACTED UPON

     (a)     Except  as  set forth in this Schedule 14C, no officer, director or
director  nominee  of  the  Company  has  any  substantial  interest,  direct or
indirect,  in the matters to be acted upon, other than his role as an officer or
director  of  the  Company.

     (b)  No director of the Company has informed the Company that he intends to
oppose any action taken by the Company set forth in this Information Statement.

COMPANY  CONTACT  INFORMATION

     Only  one  Information  Statement  is  being delivered to multiple security
holders sharing an address unless the Company has received contrary instructions
from  one  or  more of the security holders. The Company shall deliver promptly,

<PAGE>

upon  written or oral request, a separate copy of the Information Statement to a
security  holder  at a shared address to which a single copy of the document was
delivered.  A  security  holder  can notify the Company that the security holder
wishes  to  receive  a  separate  copy of the Information Statement by sending a
written  request  to  the Company at 4902 Eisenhower Blvd., Suite 185, Tampa, FL
33634;  or by calling the Company at (813) 885-5998 and requesting a copy of the
Information  Statement.  A  security  holder  may  utilize  the same address and
telephone number to request either separate copies or a single copy for a single
address  for  all  future  information  statements  and  annual  reports.

All  inquires  regarding  our  Company  should  be  addressed  to  our Company's
principal  executive  office:

                              CYTATION CORPORATION
                        4902 Eisenhower Blvd., Suite 185
                                 Tampa, FL 33634
                                 (813) 885-5998
      Attention: Charles G. Masters, President and Chief Executive Officer



EXHIBITS

99.1      Financial  Statements  of  Cytation  Corporation:  audited  statements
          of  income, cash flows and changes in stockholders' equity for the one
          year periods ending December 31, 2005 and December 31, 2004.

99.2      Financial  Statements  of  Deer  Valley  Acquisitions  Corp.:  audited
          balance  sheet  as  of  December  31,  2005, and audited statements of
          income,  cash  flows  and  changes in stockholders' equity for the six
          month period ending December 31, 2005.

99.3      Financial  Statements  of  Deer  Valley  Homebuilders,  Inc.:  audited
          balance  sheet  as  of  December  31,  2005, and audited statements of
          income,  cash  flows and changes in stockholders' equity for the years
          ended December 31, 2005 and December 31, 2004.

99.4      Pro  Forma  Financial  Statements  as  of  December  31,  2005
          (unaudited)  for  Cytation Corporation, Deer Valley Acquisitions Corp.
          and Deer Valley Homebuilders, Inc.

99.5      Auditor's Letter.

99.6      Proposed Articles of Incorporation of Florida Corporation.



                       BY ORDER OF THE BOARD OF DIRECTORS

/S/CHARLES G. MASTERS
---------------------
CHARLES G. MASTERS
PRESIDENT, CHIEF EXECUTIVE OFFICER AND DIRECTOR
TAMPA, FLORIDA

APRIL 6, 2006


<PAGE>



</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99.1
<SEQUENCE>2
<FILENAME>ex99-1.txt
<DESCRIPTION>FINANCIAL STATEMENTS OF CYTATION CORPORATION
<TEXT>
EXHIBIT 99.1


                              CYTATION CORPORATION
                              FINANCIAL STATEMENTS
                        AS OF DECEMBER 31, 2005 AND 2004
                                    (AUDITED)


TABLE OF CONTENTS:

AUDIT REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM - WHEELER, HERMAN, HOPKINS & LAGOR, PA                             F-1

AUDIT REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM -
RADIN, GLASS & CO., LLP                                                 F-2

FINANCIAL STATEMENTS:

BALANCE SHEET AS OF DECEMBER 31, 2005 AND 2004                          F-3

STATEMENT OF OPERATIONS FOR THE YEARS ENDED DECEMBER 31, 2005
AND 2004                                                                F-4

STATEMENT OF STOCKHOLDERS' EQUITY FOR THE YEARS ENDED DECEMBER 31,
2005 AND 2004                                                           F-5

STATEMENT OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2005
AND 2004                                                                F-6

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS                     F-7-F-14

<PAGE>

                              CYTATION CORPORATION
                              FINANCIAL STATEMENTS
                        AS OF DECEMBER 31, 2005 AND 2004
                                    (AUDITED)


          AUDIT REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM


The Board of Directors and Stockholders
Cytation Corporation
Tampa, Florida

We have audited the accompanying balance sheets of Cytation Corporation as of
December 31, 2005 and the related statements of operations, changes in
stockholders' deficit, and cash flow for the year then ended. These financial
statements are the responsibility of the company's management. Our
responsibility is to express an opinion on these financial statements based on
our audit.

We conducted our audit in accordance with auditing standards of the Public
Company Accounting Oversight Board (United States). Those standards require that
we 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. We believe that our
audit provides a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of Cytation Corporation at
December 31, 2005, and the results of its operations and its cash flows for the
year then ended, in conformity with accounting principles generally accepted in
the United States.


/s/ Wheeler, Herman, Hopkins & Lagor

Wheeler, Herman, Hopkins & Lagor
Certified Public Accountants
Tampa, Florida
March  24, 2006

                                     F-1
<PAGE>

             REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

                                                               February 25, 2005

The Board of Directors and Stockholders
Cytation Corporation
Bristol, RI

We  have  audited  the accompanying balance sheets of Cytation Corporation as of
December  31, 2004 and 2003 and the related statements of operations, changes in
stockholders'  equity  (deficit),  and cash flow for the years then ended. These
financial  statements  are  the  responsibility of the company's management. Our
responsibility  is  to express an opinion on these financial statements based on
our  audits.

We  conducted  our  audits  in  accordance with auditing standards of the Public
Company Accounting Oversight Board (United States). Those standards require that
we  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. We believe that our
audits  provide  a  reasonable  basis  for  our  opinion.

In  our  opinion,  the financial statements referred to above present fairly, in
all  material  respects,  the  financial  position  of  Cytation  Corporation at
December 31, 2004 and 2003, and the results of its operations and its cash flows
for  the  years  then  ended, in conformity with accounting principles generally
accepted  in  the  United  States.

The  accompanying financial statements for the year ended December 31, 2004 have
been  prepared  assuming  that  the Company will continue as a going concern. As
discussed  in  Note  1  to  the  financial  statements, the Company has suffered
operating  losses  and has a net capital deficiency that raise substantial doubt
about  its ability to continue as going concern. Management's plans in regard to
these  matters  are  also  described  in Note 1. The financial statements do not
include  any adjustments that might result form the outcome of this uncertainty.



                                                      /s/ Radin Glass & Co., LLP
                                                    Certified Public Accountants
                                                                    New York, NY

                                      F-2
<PAGE>

<TABLE>
<CAPTION>
                                 Cytation Corporation
                                    Balance Sheet
                           As of December 31, 2005 and 2004


                                        ASSETS
                                                             2005           2004
                                                         -------------  -------------
<S>                                                           <C>            <C>
CURRENT ASSETS:
      Cash                                               $        220   $     65,644
      Notes receivable, stockholder                                 -         10,113
      Notes receivable, other                                       -          5,000
      Prepaid expenses and other current assets                     -          8,706
                                                         -------------  -------------

           Total Current Assets                                   220         89,463

 PROPERTY AND EQUIPMENT, Net                             $          -   $      4,496

 OTHER ASSETS:
      Security deposit                                   $          -   $      1,800
      Investment                                                    -         59,718
                                                         -------------  -------------
           Total Other Assets                                       -         61,518

           TOTAL ASSETS                                  $        220   $    155,477
                                                         =============  =============

 LIABILITIES AND STOCKHOLDERS' DEFICIT

 CURRENT LIABILITIES:
      Accounts payable and accrued expenses              $     48,416   $     92,306
      Notes payable and accrued interest                       90,500        120,228
                                                         -------------  -------------

           Total Current Liabilities                          138,916        212,534

 STOCKHOLDERS' DEFICIT:
      Common stock, $0.001 par value, 2,000,000 shares
      authorized, 982,662 and 436,165 shares issued and
      outstanding respectively                                    982            436
      Additional paid-in capital                           32,723,371     32,608,451
      Shares subscribed (not issued)                          (23,500)             -
      Accumulated deficit                                 (32,839,549)   (32,665,944)
                                                         -------------  -------------

           Total Stockholders' Deficit                       (138,696)       (57,057)
                                                         -------------  -------------

           TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT   $        220   $    155,477
                                                         =============  =============
</TABLE>

     SEE REPORTS OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM AND NOTES TO
                              FINANCIAL STATEMENTS.

                                     F-3
<PAGE>

<TABLE>
<CAPTION>
                                   Cytation Corporation
                                 Statements of Operations

                                                              For the Years Ended December 31,
                                                                      2005        2004
                                                                   ----------  ----------
<S>                                                                    <C>         <C>
REVENUE
  Consulting revenue - cash                                        $  59,114   $  86,900
  Consulting revenue - non cash                                            -     153,468
                                                                   ----------  ----------
TOTAL REVENUE                                                         59,114     240,368

COST OF REVENUE                                                        1,738     746,896
                                                                   ----------  ----------

GROSS PROFIT                                                          57,376    (506,528)

OPERATING EXPENSES:
     Depreciation                                                      1,037       3,857
     Selling, general and administrative                             246,533     367,007
                                                                   ----------  ----------

          TOTAL OPERATING EXPENSES                                   247,570     370,864
                                                                   ----------  ----------

          OPERATING INCOME/(LOSS)                                   (190,194)   (877,392)

OTHER INCOME (EXPENSES)
     Gain on sale and distribution of investment                      31,902     187,976
     Loss on sale of property and equipment                           (4,270)          -
     Loss on termination of ARE agreement                             (5,000)          -
     Interest income (expenses), net                                  (6,043)     (5,298)
                                                                   ----------  ----------

          TOTAL OTHER INCOME                                          16,589     182,678
                                                                   ----------  ----------

          INCOME/(LOSS) BEFORE INCOME TAXES                         (173,605)   (694,714)

INCOME TAX EXPENSE                                                         -       1,975
                                                                   ----------  ----------

          NET LOSS                                                 $(173,605)  $(696,689)
                                                                   ==========  ==========

Net (Loss) Income Per Share (Basic)                                $   (0.18)  $   (1.74)
Net (Loss) Income Per Share (Fully Diluted)                        $   (0.18)  $   (1.74)
                                                                   ==========  ==========

Weighted Average Common Shares Outstanding                           944,306     399,915
Weighted Average Common and Common Equivalent Shares Outstanding     944,306     399,915
                                                                   ==========  ==========
</TABLE>

     SEE REPORTS OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM AND NOTES TO
                              FINANCIAL STATEMENTS

                                     F-4
<PAGE>

<TABLE>
<CAPTION>
                                     Cytation Corporation
                        Statements of Changes in Stockholders' Deficit
                        For The Years Ended December 31, 2005 and 2004

                                             Common Stock      Additional       Shares        Accumulated
                                           Shares    Amount  Paid-in Capital Subscribed For     Deficit        Total
                                           ----------------  --------------- --------------  --------------  -----------
<S>                                         <C>       <C>         <C>             <C>            <C>             <C>
 Balance - December 31, 2003               291,165     $291    $33,118,901   $           -    $(31,969,255)   $1,149,937

 Exercise of options                        25,000       25              -               -              -            25
 Issuance of common stock for services     120,000      120         71,880               -              -        72,000
 Distributions - non cash                                 -       (582,330)              -              -      (582,330)
 Net loss                                                 -              -               -        (696,689)    (696,689)
                                           ------------------------------------------------------------------------------

 Balance - December 31, 2004               436,165     $436    $32,608,451   $           -     $(32,665,944)   $ (57,057)

 Exercise of options                             -        -              -               -               -             -
 Issuance of common stock                   55,166       55        115,411               -               -       115,466
 Shares subscribed (not issued)                  -        -              -         (23,500)              -       (23,500)
 Stock dividend                            491,331      491           (491)              -               -             -
 Net loss                                                 -              -               -         (173,605)    (173,605)
                                           ------------------------------------------------------------------------------

 Balance - December 31, 2005               982,662     $982    $32,723,371   $     (23,500)    $(32,839,549)   $(138,696)
                                           ==============================================================================
</TABLE>

     SEE REPORTS OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM AND NOTES TO
                              FINANCIAL STATEMENTS

                                     F-5
<PAGE>

<TABLE>
<CAPTION>
                              Cytation Corporation
                            Statements of Cash Flows

                                                For the Years Ended December 31,
                                                        2005        2004
                                                     ----------  ----------
<S>                                                     <C>         <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
 Net loss                                            $(173,605)  $(696,689)
 Adjustments to reconcile net loss to net cash used
 in operating activities:
    Depreciation                                         1,036       3,856
    Non-cash consulting income                          64,830    (153,468)
    Non-cash compensation                               49,601     884,750
    Gain on sales of marketable securities             (31,902)   (187,976)
    Gain on disposal of equipment                        4,270           -
    Accrued interest on note payable                     9,155       5,544
    Write-off of note receivable-other                   5,000      55,169
 Changes in operating assets and liabilities:
    Prepaid expenses and others                         10,506      (8,706)
    Accounts payable and accrued expenses              (38,390)    (41,794)
                                                     ----------  ----------
       CASH FLOW USED IN OPERATING ACTIVITIES          (99,499)   (139,314)

CASH FLOWS FROM INVESTING ACTIVITIES:
 Purchases of equipment                                   (812)     (5,127)
 Proceeds from sales of marketable securities                -     212,824
 Proceeds from disposal of equipment                         2           -
 Issuance of notes receivable                                -      (5,000)
                                                     ----------  ----------
       CASH FLOW PROVIDED BY INVESTING ACTIVITIES         (810)    202,697

CASH FLOWS FROM FINANCING ACTIVITIES:
 Proceeds from issuance of common stock                 74,267          25
 Repayment of notes payable                            (39,382)          -
                                                     ----------  ----------
       CASH FLOW PROVIDED BY FINANCING ACTIVITIES       34,885          25
                                                     ----------  ----------

       NET INCREASE (DECREASE) IN CASH                 (65,424)     63,408

CASH, Beginning of Year                                 65,644       2,236
                                                     ----------  ----------
CASH, End of Year                                    $     220   $  65,644
                                                     ==========  ==========

SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
 Cash paid during the years for:
    Interest                                         $  14,345   $       -
                                                     ==========  ==========
    Taxes                                            $       -   $   1,975
                                                     ==========  ==========

 Non-cash investing and financing activities:
    Distributions of Solomon shares                  $       -   $ 582,330
                                                     ==========  ==========
</TABLE>

     SEE REPORTS OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM AND NOTES TO
                              FINANCIAL STATEMENTS

                                     F-6
<PAGE>

                              CYTATION CORPORATION
                          NOTES TO FINANCIAL STATEMENTS
                        AS OF DECEMBER 31, 2005 AND 2004
                                    (AUDITED)

NOTES TO FINANCIAL STATEMENTS

1.  BUSINESS

Cytation Corporation was incorporated under the laws of Delaware on November 1,
1999.  Until June 20, 2001, the Company provided an extensive range of in-school
and online services directed at high school students and their parents, high
school counselors, college admissions officers and corporations which target
with the teen marketplace. On June 20, 2001, the Company sold all of its assets
associated with these activities to TMP Worldwide Inc. for approximately $7.2
million in cash and debt assumed.

During the period commencing with the fourth quarter of 2002 and ending in
December 2004, the Company engaged in the business of providing consulting and
related services to private companies that wish to become reporting companies
under the Securities Exchange Act of 1934. In the first quarter of 2005, the
Company discontinued all business operations except finding an appropriate
private entity with which it could acquire or enter into a similar transaction
with.  On January 18, 2006, the Company entered into the Securities Purchase and
Share Exchange Agreement, which resulted in a change of control of the Company
followed simultaneously with an acquisition of a private company. See
"Subsequent Events".

2.  SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES

USE  OF ESTIMATES- The Company's financial statements are prepared in conformity
with  accounting  principles  generally accepted in the United States of America
which  require  management  to  make  estimates  and assumptions that affect the
reported  amounts  of assets and liabilities and disclosure of contingent assets
and liabilities at the date of the financial statements and the reported amounts
of  revenues  and  expenses  during  the reporting period.  Actual results could
differ  from  those  estimates

PROPERTY AND EQUIPMENT - Property and equipment are stated at cost and
depreciated using the straight-line method over the estimated useful lives of
the assets ranging from three to seven years for equipment, auto and furniture.
Leasehold improvements are amortized over the term of the lease or the estimated
life of the improvement, whichever is shorter. Whenever assets are sold or
retired, their cost and related accumulated depreciation are removed from the
appropriate accounts. Any gains and losses on dispositions are recorded in
current operations.

FAIR VALUE OF FINANCIAL INSTRUMENTS - The carrying amounts reported in the
balance sheet for cash, short-term loan, accounts payable and accrued expenses
approximate fair value based on the short-term maturity of these instruments.

INCOME TAXES - The Company utilizes the liability method of accounting for
income taxes as set forth in SFAS 109, "Accounting for Income Taxes." Under the
liability method, deferred taxes are determined based on the difference between
the financial statement and tax bases of assets and liabilities using enacted
tax rates in effect in the years in which the differences are expected to
reverse.

                                     F-7
<PAGE>

                              CYTATION CORPORATION
                          NOTES TO FINANCIAL STATEMENTS
                        AS OF DECEMBER 31, 2005 AND 2004
                                    (AUDITED)

REVENUE RECOGNITION - Revenues were recognized when services are performed and
the earnings process is completed.

EMPLOYEE STOCK OPTIONS AND SHARES ISSUED FOR SERVICES - The Company accounts for
employee stock transactions in accordance with APB Opinion No. 25, "Accounting
for Stock Issued to Employees." The Company has adopted the pro forma disclosure
requirements of SFAS 123, "Accounting for Stock-Based Compensation."
Accordingly, any excess of fair market value of stock issued to employees over
exercise prices has been recorded as compensation expense and additional paid in
capital.

EARNING (LOSS) PER SHARE - The Company adopted the provision of SFAS No. 128,
"Earnings per Share". SFAS No. 128 eliminates the presentation of primary and
fully dilutive earnings per share ("EPS") and requires presentation of basic and
diluted EPS. Basic EPS is computed by dividing income (loss) available to common
stockholders by the weighted-average number of common shares outstanding for the
period. Diluted EPS is based on the weighted-average number of shares of common
stock and common stock equivalents outstanding for the period. Common stock
equivalents.

REPORTING OF SEGMENTS - The Company adopted No. 131, "Disclosures about Segments
of an Enterprise and Related Information". SFAS No. 131 establishes the criteria
for determining an operating segment and establishes the disclosure requirements
for reporting information about operating segments. The Company had determined
that under SFAS No. 131, it operated in one segment of service.

NEW  ACCOUNTING  PRONOUNCEMENTS

In December 2004, the FASB issued SFAS No.153, "Exchanges of Nonmonetary Assets,
an amendment of APB Opinion No. 29, Accounting for NonmonetaryTransactions." The
amendments made by Statement 153 are based on the principle that exchanges of
nonmonetary assets should be measured based on the fair value of the assets
exchanged. Further, the amendments eliminate the narrow exception for
nonmonetary exchanges of similar productive assets and replace it with a broader
exception for exchanges of nonmonetary assets that do not have commercial
substance. Previously, Opinion 29 required that the accounting for an exchange
of a productive asset for a similar productive asset or an equivalent interest
in the same or similar productive asset should be based on the recorded amount
of the asset relinquished. Opinion 29 provided an exception to its basic
measurement principle (fair value) for exchanges of similar productive assets.
The FASB believes that exception required that some nonmonetary exchanges,
although commercially substantive, be recorded on a carryover basis. By focusing
the exception on exchanges that lack commercial substance, the FASB believes
this statement produces financial reporting that more faithfully represents the
economics of the transactions. SFAS 153 is effective for nonmonetary asset
exchanges occurring in fiscal periods beginning after June 15, 2005. Earlier
application is permitted for nonmonetary asset exchanges occurring in fiscal
periods beginning after the date of issuance. The provisions of SFAS 153 shall
be applied prospectively. The Company has evaluated the impact of the adoption
of SFAS 153, and does not believe the impact will be significant to the
company's overall results of operations or financial position.

In December 2004, the FASB issued SFAS No.123 (revised 2004), "Share-Based
Payment". SFAS 123(R) will provide investors and other users of financial
statements with more complete and neutral financial information by requiring
that the compensation cost relating to share-based payment transactions be
recognized in financial statements. That cost will be measured based on the fair
value of the equity or liability instruments issued. SFAS 123(R) covers a wide
range of share-based compensation arrangements including share options,
restricted share plans, performance-based awards, share appreciation rights, and
employee share purchase plans. SFAS 123(R) replaces FASB Statement No. 123,
"Accounting for Stock-Based Compensation", and supersedes APB Opinion No. 25,

                                     F-8
<PAGE>

                              CYTATION CORPORATION
                          NOTES TO FINANCIAL STATEMENTS
                        AS OF DECEMBER 31, 2005 AND 2004
                                    (AUDITED)

"Accounting for Stock Issued to Employees". SFAS 123, as originally issued in
1995, established as preferable a fair-value-based method of accounting for
share-based payment transactions with employees. However, that statement
permitted entities the option of continuing to apply the guidance in Opinion 25,
as long as the footnotes to financial statements disclosed what net income would
have been had the preferable fair-value-based method been used. Public entities
(other than those filing as small business issuers) will be required to apply
SFAS 123(R) as of the first interim or annual reporting period that begins after
June 15, 2005. For public entities that file as small business issuers SFAS
123(R) is applicable as of the beginning of the first interim or annual
reporting period that begins after December 15, 2005. The Company evaluated the
impact of the adoption of SFAS 123(R), and believes that the impact will be
insignificant to the company's overall results of operations and financial
position.

In December 2004 the Financial Accounting Standards Board issued two FASB Staff
Positions-FSP FAS 109-1, Application of FASB Statement 109 "Accounting for
Income Taxes" to the Tax Deduction on Qualified Production Activities Provided
by the American Jobs Creation Act of 2004, and FSP FAS 109-2 Accounting and
Disclosure Guidance for the Foreign Earnings Repatriation Provision within the
American Jobs Creation Act of 2004. Neither of these affected the Company as it
does not participate in the related activities.

3. NOTES RECEIVABLE, STOCKHOLDERS AND OTHERS

<TABLE>
<CAPTION>
                                                                  2005    2004
                                                                 ------  -------
<S>                                                               <C>     <C>
Note receivable from stockholders,
non-interest bearing and due on demand.                          $   --  $10,113

Note receivable from an unrelated entity, due on demand without      --    5,000
 interest.                                                       ------  -------
Total                                                            $   --  $15,113
                                                                 ======  =======
</TABLE>

4. PROPERTY AND EQUIPMENT

Property  and  equipment at December 31, 2005 and 2004 consist of the following:

<TABLE>
<CAPTION>
                                                  Estimated
                                2005    2004    Useful Lives
                                -----  -------  ------------
<S>                              <C>     <C>         <C>
Computer and equipment          $  --  $47,945       3 years
Leasehold Improvements             --   10,414       7 years
                                -----  -------
Sub-total                          --   58,359
Less: accumulated depreciation     --   53,863
                                -----  -------
Property and Equipment, Net     $  --  $ 4,496
                                =====  =======
</TABLE>

Depreciation expense for the years ended December 31, 2005 and 2004 was $1,037
and $3,857, respectively.

5.  STOCKHOLDERS'  EQUITY

AUTHORIZED SHARES-The Company's authorized shares consisted of 3,140,000 shares,
divided into 2,000,000 shares of common stock, par value $.001 per share and
1,140,000 shares of preferred stock, par value $.01 per share. As of December
31, 2005 the Company had 982,662 shares of common stock issued and outstanding.

                                     F-9
<PAGE>

                              CYTATION CORPORATION
                          NOTES TO FINANCIAL STATEMENTS
                        AS OF DECEMBER 31, 2005 AND 2004
                                    (AUDITED)

ISSUANCE OF COMMON STOCK - On February 14, 2005, the Company authorized the
issuance for no consideration of 1,666 shares to Bost & Co., an unaffiliated
third party, in settlement of a prior investment.

Also on February 14, 2005, the Company authorized the issuance for nominal
consideration of 15,000 restricted shares of its common stock to Richard Parke
in consideration of his agreement to serve as a director of the Company. The
Company recorded an expense of $20,333 in connection with the issuance of these
shares.

On March 4, 2005, the Company agreed to issue 23,500 of its common shares to an
unaffiliated third party for $23,500 in cash and a warrant to purchase 20,000
shares of the common stock of Solomon Technologies, Inc ("Solomon Warrant"). All
of these shares were issued on June 30, 2005 when the market price of the
Company's common stock was $1.22 per share. On September 1, 2005, the Solomon
Warrant was issued and $2,634 was recorded as a reduction of paid-in capital
based on the Black-Scholes option valuation model.

On November 14, 2005, the Company issued 10,000 restricted shares of its common
stock for $1.00 a share to an unaffiliated third party and issued 5,000
restricted shares of its common stock to Foley Hoag LLP in reduction of
approximately $45,000 of indebtedness. Foley Hoag agreed to reduce its then
outstanding liability to $85,000 with scheduled payments of $14,167 on February
1, February 15, March 15, April 15, May 15, and June 15, 2006.  The agreement
was verbally agreed to in November 2005 and subsequently signed on January 4,
2006.

The Board of Directors of the Company declared a 2-for-1 stock dividend for
stockholders of record on November 14, 2005. The "payment" date for this
dividend is November 23, 2005.  All shares and per share amounts have been
retroactively restated to reflect this stock dividend.

In November 2005, the Company entered into a letter of intent to acquire an
unrelated private company. The Company will be the surviving corporation, but
the business, ownership and management of the Company will change. In connection
with the proposed acquisition, the Company will authorize additional shares of
common stock and preferred stock expected to be issued in the transaction,
declare a 2-or-1stock dividend, and issue to third party's stockholders newly
issued shares of its preferred stock. The third party paid the Company $10,000
upon completion of due diligence and agreed to assume and to pay approximately
$120,000 of the Company's liabilities at the closing of the transaction. After
the transaction, stockholders of the third party will own approximately 94% of
the total issued and outstanding securities of the Company.

WARRANTS-The following table summarizes the changes in warrants outstanding and
related price ranges are as follows:

<TABLE>
<CAPTION>
                                           Weighted Average
                                  Shares   Exercise Price
                                  -------  ---------------
<S>                                <C>           <C>
Outstanding at December 31, 2004   1,466       990.00
Granted                               --
Exercised                             --
Expired or cancelled              (1,466)     (990.00)
                                  -------
Outstanding at December 31, 2005      --
                                  =======
</TABLE>

                                     F-10
<PAGE>

                              CYTATION CORPORATION
                          NOTES TO FINANCIAL STATEMENTS
                        AS OF DECEMBER 31, 2005 AND 2004
                                    (AUDITED)

No options have been granted to employees during the year ended December 31,
2005 and 2004. Therefore, if the Company had recognized compensation cost for
the employee stock options in accordance with SFAS No. 123, the Company's pro
forma net income (loss) and earning (loss) per share would have been the same as
the net income (loss) and earning (loss) per share as reported on the
accompanying statements of operations.

6.  COMMITMENTS AND CONTINGENCIES

The Company rented its office on a month-to-month basis. Rent expense was
approximately $11,592 and $11,000 for the years ended December 31, 2005 and
2004, respectively.

During the first quarter of 2005, the Company reviewed business opportunities
resulting from its status as a Business Development Company under the Investment
Company Act of 1940 and evaluated other courses of action. On April 8, 2005, the
Company entered into a letter of intent with Evolve Oncology, Inc. ("Evolve") to
effect a reverse merger with Evolve. The Company terminated this letter of
intent on August 4, 2004.

7.   INCOME TAXES

At December 31, 2005 and 2004, the Company had net operating loss carryforwards
of approximately $19,700,000 and $19,500,000, expiring 2011 through 2025. SFAS
No. 109 additionally requires the establishment of a valuation allowance to
reflect the likelihood of realization of deferred tax assets. At December 31,
2005 and 2004, a valuation allowance for the full amount of the deferred tax
asset was recorded because of operating losses incurred and the uncertainties as
to the amount of taxable income that would be generated in the future years. In
addition, the utilization of such net operating losses is subject to certain
limitations under Federal income tax laws.

The  components  of  the  net  deferred  tax  asset  consist of the following at
December  31,  2005  and  2004:

<TABLE>
<CAPTION>
                                         2005             2004
                                  ------------------  ------------
<S>                                    <C>                 <C>
Net operating loss carryforwards  $       6,895,000   $ 6,825,000
Valuation allowance                      (6,895,000)   (6,825,000)
                                  ------------------  ------------
                                  $              --   $        --
                                  ==================  ============
</TABLE>

The provision for income taxes differs from the amount computed applying the
statutory federal income tax rate to income before income taxes as follows as of
December 31, 2005 and 2004:

<TABLE>
<CAPTION>
                                                             2005          2004
                                                        --------------  ----------
<S>                                                         <C>             <C>
Income tax (benefit) computed at statutory rate at 35%  $     (70,000)  $(240,000)
Utilization of NOL                                                  -
Tax benefit not recognized                                     70,000     240,000
                                                        --------------  ----------
Provision for income taxes                              $           -   $       -
                                                        =============== ==========
</TABLE>

8.  INVESTMENT/NON-CASH INCOME:

By agreement of the majority board of directors, on September 1, 2005, the
Company entered into a settlement agreement with HTA whereby HTA issued to the
Company an additional 196,456 shares of its common stock and an additional
49,114 warrants. The HTA common stock was valued at $0.25 per share, and
accordingly the Company recorded non-cash income in the amount of $49,114.

                                      F-11
<PAGE>

                              CYTATION CORPORATION
                          NOTES TO FINANCIAL STATEMENTS
                        AS OF DECEMBER 31, 2005 AND 2004
                                    (AUDITED)

Based on the Black-Scholes option valuation model, the HTA warrants have zero
value with volatility of 0.01%. Therefore, the Company recorded no non-cash
income with respect to these warrants.

On September 1, 2005 the Company distributed 196,456 shares of HTA common stock
and 197,582 HTA warrants to its two officers. The Company recorded compensation
expense on the distribution of the HTA shares in the amount of $49,114 and,
based the zero value of the HTA warrants under the Black-Scholes valuation
model, no compensation expense for the HTA warrants was recorded.

9.  SUBSEQUENT EVENTS

On  January  18, 2006, the Company entered into the Securities Purchase and
Share  Exchange  Agreement,  (the  "Securities  Purchase  and  Share  Exchange
Agreement")  by  and  among  the  Company, Richard A. Fisher, an individual, and
Kevin  J.  High,  certain  purchasers  of  the  Company's  Series  A Convertible
Preferred  Stock  (as  defined  below),  DVA, the shareholders of DVA, and Vicis
Capital Master Fund (the "Lender").

On January 18, 2006, the Company entered into the Investor Rights Agreement (the
"Investor Rights Agreement"), by and among the Company, each of the purchasers
of the Company's Series A Preferred Stock, each of the shareholders of DVA, and
the Lender. Pursuant to the Investor Rights Agreement, the Company (a) has
agreed to register certain securities for resale, including the Company's shares
related to the Series A Preferred Stock, the Series B Preferred Stock, the
Series C Preferred Stock, the Series A Common Stock Purchase Warrants, and the
Series B Common Stock Purchase Warrants, and (b) granted pre-emptive rights to
the holders of the Company's Series A Preferred Stock.

On  January  18,  2006,  the  Company's wholly-owned subsidiary, DeerValley
Acquisitions Corp., entered into an Earnout Agreement (the "Earnout Agreement"),
between  Deer  Valley Homebuilders, Inc., Deer Valley Acquisitions Corp., and
the former  owners  of  Deer  Valley  Homebuilders,  Inc.  In connection with
the Capital Stock Purchase Agreement, the Company entered into the Earnout
Agreement, pursuant to which, additional payments may be paid to the former
owners of Deer Valley Homebuilders, Inc., as an earnout, based upon the Net
Income Before Taxes of Deer Valley Homebuilders, Inc. during the next five (5)
years up to a maximum of $6,000,000.  The business purpose of executing the
Earnout Agreement was to set the purchase price of Deer Valley Homebuilders,
Inc. by an objective standard, given that the owners of DVH and the Company
could not agree on an outright purchase price. Such agreement is described in
more detail herein under Common Stock Purchase Agreement.

Pursuant to the Capital Stock Purchase Agreement dated November 1, 2005, as
amended  (the  "Capital  Stock  Purchase  Agreement"),  DeerValley  Acquisitions
Corp.,  a  wholly  owned  subsidiary of the Company, acquired, immediately after
completion of the Series A Financing and the Share Exchange, one hundred percent
(100%)  of the issued and outstanding capital stock of Deer Valley Homebuilders,
Inc.  Upon completion of the acquisition of the capital stock of Deer Valley
Homebuilders, Inc., Deer Valley Homebuilders, Inc. became an indirect wholly
owned subsidiary of the Company. See discussion below for description of Deer
Valley Homebuilders, Inc.'s business, operations, assets, and financial
information.

In order to effectuate the Capital Stock Purchase Agreement, Cytation
Corporation completed a series of tranactions exempt from the registration
requirements of the Securities Act of 1933, as amended, pursuant to Section 4(2)
of the Act for transactions not involving a public offering and Rule 506
promulgated by the United States Securities and Exchange Commission under the
Securities Act of 1933, as amended.  As of the date of these financials, the
Company has closed on a private placement of approximately 7,456,215 shares of
Series A Preferred Stock.  Pursuant to the Securities Purchase and Share
Exchange Agreement, dated as of January 18, 2006, the Company (a) issued and
sold to the Purchasers, and the Purchasers purchased from the Company, (a)
Series A Preferred Stock, (b) Series A Common Stock Purchase

                                      F-12
<PAGE>

                              CYTATION CORPORATION
                          NOTES TO FINANCIAL STATEMENTS
                        AS OF DECEMBER 31, 2005 AND 2004
                                    (AUDITED)

Warrants, and (c) Series B Common Stock Purchase Warrants.  Also on January 18,
2006, the Company completed a share exchange pursuant to which the Company
acquired 100% of the issued and outstanding capital stock of Deer Valley
Acquisitions, Corp.  Pursuant to the Share Exchange Agreement, in exchange for
100% of the issued and outstanding common stock of Deer Valley Acquisitions,
Corp., the Company issued the following securities to the shareholders of Deer
Valley Acquisitions, Corp.: (a) Series B Preferred Stock, (b) Series C Preferred
Stock, and (c) Series C Common Stock Purchase Warrants.

In connection with the Securities Purchase and Share Exchange Agreement, on
January 18, 2006, the Company issued to the Lender an Interest Bearing
Non-Convertible Installment Promissory Note ("the Note"), in the original
principal amount of One Million Five Hundred Thousand and No/100 Dollars
($1,500,000), together with interest accruing thereon at an annual rate of
twelve percent (12%) per annum.  The business purpose of executing the Note was
to fund the acquisition of Deer Valley Homebuilders, Inc.  On March 17, 2006 the
Lender decided to convert its $1,500,000 promissory note that was issued in
January 2006.

Pursuant to the terms of the Debt Exchange Agreement, the Company issued the
Lender its Series A Convertible Preferred Stock, Series A Warrants, and Series B
Warrants to the investor, in exchange for the retirement of its obligations to
repay such promissory note.

The company no longer has any office lease obligations on a month by month
basis.

In January 2006, the Company issued 17,338 to Sequence Advisors Corporation, an
affiliate of two former directors.

On November 14, 2005, the Company issued 5,000 (pre-split) restricted shares of
its common stock to Foley Hoag LLP in reduction of approximately $45,000 of
indebtedness. Foley Hoag agreed to reduce its then outstanding liability to
$85,000 with scheduled payments of $14,167 on February 1, February 15, March 15,
April 15, May 15, and June 15, 2006. The agreement was verbally agreed to in
November 2005 and subsequently signed on January 4, 2006. As of the date of
these statements all required payments under such obligation have been made.

On January 18, 2006, DeerValley Acquisitions, Corp., a wholly-owned subsidiary
of Cytation Corporation, acquired 100% of the issued and outstanding capital
stock of Deer Valley Homebuilders, Inc. The results of Deer Valley Homebuilders,
Inc. will be included in consolidated financial statements for periods after
January 18, 2006. Deer Valley Homebuilders, Inc. is an Alabama corporation with
its business offices located at 205 Carriage Street, P.O. Box 310, Guin, Alabama
35563 and is engaged in the production, sale and marketing of manufactured homes
in the southeastern and south central U.S. housing market. Cytation Corporation
purchased Deer Valley Homebuilders, Inc. to serve as its primary operating
company and to gain entry into the manufactured home market. Deer Valley
Homebuilders, Inc. comprises substantially all of Cytation Corporation's
operations.

The aggregate purchase price for Deer Valley Homebuilders, Inc. was $6,000,000,
including $5,500,000 cash and $500,000 of Cytation Corporation's Series A
Convertible Preferred Stock, Series A Common Stock Purchase Warrants, and Series
B Common Stock Purchase Warrants. In addition, an Earnout Agreement was entered
into, pursuant to which additional payments may be paid to the former owners of
Deer Valley Homebuilders, Inc., as an earnout, based upon the Net Income Before
Taxes of Deer Valley Homebuilders, Inc. during the next five (5) years, up to a
maximum of $6,000,000. The value of the Series A Convertible Preferred Stock,
Series A Common Stock Purchase Warrants, and Series B Common Stock Purchase
Warrants were determined in a private offering also completed on January 18,
2006.

                                      F-13
<PAGE>

The following table summarizes the estimated fair values of the assets acquired
and liabilities assumed at the date of acquisition.

                            AT DECEMBER 31, 2005
Current assets                                   $ 6,398,562
Property, plant, and equipment                     1,611,531
Goodwill                                           3,236,994
                                                   ---------
  Total assets acquired                                        $11,247,087
                                                               -----------
Current liabilities                              (3,879,939)
Long-term debt                                   (1,367,148)
                                                ------------
  Total liabilities assumed                                   ($ 5,247,087)
                                                              -------------
  Net assets acquired                                          $ 6,000,000
                                                              =============

The $3,236,994 of goodwill is expected to be deductible for tax purposes.

                                      F-14
<PAGE>

</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99.2
<SEQUENCE>3
<FILENAME>ex99-2.txt
<DESCRIPTION>FINANCIAL STATEMENTS OF DEER VALLEY ACQUISITIONS CORP.
<TEXT>
EXHIBIT 99.2


                          DEERVALLEY ACQUISITIONS CORP.
                              FINANCIAL STATEMENTS
                             AS OF DECEMBER 31, 2005
                                    (AUDITED)


TABLE OF CONTENTS:

AUDIT REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM           F-1

FINANCIAL STATEMENTS:

BALANCE SHEET AS OF DECEMBER 31, 2005                                   F-2

STATEMENT OF OPERATIONS FOR THE PERIOD FROM DATE OF INCEPTION
(JUNE 22, 2005) THROUGH DECEMBER 31, 2005                               F-3

STATEMENT OF STOCKHOLDERS' DEFICIT FROM DATE OF INCEPTION
(JUNE 22, 2005) THROUGH DECEMBER 31, 2005                               F-4

STATEMENT OF CASH FLOWS FROM DATE OF INCEPTION (JUNE 22, 2005)
THROUGH DECEMBER 31, 2005                                               F-5

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS                     F-6-F-10

<PAGE>

                          DEERVALLEY ACQUISITIONS CORP.
                              FINANCIAL STATEMENTS
                             AS OF DECEMBER 31, 2005
                                    (AUDITED)



             REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM


Stockholders and Board of Directors
DeerValley Acquisitions Corp.

We have audited the accompanying balance sheet of DeerValley Acquisitions Corp.
as of December 31, 2005, and the related statements of operations, stockholders'
deficit and cash flows for the period from the date of inception (June 22, 2005)
through December 31, 2005. These financial statements are the responsibility of
the Company's management. Our responsibility is to express an opinion on these
financial statements based on our audit.

We conducted our audit in accordance with the standards of the Public Company
Accounting Oversight Board (United States). Those standards require that we plan
and perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. The company is not required to
have, nor were we engaged to perform, an audit of its internal control over
financial reporting. Our audit includes consideration of internal control over
financial reporting as a basis for designing audit procedures that are
appropriate in the circumstances, but not for the purpose of expressing an
opinion on the effectiveness of the company's internal control over financial
reporting. Accordingly, we express no such opinion. An audit also includes
examining, on a test basis, evidence supporting the amounts and disclosures in
the financial statements, assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall
financial statement presentation. We believe that our audit provide a reasonable
basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of DeerValley Acquisitions Corp.
as of December 31, 2005 and results of its operations and its cash flows for the
period from the date of inception (June 22, 2005) through December 31, 2005, in
conformity with accounting principles generally accepted in the United States of
America.


/s/ Wheeler, Herman, Hopkins & Lagor

Wheeler, Herman, Hopkins & Lagor
Certified Public Accountants

Tampa, Florida
March 24, 2006

                                     F-1
<PAGE>

<TABLE>
<CAPTION>
                          DEERVALLEY ACQUISITIONS CORP.
                                  Balance Sheet
                             As of December 31, 2005


                                     ASSETS
<S>                                                               <C>
                                                                  2005
                                                               ---------
CURRENT ASSETS:
      Cash                                                     $     36
                                                               ---------

           Total Current Assets                                      36

           TOTAL ASSETS                                        $     36
                                                               =========


 LIABILITIES AND STOCKHOLDERS'DEFICIT

 CURRENT LIABILITIES:
      Accounts payable and accrued expenses                    $  6,446
      Loan from stockholder                                         195
                                                               ---------

           Total Current Liabilities                              6,641

 STOCKHOLDERS' EQUITY(DEFICIT):
      Common stock, no par value, 30,000,000
      shares authorized, 7,620,100                                    -
      Additional paid-in capital                                 44,010
      Accumulated deficit                                       (50,615)
                                                               ---------

           TOTAL STOCKHOLDERS'DEFICIT                            (6,605)

           TOTAL LIABILITIES AND STOCKHOLDERS'DEFICIT          $     36
                                                               =========
</TABLE>

     SEE REPORTS OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM AND NOTES TO
                              FINANCIAL STATEMENTS

                                     F-2
<PAGE>

<TABLE>
<CAPTION>

                          DEERVALLEY ACQUISITIONS CORP.
                             Statement of Operations
     For The Period From Inception (June 22, 2005) Through December 31, 2005


OPERATING EXPENSES:
<S>                                                                    <C>
     Selling, general and administrative                           $   50,615
                                                                   -----------

          TOTAL OPERATING EXPENSES                                    (50,615)
                                                                   -----------

          LOSS BEFORE INCOME TAXES                                    (50,615)

INCOME TAX EXPENSE                                                          -

          NET LOSS                                                 $  (50,615)
                                                                   ===========

Net (Loss) Income Per Share (Basic)                                $    (0.01)
Net (Loss) Income Per Share (Fully Diluted)                        $    (0.01)
                                                                   ===========

Weighted Average Common Shares Outstanding                          7,620,100
Weighted Average Common and Common Equivalent Shares Outstanding    7,620,100
                                                                   ===========
</TABLE>

     SEE REPORTS OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM AND NOTES TO
                              FINANCIAL STATEMENTS

                                     F-3
<PAGE>

<TABLE>
<CAPTION>

                          DEERVALLEY ACQUISITIONS CORP
                 Statements of Change in Stockholders' Deficit
    For The Period From Inception (June 22, 2005) Through December 31, 2005

                                           Common Stock           Additional    Accumulated
                                       Shares       Amount      Paid-in Capital   Deficit      Total
                                     -----------------------    ---------------  -----------  --------
<S>                                                                                              <C>
 Balance - June 22, 2005                      -     $    -        $      -        $      -    $     -

 Issuance of common stock             7,620,100          -          44,010               -     44,010
 Net loss                                                -               -          (50,615)  (50,615)
                                     -----------------------------------------------------------------

 Balance - December 31, 2005          7,620,100     $    -        $ 44,010        $ (50,615)  $(6,605)
                                     =================================================================
</TABLE>

     SEE REPORTS OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM AND NOTES TO
                              FINANCIAL STATEMENTS

                                     F-4
<PAGE>

<TABLE>
<CAPTION>
                          DEERVALLEY ACQUISITIONS CORP.
                             Statement of Cash Flows
     For The Period From Inception (June 22, 2005) Through December 31, 2005


CASH FLOWS FROM OPERATING ACTIVITIES:
<S>                                                       <C>
 Net loss                                                               $(50,615)
 Adjustments to reconcile net loss to net cash used in
 operating activities:
    Increase in accounts payable and accrued expenses                      6,446
                                                                        ---------
       CASH FLOW USED IN OPERATING ACTIVITIES                            (44,169)
                                                                        ---------

CASH FLOWS FROM FINANCING ACTIVITIES:
 Loan from stockholder                                                       195
 Proceeds from issuance of common stock                                   44,010
                                                                        ---------
       CASH FLOW PROVIDED BY FINANCING ACTIVITIES                         44,205
                                                                        ---------

       NET INCREASE IN CASH                                                   36

CASH, Beginning of Year                                                        -
                                                                        ---------
CASH, End of Year                                                       $     36
                                                                        =========

SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
 Cash paid during the years for:
    Interest                                                            $      -
                                                                        =========
    Taxes                                                               $      -
                                                                        =========
</TABLE>

     SEE REPORTS OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM AND NOTES TO
                              FINANCIAL STATEMENTS

                                     F-5
<PAGE>

                          DeerValley Acquisitions Corp.
                          Notes to Financial Statements
                                December 31, 2005

NOTE 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Organization and Operations

DeerValley Acquisitions Corp. (the "Company") was incorporated in Florida on
June 22, 2005.

The Company was formed for the sole purpose of acquiring the rights to purchase
Deer Valley Homebuilders, Inc.

On January 18, 2006, the Company was party to a share purchase agreement with
Deer Valley Homebuilders, Inc., a Alabama corporation and a share exchange
agreement with Cytation Corp., a Delaware corporation with executive offices in
Rhode Island. (See Note 6.)

Revenue Recognition

The Company recognizes revenue when services are provided. The Company currently
has no revenue and anticipates no revenue in the near future.

Cash and Cash Equivalents

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

Accounts Receivable

Accounts receivable are stated at estimated net realizable value. Accounts
receivable are comprised of balances due from customers net of estimated
allowances for uncollectible accounts. In determining collectibility, historical
trends are evaluated and specific customer issues are reviewed to arrive at
appropriate allowances.

Financial Instruments

Fair value estimates discussed herein are based upon certain market assumptions
and pertinent information available to management as of December 31, 2005. The
respective carrying value of certain on-balance-sheet financial instruments
approximated their fair values. These financial instruments include cash,
accounts receivable, accounts payable and notes payable. Fair values were
assumed to approximate carrying values for these financial instruments because
they are short term in nature and their carrying amounts approximate fair
values.

Long Lived Assets

The carrying value of long-lived assets is reviewed on a regular basis for the
existence of facts and circumstances that suggest impairment. The Company will
measure the amount of any impairment based on the amount that the carrying value
of the impaired assets exceed the undiscounted cash flows expected to result
from the use and eventual disposal of the impaired assets. At December 31, 2005,
no impairment of long-lived assets was deemed appropriate.

Use of Estimates

The Company's financial statements are prepared in conformity with accounting
principles generally accepted in the United States of America which require
management to make estimates and assumptions that affect the reported amounts of
assets and liabilities and disclosure of contingent assets and liabilities at
the date of the financial statements and the reported amounts of revenues and
expenses during the reporting period. Actual results could differ from those
estimates.

                                     F-6
<PAGE>

                          DeerValley Acquisitions Corp.
                          Notes to Financial Statements
                                December 31, 2005


NOTE 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

Advertising Costs

Advertising costs are charged to expense as incurred. Advertising costs are
included in selling, general and administrative expenses were $0 during 2005.

Segment Information

The Company follows SFAS 131, "Disclosures about Segments of an Enterprise and
Related Information". Certain information is disclosed, per SFAS 131, based on
the way management organizes financial information for making operating
decisions and assessing performance. The Company currently operates in a single
segment and will evaluate additional segment disclosure requirements as it
expands its operations.

Income Taxes

The Company follows SFAS 109 "Accounting for Income Taxes" for recording the
provision for income taxes. Deferred tax assets and liabilities are computed
based upon the difference between the financial statement and income tax basis
of assets and liabilities using the enacted marginal tax rate applicable when
the related asset or liability is expected to be realized or settled. Deferred
income tax expenses or benefits are based on the changes in the asset or
liability each period. If available evidence suggests that it is more likely
than not that some portion or all of the deferred tax assets will not be
realized, a valuation allowance is required to reduce the deferred tax assets to
the amount that is more likely than not to be realized. Future changes in such
valuation allowance are included in the provision for deferred income taxes in
the period of change.

Recent Accounting Pronouncements

In December 2004, the FASB issued SFAS 123(R), "Share-Based Payment." SFAS
123(R) amends SFAS 123, "Accounting for Stock-Based Compensation," and APB
Opinion 25, "Accounting for Stock Issued to Employees." SFAS 123(R) requires
that the cost of share-based payment transactions (including those with
employees and non-employees) be recognized in the financial statements. SFAS
123(R) applies to all share-based payment transactions in which an entity
acquires goods or services by issuing (or offering to issue) its shares, share
options, or other equity instruments (except for those held by an ESOP) or by
incurring liabilities (1) in amounts based (even in part) on the price of the
entity's shares or other equity instruments, or (2) that require (or may
require) settlement by the issuance of an entity's shares or other equity
instruments. This statement is effective (1) for public companies qualifying as
SEC small business issuers, as of the first fiscal year beginning after December
15, 2005, or (2) for all other public companies, as of the first fiscal year or
interim period beginning after June 15, 2005, or (3) for all nonpublic entities,
as of the first fiscal year beginning after December 15, 2005. Management does
not expect adoption of SFAS 123(R) to have a material impact on the Company's
financial statements.

In December 2004, the FASB issued SFAS 153, "Exchanges of Nonmonetary Assets,"
an amendment to Opinion No. 29, "Accounting for Nonmonetary Transactions."
Statement 153 eliminates certain differences in the guidance in Opinion No. 29
as compared to the guidance contained in standards issued by the International
Accounting Standards Board. The amendment to Opinion No. 29 eliminates the fair
value exception for nonmonetary exchanges of similar productive assets and
replaces it with a general exception for exchanges of nonmonetary assets that do
not have commercial substance. Such an exchange has commercial substance if the
future cash flows of the entity are expected to change significantly as a result
of the exchange. SFAS 153 is effective for nonmonetary asset exchanges occurring
in periods beginning after June 15, 2005. Earlier application is permitted for
nonmonetary asset exchanges occurring in periods beginning after December 16,
2004. Management does not expect adoption of SFAS 153 to have a material

                                     F-7
<PAGE>

                          DeerValley Acquisitions Corp.
                          Notes to Financial Statements
                                December 31, 2005

NOTE 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

impact on the Company's financial statements.

In  December  2004 the Financial Accounting Standards Board issued two FASB
Staff Positions-FSP FAS109-1, Application of FASB Statement 109 "Accounting for
Income  Taxes"  to the Tax Deduction on Qualified Production Activities Provided
by  the  American  Jobs  Creation  Act of 2004, and FSP FAS 109-2 Accounting and
Disclosure  Guidance  for the Foreign Earnings Repatriation Provision within the
American  Jobs Creation Act of 2004. Neither of these affected the Company as it
does not participate in the related activities

NOTE 2. BASIS OF REPORTING

The Company's financial statements are presented on a going concern basis, which
contemplates the realization of assets and satisfaction of liabilities in the
normal course of business.

The Company has had limited operating experienced. Significant losses from
operations are not expected as a result of continued operations. For the year
ended December 31, 2005, the Company incurred a net loss of $50,615 and has a
stockholders' deficit of $6,605 at December 31, 2005.

The financial statements do not include any adjustments to reflect the possible
future effects on the recoverability and classification of assets or the amounts
and classification of liabilities that may result from the possible inability of
the Company to continue as a going concern.

NOTE  3.  LOANS  FROM  STOCKHOLDERS

Loans from stockholders reflect the net balance due to its affiliates at
December 31, 2005, which amounted to $ 195.

NOTE 4. INCOME TAXES

The Company accounts for income taxes under SFAS 109, which requires use of the
liability method. SFAS 109 provides that deferred tax assets and liabilities are
recorded based on the differences between the tax bases of assets and
liabilities and their carrying amounts for financial reporting purposes,
referred to as temporary differences. Deferred tax assets and liabilities at the
end of each period are determined using the currently enacted tax rates applied
to taxable income in the periods in which the deferred tax assets and
liabilities are expected to be settled or realized.

The provision for income taxes differs from the amount computed by applying the
statutory federal income tax rate to income before provision for income taxes.
The sources and tax effects of the differences are as follows:

Income tax provision at the federal statutory rate               34%
--------------------------------------------------------------------
Effect of operating losses                                      (34)%
--------------------------------------------------------------------
                                                                   -
--------------------------------------------------------------------

No benefit from the Company's operating losses has been allocated to the Company
from the consolidated group. No recognition of the future benefit of the
accumulated operating losses has made in connection with the change in ownership
of the Company's assets as described in Note 6.

                                     F-8
<PAGE>

                          DeerValley Acquisitions Corp.
                          Notes to Financial Statements
                                December 31, 2005

NOTE 5. COMMITMENTS AND CONTINGENCIES

Operating and Capital Leases:

The Company has never had and currently has no operating or capital leases as of
December 31, 2005.

Litigation:

During the periods covered by these financial statements the Company has not
been involved in litigation resulting from its normal business operations. The
Company does not believe that there is any pending or potential litigation that
could have a material impact on its financial condition or results of operation.

NOTE 6. SUBSEQUENT EVENTS

On  January  18, 2006, Cytation Corporation entered into the Securities Purchase
and Share  Exchange  Agreement,  (the  "Securities  Purchase  and  Share
Exchange Agreement")  by  and  among  Cytation Corporation, Richard A. Fisher,
an individual, and Kevin  J.  High,  certain  purchasers  of  Cytation
Corporation's  Series  A Convertible Preferred  Stock  (as  defined  below),
DVA, the shareholders of DVA, and Vicis Capital Master Fund (the "Lender").

On January 18, 2006, Cytation Corporation entered into the Investor Rights
Agreement (the  "Investor  Rights  Agreement"),  by  and  among Cytation
Corporation, each of the purchasers  of  Cytation Corporation's Series A
Preferred Stock, each of the shareholders of  DVA,  and the Lender. Pursuant to
the Investor Rights Agreement, Cytation Corporation (a)  has  agreed  to
register  certain  securities  for  resale,  including Cytation Corporation's
shares related to the Series A Preferred Stock, the Series B Preferred Stock,
the  Series  C  Preferred  Stock,  the  Series  A  Common Stock Purchase
Warrants,  and  the  Series  B  Common  Stock Purchase Warrants, and (b) granted
pre-emptive  rights  to  the  holders of Cytation Corporation's Series A
Preferred Stock.

On  January  18,  2006,  Cytation Corporation's wholly-owned subsidiary,
DeerValley Acquisitions Corp., entered into an Earnout Agreement (the "Earnout
Agreement"), between  Deer  Valley Homebuilders, Inc., Deer Valley Acquisitions
Corp., and the former  owners  of  Deer  Valley  Homebuilders,  Inc.  In
connection with the Capital Stock Purchase Agreement, Cytation Corporation
entered into the Earnout Agreement, pursuant to which, additional payments may
be paid to the former owners of Deer Valley Homebuilders, Inc., as an earnout,
based upon the Net Income Before Taxes of Deer Valley Homebuilders, Inc. during
the next five (5) years up to a maximum of $6,000,000.  The business purpose of
executing the Earnout Agreement was to set the purchase price of Deer Valley
Homebuilders, Inc. by an objective standard, given that the owners of DVH and
Cytation Corporation could not agree on an outright purchase price. Such
agreement is described in more detail herein under Capital Stock Purchase
Agreement.

Pursuant to the Capital Stock Purchase Agreement dated November 1, 2005, as
amended  (the  "Capital  Stock  Purchase  Agreement"),  DeerValley  Acquisitions
Corp.,  a  wholly  owned  subsidiary of Cytation Corporation, acquired,
immediately after completion of the Series A Financing and the Share Exchange,
one hundred percent (100%)  of the issued and outstanding capital stock of Deer
Valley Homebuilders, Inc.  Upon completion of the acquisition of the capital
stock of Deer Valley Homebuilders, Inc., Deer Valley Homebuilders, Inc. became
an indirect wholly owned subsidiary of Cytation Corporation.

In order to effectuate the Capital Stock Purchase Agreement, Cytation
Corporation completed a series of transactions exempt from the registration
requirements of the Securities Act of 1933, as amended, pursuant to Section 4(2)
of the Act for transactions not involving a public offering and Rule 506
promulgated by the United States Securities and Exchange Commission under the
Securities Act of 1933, as amended.  As of the date of these financials,
Cytation Corporation has closed on a private placement of approximately
7,456,215 shares of Series A Preferred Stock.  Pursuant to the Securities

                                     F-9
<PAGE>

                          DeerValley Acquisitions Corp.
                          Notes to Financial Statements
                                December 31, 2005

NOTE 6. SUBSEQUENT EVENTS (CONTINUED)

Purchase and Share Exchange Agreement, dated as of January 18, 2006, Cytation
Corporation (a) issued and sold to the Purchasers, and the Purchasers purchased
from Cytation Corporation, (a) Series A Preferred Stock, (b) Series A Common
Stock Purchase Warrants, and (c) Series B Common Stock Purchase Warrants. Also
on January 18, 2006, Cytation Corporation completed a share exchange pursuant to
which Cytation Corporation acquired 100% of the issued and outstanding capital
stock of Deer Valley Acquisitions, Corp. Pursuant to the Share Exchange
Agreement, in exchange for 100% of the issued and outstanding common stock of
Deer Valley Acquisitions, Corp., Cytation Corporation issued the following
securities to the shareholders of Deer Valley Acquisitions, Corp.: (a) Series B
Preferred Stock, (b) Series C Preferred Stock, and (c) Series C Common Stock
Purchase Warrants.

In connection with the Securities Purchase and Share Exchange Agreement, on
January 18, 2006, Cytation Corporation issued to the Lender an Interest Bearing
Non-Convertible Installment Promissory Note ("the Note"), in the original
principal amount of One Million Five Hundred Thousand and No/100 Dollars
($1,500,000), together with interest accruing thereon at an annual rate of
twelve percent (12%) per annum.  The business purpose of executing the Note was
to fund the acquisition of Deer Valley Homebuilders, Inc.  On March 17, 2006 the
Lender decided to convert its $1,500,000 promissory note that was issued in
January 2006. Pursuant to the terms of the Debt Exchange Agreement, Cytation
Corporation issued the Lender its Series A Convertible Preferred Stock, Series A
Warrants, and Series B Warrants to the investor, in exchange for the retirement
of its obligations to repay such promissory note.

On January 18, 2006, DeerValley Acquisitions, Corp., a wholly-owned subsidiary
of Cytation Corporation, acquired 100% of the issued and outstanding capital
stock of Deer Valley Homebuilders, Inc. The results of Deer Valley Homebuilders,
Inc. will be included in consolidated financial statements for periods after
January 18, 2006. Deer Valley Homebuilders, Inc. is an Alabama corporation with
its business offices located at 205 Carriage Street, P.O. Box 310, Guin, Alabama
35563 and is engaged in the production, sale and marketing of manufactured homes
in the southeastern and south central U.S. housing market. Cytation Corporation
purchased Deer Valley Homebuilders, Inc. to serve as its primary operating
company and to gain entry into the manufactured home market. Deer Valley
Homebuilders, Inc. comprises substantially all of Cytation Corporation's
operations.

The aggregate purchase price for Deer Valley Homebuilders, Inc. was $6,000,000,
including $5,500,000 cash and $500,000 of Cytation Corporation's Series A
Convertible Preferred Stock, Series A Common Stock Purchase Warrants, and Series
B Common Stock Purchase Warrants. In addition, an Earnout Agreement was entered
into, pursuant to which additional payments may be paid to the former owners of
Deer Valley Homebuilders, Inc., as an earnout, based upon the Net Income Before
Taxes of Deer Valley Homebuilders, Inc. during the next five (5) years, up to a
maximum of $6,000,000. The value of the Series A Convertible Preferred Stock,
Series A Common Stock Purchase Warrants, and Series B Common Stock Purchase
Warrants were determined in a private offering also completed on January 18,
2006.

The following table summarizes the estimated fair values of the assets acquired
and liabilities assumed at the date of acquisition.

                              AT DECEMBER 31, 2005
                              --------------------
Current assets                                      $ 6,398,562
Property, plant, and equipment                        1,611,531
Goodwill                                              3,236,994
                                                      ---------
  Total assets acquired                                          $11,247,087
                                                                 -----------

                                      F-10
<PAGE>

Current liabilities                                  (3,879,939)
Long-term debt                                       (1,367,148)
                                                    ------------
  Total liabilities assumed                                      ($5,247,087)
                                                                -------------
  Net assets acquired                                            $ 6,000,000
                                                                =============

The $3,236,994 of goodwill is expected to be deductible for tax purposes.

                                      F-11
<PAGE>

</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99.3
<SEQUENCE>4
<FILENAME>ex99-3.txt
<DESCRIPTION>FINANCIAL STATEMENT OF DEER VALLEY HOMEBUILDERS, INC.
<TEXT>
EXHIBIT 99.3



                         DEER VALLEY HOMEBUILDERS, INC.

                              FINANCIAL STATEMENTS

                 FOR THE YEARS ENDED DECEMBER 31, 2005 AND 2004


<PAGE>

                         DEER VALLEY HOMEBUILDERS, INC.
                              FINANCIAL STATEMENTS
                 FOR THE YEARS ENDED DECEMBER 31, 2005 AND 2004


                                TABLE OF CONTENTS

                                                                            Page

Audit  Report  of  Independent  Registered  Public  Accounting  Firm           2

Balance  Sheets  at  December  31,  2005  and  2004                            3

Statements  of  Operations  for the Years Ended December 31, 2005 and 2004     4

Statement  of  Stockholders'  Equity for the Years Ended December 31, 2004     5

Statements of Cash Flows for the Years Ended December 31, 2005 and 2004        6

Notes  to  Financial  Statements                                            7-16


<PAGE>

          AUDIT REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM


To the Board of Directors and
Stockholders of Deer Valley Homebuilders, Inc.


We  have  audited  the  accompanying balance sheets of Deer Valley Homebuilders,
Inc. as of December 31, 2005 and 2004, and the related statements of operations,
stockholders'  equity  and cash flows for the years then ended.  These financial
statements  are  the  responsibility  of  the  Company's  management.  Our
responsibility  is  to express an opinion on these financial statements based on
our  audits.

We  conducted  our audits in accordance with the standards of the Public Company
Accounting  Oversight  Board  (United  States).  Those standards require that we
plan  and  perform  the  audits to obtain reasonable assurance about whether the
financial  statements  are  free  of  material misstatement.  The Company is not
required  to  have,  nor  were  we  engaged to perform, an audit of its internal
control over financial reporting.  Our audits included consideration of internal
control  over financial reporting as a basis for designing audit procedures that
are  appropriate  in the circumstances, but not for the purpose of expressing an
opinion  on  the  effectiveness of the Company's internal control over financial
reporting.  Accordingly,  we  express  no  such opinion.  An audit also includes
examining,  on  a test basis, evidence supporting the amounts and disclosures in
the  financial  statements,  assessing  the  accounting  principles  used  and
significant  estimates  made  by  management,  as well as evaluating the overall
financial  statement  presentation.  We  believe  that  our  audits  provide  a
reasonable  basis  for  our  opinion.

In  our  opinion,  the financial statements referred to above present fairly, in
all  material respects, the financial position of Deer Valley Homebuilders, Inc.
as of December 31, 2005 and 2004, and the results of its operations and its cash
flows  for  years  then ended in conformity with accounting principles generally
accepted  in  the  United  States  of  America.

/s/ Wheeler, Herman, Hopkins & Lagor

Wheeler,  Herman,  Hopkins  &  Lagor
Tampa,  Florida
February 8,  2006

                                        2
<PAGE>

<TABLE>
<CAPTION>
                                 DEER VALLEY HOMEBUILDERS, INC.
                                        BALANCE SHEETS

                                                                               DECEMBER  31,
                                                                           2005            2004
                                                                       -------------  --------------
<S>                                                                         <C>            <C>
                                          ASSETS
CURRENT ASSETS:
Cash and Cash Equivalents                                              $  2,931,263   $   1,563,818
Certificate of Deposit                                                      151,418              --
Accounts Receivable                                                       2,140,404       1,064,518
Other Receivable                                                              7,500           1,000
Inventories                                                               1,115,558         687,110
Prepayments and Other Current Assets                                         52,419          48,916
                                                                       -------------  --------------
     Total Current Assets                                                 6,398,562       3,365,362
                                                                       -------------  --------------

Property, Plant and Equipment
   Property, Plant and Equipment at Cost                                  1,814,683       1,705,470
   Less:  Accumulated Depreciation                                      (   203,152)   (     84,211)
                                                                       -------------  --------------
      Net Property, Plant and Equipment                                   1,611,531       1,621,259
                                                                       -------------  --------------

     TOTAL ASSETS                                                      $  8,010,093   $   4,986,621
                                                                       =============  ==============

                         LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Current Maturities of Long-Term Debt                                   $     55,716   $      58,190
Accounts Payable                                                          1,166,020         496,821
Accounts Payable under Dealer Incentive Programs                            340,432         108,056
Estimated Warranties                                                        750,000         550,000
Compensation and Related Accruals                                           413,939         271,121
Accrued Stockholder Distributions                                           925,000         545,540
Other Accrued Expenses                                                      228,832          67,967
                                                                       -------------  --------------
     Total Current Liabilities                                            3,879,939       2,097,695
                                                                       -------------  --------------

Long-Term Debt, Net of Current Maturities                                 1,367,148       1,442,578
                                                                       -------------  --------------
     Total Long-Term Debt                                                 1,367,148       1,442,578
                                                                       -------------  --------------

Commitments and Contingencies (Note 9)

Stockholders' Equity:
Common Stock, $1.00 Par Value, 1,000 shares authorized,
   940 shares and 1,000 shares issued, and outstanding, respectively            940           1,000
Paid-In Capital                                                           1,033,060       1,099,000
Retained Earnings                                                         1,729,006         412,348
                                                                       -------------  --------------
                                                                          2,763,006        1,512,348

Treasury Stock, at Cost;  60 shares                                              --    (     66,000)
                                                                       -------------  --------------
     Total Stockholders' Equity                                           2,763,006       1,446,348
                                                                       -------------  --------------

     TOTAL LIABILITES AND STOCKHOLDERS' EQUITY                         $  8,010,093   $   4,986,621
                                                                       =============  ==============
</TABLE>

     See Reports of Independent Registered Public Accounting Firm and Notes to
                              Financial Statements

                                        3
<PAGE>

<TABLE>
<CAPTION>
                         DEER VALLEY HOMEBUILDERS, INC.
                            STATEMENT OF OPERATIONS

                                             FOR YEARS ENDED DECEMBER  31,
                                               2005              2004
                                         -----------------  ---------------
<S>                                             <C>                <C>
Net Revenue                              $     35,717,073   $   15,394,215

Cost of Sales                                  29,292,051       12,769,267
                                         -----------------  ---------------

Gross Profit                                    6,425,022        2,624,948
                                         -----------------  ---------------

Selling, General and Administrative             2,996,023        1,559,333
                                         -----------------  ---------------

Operating Income                                3,428,999        1,065,615
                                         -----------------  ---------------

Other Income (Expense)
   Interest Expense                       (        74,904)   (      55,109)
   Interest Income                                 12,563               --
                                         -----------------  ---------------
                                          (        62,341)   (      55,109)

Net Income                               $      3,366,658   $    1,010,506
                                         =================  ===============

Basic and Diluted Net Income Per Share   $          3,574   $        1,011
                                         =================  ===============

Weighted Average Shares Outstanding                   942            1,000
                                         =================  ===============
</TABLE>

     See Reports of Independent Registered Public Accounting Firm and Notes to
                              Financial Statements

                                        4
<PAGE>

<TABLE>
<CAPTION>
                         DEER VALLEY HOMEBUILDERS, INC.
                       STATEMENT OF STOCKHOLDERS' EQUITY


                            COMMON  STOCK     ADDITIONAL
                         -------------------   PAID-IN     TREASURY    RETAINED
                          SHARES    AMOUNT     CAPITAL      STOCK      EARNINGS        TOTAL
                          -------  --------  -----------  ---------  ------------  ------------
<S>                         <C>      <C>       <C>           <C>          <C>           <C>
As of January 7, 2004      1,000   $ 1,000   $1,099,000   $     --   $        --   $ 1,100,000

Purchase of Treasury
  Stock                                                    (66,000)                    (66,000)

Cash Distributions                                                       (52,618)   (   52,618)

Accrual of Distributions                                                (545,540)     (545,540)


Net Income                                                             1,010,506     1,010,506
                          -------  --------  -----------  ---------  ------------  ------------

As of December 31,
  2004                     1,000     1,000    1,099,000    (66,000)      412,348     1,446,348

Purchase of Treasury
  Stock                      (60)      (60)     (65,940)    66,000            --            --

Cash Distributions                                                    (1,125,000)   (1,125,000)

Accrual of Distributions                                                (925,000)     (925,000)

Net Income                                                             3,366,658     3,366,658
                          -------  --------  -----------  ---------  ------------  ------------

As of December 31,
  2005                       940   $   940   $1,033,060   $     --   $ 1,729,006   $ 2,763,006
                          =======  ========  ===========  =========  ============  ============
</TABLE>

     See Reports of Independent Registered Public Accounting Firm and Notes to
                              Financial Statements

                                        5
<PAGE>

<TABLE>
<CAPTION>

                                    DEER VALLEY HOMEBUILDERS, INC.
                                       STATEMENTS OF CASH FLOWS

                           INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS

                                                                  FOR  THE  YEARS ENDED DECEMBER 31,
                                                                --------------------------------------
                                                                       2005                2004
                                                                ------------------  ------------------
<S>                                                                    <C>                 <C>
CASH FLOWS FROM OPERATING ACTIVITIES:

Net Income                                                      $       3,366,658   $       1,010,506
Adjustments to reconcile net income to net cash provided
by operating activities:
   Depreciation on property, plant and equipment                          118,941              84,211
   Changes in assets and liabilities:
      (Decrease) in receivables                                        (1,075,886)         (1,064,518)
      (Decrease) in other receivables                                  (    6,500)         (    1,000)
      (Decrease) in inventories                                        (  428,448)         (  687,110)
      (Decrease) in prepayments and other assets                       (    3,503)         (   48,916)
      Increase in accounts payable                                        669,199             496,821
      Increase in accounts payable under dealer incentives                232,376             108,056
      Increase in estimated warranties                                    200,000             550,000
      Increase in compensation and related accruals                       142,818             271,121
      Increase in accrued expenses                                        160,865              67,967
                                                                ------------------  ------------------
         Net cash provided by operating activities                      3,376,520             787,139
                                                                ------------------  ------------------

Cash Flows from Investing Activities:
   Purchase of capital assets                                          (  109,213)         (1,705,470)
   Purchase of certificate deposit                                     (  151,418)                 --
                                                                ------------------  ------------------
      Net cash used in investing activities                            (  260,631)         (1,705,470)
                                                                ------------------  ------------------

Cash Flows from Financing Activities:
   Proceeds from notes payable                                                 --           1,543,314
   Repayments of notes payable                                         (   77,904)         (   42,546)
   Purchase of treasury stock                                                  --          (   66,000)
   Issuance of common stock                                                    --           1,100,000
   Payment of cash distributions                                       (1,670,540)         (   52,618)
                                                                ------------------  ------------------
      Net cash (used in) provided by financing activities              (1,748,444)          2,482,150
                                                                ------------------  ------------------

Net Increase in Cash and Cash Equivalents                               1,367,445           1,563,818

Cash and Cash Equivalents at Beginning of Year                          1,563,818                  --
                                                                ------------------  ------------------
Cash and Cash Equivalents at End of Year                        $       2,931,263   $       1,563,818
                                                                ==================  ==================

Supplemental Cash Flows Information:

Cash Paid for Interest                                          $          94,904   $          50,099
                                                                ==================  ==================

Cash Paid for Income Taxes                                      $              --   $              --
                                                                ==================  ==================

Non-cash investing and financing activities:

Accrued distributions to stockholders                           $         925,000   $         545,540
                                                                ==================  ==================
</TABLE>

     See Reports of Independent Registered Public Accounting Firm and Notes to
                              Financial Statements

                                        6
<PAGE>

                         DEER VALLEY HOMEBUILDERS, INC.
                          NOTES TO FINANCIAL STATEMENTS
                 FOR THE YEARS ENDED DECEMBER 31, 2005 AND 2004


1.     NATURE  OF  BUSINESS,  BASIS  OF PRESENTATION, AND SUMMARY OF SIGNIFICANT
       ACCOUNTING  POLICIES

THE  COMPANY  -  Deer  Valley Homebuilders, Inc. (the Company) was organized and
incorporated  as  an Alabama corporation on January 7, 2004 and is headquartered
in  Guin,  Alabama.  The  Company  operates  on  a  52-53  week  year  end.

NATURE OF OPERATIONS - The Company designs and produces manufactured homes which
are  sold  to  a  network  of  dealers located primarily in the southeastern and
south-central  regions  of  the  United States.  The Company operates out of one
manufacturing  facility  located  in  Guin,  Alabama (the northwestern region of
Alabama).  Business  is seasonal and cyclical with the potential for significant
fluctuations  in quarterly earnings as a result of factors impacting the broader
housing  market,  including  but  not limited to changes in the availability and
cost  of  customer financing, changes in the cost of construction materials, and
changes  in  the  economic  conditions  within  the market regions served by the
Company.

SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES:

ACCOUNTING  ESTIMATES  -  The  Company's  financial  statements  are prepared in
conformity with accounting principles generally accepted in the United States of
America  which  require management to make estimates and assumptions that affect
the  reported  amounts  of  assets  and liabilities and disclosure of contingent
assets  and liabilities at the date of the financial statements and the reported
amounts  of  revenues  and expenses during the reporting period.  Actual results
could  differ  from  those  estimates.

FAIR  VALUE  OF FINANCIAL INSTRUMENTS - The carrying value of the Company's cash
equivalents,  accounts  receivable,  accounts  payable  and  accrued  expenses
approximates  fair  value because of the short-term nature of these instruments.

CASH  EQUIVALENTS  -  The  Company  considers all highly liquid investments with
original  maturities  of  three  months  or  less  to  be  cash  equivalents.

ACCOUNTS  RECEIVABLE  - Accounts receivable represent balances due from dealers.
Credit risk associated with balances due from dealers is evaluated by management
relative  to  financial  condition  and past payment experience.  As a result of
management's reviews no reserves for uncollectible amounts have been recorded in
the  accompanying  financial  statements.

INVENTORIES  -  Inventories are stated at the lower of cost (first-in, first-out
method)  or  market.  Work-in-process  and finished goods inventories include an
allocation  for  labor  and  overhead  costs.

PROPERTY,  PLANT AND EQUIPMENT - Property, plant and equipment is stated at cost
and  depreciated  over  the estimated useful lives of the related assets ranging
from  5  to  40 years primarily using the straight-line method.  Maintenance and
repairs are expensed as incurred.  Depreciation expense amounted to $118,941 and
$84,211  for  the  years  ended  December  31,  2005  and  2004,  respectively.


     CATEGORY                                 USEFUL  LIFE
     --------                                 ------------
     Land  and  Improvements                   10  years
     Buildings                                 40  years
     Machinery  and  Equipment                5-10  years
     Furniture  and Fixtures                  5-10  years

                                        7
<PAGE>

IMPAIRMENT  OF  LONG-LIVED  ASSETS - In accordance with SFAS No. 144, Accounting
for  the  Impairment or Disposal of Long-Lived Assets, the Company evaluates the
carrying  value  of  long-lived  assets  to  be  held  and  used when events and
circumstances warrant such a review.  The carrying value of long-lived assets is
considered impaired when the anticipated undiscounted cash flow from such assets
is  less  than its carrying value.  In that event, a loss is recognized based on
the  amount  by  which  the  carrying value exceeds the fair market value of the
long-lived  assets.  Fair  market  value  is  determined  primarily  using  the
anticipated cash flows discounted at a rate commensurate with the risk involved.
Losses  on  long-lived  assets  to  be  disposed  of are determined in a similar
manner,  except  that  the fair market values are primarily based on independent
appraisals  and preliminary or definitive contractual arrangements less costs to
dispose.

REVENUE RECOGNITION - Revenue for manufactured homes sold to independent dealers
generally is recorded when all of the following conditions have been met; (a) an
order  for  the  home  has  been received from the dealer, (b) an agreement with
respect  to  payment  terms (usually in the form of a written or verbal approval
for  payment  has been received from the dealer's flooring institution), and (c)
the  home  has  been  shipped  and  risk  of  loss  has  passed  to  the dealer.

PRODUCT  WARRANTIES  -  The  Company  provides  the retail home buyer a one-year
limited  warranty covering defects in material or workmanship in home structure,
plumbing  and  electrical  systems.  The  Company  estimated  warranty costs are
accrued  at  the time of the sale to the dealer following industry standards and
historical  warranty  cost  incurred.  Periodic  adjustments  to  the  estimated
warranty  accrual are made as events occur which indicate changes are necessary.
As  of  December  31,  2005  and  2004,  the Company has provided a liability of
$750,000  and  $550,000,  respectively  for estimated warranty costs relating to
homes  sold, based upon management's assessment of historical experience factors
and  current  industry  trends.

Management  reviews  its  warranty  requirements  at the close of each reporting
period and adjusts the reserves accordingly.  The following tabular presentation
reflects  activity  in  warranty  reserves  during  the  periods  presented:

<TABLE>
<CAPTION>
                                   FOR THE YEARS ENDED DECEMBER 31,
                                   --------------------------------
                                          2005         2004
                                      ------------  ----------
<S>                                      <C>           <C>
Balance at Beginning of Period        $   550,000   $      --
   Warranty Charges                     1,758,473     798,164
   Warranty Payments                   (1,558,473)   (248,164)
                                      ------------  ----------
Balance at End of Period              $   750,000   $ 550,000
                                      ============  ==========
</TABLE>

DEALER INCENTIVE PROGRAMS - The Company provides rebates to dealers based upon a
predetermined  formula  applied to the volume of homes sold to the dealer during
the  year.  These  rebates  are  recorded  at  the  time  the  dealer  sales are
consummated.

NET  INCOME  PER  SHARE  -  Basic  income per share represents the Company's net
income divided by the weighted average shares of common stock outstanding during
the  period.  The  Company  has  no  common  stock  equivalents,  convertible
instruments  or  other  arrangements  that  would result in a dilutive effect on
basic  income  per  common  share.

INCOME  TAXES  -  The  Company  has  elected  to be taxed under the provision of
Subchapter  S of the Internal Revenue Code.  Under those provisions, the Company
does  not  pay  federal  or  state corporate income taxes on its taxable income.
Instead,  the  stockholders  are  liable for individual federal and state income
taxes  on  their  respective  share  of  the  Company's  taxable income in their
individual  income  tax  returns.  Accordingly,  the  accompanying  financial
statements  do  not  include  income taxes. See Note 6 for information about pro
forma  income  taxes.

                                        8
<PAGE>

NEW  ACCOUNTING  PRONOUNCEMENTS - In December 2004, the FASB issued SFAS No.153,
"Exchanges  of  Nonmonetary  Assets,  an  amendment  of  APB  Opinion  No.  29,
Accounting  for  NonmonetaryTransactions."  The amendments made by Statement 153
are  based  on  the  principle  that  exchanges  of nonmonetary assets should be
measured  based  on  the  fair  value  of  the  assets  exchanged.  Further, the
amendments  eliminate  the  narrow  exception  for  nonmonetary  exchanges  of
similar  productive  assets  and  replace  it  with  a  broader  exception  for
exchanges  of  nonmonetary  assets  that  do  not  have  commercial  substance.
Previously,  Opinion  29  required  that  the accounting for an  exchange  of  a
productive  asset  for  a  similar  productive  asset or an equivalent  interest
in  the  same or similar productive asset should be based on the recorded amount
of  the  asset  relinquished.  Opinion  29  provided  an exception to its  basic
measurement  principle  (fair  value)  for  exchanges  of  similar  productive
assets.  The  FASB  believes  that  exception  required  that  some  nonmonetary
exchanges,  although  commercially  substantive,  be  recorded  on  a  carryover
basis.  By  focusing  the exception on exchanges that lack commercial substance,
the  FASB  believes  this  statement  produces  financial  reporting  that  more
faithfully  represents  the  economics  of  the  transactions.  SFAS  153  is
effective  for nonmonetary asset exchanges occurring in fiscal periods beginning
after  June  15,  2005.  Earlier  application is permitted for nonmonetary asset
exchanges occurring in fiscal periods beginning after the date of issuance.  The
provisions  of  SFAS  153  shall  be  applied  prospectively.  The  Company  has
evaluated  the  impact  of  the  adoption  of SFAS 153, and does not believe the
impact  will  be  significant  to the company's overall results of operations or
financial  position.

In  December  2004,  the  FASB  issued  SFAS No.123 (revised 2004), "Share-Based
Payment".  SFAS  123(R)  will  provide  investors  and  other users of financial
statements  with  more  complete  and neutral financial information by requiring
that  the  compensation  cost  relating  to  share-based payment transactions be
recognized in financial statements. That cost will be measured based on the fair
value  of  the equity or liability instruments issued. SFAS 123(R) covers a wide
range  of  share-based  compensation  arrangements  including  share  options,
restricted share plans, performance-based awards, share appreciation rights, and
employee  share  purchase  plans.  SFAS  123(R) replaces FASB Statement No. 123,
"Accounting  for  Stock-Based  Compensation", and supersedes APB Opinion No. 25,
"Accounting  for  Stock  Issued to Employees". SFAS 123, as originally issued in
1995,  established  as  preferable  a  fair-value-based method of accounting for
share-based  payment  transactions  with  employees.  However,  that  statement
permitted entities the option of continuing to apply the guidance in Opinion 25,
as long as the footnotes to financial statements disclosed what net income would
have  been had the preferable fair-value-based method been used. Public entities
(other  than  those  filing as small business issuers) will be required to apply
SFAS 123(R) as of the first interim or annual reporting period that begins after
June  15,  2005.  For  public  entities that file as small business issuers SFAS
123(R)  is  applicable  as  of  the  beginning  of  the  first interim or annual
reporting  period  that  begins  after December 15, 2005.  The Company evaluated
the  impact of the adoption of SFAS 123(R), and believes that the impact will be
insignificant  to  the  company's  overall  results  of operations and financial
position.

In  December  2004  the  Financial  Accounting  Standards  Board issued two FASB
Staff Positions-FSP FAS 109-1, Application of FASB Statement 109 "Accounting for
Income  Taxes"  to the Tax Deduction on Qualified Production Activities Provided
by  the  American  Jobs  Creation  Act of 2004, and FSP FAS 109-2 Accounting and
Disclosure  Guidance  for the Foreign Earnings Repatriation Provision within the
American  Jobs Creation Act of 2004. Neither of these affected the Company as it
does  not  participate  in  the  related  activities.

2.     CASH  AND  CASH  EQUIVALENTS

Cash  and  cash  equivalents  at  December  31,  2005  and 2004, are held in one
financial  institution  in  Guin,  Alabama,  and  exceed  the  FDIC  limits  of
insurability.

                                        9
<PAGE>

3.     INVENTORIES

Inventories  consisted  of  the  following  components:

<TABLE>
<CAPTION>
                          DECEMBER 31,
                         --------------
                         2005       2004
                      ----------  --------
<S>                      <C>         <C>
Raw Materials         $  881,563  $408,821
Work-in-Process          184,599   156,718
Finished Goods            49,396   121,571
                      ----------  --------
Total Inventory       $1,115,558  $687,110
                      ==========  ========
</TABLE>

4.     PROPERTY,  PLANT  AND  EQUIPMENT

Property,  Plant  and  Equipment  consisted  of  the  following:

<TABLE>
<CAPTION>
                          DECEMBER 31,
                         --------------
                         2005       2004
                      ----------  ----------
<S>                      <C>         <C>
Land and Improvements $  296,915  $  277,500
Buildings                822,500     822,500
Machinery and Equipment  559,107     495,145
Furniture and Fixtures   136,161     110,325
                      ----------  ----------
Total Property,
Plant and Equipment   $1,814,683  $1,705,470
                      ==========  ==========
</TABLE>

5.     CREDIT  ARRANGEMENTS

REVOLVING LINE OF CREDIT - The Company had a fixed rate revolving line of credit
with  State  Bank and Trust of Guin, Alabama.  Under this line of credit entered
into  on  March 3, 2004, the Company could make loan draws for business purposes
up  to a maximum amount of $500,528 in the aggregate.  Amounts drawn on the line
of  credit  accrue  interest  at  the  fixed interest rate of 5.5%.  The line of
credit  matured  on  March 25, 2005 and was not renewed.  The line of credit was
secured  by  inventory  and  accounts  receivable  of  the  Company.

IRREVOCABLE  STANDBY LETTERS OF CREDIT - The Company during its normal course of
business is required to issue irrevocable standby letters of credit in the favor
of  independent  third  party  beneficiaries.  As  of  December  31,  2005,  the
following  letters  of  credit  were  issued  and  in  force:

     Letter  of  Credit  No.  98  issued  through  State  Bank  &  Trust  in the
     amount  of  $400,000 to the favor of beneficiary GE Commercial Distribution
     Finance  Corporation,  issued  January  27,  2005, and expiring January 27,
     2006. Personally guaranteed by the largest stockholder of the Company. (See
     Note 9.)

     Letter  of  Credit  No.  93  issued  through  State  Bank  &  Trust  in the
     amount  of  $100,000 to the favor of beneficiary 21st Mortgage Corporation,
     issued  May 3, 2005, and expiring May 3, 2006. Personally guaranteed by the
     three largest stockholders of the Company. (See Note 9.)

                                       10
<PAGE>

     Letter  of  Credit  No.  97  issued  through  State  Bank  &  Trust  in the
     amount  of  $150,000  to the favor of Textron Financial Corporation, issued
     August 29, 2005, and expiring August 29, 2006. Personally guaranteed by the
     three largest stockholders of the Company. (See Note 9.)

As  of  December  31,  2005,  no amounts had been drawn on the above irrevocable
letters  of  credit  by  the  beneficiaries.

6.     PRO  FORMA  INCOME  TAXES  (UNAUDITED)

The following unaudited pro forma income tax information gives effect to Federal
and State income taxes as if the Company was subject to State and Federal income
taxes.

The  pro  forma  provision  for  income  taxes  consists  of  the  following:

<TABLE>
<CAPTION>
                                      FOR THE YEARS ENDED DECEMBER  31,
                                      ---------------------------------
                                            2005         2004
                                         -----------  ----------
<S>                                         <C>            <C>

Current:
   United States Federal                 $1,275,242   $ 523,698
   States                                    77,775      60,630
Deferred Income Taxes                      (134,473)   (266,828)
                                         -----------  ----------
  Pro Forma Income Tax Provision         $1,218,544   $ 317,500
                                         ===========  ==========
</TABLE>

The  above pro forma provision for income taxes was computed using the asset and
liability  method.  Under  this  method, deferred tax assets and liabilities are
recognized  for  the future tax consequences attributable to differences between
the  financial statement carrying amounts of existing assets and liabilities and
their  respective  tax  bases.  Deferred tax assets and liabilities are measured
using  enacted  tax  rates  expected  to apply to taxable income in the years in
which  those  temporary differences are expected to be recovered or settled. The
effect  on  deferred  tax  assets  and  liabilities  of a change in tax rates is
recognized  in  income  in  the  period  that  includes  the  enactment  date.

The  pro  forma  provision  for  income  taxes  are based upon management's best
estimate  of  the  expected  pro  forma  effective  tax  rate for the year ended
December 31, 2005 and the actual pro forma effective tax rate for the year ended
December  31,  2004,  respectively.

Pro  forma  deferred  income  tax  assets  and  liabilities  are  as  follows:

<TABLE>
<CAPTION>
                                      FOR THE YEARS ENDED DECEMBER  31,
                                      ---------------------------------
                                            2005         2004
                                         -----------  ----------
<S>                                         <C>            <C>
Warranty and Other Reserves                $416,642   $266,351
Depreciation Methods                        (78,823)    40,477
                                           ---------  --------
Deferred Tax Assets, Net                   $337,819   $306,828
                                           =========  ========

Current Deferred Assets                    $337,819   $306,828
Net Non-current Deferred Tax Assets               -          -
                                           ---------  --------
Deferred Tax Assets, Net                   $337,819   $306,828
                                           =========  ========
</TABLE>

The  Company's pro forma provision for income taxes is lower than the income tax
expense  that  would  result  from using the Federal Statutory Rate of 34%.  The
State  of Alabama has issued a capital investment credit for a 20-year period in
the  amount  of  $85,000  per year.  The following table reflects reconciliation
between  the statutory rate and the pro forma effective tax rate for each of the
periods  presented:

                                       11
<PAGE>

6.     PRO  FORMA  INCOME  TAXES  (CONTINUED)  (UNAUDITED)

<TABLE>
<CAPTION>
                                      FOR THE YEARS ENDED DECEMBER  31,
                                      ---------------------------------
                                            2005         2004
                                         -----------  ----------
<S>                                         <C>            <C>
United States Federal Statutory Rate       34.00%         35.0%
State Income Tax Rate, Net of
Federal Benefit                             4.29%          1.9%
Non-deductible and Other Items             -2.10%         -5.5%
                                         -----------  ----------
   Pro Forma Effective Income Tax Rate     36.19%         31.4%
                                         ===========  ==========
</TABLE>

As  noted  in Subsequent Events, on January 18, 2006 the Company's S-corporation
election  was  terminated  and  on  a  go  forward  basis will be treated as a C
Corporation.  The Company has reserved approximately $925,000 for a distribution
to  the  prior  S-corporation  shareholders  to  pay  their  tax associated with
earnings  for  the  2005  year  end.

7.     LONG-TERM  DEBT

Long-term  debt  of  the  Company  was  as  follows:

<TABLE>
<CAPTION>
                                                                DECEMBER  31,
                                                               ---------------
                                                               2005           2004
                                                          --------------  --------------
<S>                                                           <C>             <C>
Note payable to State Bank & Trust, payable in
monthly installments of $10,000 including interest
at 5.00%, maturing November 11, 2008, secured
by all assets of the Company and personally
guaranteed by two major stockholders of the
Company                                                   $   1,416,499   $   1,462,992

Note payable to GMAC, payable in monthly
installments of $618 including interest at 8.00%,
maturing March 29, 2009, secured by 2003
Chevrolet truck                                                      --          26,641

Note payable to Great American, payable in
monthly installments of $251 including interest
at 11.11%, maturing February 1, 2007, secured
by copier equipment                                               3,282           5,777

Note payable to Great American, payable in
monthly installments of $240 including interest
at 13.96%, maturing February 28, 2007, secured
by copier equipment                                               3,083           5,358
                                                          --------------  --------------

Total                                                         1,422,864       1,500,768
Less:  Current portion of long-term debt                   (     55,716)   (     58,190)
                                                          --------------  --------------
Total Long-Term Debt, net of current portion              $   1,367,148   $   1,442,578
                                                          ==============  ==============
</TABLE>

Total interest costs for the years ended December 31, 2005 and 2004, amounted to
$74,903  and $55,109, respectively, as reflected on the face of the accompanying
statement  of  income.

                                       12
<PAGE>

7.     LONG-TERM  DEBT  (CONTINUED)

At December 31, 2005, principal repayment requirements on long-term debt were as
follows:

     YEAR  ENDING  DECEMBER  31       AMOUNT
     --------------------------       ------
          2006                        55,717
          2007                        53,859
          2008                     1,313,288
                                   ---------
          Total                    1,422,864
          Less: Current portion
          of long-term debt          (55,716)
                                   ---------
          Total Long-Term Debt,
          net of current portion  $1,367,148
                                   =========

8.     STOCKHOLDERS'  EQUITY

Effective  end  of  business  day  on  December  31, 2004, the Company purchased
approximately sixty shares of common stock from one of its minority stockholders
for a total cost of $66,000 and recorded the purchased shares as treasury stock.
These  shares  were  retired  on  December  16,  2005.

During  the  years  ended  December  31,  2005  and 2004, the Company's board of
directors  authorized  stockholder  distributions  payable  to  stockholders' of
record  in the amount of $2,050,000 and $598,158, respectively.  At December 31,
2005  and  2004,  $925,000  and  $545,540,  respectively,  of  these  authorized
distributions to stockholders had not been paid and has been recorded as accrued
stockholder  distributions, as reflected on the face of the accompanying balance
sheet  as  a  current  liability  of  the  Company.

9.     COMMITMENTS  AND  CONTINGENCIES

REPURCHASE  AGREEMENTS - The Company is contingently liable, for periods ranging
from  18  to  24 months, under the terms of repurchase agreements with financial
institutions  who  provide  inventory  financing  for retailers of the Company's
products.  These  arrangements, which are customary in the industry, provide for
the  repurchase  of  products  sold  to retailers in the event of default by the
retailer on its lending agreement. The contingent obligation terminates when the
retailer sells the homes. The risk of loss under these agreements is spread over
numerous  retailers  and,  generally, the company has the right to repossess the
home  in  the  event  of  the dealers default.  The maximum amount for which the
Company  is contingently liable under such agreements amounted to $9,600,519 and
$4,516,365  at  December  31,  2005  and  2004,  respectively.

The  remaining  outstanding  contingent  liability arising from sales to dealers
prior  to December 31, 2004 amounted to $525,000 on the date of this filing. The
Company evaluates its liability under these arrangements in accordance with FASB
Interpretation  No.  45  Guarantor's  Accounting and Disclosure Requirements for
Guarantees, Including Indirect Guarantees of Indebtedness of Others. The Company
to  date  has  not  experienced  significant  losses  under these agreements and
periodically evaluates the dealers' financial condition. As a result, management
does  not expect any future losses that may arise under these agreements to have
a  material  effect on the accompanying financial statements. As of December 31,
2005  and 2004 the Company had a reserve of $35,000 and 3,500, respectively, for
future repurchase losses.

LITIGATION  -  The Company in the normal course of business is subject to claims
and  litigation.  Management  of  the  Company  is  of the opinion that based on
information  available,  such  legal matters will not ultimately have a material
adverse effect on the financial position or results of operation of the Company.

IRREVOCABLE  STANDBY  LETTERS  OF  CREDIT  -  See  Note  5  Credit Arrangements.

EMPLOYMENT  CONTRACTS  -  See  Note  12  Subsequent  Events.

                                          13
<PAGE>

10.     RELATED PARTY TRANSACTIONS

During  the  year  ended  December  31,  2004,  the Company purchased its single
manufacturing  facility,  underlying  land, and certain equipment content of the
facility  from  the  father of the Company's president/majority stockholder at a
cost  of  $1,500,000.  In  addition,  the Company pays this same related party a
consulting  fee  of  $5,000  per  month.  Total consulting fees paid amounted to
$60,000  and $75,000 during 2005 and 2004, respectively.  This agreement expires
in  2008.  Management  asserts  that  these  transactions  are  arms  length
transactions  between  the  Company  and  the  related  party.

Stockholder  distributions  approximating  $2,050,000 and $598,158 were declared
payable  to  the stockholders of the Company during 2005 and 2004, respectively,
pro  rata  to their common stock ownership interest, as reflected on the face of
the accompanying statement of retained earnings.  Each of these stockholders was
also  employed  by  the  Company  during  2005  and  2004  and was paid employee
compensation  based  on  negotiated  arm's  length  employment  agreements.

11.     COMMON STOCK PURCHASE AGREEMENT

On  November  1,  2005,  Deer  Valley  Acquisitions Corp., a Florida corporation
("DVA"),  entered  into  a  Common  Stock  Purchase  Agreement  with  the
stockholders/employees  of the Company to sell all of the issued and outstanding
common  stock of Deer Valley Homebuilders, Inc. for a price of $6,000,000.  As a
condition  of  closing,  each  stockholder/employee  will enter into a five year
employment  agreement  and will be entitled to participate in a price adjustment
target  account  ("PATA").  The  PATA  shall  be  a  liability  accruing for any
calendar  year  in  which  the Company's pretax earnings exceed $1,000,000.  The
PATA  calculations  will  begin  on  October  2,  2005;  however, the $1,000,000
calculation  for the fourth quarter of 2005 will be $250,000.  At the end of any
such  year,  the  PATA will be increased by an amount equal to 50% of the pretax
earnings  of the Company that is over the $1,000,000 threshold for such calendar
year.  Partial  cash  distributions of up to 50% of any stockholder's/employee's
pro  rata  accrued  value  of the PATA will be made by DVA at the request of the
stockholder/employee  at any time after January 1, 2007.  All funds remaining in
the  PATA  will  be  distributed to the stockholders/employees on the earlier of
January 1, 2014 or the date that the PATA has accumulated a total of $6,000,000,
assuming  the  employment  agreement  has  been  completed.  If  the
stockholder/employee fails to complete his employment term either by voluntarily
leaving  the  Company,  is  terminated  for  cause;  or  violates  the Company's
non-compete  agreement  shall  forfeit  their  portion  of  the  PATA.  That
stockholder's/employee's share of the PATA will be redistributed 50% back to the
Company  and  50% assigned to the remaining stockholders/employees on a pro-rata
basis.

12.     SUBSEQUENT EVENTS

On  January  18, 2006, Cytation Corporation entered into the Securities Purchase
and  Share  Exchange  Agreement,  (the  "Securities  Purchase and Share Exchange
Agreement") by and among Cytation Corporation, Richard A. Fisher, an individual,
and  Kevin  J.  High,  certain  purchasers  of  Cytation  Corporation's Series A
Convertible  Preferred  Stock  (as defined below), DVA, the shareholders of DVA,
and Vicis Capital Master Fund (the "Lender").

On  January  18,  2006,  Cytation  Corporation  entered into the Investor Rights
Agreement  (the "Investor Rights Agreement"), by and among Cytation Corporation,
each  of the purchasers of Cytation Corporation's Series A Preferred Stock, each
of  the  shareholders  of  DVA,  and the Lender. Pursuant to the Investor Rights
Agreement,  Cytation  Corporation  (a) has agreed to register certain securities
for  resale,  including  Cytation  Corporation's  shares related to the Series A
Preferred Stock, the Series B Preferred Stock, the Series C Preferred Stock, the
Series  A Common Stock Purchase Warrants, and the Series B Common Stock Purchase
Warrants,  and  (b)  granted  pre-emptive  rights  to  the  holders  of Cytation
Corporation's Series A Preferred Stock.

On  January 18, 2006, Cytation Corporation's wholly-owned subsidiary, DeerValley
Acquisitions Corp., entered into an Earnout Agreement (the "Earnout Agreement"),
between  Deer Valley Homebuilders, Inc., Deer Valley Acquisitions Corp., and the
former owners of Deer Valley Homebuilders, Inc. In connection with the Capital

                                       14
<PAGE>

12.  SUBSEQUENT  EVENTS  (CONTINUED)

Stock  Purchase  Agreement,  Cytation  Corporation  entered  into  the  Earnout
Agreement,  pursuant  to  which,  additional  payments may be paid to the former
owners  of  Deer  Valley  Homebuilders,  Inc., as an earnout, based upon the Net
Income  Before  Taxes of Deer Valley Homebuilders, Inc. during the next five (5)
years  up  to  a  maximum  of  $6,000,000. The business purpose of executing the
Earnout  Agreement  was  to  set the purchase price of Deer Valley Homebuilders,
Inc.  by  an  objective  standard,  given  that  the  owners of DVH and Cytation
Corporation  could  not  agree  on an outright purchase price. Such agreement is
described in more detail herein under Capital Stock Purchase Agreement.

Pursuant  to  the  Capital  Stock  Purchase Agreement dated November 1, 2005, as
amended  (the  "Capital  Stock  Purchase  Agreement"),  DeerValley  Acquisitions
Corp.,  a  wholly  owned  subsidiary  of  Cytation  Corporation,  acquired,
immediately  after  completion of the Series A Financing and the Share Exchange,
one  hundred percent (100%)  of the issued and outstanding capital stock of Deer
Valley  Homebuilders,  Inc.  Upon  completion  of the acquisition of the capital
stock  of  Deer Valley Homebuilders, Inc., Deer Valley Homebuilders, Inc. became
an  indirect  wholly  owned  subsidiary  of  Cytation  Corporation.

In  order  to  effectuate  the  Capital  Stock  Purchase  Agreement,  Cytation
Corporation  completed  a  series  of  transactions exempt from the registration
requirements of the Securities Act of 1933, as amended, pursuant to Section 4(2)
of  the  Act  for  transactions  not  involving  a  public offering and Rule 506
promulgated  by  the  United States Securities and Exchange Commission under the
Securities  Act  of  1933,  as  amended.  As  of  the  date of these financials,
Cytation  Corporation  has  closed  on  a  private  placement  of  approximately
7,456,215  shares  of  Series  A  Preferred  Stock.  Pursuant  to the Securities
Purchase  and  Share  Exchange Agreement, dated as of January 18, 2006, Cytation
Corporation  (a) issued and sold to the Purchasers, and the Purchasers purchased
from  Cytation  Corporation,  (a)  Series A Preferred Stock, (b) Series A Common
Stock  Purchase Warrants, and (c) Series B Common Stock Purchase Warrants.  Also
on January 18, 2006, Cytation Corporation completed a share exchange pursuant to
which  Cytation  Corporation acquired 100% of the issued and outstanding capital
stock  of  Deer  Valley  Acquisitions,  Corp.  Pursuant  to  the  Share Exchange
Agreement,  in  exchange  for 100% of the issued and outstanding common stock of
Deer  Valley  Acquisitions,  Corp.,  Cytation  Corporation  issued the following
securities  to the shareholders of Deer Valley Acquisitions, Corp.: (a) Series B
Preferred  Stock,  (b)  Series  C Preferred Stock, and (c) Series C Common Stock
Purchase  Warrants.

In  connection  with  the  Securities  Purchase and Share Exchange Agreement, on
January  18, 2006, Cytation Corporation issued to the Lender an Interest Bearing
Non-Convertible  Installment  Promissory  Note  ("the  Note"),  in  the original
principal  amount  of  One  Million  Five  Hundred  Thousand  and No/100 Dollars
($1,500,000),  together  with  interest  accruing  thereon  at an annual rate of
twelve  percent (12%) per annum.  The business purpose of executing the Note was
to fund the acquisition of Deer Valley Homebuilders, Inc.  On March 17, 2006 the
Lender  decided  to  convert  its  $1,500,000 promissory note that was issued in
January  2006.  Pursuant  to  the terms of the Debt Exchange Agreement, Cytation
Corporation issued the Lender its Series A Convertible Preferred Stock, Series A
Warrants,  and Series B Warrants to the investor, in exchange for the retirement
of  its  obligations  to  repay  such  promissory  note.

In connection with the transaction described herein, the Company's S-corporation
election  was  terminated  and  on  a  go  forward  basis will be treated as a C
Corporation.  The  Company has reserved $925,000 for a distribution to the prior
S-corporation  shareholders  to  pay  their tax associated with earnings for the
2005  year  end.

On January 25 2006, Deer Valley Homebuilders, Inc. entered into a Sales Contract
with  the father of the Company's President to purchase real property located at
7668  Highway  278  in Sulligent, Alabama.  The purchase price for the Sulligent
Property  is  $725,000  cash,  and the closing is scheduled to occur on or about
April  30,  2006.  We  intend  on obtaining a loan, secured by a mortgage on the
Sulligent  Property,  to  finance the purchase price for the Sulligent Property.
Currently,  Deer  Valley is occupying the Sulligent Property pursuant to a short
term  lease.  Deer  Valley's  plant on the Sulligent Property opened on February
20,  2006  and,  as  of  the  date of this filing, is producing approximately 12
floors  per  week.

                                       15
<PAGE>

12.  SUBSEQUENT  EVENTS  (CONTINUED)

No  employment  agreements were in effect during 2005.  On January 18, 2006, the
Company  entered  into  the  following  employment agreements with the following
executive  officers.

On  January  18,  2006, Deer Valley Homebuilders, Inc. entered into a seven year
employment  agreement  with  Joel  Stephen  Logan,  II.   Under the terms of Mr.
Logan's  Employment  Agreement,  Mr.  Logan  is  (a) entitled to receive a fixed
annual salary of $52,000, (b) entitled to receive a monthly "hitch bonus" of $60
per  "floor"  produced  by  the  Company, and (c) is eligible to participate and
receive  4.6% of the net income before taxes of the Company, and (d) entitled to
receive  health  benefits  and  coverage,  as  provided  by  the  Company.

On  January  18,  2006, Deer Valley Homebuilders, Inc. entered into a seven year
employment  agreement  with  Charles  L.  Murphree, Jr.   Under the terms of Mr.
Murphree's Employment Agreement, Mr. Murphree is (a) entitled to receive a fixed
annual  salary  of  $52,000,  (b) entitled to receive a monthly "hitch bonus" of
$33.33  per  "floor" produced by the Company, (c) is eligible to participate and
receive  2.2% of the net income before taxes of the Company, and (d) entitled to
receive  health  benefits  and  coverage,  as  provided  by  the  Company.

On  January  18,  2006, Deer Valley Homebuilders, Inc. entered into a seven year
employment  agreement with John Steven Lawler.   Under the terms of Mr. Lawler's
Employment  Agreement,  Mr.  Lawler  is  (a)  entitled to receive a fixed annual
salary  of  $52,000,  (b) entitled to receive a monthly "hitch bonus" of $35 per
"floor"  produced by the Company, and (c) is eligible to participate and receive
2%  of  the  net income before taxes of the Company, and (d) entitled to receive
health  benefits  and  coverage,  as  provided  by  the  Company.

On  January  18, 2006, DeerValley Acquisitions, Corp., a wholly-owned subsidiary
of  Cytation  Corporation,  acquired  100% of the issued and outstanding capital
stock  of  Deer  Valley  Homebuilders,  Inc.  The  results  of  Deer  Valley
Homebuilders,  Inc.  will  be  included in consolidated financial statements for
periods  after  January  18,  2006. Deer Valley Homebuilders, Inc. is an Alabama
corporation  with  its business offices located at 205 Carriage Street, P.O. Box
310, Guin, Alabama 35563 and is engaged in the production, sale and marketing of
manufactured  homes  in  the southeastern and south central U.S. housing market.
Cytation  Corporation  purchased  Deer Valley Homebuilders, Inc. to serve as its
primary  operating  company and to gain entry into the manufactured home market.
Deer  Valley  Homebuilders,  Inc.  comprises  substantially  all  of  Cytation
Corporation's  operations.

The  aggregate purchase price for Deer Valley Homebuilders, Inc. was $6,000,000,
including  $5,500,000  cash  and  $500,000  of  Cytation  Corporation's Series A
Convertible Preferred Stock, Series A Common Stock Purchase Warrants, and Series
B  Common Stock Purchase Warrants. In addition, an Earnout Agreement was entered
into,  pursuant to which additional payments may be paid to the former owners of
Deer  Valley Homebuilders, Inc., as an earnout, based upon the Net Income Before
Taxes  of Deer Valley Homebuilders, Inc. during the next five (5) years, up to a
maximum  of  $6,000,000.  The value of the Series A Convertible Preferred Stock,
Series  A  Common  Stock  Purchase  Warrants, and Series B Common Stock Purchase
Warrants  were  determined  in  a private offering also completed on January 18,
2006.

THE FOLLOWING TABLE SUMMARIZES THE ESTIMATED FAIR VALUES OF THE ASSETS ACQUIRED
AND LIABILITIES ASSUMED AT THE DATE OF ACQUISITION.

<TABLE>
<CAPTION>
            AT DECEMBER 31, 2005
<S>                                 <C>             <C>
Current assets                  $ 6,398,562
Property, plant, and equipment    1,611,531
Goodwill                          3,236,994
                                ------------
  Total assets acquired                       $ 11,247,087
                                              -------------
Current liabilities              (3,879,939)
Long-term debt                   (1,367,148)
                                ------------
  Total liabilities assumed                    ($5,247,087)
                                              -------------
  Net assets acquired                         $  6,000,000
                                              =============
</TABLE>

THE $3,236,994 OF GOODWILL IS EXPECTED TO BE DEDUCTIBLE FOR TAX PURPOSES.

                                       16
<PAGE>

</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99.4
<SEQUENCE>5
<FILENAME>ex99-4.txt
<DESCRIPTION>PRO FORMA FINANCIAL STATEMENTS
<TEXT>
EXHIBIT 99.4

<TABLE>
<CAPTION>
                                                      Cytation Corporation
                                               Consolidated Pro Forma Balance Sheet
                                                      As of December 31, 2005

                                                    Cytation         DeerValley          DeerValley        Pro Forma      Pro Forma
                                                      Corp.       Homebuilders, Inc.  Acquisitions Corp.  Adjustments   Consolidated
                                                   (Unaudited)       (Unaudited)        (Unaudited)       (Unaudited)    (Unaudited)
<S>                                                    <C>               <C>                <C>               <C>            <C>
CURRENT ASSETS:
      Cash                                          $     220      $     2,931,263     $         36     $  697,728 (10) $ 3,629,247
      Certificate of Deposit                                -              151,418                -              -          151,418
      Accounts Receivable                                   -            2,140,404                -              -        2,140,404
      Other Receivable                                                       7,500                                            7,500
      Inventories                                                        1,115,558                                        1,115,558
      Prepaid expenses and other
      current assets                                        -               52,419                -              -           52,419
                                                   ----------------------------------------------------------------      -----------

           Total Current Assets                           220            6,398,562               36        697,728        7,096,546

PROPERTY AND EQUIPMENT, Net                                 -            1,611,531                -              -        1,611,531

OTHER ASSETS:
      Goodwill                                              -                    -                -      3,236,994 (6)    3,236,994
                                                   ----------------------------------------------------------------      -----------
           Total Other Assets                               -                    -                -      3,236,994        3,236,994

           TOTAL ASSETS                             $     220      $     8,010,093     $         36     $3,934,722     $11,945,071
                                                   ==============  ==================  ===============  ===========      ===========

LIABILITIES AND STOCKHOLDERS'EQUITY(DEFICIT)

CURRENT LIABILITIES:
      Current Maturities of
      Long-Term Debt                                $       -      $        55,716     $          -     $        -      $    55,716
      Accounts payable                                 48,416            1,166,020            6,446        611,759 (7)    1,832,641
      Accounts Payable under Dealer
      Incentive Programs                                                   340,432                               -          340,432
      Estimated Warranties                                                 750,000                               -          750,000
      Compensation and Related
      Accruals                                                             413,939                               -          413,939
      Accrued Stockholder
      Distributions                                                        925,000                               -          925,000
      Income Tax Payable                                                                                 1,137,249 (8)    1,137,249
      Loan from Stockholder                                                                     195                             195
      Other Accrued Expenses                           90,500              228,832                -              -          319,332
                                                   ----------------------------------------------------------------      -----------
           Total Current
           Liabilities                                138,916            3,879,939            6,641      1,749,008        5,774,504

LONG TERM LIABILITIES:
      Long-Term Debt, Net of
      Current Maturities                                    -            1,367,148                -              - (1)    1,367,148

STOCKHOLDERS' EQUITY(DEFICIT):
      Series A Preferred stock, $0.01 par value, 750,000
shares authorized, 745,626 shares issued and outstanding                                                     7,456 (2)        7,456
      Series B Preferred stock, $0.01 par value, 49,451
shares authorized, 49,451 shares issued and outstanding                                                        495 (4)          495
      Series C Preferred stock, $0.01 par value, 26,750
shares authorized, 26,750 shares issued and outstanding                                                        268 (5)          268
      Common stock, no par value, 30,000,000
shares authorized, 7,620,100                                                                      -              -                -
      Common stock, $0.001 par value, 2,000,000
shares authorized, 982,622 shares issued and
outstanding                                               982                  940                -           (940)(9)          982
      Additional paid-in capital (APIC)            32,723,371            1,033,060           44,010      3,315,685 (9)   37,116,126
      Retained Earnings and Accumulated deficit   (32,863,049)           1,729,006          (50,615)    (1,137,249)(8)  (32,321,907)
                                                   ----------------------------------------------------------------      -----------
           TOTAL STOCKHOLDERS' EQUITY (DEFICIT)     (138,696)            2,763,006           (6,605)     2,185,714        4,803,419

           TOTAL LIABILITIES AND STOCKHOLDERS'
           EQUITY (DEFICIT)                         $    220       $     8,010,093     $         36     $3,934,722      $11,945,071
                                                   ==============  ==================  ===============  ===========      ===========
<FN>

(1)  Debt  issued  in  connection  with  Acquisition  $1,500,000  Face  -
     Subsequent  to  the  8-K/A  previously  filed, this has been converted into
     Series A preferred stock.

(2)  Series  A  Preferred  Stock  issued  in  connection with acquisition - Face
     amount  $7,456,215  (745,626  shares at $10.00 per share) Par Value $7,456,
     APIC $7,448,759 prior to transaction costs.

<PAGE>

(3)  Reduction  in  Series  A  Preferred  stock's  APIC  due to transaction costs
          - Comittment fee                                     $60,000
          - Merger related expenses                            280,000
          - Legal fees in connection with transaction          203,000
          - Investment banking fees                            827,245
                                                            ----------
    Total Transaction related costs                         $1,370,245
                                                            ==========

(4)  Series  B  preferred  stock  issued  in  connection  with  DeerValley
     Acquisitions  Corp.:  In  connection  with  the  acquisition  the  common
     shareholders  of  DeerValley  Acquistions  Corp. exchanged 4,945,100 no par
     common for 49,451 shares of Series B Preferred with a par of $.01

(5)  Series  C  preferred  Stock  issued  in  connection  with  DeerValley
     Acquisitions  Corp.:  In  connection  with  the  acquisition  the  common
     shareholders  of  DeerValley  Acquistions  Corp. exchanged 2,675,000 no par
     common for 26,750 shares of Series C Preferred with a par of $.01

(6)  Goodwill booked in connection with Acquisition
          - Purchase price of acquisition                   $6,000,000
          - Net book value of acquisition                    2,763,006
                                                            ----------
          - Purchase price in excess of book value (Goodwill)3,236,994
                                                            ==========

(7) Payables still owed in connection with transaction
          - Investment banking fees                         $  553,759
          - Legal fees in connection with transaction           58,000
                                                            ----------
     Total Payables                                         $  611,759
                                                            ==========

(8) Pro forma income tax payable
      Net Income(Loss) Cytation Corp.                       $ (173,605)
      Net Income(Loss) Deer Valley Homebuilders, Inc.        3,366,659
      Net Income(Loss) Deer Valley Acquisitions Corp.          (50,615)
                                                            ----------
      Net Income(Loss) Consolidated Group before taxes       3,142,439
      Pro forma effective Income Tax Rate                        36.19%
                                                            ----------
      Pro forma income tax payable                           1,137,249
                                                            ==========

(9) Reconciliation of APIC
    APIC in connection with Series A Preferred Stock        $7,448,759  (See (2) above)
    Total transaction related costs                          1,370,245  (See (3) above)
                                                            ----------
    APIC recorded net of transaction costs                   6,078,514
    Purchase price                                           6,000,000
                                                            ----------
    APIC after purchase and costs                               78,514
    Goodwill related to acquisition 3,236,994
    Series B Preferred Stock                                      (495)
    Series C Preferred Stock                                      (268)
    Purchase of Deer Valley Homebuilder's Stock                    940
                                                            ----------
    Adjustment related to APIC                               3,315,685
                                                            ==========

(10)Cash
    Total Raise Series A Preferred Stock                    $7,456,215
    Transaction purchase price                               6,000,000
                                                            ----------
    Available funds prior to transactions fees               1,456,215
    Transaction fees paid                                      758,487
                                                            ----------
    Cash remaining                                             697,728
                                                            ==========
</TABLE>

<PAGE>

<TABLE>
<CAPTION>
                                                   Cytation Corporation
                                     Pro Forma Consolidated Statements of Operations
                                           For The Year Ended December 31, 2005
                                                        (Unaudited)

                                     Cytation         DeerValley        DeerValley          Pro Forma      Pro Forma
                                       Corp.       Homebuilders, Inc. Acquisitions Corp.   Adjustments    Consolidated
                                    (Unaudited)       (Unaudited)       (Unaudited)        (Unaudited)    (Unaudited)
                                    -----------------------------------------------------------------------------------
<S>                                    <C>               <C>                <C>                <C>            <C>
NET REVENUE                         $  59,114         $35,717,073        $       -        $         -     $ 35,776,187

COST OF REVENUE                         1,738          29,292,051                -                  -       29,293,789
                                    -----------------------------------------------------------------------------------
GROSS PROFIT                           57,376           6,425,022                -                  -        6,482,398

OPERATING EXPENSES:
  Depreciation                          1,037             118,941                -                  -          119,978
  Selling, general and
  administrative                      246,533           2,877,082           50,615                  -        3,174,230
                                    -----------------------------------------------------------------------------------
       TOTAL OPERATING EXPENSES       247,570           2,996,023           50,615                  -        3,294,208
                                    -----------------------------------------------------------------------------------
       OPERATING INCOME/(LOSS)       (190,194)          3,428,999          (50,615)                 -        3,188,190

OTHER INCOME (EXPENSES)
  Gain on sale and distribution
  of investment                        31,902                   -                -                  -           31,902
  Loss on sale of property
  and equipment                        (4,270)                  -                -                  -           (4,270)
  Loss on termination of
  ARE agreement                        (5,000)                  -                -                  -           (5,000)
  Interest income (expenses), net      (6,043)            (62,340)               -                  -          (68,383)
  Other Income                              -                   -                -                  -                -
                                    -----------------------------------------------------------------------------------
       TOTAL OTHER INCOME              16,589             (62,340)               -                  -          (45,751)

       INCOME/(LOSS) BEFORE
       INCOME TAXES                  (173,605)          3,366,659          (50,615)                 -        3,142,439

INCOME TAX EXPENSE                          -                   -                -          1,137,249 (1)    1,137,249
                                    -----------------------------------------------------------------------------------
       NET INCOME(LOSS)             $(173,605)        $ 3,366,659        $ (50,615)       $(1,137,249)    $  2,005,190
                                    ===================================================================================
Net (Loss) Income Per Share (Basic) $   (0.18)        $     3,574        $   (0.01)                       $       0.23
Net (Loss) Income Per Share
(Fully Diluted)                     $   (0.18)        $     3,574        $   (0.01)                       $       0.11
                                    ============      ===========        ==========       ============    =============
Weighted Average Common
Shares Outstanding                    944,306                 942        7,620,100                           8,564,672 (2)
Weighted Average Common
and Common Equivalent Shares
Outstanding                           944,306                 942        7,620,100                          18,506,292 (3)
                                    ============      ===========        ==========       ============    =============
</TABLE>

(1) Pro forma income tax expense
      Net Income(Loss) Cytation Corp.                      $(173,605)
      Net Income(Loss) Deer Valley Homebuilders, Inc.      3,366,659
      Net Income(Loss) Deer Valley Acquisitions Corp.        (50,615)
                                                           -----------
      Net Income(Loss) Consolidated Group before taxes     3,142,439
      Pro forma effective Income Tax Rate                      36.19%
                                                           -----------
      Pro forma income tax expense                         1,137,249
                                                           ===========

(2) Weighted Average Common Shares Outstanding:

<TABLE>
<CAPTION>
                                          Number of Common Shares  Fraction of Period Outstanding   Weighted Average Shares
Common stock:
<S>                                                 <C>                          <C>                          <C>
Cytation Corp                  31-Dec-04            872,330                     1.00                        872,330
Deer Valley Acquisitions Corp.
(Share Conversion to Cytation) 31-Dec-04          7,620,100                     1.00                      7,620,100
Cytation Corp                  14-Feb-05             30,000                     0.88                         26,400
Cytation Corp                  14-Feb-05              3,332                     0.88                          2,932
Cytation Corp                   4-Mar-05             47,000                     0.83                         39,010
Cytation Corp                  14-Nov-05             20,000                     0.13                          2,600
Cytation Corp                  14-Nov-05             10,000                     0.13                          1,300
</TABLE>

<PAGE>

(3)Weighted Average Common and Common Equivalent Shares Outstanding:

<TABLE>
<CAPTION>
                                         Number of Common and
                                        Common Stock Equivalent    Fraction of Period Outstanding   Weighted Average Shares
Common stock:
<S>                                                 <C>                          <C>                          <C>
Cytation Corp                  31-Dec-04            872,330                     1.00                        872,330
Deer Valley Acquisitions Corp.
(Share Conversion to Cytation) 31-Dec-04          7,620,100                     1.00                      7,620,100
Pro forma Consolidated Series
A Preferred Shares             31-Dec-04          9,941,620                     1.00                      9,941,620
Cytation Corp                  14-Feb-05             30,000                     0.88                         26,400
Cytation Corp                  14-Feb-05              3,332                     0.88                          2,932
Cytation Corp                   4-Mar-05             47,000                     0.83                         39,010
Cytation Corp                  14-Nov-05             20,000                     0.13                          2,600
Cytation Corp                  14-Nov-05             10,000                     0.13                          1,300
                               31-Dec-05                                                                 18,506,292
</TABLE>

Series A Preferred Stock issued in connection with acquisition - Face amount
7,456,215 (745,626 shares at $10.00 per share) convertible at $.75 = 9,941,620
shares.

<PAGE>

<TABLE>
<CAPTION>

                              Cytation Corporation
                Pro Forma Consolidated Statements of Operations
                 For The Twelve Months Ended December 31, 2004
                                  (Unaudited)

                                 Cytation        DeerValley         DeerValley       Pro Forma       Pro Forma
                                   Corp.      Homebuilders, Inc. Acquistions Corp.  Adjustments     Consolidated
                                (Unaudited)      (Unaudited)       (Unaudited)      (Unaudited)      (Unaudited)
<S>                                                                                                    <C>
NET REVENUE                    $   240,368    $   15,394,215       $          -      $       -     $  15,634,583

COST OF REVENUE                    746,896        12,769,267                  -              -        13,516,163

GROSS PROFIT                      (506,528)        2,624,948                  -              -         2,118,420

OPERATING EXPENSES:
     Depreciation                    3,857            84,211                  -              -            88,068
     Selling, general and
     administrative                367,007         1,475,122                  -              -         1,842,129

          TOTAL OPERATING EXPENSES 370,864         1,559,333                  -              -         1,930,197

          OPERATING INCOME/(LOSS) (877,392)        1,065,615                  -              -           188,223

OTHER INCOME (EXPENSES)
     Gain on sales of Marketable
     Securities                    187,976                 -                  -              -           187,976
     Interest income (expenses),
     net                            (5,298)          (55,109)                 -              -           (60,407)

          TOTAL OTHER INCOME       182,678           (55,109)                 -              -           127,569

          INCOME/(LOSS) BEFORE
          INCOME TAXES            (694,714)        1,010,506                  -              -           315,792

INCOME TAX EXPENSE                   1,975                 -                  -         98,539 (1)       100,514

          NET LOSS             $  (696,689)   $    1,010,506       $          -      $ (98,539)    $     215,278
                               ===========    ==============       =============     ============  =============
Net (Loss) Income Per
Share (Basic)                  $     (1.74)   $        1,011       $          -                    $        0.54
Net (Loss) Income Per
Share (Fully Diluted)          $     (1.74)   $        1,011       $          -                    $        0.54
                               ===========    ==============       =============     ============  =============
Weighted Average Common
Shares Outstanding                 399,915             1,000                  -                          399,915 (2)
Weighted Average Common and
Common Equivalent Shares
Outstanding                        399,915             1,000                  -                          399,915 (2)
                               ===========    ==============       =============     ============  =============
</TABLE>

(1) Pro forma income tax expense
      Net Income(Loss) Cytation Corp.                      $(696,689)
      Net Income(Loss) Deer Valley Homebuilders, Inc.      1,010,506
      Net Income(Loss) Deer Valley Acquisitions Corp.              -
                                                           -----------
      Net Income(Loss) Consolidated Group before taxes       313,817
      Pro forma effective Income Tax Rate                      31.40%
                                                           -----------
      Pro forma income tax expense                            98,539
                                                           ===========

(2) Weighted Average Shares

      On a pro forma basis Cytation Corp would be the only shares outstanding on
December 31, 2004.

<PAGE>

</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99.5
<SEQUENCE>6
<FILENAME>ex99-5.txt
<DESCRIPTION>AUDITOR'S LETTER
<TEXT>
EXHIBIT 99.5     AUDITOR'S LETTER

Radin, Glass & Co., LLP
Certified Public Accountants
360 Lexington Avenue
New York, NY 10017
212-557-7505
Fax: 212-557-7591



February 8,  2006

Securities  and  Exchange  Commission
450  Fifth  Street,  N.W.
Washington,  D.C.  20549

Ladies  and  Gentlemen:

We  have read the attached disclosure to Cytation Corporation's Definitive
Schedule 14C, to be filed with the United States Securities and Exchange
Commission on February 13, 2006, and are in agreement with the statements
contained in the first three paragraphs under "Change in Registrant's Certifying
Accountant."  We have no basis to agree or disagree with other statements of the
Registrant contained in the Definitive Schedule 14C.


By:     /s/ Helen R. Liao
        -----------------

Name:   Helen R. Liao
        -----------------

Title:  Partner
        -----------------


Radin, Glass & Co., LLP
Certified Public Accountants

<PAGE>

ATTACHMENT:     DISCLOSURE EXCERPT FROM SCHEDULE 14C

CHANGE  IN  REGISTRANT'S  CERTIFYING  ACCOUNTANT

     Effective  as of  January 20, 2006, Radin, Glass & Co., LLP resigned as the
Company's  auditors.  The  reports  of  Radin, Glass & Co., LLP on the Company's
consolidated financial statements for the  fiscal  year  ended December 31, 2004
(the  "Audit  Period")  did  not  contain  any  adverse opinion or disclaimer of
opinion,  nor were they qualified or modified as to uncertainty, audit scope, or
accounting  principles,  except  for  an explanatory  paragraph  relating to the
Company's  ability to continue as a going concern.  During the Audit Period, the
interim  period  through  September 30, 2005, and the interim period through the
effective  date  of  resignation  (the  "Interim  Periods"),  there  were  no
disagreements  with  Radin,  Glass  &  Co.,  LLP  on  any  matter of  accounting
principles  or  practices,  financial  statement  disclosure, or auditing  scope
or  procedure,  which  disagreements,  if  not  resolved to the satisfaction  of
Radin,  Glass  & Co., LLP,  would  have  caused  it to make reference thereto in
its  reports  on  the  Company's  consolidated  financial  statements  for  such
years.

     During  the  Audit  Period  and  Interim Periods,  the  Company  has had no
reportable  events  as  defined  in  Item  304(a)(1)(iv)  of  Regulation  S-K.

     The  Company  has  provided  Radin,  Glass  &  Co.,  LLP with a copy of the
foregoing  disclosures  and  has  requested,  pursuant  to  the  rules  of  the
United  States  Securities  and Exchange  Commission  (the  "Commission"),  that
Radin,  Glass  &  Co., LLP provide the Company with a letter  addressed  to  the
Commission  stating  whether  Radin,  Glass  &  Co.,  LLP  agrees  with  the
statements  set  forth  in herein and, if not, stating the respects in which  it
does  not  agree.  A copy of the letter from Radin, Glass & Co., LLP is attached
as  Exhibit  99.5  hereto.

<PAGE>

</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99.6
<SEQUENCE>7
<FILENAME>ex99-6.txt
<DESCRIPTION>PROPOSED ARTICLES OF INCORPORATION OF FLORIDA CORPORATION
<TEXT>
EXHIBIT 99.6

                            ARTICLES OF INCORPORATION
                                       OF
                                DEERVALLEY CORP.

     DeerValley  Corp., a corporation (the "Corporation") organized and existing
under  the Florida Business Corporation Act, Florida Statutes, Sections 607.0101
et.  seq.  (the  "Act"),  does  hereby  certify  as  follows:

     1.     The  name  of  the  Corporation  is  DeerValley  Corp.. The original
articles  of  incorporation of the Corporation were filed with the office of the
Secretary  of  State  of  Florida  on                .
                                      ---------------
     2.     These Articles of Incorporation were recommended to the stockholders
of  the Corporation for approval as being advisable and in the best interests of
the Corporation by resolutions adopted by the Board of Directors at a meeting of
the  Board  of  Directors.

     3.     The  Articles  of Incorporation were adopted by the affirmative vote
of  the stockholders of the Corporation at a special meeting of the stockholders
on  March  10,  2006.

     4.     The  Articles  of  Incorporation  are  as  follows:

FIRST:  The  name  of  the  corporation is DeerValley Corp. (the "Corporation").
------

SECOND:  The address of the registered office of the Corporation in the State of
-------
Florida  is  220 South Franklin Street, Tampa, Florida 33602 and the name of its
registered  agent  at  such  address  is  Brent  Jones.

THIRD:  The nature of the business or purposes to be conducted or promoted is to
------
engage  in  any  lawful  act or activity for which corporations may be organized
under  the  Act.

FOURTH:  The  total number of shares of capital stock that the Corporation shall
-------
have  the  authority  to  issue  shall  be  110,000,000  shares,  consisting  of
100,000,000 shares of common stock, $0.001 par value per share ("Common Stock"),
and  10,000,000  shares of preferred stock, $.01 par value per share ("Preferred
Stock").

The  following is a statement of the designations and the powers, privileges and
rights,  and  the qualifications, limitations or restrictions thereof in respect
of  each  class  of  capital  stock  of  the  Corporation:

A.     COMMON  STOCK.
       -------------

     1.     General.  The voting, dividend and liquidation rights of the holders
            --------
of the Common Stock are subject to and qualified by the rights of the holders of
the Preferred Stock of any Series as may be designated by the Board of Directors
upon  any  issuance  of  the  Preferred  Stock  of  any  series.

                                        1
<PAGE>

     2.     Voting. The holders of Common Stock will be entitled to one vote per
            -------
share  on  all  matters  to  be voted on by the stockholders of the Corporation.
There  shall  be  no  cumulative  voting.

     3.     Dividends.  Dividends  may  be declared and paid on the Common Stock
            ----------
from  funds  lawfully  available therefor as and when determined by the Board of
Directors  and  subject  to  any  preferential  dividend  rights  of  any  then
outstanding Preferred Stock.

     4.     Liquidation. Upon the dissolution or liquidation of the Corporation,
            ------------
whether  voluntary  or  involuntary, holders of Common Stock will be entitled to
receive  all  assets  of  the  Corporation  available  for  distribution  to its
stockholders,  subject  to  any  preferential  liquidation  rights  of  any then
outstanding  Preferred  Stock.

B.     PREFERRED  STOCK.
       ----------------

     Preferred Stock may be issued from time to time in one or more series, each
of  such  series  to  have  such  terms as stated or expressed herein and in the
resolution  or resolutions providing for the issue of such series adopted by the
Board  of  Directors  of  the  Corporation  as hereinafter provided. No share of
Preferred  Stock  that is redeemed, purchased or acquired by the Corporation may
be  reissued  except as otherwise provided herein or by law. Different series of
Preferred Stock shall not be construed to constitute different classes of shares
for  the  purposes of voting by classes unless expressly provided herein, in any
such  resolution  or  resolutions,  or  by  law.

     Authority  is  hereby expressly granted to the Board of Directors from time
to  time  to  issue the Preferred Stock in one or more series, and in connection
with the creation of any such series, by resolution or resolutions providing for
the  issue  of the shares thereof, to determine and fix such voting powers, full
or limited, or no voting powers, and such designations, preferences and relative
participating, optional or other special rights, and qualifications, limitations
or restrictions thereof, including, without limitation thereof, dividend rights,
conversion  rights,  redemption privileges and liquidation preferences, as shall
be  stated  and  expressed  in  such  resolutions, all to the full extent now or
hereafter  permitted  by the laws of Florida. Without limiting the generality of
the foregoing, the resolutions providing for issuance of any series of Preferred
Stock  may  provide  that  such  series  shall be superior or rank equally or be
junior  to  the  Preferred  Stock of any other series to the extent permitted by
law. Except as otherwise provided by law, by these Articles of Incorporation, or
by  written  contracts,  no vote of the holders of the Preferred Stock or Common
Stock shall be a prerequisite to the issuance of any shares of any series of the
Preferred  Stock authorized by and complying with the conditions of the Articles
of Incorporation.

FIFTH:  In  furtherance of and not in limitation of powers conferred by statute,
------
it  is  further  provided  that:

     (a)     (1)     The  business  and  affairs  of  the  Corporation  shall be
managed under the direction of a Board of Directors, consisting of not less than
three  nor  more  than twelve Directors, the number of which shall be determined
from  time  to  time  by  resolution  adopted  by  affirmative  of a majority of

                                        2
<PAGE>

Directors  then in office. The Directors shall be classified with respect to the
time  for  which  they  shall  severally hold office by dividing them into three
classes, Class I, Class II, and Class III, each consisting as nearly as possible
of  one-third of the whole number of the Board of Directors. All Directors shall
hold  office  until  their  successors  are chosen and qualified, or until their
earlier  death,  resignation, disqualification or removal. At the first election
of  Directors  following  adoption  of this provision by the stockholders of the
Corporation, Class I Directors shall be elected for a term of one year; Class II
Directors  shall  be  elected  for  a term of two years; and Class III Directors
shall  be  elected  for  a  term  of  three  years;  and at each annual election
thereafter, successors to the Directors whose terms shall expire that year shall
be  elected to hold office for a term of three years, so that the term of office
of one class of Directors shall expire in each year. Any vacancy on the Board of
Directors that results from an increase in the number of Directors may be filled
by  the  affirmative vote of a majority of the Directors then in office, and any
other vacancy on the Board of Directors may be filled by the affirmative vote of
a majority of the Directors then in office, although less than a quorum, or by a
sole  remaining  Director.  Any Director elected to fill a vacancy not resulting
from an increase in the number of Directors shall serve for a term equivalent to
the  remaining  unserved  portion  of  the term of such newly elected Director's
predecessor.

               Notwithstanding the foregoing, whenever the holders of any one or
more  classes  or series of preferred stock issued by the Corporation shall have
the right, voting separately by class or series, to elect Directors at an annual
or  special  meeting  of  stockholders, the election, term of office, filling of
vacancies  and  other  features  of  such directorships shall be governed by the
terms  of  the  Articles of Incorporation applicable thereto, and such Directors
shall  not  be divided into classes pursuant to this Article FIFTH (a)(1) unless
expressly  provided  by  such  terms.

             (2)     Resignation or  Removal  of  Directors. Any director or the
                     --------------------------------------
entire Board of Directors may be removed for "Cause," as hereinafter defined, by
the  holders  of  a majority of the stock issued and outstanding and entitled to
vote  at an election of directors; provided, however, that the directors elected
by  a  particular  class  of stockholders may be removed only by the vote of the
holders  of  a  majority of the shares of such class. No director may be removed
without "Cause" by vote of the stockholders. Any director may resign at any time
by delivering a resignation in writing to the principal executive officer or the
secretary  or  to a meeting of the Board of Directors. Such resignation shall be
effective  upon receipt unless specified to be effective at some other time; and
without  in  either  case  the  necessity  of  its  being  accepted  unless  the
resignation  shall  so state. No director resigning and (except where a right to
receive  compensation  shall  be expressly provided in a duly authorized written
agreement  with  the  Corporation)  no  director removed shall have any right to
receive  compensation  as  such director for any period following the director's
resignation  or  removal,  or  any  right to damages on account of such removal,
whether the director's compensation be by the month or by the year or otherwise;
unless  in  the case of a resignation, the directors, or in the case of removal,
the  body  acting  on  the removal, shall in their or its discretion provide for
compensation. For purposes of this Section 4.16, "Cause" means:

                    (A)  willful  and  continued  material  failure,  refusal or
inability  to perform one's duties to the Corporation or the willful engaging in
gross misconduct materially and demonstrably damaging to the Corporation; or

                                        3
<PAGE>

                    (B)  conviction  for  any crime involving moral turpitude or
any  other illegal act that materially and adversely reflects upon the business,
affairs or reputation of the Company or on one's ability to perform one's duties
to the Corporation.

             (3)     Any  action  required  or  permitted  to  be  taken  by the
stockholders  of  the  Corporation  must  be effected at a duly called annual or
special  meeting  of  such  holders  and  may  not be effected by any consent in
writing  by  such holders. Special meetings of the stockholders, for any purpose
or  purposes,  unless  otherwise  prescribed  by  law  or  by  these Articles of
Incorporation,  may  be  called by the Chairman of the Board of Directors or the
President  and  shall  be called by the President or Secretary at the request in
writing  of  a  majority of the Board of Directors. Such request shall state the
purpose or purposes of the proposed meeting and business to be transacted at any
special meeting of the stockholders.

             (4)     No  amendment  to  the  Articles  of  Incorporation  of the
Corporation  shall amend, alter, or repeal any of the provisions of this Article
FIFTH  (a)  unless  the amendment effecting such amendment, alteration or repeal
shall  receive the affirmative vote of or consent of the holders of seventy-five
percent  (75%)  of  all shares of stock of the Corporation entitled to vote at a
meeting  of  stockholders  held  for  the  purpose  of voting on such amendment,
considered  for  the  purposes of this Article FIFTH as one class; provided that
this  paragraph  FIFTH  (a)(4) shall not apply to, and such seventy-five percent
(75%)  vote  shall  not  be  required for, any such amendment recommended to the
stockholders  pursuant  to  a  resolution  of the Board of Directors approved by
two-thirds  of  the  Continuing  Directors. For purposes of this paragraph FIFTH
(a)(4),  a  "Continuing Director" shall mean any Director of the Corporation who
is or becomes a Director on the date that this Article FIFTH is first adopted by
the  Corporation's  stockholders  or  any  Director elected by a majority of the
Continuing  Directors  then  in  office  to  succeed any Director or to fill any
vacancy  on  the  Board  of  Directors whether resulting from an increase in the
number of Directors or otherwise.

     (b)     Subject  to  any  applicable  requirements of law, the books of the
Corporation may be kept outside the State of Florida at such locations as may be
designated  by  the  Board  of  Directors  or in the By-Laws of the Corporation.

     (c)     The  Board of Directors may from time to time determine whether, to
what  extent, at what times and places and under what conditions and regulations
the  accounts,  books,  and records of the Corporation, or any of them, shall be
open  to  the  inspection of the stockholders, and no stockholder shall have any
right  to  inspect  any account, book, or document of the Corporation, except as
and  to  the  extent  expressly  provided  by  law  or  expressly  authorized by
resolution  of  the  Board  of  Directors.

     (d)     Except as provided to the contrary in the provisions establishing a
class  of  Stock, the number of authorized shares of such class may be increased
or  decreased  (but  not below the number of shares thereof then outstanding) by
the  affirmative  vote of a majority of the stock of the Corporation entitled to
vote,  voting  as  a  single  class.

     (e)     In  addition to the powers and authority herein or by law expressly
conferred  upon  them,  the  directors are hereby empowered to exercise all such
powers  and  do  all  such  acts  and  things as may be exercised or done by the

                                        4
<PAGE>

Corporation,  subject,  nevertheless, to the provisions of the laws of the State
of  Florida,  these  Articles  of  Incorporation  and any By-Laws adopted by the
stockholders;  provided,  however,  that  no  By-Laws  hereafter  adopted by the
stockholders  shall  invalidate  any prior act of the directors which would have
been  valid  if  such  By-Laws  had  not  been  adopted.

SIXTH:  The following provisions shall apply with respect to the indemnification
------
of,  and  advancement  of  expenses  to,  certain  parties  as  set forth below:

A.     INDEMNIFICATION.
       ---------------

     1.     Proceedings  Other  than  by or in the Right of the Corporation. The
            ----------------------------------------------------------------
Corporation  shall  indemnify each person who was or is a party or is threatened
to  be  made  a  party  to any threatened, pending or completed action, suit, or
proceeding, whether civil, criminal, administrative or investigative (other than
an  action  by  or  in the right of the Corporation), by reason of the fact that
such  person  is  or  was, or has agreed to become, a director or officer of the
Corporation,  or is or was serving or has agreed to serve, at the request of the
Corporation,  as  a  director,  officer, or trustee of, or in a similar capacity
with, another corporation (including any partially or wholly owned subsidiary of
the  Corporation),  partnership,  joint  venture,  trust,  or  other  enterprise
(including any employee benefit plan) (each of such persons being referred to as
an  "Indemnitee"),  or  by  reason  of  any action alleged to have been taken or
omitted  in  such  capacity,  against  all expenses (including attorneys' fees),
judgments, fines and amounts paid in settlement actually and reasonably incurred
by  the Indemnitee or on the Indemnitee's behalf in connection with such action,
suit or proceeding and any appeal therefrom, if (A) the Indemnitee acted in good
faith  and  in  a  manner  the  Indemnitee  reasonably believed to be in, or not
opposed  to,  the  best interests of the Corporation and (B) with respect to any
criminal  action  or  proceeding,  the  Indemnitee  had  no  reasonable cause to
believe.  the  Indemnitee's conduct was unlawful. The termination of any action,
suit or proceeding by judgment, order, settlement, conviction, or upon a plea of
nolo  contendere  or  its equivalent, shall not, of itself, create a presumption
that  the Indemnitee did not act in good faith, did not act in a manner that the
Indemnitee  reasonably  believed to be in, or not opposed to, the best interests
of  the  Corporation  or, with respect to any criminal action or proceeding, did
not have reasonable cause to believe that the Indemnitee's conduct was unlawful.
Notwithstanding  anything  to  the contrary in this Article SIXTH, except as set
forth in Section C.2. of this Article SIXTH, the Corporation shall not indemnify
an  Indemnitee  seeking indemnification in connection with a proceeding (or part
thereof)  initiated by the Indemnitee unless the initiation thereof was approved
by  the  Board  of  Directors  of  the  Corporation.

     2.     Proceedings  by  or in the Right of the Corporation. The Corporation
            ----------------------------------------------------
shall indemnify any Indemnitee who was or is a party or is threatened to be made
a  party  to  any  threatened,  pending or completed action or suit by or in the
right  of  the  Corporation  to procure a judgment in the Corporation's favor by
reason  of  the  fact  that the Indemnitee is or was, or has agreed to become, a
director  or  officer  of  the  Corporation, or is or was serving as a director,
officer  or  trustee  of;  or  in  a  similar capacity with, another corporation
(including  any  partially  or  wholly  owned  subsidiary  of  the Corporation),
partnership,  joint  venture, trust, or other enterprise (including any employee
benefit  plan), or by reason of any action alleged to have been taken or omitted
in  such  capacity, against all expenses (including attorneys' fees) and amounts
paid  in settlement actually and reasonably incurred by the Indemnitee or on the

                                        5
<PAGE>

Indemnitee's  behalf  in connection with such action, suit or proceeding and any
appeal  therefrom,  if  the  Indemnitee  acted in good faith and in a manner the
Indemnitee  reasonably  believed to be in, or not opposed to, the best interests
of  the  Corporation, except that no indemnification shall be made in respect of
any  claim,  issue or matter as to which the Indemnitee shall have been adjudged
to  be  liable  to the Corporation unless and only to the extent that a Court of
the  State  of  Florida  shall  determine  upon  application  that,  despite the
adjudication of such liability but in view of all the circumstances of the case,
the  Indemnitee is fairly and reasonably entitled to indemnity for such expenses
(including  attorneys'  fees)  that  the  Court  shall  deem  proper.

     3.     Expenses  of  Successful  Indemnitee.  Notwithstanding  any  other
            ------------------------------------
provision  of  this  Article  SIXTH,  to  the extent that an Indemnitee has been
successful,  on  the  merits  or  otherwise  (including  a  disposition  without
prejudice),  in defense of any action, suit or proceeding referred to in Section
A.1.  or  2.  of this Article SIXTH, or in defense of any claim, issue or matter
therein,  or  on appeal from any such action, suit or proceeding, the Indemnitee
shall  be  indemnified against all expenses (including attorneys' fees) actually
and  reasonably  incurred  by  the  Indemnitee  or on the Indemnitee's behalf in
connection  therewith.  Without  limiting  the foregoing, if any action, suit or
proceeding  is  disposed of, on the merits or otherwise (including a disposition
without prejudice), without (A) the disposition being adverse to the Indemnitee,
(B)  an  adjudication  that  the Indemnitee was liable to the Corporation, (C) a
plea  of  guilty  or nolo contendere by the Indemnitee, (D) an adjudication that
the  Indemnitee  did  not  act  in  good  faith  and  in a manner the Indemnitee
reasonably  believed  to  be  in,  or  not opposed to, the best interests of the
Corporation,  and  (E) with respect. to any criminal proceeding, an adjudication
that the Indemnitee had reasonable cause to believe the Indemnitee's conduct was
unlawful,  the  Indemnitee  shall  be considered for the purposes hereof to have
been  wholly  successful  with  respect  thereto.

     4.     Partial  Indemnification.  If  any  Indemnitee is entitled under any
            ------------------------
provision  of  this  Section  A.  to  indemnification  by  the Corporation for a
portion,  but  not  all, of the expenses (including attorneys' fees), judgments,
fines  or  amounts  paid  in  settlement actually and reasonably incurred by the
Indemnitee  or  on  the  Indemnitee's  behalf  in  any  appeal  therefrom,  the
Corporation  shall  indemnify  the  Indemnitee  for the portion of such expenses
(including  attorneys'  fees), judgments, fines or amounts paid in settlement to
which  the  Indemnitee  is  entitled.

B.     ADVANCEMENT  OF  EXPENSES.
       -------------------------

     Subject  to  Section  C.2.  of  this  Article  SIXTH, in the event that the
Corporation  does  not assume a defense pursuant to Section C.1. of this Article
SIXTH  of any action, suit, proceeding or investigation of which the Corporation
receives  notice  under  this  Article SIXTH, any expenses (including attorneys'
fees)  incurred by an Indemnitee. in defending a civil or criminal action, suit,
proceeding  or  investigation  or  any  appeal  therefrom  shall  be paid by the
Corporation  in  advance  of  the  final  disposition  of such matter; provided,
however,  that the payment of such expenses incurred by an Indemnitee in advance
of  the  final  disposition of such matter shall be made only upon receipt of an
undertaking  by  or on behalf of the Indemnitee to repay all amounts so advanced
in  the  event that it shall ultimately be determined that the Indemnitee is not
entitled  to  be  indemnified  by  the Corporation as authorized in this Article
SIXTH. Any such undertaking by an Indemnitee shall be accepted without reference
to the financial ability of the Indemnitee to make such repayment.

                                        6
<PAGE>

C.     PROCEDURES.
       ----------

     1.     Notification  and  Defense of Claim. As a condition precedent to any
            ------------------------------------
Indemnitee's  right  to  be indemnified, the Indemnitee must promptly notify the
Corporation  in  writing  of  any  action,  suit,  proceeding,  or investigation
involving the Indemnitee for which indemnity will or may be sought. With respect
to any action, suit, proceeding, or investigation of which the Corporation is so
notified,  the  Corporation  will  be entitled to participate therein at its own
expense  and/or  to  assume.  the defense thereof at its own expense, with legal
counsel  reasonably  acceptable to the Indemnitee, provided that the Corporation
shall  not  be  entitled,  without  the consent of the Indemnitee, to assume the
defense  of  any  claim  brought  by or in the right of the Corporation or as to
which  counsel for the Indemnitee shall have reasonably concluded that there may
be  a  conflict  of  interest  or  position on any significant issue between the
Corporation  and  the  Indemnitee  in  the conduct of the defense of such claim.
After notice from the Corporation to the Indemnitee of its election so to assume
such  defense,  the  Corporation  shall  not be liable to the Indemnitee for any
legal  or  other  expenses subsequently incurred by the Indemnitee in connection
with  such  claim,  other  than  as provided in this Section C.1. The Indemnitee
shall  have  the right to employ the Indemnitee's own counsel in connection with
such claim, but the fees and expenses of such counsel incurred after notice from
the Corporation of its assumption of the defense thereof shall be at the expense
of  the  Indemnitee  unless  (A) the employment of counsel by the Indemnitee has
been authorized by the Corporation, (B) counsel to the Indemnitee has reasonably
concluded  that  there  may  be  a  conflict  of  interest  or  position  on any
significant  issue  between the Corporation and the Indemnitee in the conduct of
the  defense  of  such  action  or  (C) the Corporation has not in fact employed
counsel  to  assume  the defense of such action, in each of which cases the fees
and  expenses  of  counsel  for  the  Indemnitee  shall be at the expense of the
Corporation  except  as  otherwise  expressly  provided  by  this Article SIXTH.

     2.     Requests  and  Payment.  In  order  to  obtain  indemnification  or
            ----------------------
advancement  of  expenses  pursuant  to  this Article SIXTH, an Indemnitee shall
submit  to  the  Corporation  a  written  request  therefor, which request shall
include  documentation  and  information  as  is  reasonably  available  to  the
Indemnitee  and  is reasonably necessary to determine whether and to what extent
the  Indemnitee  is  entitled to indemnification or advancement of expenses. Any
such  indemnification  or advancement of expenses shall be made promptly, and in
any  event  within  sixty  days  after receipt by the Corporation of the written
request  of  the  Indemnitee, unless with respect to requests under Section A.1,
A.2.,  or  B.  of  this  Article SIXTH, the Corporation determines, by clear and
convincing  evidence,  within such sixty-day period, that any Indemnitee did not
meet  the  applicable  standard  of conduct set forth in Section A.1. or A.2. of
this  Article  SIXTH. Such determination shall be made in each instance by (A) a
majority  vote of the directors of the Corporation consisting of persons who are
not  at  that  time  parties  to  the  action,  suit  or  proceeding in question
("disinterested directors"), even though less than a quorum, (B) a majority vote
of  a  quorum of the outstanding shares of capital stock of all classes entitled
to vote for directors, which quorum shall consist of stockholders who are not at
that  time parties to the action, suit, proceeding or investigation in question,
(C)  independent  legal  counsel  (who  may  be  regular  legal  counsel  to the
Corporation),  or  (D)  a  court  of  competent  jurisdiction.

                                        7
<PAGE>

     3.     Remedies.  The  right  of  an  Indemnitee  to  indemnification  or
            --------
advancement  of  expenses pursuant to this Article SIXTH shall be enforceable by
the Indemnitee in any court of competent jurisdiction if the Corporation denies,
in whole or in part, a request of an Indemnitee in accordance with the preceding
Paragraph  2.  or  if no disposition thereof is made within the sixty-day period
referred  to in the preceding Paragraph 2. Unless otherwise provided by law, the
burden  of  proving  that  an  Indemnitee  is not entitled to indemnification or
advancement  of  expenses  pursuant  to  this  Article  SIXTH  shall  be  on the
Corporation. Neither the failure of the Corporation to have made a determination
prior  to  the commencement of such action that indemnification is proper in the
circumstances because the Indemnitee has met any applicable standard of conduct,
nor an actual determination by the Corporation pursuant to the preceding Section
C.2.  that the Indemnitee has not met such applicable standard of conduct, shall
be  a  defense to the action or create a presumption that the Indemnitee has not
met  the  applicable  standard  of conduct. The Indemnitee's expenses (including
attorneys'  fees)  incurred  in  connection  with  successfully establishing the
Indemnitee's  right  to  indemnification,  in  whole  or  in  part,  in any such
proceeding  shall  also  be  indemnified  by  the  Corporation.

D.     RIGHTS  NOT  EXCLUSIVE.
       ----------------------

     The  right  of an Indemnitee to indemnification and advancement of expenses
pursuant to this Article SIXTH shall not be deemed exclusive of any other rights
to  which  the  Indemnitee  may be entitled under any law (common or statutory),
agreement,  vote  of stockholders or disinterested directors, or otherwise, both
as to action in the Indemnitee's official capacity and as to action in any other
capacity  while  holding office for the Corporation, and shall continue as to an
Indemnitee  who  has  ceased  to serve in the capacity with respect to which the
Indemnitee's  right  to  indemnification or advancement of expenses accrued, and
shall  inure  to the benefit of the estate, heirs, executors, and administrators
of  the  Indemnitee.  Nothing contained in this Article SIXTH shall be deemed to
prohibit,  and  the  Corporation  is  specifically  authorized  to  enter  into,
agreements  with  officers  and  directors  providing indemnification rights and
procedures  supplemental  to  those  set  forth  in  this  Article  SIXTH.  The
Corporation  may,  to  the  extent  authorized from time to time by its Board of
Directors,  grant  indemnification  rights  to  other employees or agents of the
Corporation  or  other  persons  serving  the Corporation and such rights may be
equivalent  to,  or greater or less than, those set forth in this Article SIXTH.
In  addition,  the  Corporation  may  purchase  and  maintain  insurance, at its
expense,  to  protect itself and any director, officer, employee or agent of the
Corporation  or  another  corporation  (including  any partially or wholly owned
subsidiary  of  the  Corporation),  partnership,  joint  venture, trust or other
enterprise  (including any employee benefit plan) against any expense, liability
or  loss  incurred by such a person in any such capacity, or arising out of such
person's  status as such, whether or not the Corporation would have the power to
indemnify  such person against such expense, liability or loss under the laws of
the  State  of  Florida.

E.     SUBSEQUENT  EVENTS.
       ------------------

     1.     Amendments of Article or Law. No amendment, termination or repeal of
            ----------------------------
this  Article SIXTH or of any relevant provisions of the Florida Statutes or any
other  applicable  law  shall  affect  or  diminish in any way the rights of any
Indemnitee  to  indemnification  under the provisions of this Article SIXTH with
respect  to  any  action,  suit,  proceeding, or investigation arising out of or
relating to any actions, transactions, or facts occurring prior to the effective
date  of  such  amendment,  termination  or  repeal. If the Florida Statutes are

                                        8
<PAGE>

amended  after  adoption  of  this  Article  SIXTH  to  expand  further  the
indemnification  permitted  to  any  Indemnitee,  then  the  Corporation  shall
indemnify the Indemnitee to the fullest extent permitted by the law of the State
of  Florida, as so amended, without the need for any further action with respect
to this Article SIXTH.

     2.     Merger  or  Consolidation.  If  the  Corporation  is  merged into or
            --------------------------
consolidated  with  another corporation and the Corporation is not the surviving
corporation,  the  surviving  corporation  shall  assume  the obligations of the
Corporation  under  this  Article  SIXTH  with  respect  to  any  action,  suit,
proceeding  or  investigation  arising  out  of  or  relating  to  any  actions,
transactions  or  factors  occurring  prior  to  the  date  of  such  merger  or
consolidation.

F.     INVALIDATION.
       ------------

     If any or all of the provisions of. this Article SIXTH shall be invalidated
on any ground by any court of competent jurisdiction, then the Corporation shall
nevertheless  indemnify each Indemnitee as to any expenses (including attorneys'
fees),  judgments,  fines, and amounts paid in settlement in connection with any
action,  suit,  proceeding  or  investigation,  whether  civil,  criminal  or
administrative,  including  an  action by or in the right of the Corporation, to
the  fullest  extent permitted by any applicable provision of this Article SIXTH
that  shall not have been invalidated and to the fullest extent permitted by the
laws  of  the  State  of  Florida  or  any  other  applicable  law.

G.     DEFINITIONS.
       -----------

     Unless  defined elsewhere in these Articles of Incorporation, any term used
in  this Article SIXTH and defined in the Act shall have the meaning ascribed to
such  term  in  the  Act.

SEVENTH:  Whenever  a  compromise  or  arrangement  is  proposed  between  this
--------
Corporation  and  its  creditors  or  any  class  of  them  and/or  between this
Corporation  and  its  stockholders or any class of them, any court of equitable
jurisdiction  within  the  State of Florida may, on the application in a summary
way  of  this  Corporation  or  of any creditor or stockholder thereof or on the
application  of  any  receiver or receivers appointed for this Corporation under
the  provisions  of  the  Florida  Statutes or on the application of trustees in
dissolution or of any receiver or receivers appointed for this Corporation under
the provisions of the Florida Statutes order a meeting of the creditors or class
of  creditors,  and/or  of  the  stockholders  or  class of stockholders of this
Corporation, as the case may be, to be summoned in such manner as the said court
directs.  If  a  majority  in  number representing three-fourths in value of the
creditors  or  class  of  creditors,  and/or  of  the  stockholders  or class of
stockholders of this Corporation, as the case may be, agree to any compromise or
arrangement  and  to  any reorganization of this Corporation as a consequence of
such  compromise or arrangement, the said compromise or arrangement and the said
application  has  been reorganization shall, if sanctioned by the court to which
the  said application has been made, be binding on all the creditors or class of
creditors,  and/or  on  all  the  stockholders or class of stockholders, of this
Corporation,  as  the  case  may  be,  and  also  on  this  Corporation.

                                        9
<PAGE>

EIGHTH:  No  director  of  the  Corporation  shall  be  personally liable to the
------
Corporation  or  to  any of its stockholders for monetary damages arising out of
such  director's  breach  of  fiduciary  duty  as a director of the Corporation,
except to the extent that the elimination or limitation of such liability is not
permitted  by  the  Act,  as  the  same  exists or may hereafter be amended.  No
amendment  to or repeal of this ARTICLE EIGHTH shall apply to or have any effect
on  the liability or alleged liability of any director of the Corporation for or
with  respect  to  any acts or omissions of the director occurring prior to such
amendment  or  repeal.

NINTH:  The  Corporation  reserves  the right to amend, alter, change, or repeal
-----
any  provision contained in these Articles of Incorporation in the manner now or
hereafter  prescribed  by  statute  and these Articles of Incorporation, and all
rights  conferred  upon  stockholders  herein  are  granted  subject  to  this
reservation.  Notwithstanding  the  foregoing, any other provision of law, these
Articles  of  Incorporation  or the By-Laws, and notwithstanding the fact that a
lesser  percentage  may be specified by law, the affirmative vote of the holders
of  at  least  seventy-five  percent (75%) of the shares of capital stock of the
corporation  issued  and  outstanding  and entitled to vote shall be required to
amend  or  repeal, or to adopt any provision inconsistent with, Article FIFTH or
Article  NINTH  of  these  Articles  of  Incorporation.

     IN  WITNESS WHEREOF, the undersigned has executed, signed, and acknowledged
these  Articles  of  Incorporation  this        day  of             ,  2006.
                                        --------       -------------


                                    --------------------------------------------
                                    Name:  Charles  G.  Masters
                                    Title: President and Chief Executive Officer

ATTEST:

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

Name:
     -------------------------------

Title:
      ------------------------------

                                       10
<PAGE>

</TEXT>
</DOCUMENT>
</SUBMISSION>
