Research, Report & Profiling Services by IPOdesktop.com Madison Bay Holdings, Inc. Stock symbol: MDBY.PK…..………………….………………………………..Float: 25mm (est)

Stock price 9/20/05: $.07..……..……………………….Common shares (8/4/05: 85.4mm est)

52-week price range: $.01 - $.15………..…………………Equity market capitalization: $6mm

Recent News…..Stock Price…..Chart…..SEC Filings

Listen to the Interview with Ricardo Ruelos, CEO

SUMMARY

Specialty leisure products company

Focusing on growing boutique market segments in the RV (recreational vehicle), motor home and boat markets

With a seasoned management team

RECENT DEVELOPMENTS

MDBY Awarded Exclusive Representation and Worldwide Distribution Rights from Warlock Power Boats

"Warlock Power Boats manufactures some of the highest quality powerboats in the world," said Ricardo Ruelos, Chairman and CEO of Madison Bay Holdings, Inc. Through this distribution and marketing agreement, Madison Bay will offer one of the premier products in the specialty watercraft market, a sector that is less saturated than the mainstream watercraft industry.

CyberAds Executes Joint Marketing Agreement with Madison Bay Holdings

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Address: 4742 42nd Avenue SW, Suite 496, Seattle, WA 98116 Telephone: 206-932-9488 Fax: 206-933-6501

CEO: Ricardo Ruelos Web Site: http://www.madisonbayholdings.com/ State or other jurisdiction of incorporation or organization: Utah Transfer Agent: Holladay Stock Transfer, Scottsdale, AZ Investor contact: ZA Consulting Inc. , Nicolas Torrens, (212) 505-5976

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---MADISON BAY DIVISIONS---

RECREATIONAL VEHICLE INDUSTRY & PRODUCTS

RVs are motorized or towable vehicles that combine transportation and temporary living quarters for travel, recreation, and camping. Major RV products are motor homes, travel trailers and folding (or "camping") trailers. Motor homes account for about 45 percent of industry revenue, travel trailers for 45 percent, and folding trailers for 10 percent.

Motor homes are complete, self-propelled units. Travel trailers are complete units that must be towed by a car or truck. "Fifth-wheel" trailers are towed from a mount in a pick-up truck and extend over the bed of the truck. Folding trailers have walls that unfold to form the camping unit.

The recreational vehicle (RV) manufacturing industry in the US consists of about 800 companies with combined annual revenue of $12 billion. The largest companies include Fleetwood Enterprises, Winnebago Industries, and Thor Industries. The industry is highly concentrated with the five largest manufacturers holding more than 60 percent of the market share.

The demand for RV's is driven by consumer income and demographics. As "Baby Boomers" move into retirement years a significant amount of financial resources will be focused on recreational vehicles (RV's), the new passion of the retirement years

Summit Coach Division -- click for picture http://www.madisonbayholdings.com/recreationalvehicles.html

The merger with Summit Coaches, Inc has resulted in Madison Bay Holdings acquiring the right, title, and interest to manufacture and market the revolutionary "Stiletto" 5th wheel coach.

The Stiletto features a patent-pending, 4-wheel air ride suspension, and is the only recreational vehicle that can be lowered the ground level or raised up to 20" of ground clearance. The Stiletto is the result of forward thinking and is a quantum leap in technology in the recreational vehicle industry. The quality, style and flexibility of this coach are unmatched by any company product.

From a distance or up close, the Stiletto commands attention! The body is constructed utilizing the latest advances in maritime and aerospace composite materials. The shell is built with molded fiberglass without the use of any wood products, creating a body that prohibits rust, rot, or leaking.

The result of this fabrication process gives the body unsurpassed strength and durability while providing a lightweight and highly insulated coach. Over $2.2 million has been invested in Stiletto coach research and production development.

MARINE INDUSTRY & PRODUCTS

Boat Parks

Overall the US boat park is estimated at just under 17 million recreational boats, over 12.5 million of which are actually registered in one of the country's 51 states and territories. That gives an impressive per capita boat-ownership figure of 1:16.

Marine Industry

The marine boating industry consists of manufacturers, retail outlets, marines, sales outlets etc. The United States consists of two long seaboards and masses of rivers and lakes between. Beyond the ubiquitous sports boats and small sports cruisers, each region has its own boating character. In the northeast, boating tastes are more established, more traditional; sailing registers above average in interest and even the power tastes are more traditional. Run down the eastern seaboard or inside on the inter-coastal waterway that tracks from Maine all the way down to Florida, and you see the boats begin to reflect the warmer climates. While the northern half of the USA reflects a more European season with warm summers and cold winters, the southern end of the country runs a little differently. In Southern California one could go boating practically year round, but it does get a bit chilly on the odd winter's day. In Florida the season is still all-year round, but the nicest weather is usually to be found during the winter, as summers are generally very hot and humid. There's also the hurricane season to contend with from August-September through to October-November.

The interest in sports fishing gets stronger the further south you go. Around Chesapeake Bay, one of the biggest natural harbors in the world, you get to see most forms of boating, power and sail. By the time you get to the Carolinas fishing, in all its many forms, is certainly the major attraction. Down in the southeast corner, Florida in particular, the boating tastes tend to be on a much more lavish scale. Many of the world's biggest luxury yachts are to be found in Florida, particularly Ft Lauderdale.

Go inland in the USA and you find the real boat volumes. By far the majority of boats in the USA spend their time on the thousands of lakes throughout the country. Here you see everything from bass boats and hunting boats to deck boats and pontoon boats, as well as big motor cruisers and sailboats on some of the larger lakes. In the mid-west, to the north especially, boating in Michigan has plenty of scope because of its massive 'lake shores' - which of course include Lakes Michigan, Superior, Huron and Erie.

Running down the west coast, boating is more sporadic. To the north, around Seattle, the climate is not especially cold but it is a great deal wetter than most other areas of the US. Tastes tend to favor the more rugged motor cruisers and sailing cruisers. Between Seattle and California, very little goes on in terms of harbors and marinas. The biggest boating concentration is San Francisco Bay, where interests are varied, including top-end yacht racing.

By the time you get to Southern California the boating interest has become far smaller - much more a trailer boat market. There's less in the way of cruising boats as there are not so many places to visit - aside from San Diego, few natural harbors and very few marinas.

Warlock Power Boats - Click to visit the Warlock site

On June 1, 2005 Madison Bay Holdings acquired the exclusive worldwide marketing and distribution rights for Warlock Power Boats. Warlock is a division of Tiffany Limousines, Inc., the second largest limousine manufacturer in the world.

Warlock boats have won numerous world championships and currently maintain a number of existing world records. Warlock manufactures a complete line of mono hull or V-bottom boats ranging from 21 feet to 38 feet in length. Warlock is also one of the leading manufacturers of catamaran boats ranging from 22 feet to 36 feet in length.

Warlock boats have been manufactured in Southern California for the past twenty-five years and are recognized worldwide as one of the leading manufacturers of Exceptionally-Featured or High-Performance offshore boats in the world.

The boats are some of the fastest high-quality boats in the world and range in price from $40,000 to $340,000. Warlock has set, and holds, numerous world records and world championships for boat racing and performance testing.

Madison Bay Holdings also has a first right of refusal to acquire Warlock Power Boats.

LEISURE INDUSTRY & PRODUCTS

Madison Bay Holdings intends to also produce marine Leisure Products, which consist of related products such as water skis, personal water craft, and marine accessories.

The Industry

Water skiing was invented in the United States in 1922 when Minnesotan Ralph Samuelson built the first pair of skis and was towed on them behind an outboard-powered boat. What Samuelson originated became an exhibition sport on both sides of the Atlantic in the 1920s and early 1930s. It developed officially into a competitive sport in 1939 when the American Water Ski Association (AWSA) was organized and held the first annual National Water Ski Championships at Jones Beach, Long Island, New York. Throughout its history water skiing has closely paralleled the development of recreational boating in its appeal to the general public. Over the years it has shown almost continuous, sustained growth. Surveys of sports participation show that there are roughly 11 million water skiers in the United States.

Water skiing is a family-oriented activity and the participants tend to be well educated and affluent. Three-fourths of adult USA Water Ski members are college graduates and many are career professionals and administrators — physicians, attorneys, psychologists, business owners and top-level administrators, among others. Seventy percent of the Association's members have yearly household incomes of more than $50,000 a year, and 53 percent have incomes of more than $65,000.

Jet skiing is believed to have started when Bombardier actually produced a sit-down personal watercraft (PWC) for one year in the late 60's. At that time the snowmobile craze was strong. Bombardier was a major snowmobile manufacturer and was looking for something to counterbalance seasonality. However, their dealer network was too small in popular boating states and they had no brand recognition, hence they could not create a market. JET SKI is a registered trademark of Kawasaki Motor Co. and refers to any of the models of PWC manufactured by Kawasaki. They have been in continuous production since 1973. The first model was called a WSAA and was 400 cc twin cylinders.

When Bombardier came back to the marketplace in 1987 with the now widely recognized Sea Doo, Kawasaki and Kawasaki dealers had been selling PWC for 14 years and consumers had a pretty good idea what a PWC was. This combined with the fact that non Kawasaki dealers (like Honda and Suzuki) were looking for something to attract the type of customers Kawasaki was attracting, helped relaunch the Bombardier product more successfully than the initial effort almost 20 years earlier.

Marine accessories consist of a wide range of related marine products.

One of the greatest challenges facing marine accessory firms is how to cost-effectively market niche-specific products and services to the right customers and prospects. The generic boating enthusiast is just about everybody in the U.S. so you can assume any exposure will attract attention.

An annual, quantitative Sports Participation study undertaken by the National Sporting Goods Association's (NSGA) indicates that of ten water-based sports (nine that use boats in the process) can identify pockets of greatest opportunity. Water sports covered are power boating, canoeing, kayaking/rafting, sailing, scuba, snorkeling, surfing, water skiing and fishing

COMPETITIVE ADVANTAGES

Manufacture products that are in a less competitive space than larger mainstream companies

Management and advisory board members in the past thirty five years have actively marketed a number of products and established several worldwide dealer networks for boat manufacturers and leisure product companies. MDBY's team is skilled in drafting and executing marketing and sales programs to increase distribution, sales and profits, and has established business and personal relationships with a substantial number of retail dealers throughout the world.

MDBY management has extensive knowledge and strong relationships with prime financing institutions that are key to the success of MDBY's growth plan. This includes GE Capital, TEXGTRON Finance, Bank of America, Wells Fargo Bank, Key Bank and others, and management believes that give MDBY a competitive advantage in its ability to arrange commercial inventory financing (flooring), working capital, and other sources of financing.

Fiberglass enhancement and production experience, with specific applications in both the recreational and boat industries -- fiberglass components are the same in both.

GROWTH PLAN

Take seasonality out of the boat dealership business by developing an overlapping dealer network of boat and RV dealers, because their mentalities are the same, inventory is similar, turnover is similar, financing is similar, sales efforts are similar.

Develop additional business opportunities as the dealer network grows. There are over 8,000 boat dealers and as many RV Dealers and service outlets throughout the United States, and over a thousand more in Canada and other countries internationally. MDBY management and advisory directors have had contact, or conducted business with many of these outlets over the past thirty-five years.

Develop new product enhancements for the Stiletto in the MDBY Summit Coach Division, including a powered motor home.

Acquire specialty boat companies and their dealer networks as the boat dealer network matures. There are only two major entities within the marine industry engaged in the acquisition of boat companies (Genmar Industries and Brunswick). There are three or four other existing boat manufacturers that occasionally acquire an added division or other brands.

ADVISORY BOARD Sales, Marketing, Operations, Production John Keim, Advisory Board Member

Mr. Keim brings over thirty years of extensive sales and marketing experience in the marine industry to Madison Bay's Advisory Board. Mr. Keim was instrumental in market growth for Sea Ray Boats Inc. (Now a Brunswick company) as the VP of Sales and Marketing. During Mr. Keim's 12 year tenure, sales growth increased from $13M to $275M, establishing Sea Ray as the leading manufacturer of upscale pleasure boats and yachts in the world.

Mr. Keim's success continued as founder and GM of his own award winning Four Winns retail boat dealership, Surfside Marine in Arizona. Mr Keim then served over 5 years as President and VP of Sales for Chris Craft Boats in Sarasota, Florida. Keim's contributions to Chris Craft included developing a New Dealer network, reforming the corporate culture, and developing a new product branding strategy.

In 1995, Mr. Keim took his success to Italy as Sales Director for the USA division of Azimut Yachts. At Azimut, Keim developed a new retail dealer network, increased OEM sales from $10M to $45M, bringing Azimut from obscurity to an industry Leader in less than 4 years.

Mr. Keim then served for 3 years as President of the Western Region for Marine Max, the world's largest retailer of Sea Ray, Hatteras, Boston Whaler and other upscale brands. Marine Max currently owns over 80 retail dealerships in the USA. Recently, Mr. Keim served as Eastern US Sales Director for Navigator Yachts (a California Company), increasing sales to the Eastern region by 300%. Mr. Keim attended Portland State University, majoring in business.

Tom Nestell, Advisory Board Member Mr. Nestell has spent more than twenty years in the boat and recreation vehicle industry. As co-owner and founder of Marathon Coach, the largest converter of custom recreational vehicles in the industry, Mr. Nestell managed operations, production, engineering, marketing, and service. Mr. Nestell supervised the development of the production process as well as developing a state-of-the-art engineering system to create the most innovative RV products in the world.

Mr. Nestell also created and expanded growing international markets in the Mid-East, Indonesia, and Europe that led to company growth of over $40,000,000 in sales. Mr. Nestell's leadership took the company from start-up to worldwide success in this industry. Mr. Nestell designed and implemented a state-of-the-art, 135,000 square-foot custom manufacturing facility located in Coburg, Oregon that Marathon Coach still utilizes. The design and construction took several years and was built $600,000 under budget.

Mr. Nestell started his career in the Marine Industry as a sales manager for Staff Jennings, one of the largest Bayliner Dealers. Most recently, Mr. Nestell served as a consultant for Tollycraft Yachts. In his capacity with this company he oversaw the entire interior design and production process.

MANAGEMENT

Ricardo Ruelos

Has extensive international and domestic experience of over thirty years in the boat and marine recreational products business. He founded and managed Madison Bay Marine Development (MDBY) from 1978 to the present. MDBY provided sales and marketing services, general business and management consultation, financial services, merger and acquisition consultation, and assisted in the funding and capital procurement of boat and other recreational products companies.

Mr. Ruelos has experience working with the industries' premier financing entities such as Transamerica Finance, GE Finance, Bombardier Capital, Newcourt Credit Group, Nations Credit, and Greentree Finance. He has provided training services ofr sales clinics, dealer development and ongoing support in the development and execution of franchised dealer agreements and marketing programs.

He has represented or worked with a number of boat lines, including Sun Runner Yachts, Century Boats, Ultimate Warlock, Mastercraft, Thompson Boats, OMC-Sunbird, Sleek Craft, Supra, Aqa Craft, Reinell Boats, Eliminator Boats, Moomba, Marlin Boats, IMP Boats, Ski Brendella, Sea Sprite, Fountain Powerboats, Sanger Ski Boats, Renken Boats, Fuqua Industries, Formula Boats, Pacemaker Yachts, Obrlen Skis, and American Skier.

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