The original documents were scanned as an image. The original file can be downloaded at the link above.

Sample UFOC

ELECTRONIC DISCLOSURE NOTICE

If you are viewing this disclosure document on a computer, or it is an electronic version, you will need a PC, Windows version XP or higher, Adobe Acrobat version 6.0 or higher and a CD-ROM drive or an Internet connection allowing downloading of documents of this size -approximately One Megabyte. You may wish to receive your disclosure document in another format, including paper, that is more convenient for you. To discuss the availability of disclosures in different formats, contact James Henderson at the address and telephone number listed on the next page.

vl8 OfferingCircular.doc

11

THE KEG

STEAWoase v. sar           FRANCHISE OFFERING CIRCULAR

KEG FRANCHISE U.S., INC. A Nevada corporation

10100 Shellbridge Way

Richmond, British Columbia V6X 2W7

Telephone:      (604) 276-0242

Fax:                (604) 276-2681

Web site:       www.kegsteakhouse.com

Email:           

KEG FRANCHISE U.S., Inc., a Nevada corporation, offers a franchise for the development and operation of steakhouse and bar restaurants, which sell products and services related to quality steak and grill-based dinners.

You must pay an initial franchise fee of US$50,000. The total amount of your initial investment will depend upon several factors, as described in Item 7 of this offering circular. Your initial investment, including the initial franchise fee, is estimated to be approximately US$2,530,000, but could be much more or less. See Items 5, 6 and 7 of this offering circular for further explanation regarding the total investment.

Information comparing franchisors is available. Call the state administrators listed in Exhibit E or your public library for sources of information.

Registration of this franchise with the state does not mean that the state recommends it or has verified the information in this offering circular. If you learn that anything in this offering circular is untrue, contact the Federal Trade Commission, and the State or Provincial authority listed in Exhibit E.

Risk Factors:

THE FRANCHISE AGREEMENT REQUIRES THAT ALL DISAGREEMENTS BE SETTLED BY ARBITRATION IN WASHINGTON. OUT OF STATE ARBITRATION MAY FORCE YOU TO ACCEPT A LESS FAVORABLE SETTLEMENT FOR DISPUTES. IT MAY ALSO COST YOU MORE TO ARBITRATE WITH US IN WASHINGTON THAN IN YOUR HOME STATE.

THE FRANCHISE AGREEMENT STATES THAT WASHINGTON LAW GOVERNS THE AGREEMENT, AND THIS LAW MAY NOT PROVIDE THE SAME PROTECTIONS AND BENEFITS AS LOCAL LAW. YOU MAY WANT TO COMPARE THESE LAWS. SEE STATE ADDENDA IN EXHIBIT G FOR A SUMMARY OF SOME OF THESE LAWS.

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WE HAVE BEEN IN EXISTENCE FOR A SHORT PERIOD OF TIME (SINCE JUNE 2004). THEREFORE, THERE IS ONLY A BRIEF OPERATING HISTORY TO ASSIST YOU IN JUDGING WHETHER OR NOT TO MAKE THIS INVESTMENT.

WE ARE UNDER NO OBLIGATION TO GRANT YOU AN EXCLUSIVE TERRITORY.

THERE MAY BE OTHER RISKS CONCERNING THIS FRANCHISE.

Issuance Date (as most recently amended) for states not requiring registration: January 18, 2007.

Effective Dates for Registration States:

California: __________________

New York: __________________

Washington: __________________

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IV

The original documents were scanned as an image. The original file can be downloaded at the link above.