ITEM 19
EARNINGS CLAIMS

Please note that the information presented in this document is not a reliable basis for estimating or projecting actual, probable or possible financial results for any Store to be operated by you. We specifically disclaim any representation that the results reported will, are likely to or can be achieved by any franchised Store at any time in the future. There is no assurance, and you should have no expectation, that you will achieve similar results. Nothing in this document or the Offering Circular is a representation, warranty or promise that you will or may achieve the results reported. We are not able to predict in any way the revenues, expenses, related percentages, cash flows or other results for a franchised location (or even a company-owned location). A new franchisee's individual financial results will probably differ materially from the figures stated in this document, particularly during any start up phase, and possibly afterwards. Perhaps most importantly, remember that past performance for any business is no guarantee of future results.

We are providing you with the following information to assist you in conducting your own investigation for the purchase of an It's A Grind franchise. This document should be read in its entirety, including the discussion of factual basis and material assumptions and footnotes, since all of it is important to your decision.

We hope that this information will be helpful to you in preparing your own business and future cash flow estimates; however, we want to remind you that it is your sole responsibility to do your own research before purchasing an It's A Grind franchise. Please note that we are not able to provide you with all of the material financial information concerning the operation of an It's A Grind franchise because the results vary significantly among geographic markets and because many of the expense items to be considered are largely within your control (such as rent, marketing and advertising expenses, product pricing, discounting and coupon practices, owner compensation, employee compensation (including worker's compensation insurance and other payroll related costs), fringe benefits, financing cost, etc.). Therefore, we are providing you the information to do your own research to develop data with which to perform your analysis. We recommend that you contact our franchisees, other persons in this industry and industry associations to collect information and to compare their experiences with the information that we provide.

You should also keep in mind that the performance of franchisees will vary dramatically among markets for a variety of reasons, including, for example, differences in operating expenses (such as rental costs, labor costs, building code and health and safety requirements, personal and tax expenses, insurance costs, etc.), location, access, traffic flow, local market conditions, proximity of competition, consumer preferences and trends and various other demographics, and the economic and business environment in a particular market. It is likely that a Store operated by you will differ from the Store results reported here in significant regards, including location, weather, visibility, customer demographics and traffic, local laws and requirements, labor costs, competition, occupancy costs and other factors. Therefore, you cannot assume that the information provided to you by us is necessarily directly relevant to your market or any location from which you intend to operate an It's A Grind franchise. You should independently verify whether the relevant factors and conditions in your intended area of operation are comparable to those in the areas of reporting Stores. You also are likely to experience material additional costs and expenses that are not included in the information presented in this document.

You should also research the prices charged by competitors in your prospective market to determine the degree of price competition you will face. Also, keep in mind that the information below does not address many of the variables that can affect your cash flow. It is intended merely as a starting place for your analysis. Reviewing this limited amount of information cannot substitute for thorough research on your part and a careful evaluation of this franchise opportunity with professional financial and legal advisors. We strongly recommend that all revenues, costs, cash flows and other financial factors associated with the establishment and/or operation of an It's A Grind Store be separately analyzed along with your budget and business plan by you and your own independent accountant and/or advisor experienced in our industry. You should also bear in mind that we are a relatively new franchise company and that the information reported in this document is based principally upon the results of Stores operating in California. This fact is likely to impact the data in a variety of material ways, since costs, demographics, prices, market economies, etc. are likely to vary significantly from geographic area to geographic area, market to market, etc.

The information in this document, which incorporates the attached charts of historical results and footnotes, presents:

CHART 1: 2005 Reported Gross Sales for Stores Open More Than 12 Months as of 12/31/2006 (Unaudited and qualified as noted)

CHART 2: Reported Gross Sales for Comparative Consecutive 12-Month Operating Periods (Unaudited and qualified as noted)

The earnings claims figures referenced in this Exhibit O do not reflect all of the costs of sales, operating expenses or other costs or expenses that must be deducted from the gross revenue or gross sales figures to obtain your net income or profit. You should conduct an independent investigation of the costs and expenses you will incur in operating your It's A Grind Store. Franchisees or former franchisees, listed in Exhibits J and K of the Offering Circular, may be one source of this information.

We used information reported to us by third parties to prepare this document. We assume the information as supplied by them and their respective Store managers to be accurate. With respect to all Charts, the information has not been audited and should be read in conjunction with this document and the accompanying notes (which form an integral part of the presentation), as well as the accompanying Offering Circular. The information presented is not an income statement, statement of operations, statement of cash flow or any other financial statement, nor is the information presented in accordance with generally accepted accounting principles.

Substantiation of the data used in preparing the results stated in this document will be available to you on reasonable request, which may include a requirement to execute a confidentiality document.
This document is our only authorized "earnings claim" or other statement regarding financial results relating to It's A Grind Stores. Any other financial information about It's A Grind Stores is not authorized and should not be relied upon in any way. We do not authorize our salespersons (or anyone else) to, and have specifically instructed our salespersons, agents, employees, officers and other personnel not to, furnish any other oral or written information concerning actual or potential sales, costs, income or profits, or other financial matters regarding It's A Grind Stores or comparable units.

If you believe that any promises, representations or agreements are or have been made to you that are not expressly stated in the Franchise Agreement, the Offering Circular or this document, you must provide us a written statement describing the same next to your signature below and on any Franchise Agreement you sign to allow us an opportunity to address any such issue. If any such promises, representations or agreements have been provided to you, you should understand that they are unreliable and unauthorized by us. You shouldn't rely upon them, and we are not bound by them. This document should be read in its entirety, including the discussions of factual basis, material assumptions, footnotes and disclaimers, since all of it is important to your decision. Before signing any documents or making any investment, you must make your own independent investigation regarding the possible award of an It's A Grind franchise, including independent market and industry reviews and comparisons and talking to other It's a Grind franchisees. You must consult with your own independent advisors, such as attorneys and accountants, to assist in determining the suitability of this investment for you.

The undersigned hereby confirms that he/she has read and agrees with the contents of this document, including the accompanying notes and Offering Circular, and will use the data presented for informational purposes only, acknowledging that the results cannot be relied upon in making any decision to purchase, acquire or invest in an It's A Grind franchise.

THE FIGURES PROVIDED IN THIS EARNINGS CLAIMS STATEMENT SHOULD NOT BE CONSIDERED AS THE ACTUAL OR PROBABLE RESULTS THAT YOU WILL OR CAN REALIZE. THE EXPERIENCE OF AN INDIVIDUAL FRANCHISEE IS LIKELY TO DIFFER FROM THE INFORMATION SET FORTH ABOVE AND ON THE FOLLOWING CHARTS.

(The undersigned has not, and will not, rely on any of the data presented to be predictive of the undersigned's possible results in making any decision regarding an It's A Grind franchise.)