0001144204-08-031215 Sample Contracts

Item 1.01 Entry into a Material Definitive Agreement.
B&D Food Corp. • May 20th, 2008 • Miscellaneous food preparations & kindred products

January 28, 2008 B&D Food Corp. ("BDFC") announced today that, on January 24, 2008, it signed a shareholder agreement (the "Agreement") with Nicola Development, a Panamá Company represented by its attorney in fact Mr. João Gilberto Codognotto ("JGC"), a Brazilian citizen, and Flaxman Trading S.A., a company incorporated in the British Virgin Islands (the "Company"). Pursuant to the Agreement, the following transactions took place in respect of the Company:

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