x QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

(Former name, former address and former fiscal year, if changed since last report)

Check whether the Issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter period that the Issuer was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No o

Indicate by check mark whether the Issuer is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Check whether the Issuer filed all documents and reports required to be filed by Section 12, 13 or 15(d) of the Exchange Act after the distribution of securities under a plan confirmed by a court. Yes o No o

Indicate the number of shares outstanding of each of the Issuer’s classes of common equity, as of the latest practicable date: February 2, 2007 - 737,800 shares of common stock.

	December 31,			September 30,
	2006			2006
	[Unaudited]
ASSETS

Assets
Current Assets
Cash	$	3,420		$	3,665
Total Current Assets		3,420			3,665
Total Assets	$	3,420		$	3,665

LIABILITIES AND STOCKHOLDERS' DEFICIT

Liabilities
Current Liabilities:
Related Party Liabilities	$	—		$	600
Accrued Liabilities		6,023			—
Payable to Shareholders		28,240			25,063
Total Current Liabilities		34,263			25,663
Total Liabilities		34,263			25,663

Stockholders' Deficit
Preferred Stock 50,000,000 shares authorized having
a par value of $.01, $1.00 liquidation value; 378,000
issued and outstanding		3,780			3,780
Capital Stock 50,000,000 shares authorized having a
par value of $.001 per share; 737,800 shares issued
and outstanding – See Note 4		738			138
Additional Paid-in Capital		2,812,295			2,812,295
Accumulated Deficit		(2,867,932	)		(2,867,932	)
Accumulated earnings in development stage		20,276			29,721
Total Stockholders' Deficit		(30,843	)		(21,998	)
Total Liabilities and Stockholders' Deficit	$	3,420		$	3,665

							For the
							Period from
	For the						October 1999
	Three Months			Three Months			(date of
	Ended			Ended			reactivation)
	December 31,			December 31,			through
	2006			2005			December 31, 2006
	[Unaudited]			[Unaudited]			[Unaudited]

Revenues	$	—		$	—		$	—

General and Administrative Expenses		9,445			7,519			36,443
Operating Income (Loss)		(9,445	)		(7,519	)		(36,443	)
Other Income		—						56,719
Net (Loss) Before Income Taxes		(9,445	)		(7,519	)		20,276
Current Year Provision for Income Taxes		—			—			—
Net Income (Loss)	$	(9,445	)	$	(7,519	)	$	20,276
Basic Earnings (Loss) per Common Share	$	(0.05	)	$	(0.05	)	$	0.15
Basic Weighted Average Shares Outstanding		209,739			136,800			138,596
Diluted Earnings (Loss) per Common Share		(0.05	)		(0.05	)	$	0.04
Diluted Weighted Average Shares Outstanding		209,739			27,527,980			518,754

							For the
							Period from
	For the			For the			October 1999
	Three Months			Three Months			(date of
	Ended			Ended			reactivation)
	December 31,			December 31,			through
	2006			2005			December 31, 2006
	(Unaudited)			(Unaudited)			(Unaudited)

Cash Flows Used For Operating Activities
Net Income (Loss)	$	(9,445	)	$	(7,519	)	$	20,276
Adjustments to reconcile net loss to net cash
provided by operating activities:
(Increase) decrease in current assets					160
Increase (decrease) in current liabilities		9,200			7,359			(21,856	)
Net Cash (used in) Operating Activities		(245	)		—			(1,580	)

Cash Flows from Financing Activity
Proceeds from issuance of common stock		—			—			15,000
Principal payments on loans		—			—			(10,000	)

Net Cash Provided by Financing Activities		—			—			5,000
Net Increase/(Decrease) in Cash		(245	)		—			3,420
Beginning Cash Balance		3,665			3,684			—
Ending Cash Balance	$	3,420		$	3,684		$	3,420

Supplemental Disclosure of Cash Flow Information
Cash paid during the year for interest	$	—		$	—		$	—
Cash paid during the year for income taxes		—			—			—
Stock issued for services	$	600			—		$	600

The accompanying financial statements have been prepared without audit, pursuant to the rules and regulations of the Securities and Exchange Commission. The interim financial statements reflect all adjustments, consisting of normal recurring adjustments, which, in the opinion of management, are necessary to present a fair statement of the results for the period.

Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted. It is suggested that these condensed financial statements be read in conjunction with the financial statements and notes thereto included in the Company’s Annual Report on Form 10KSB for the year ended September 30, 2006. The results of operation for the period ended December 31, 2006 are not necessarily indicative of the operating results for the full year.

The Company does not have significant assets, nor has it established operations and has accumulated losses since inception. These factors raise substantial doubt about the Company’s ability to continue as a going concern. It is the intent of the Company to seek a merger with an existing, well-capitalized operating company. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

The Company has recorded a liability of $28,240 to a shareholder as of December 31, 2006. The unsecured loan bears no interest and is due on demand. For the three months ended December 31, 2006 and 2005, a shareholder paid $9,445 and $579 in expenses on behalf of the Company, respectively.

On or about November 28, 2006, the Company filed a Definitive Information Statement on Form 14C, whereby the Company amended its Articles of Incorporation with the State of Delaware and issued common stock to the members of our Board of Directors for compensation of services. The Amended Articles of Incorporation were unanimously adopted by our Board of Directors and certain shareholders owning 17,211,000 shares of our common stock or approximately 59.7% of our outstanding voting securities to effect a re-capitalization of our outstanding common stock in the form of a pro rata 250,000 for one reverse split and an immediate 200 for one pro rata dividend of our outstanding common stock.

On or about December 7, 2006, the Board of Directors authorized the issuance of a total of 29,601 pre- capitalization shares (2,800 post-split/dividend shares) of our common stock to reconcile our transfer records with certificates presented by The Depository Trust Co. (DTC). Subsequently, 200 shares were returned to the treasury resulting in only 2,600 shares being held by DTC.

On December 20, 2006, a total of 600,000 post-re-capitalization shares of our common stock that are “restricted securities” as defined in Rule 144 of the Securities and Exchange Commission were issued to the members of our Board of Directors contemporaneously with the dividend. Because there has been no “established public market” and the shares are restricted, the Company has estimated the fair value of these shares to be $0.001. The Company accrued $600 in executive compensation for these shares during the year ended September 30, 2006.

Our Company’s plan of operation for the next 12 months is to:(i) consider guidelines of industries in which our Company may have an interest; (ii) adopt a business plan regarding engaging in business in any selected industry; and (iii) to commence such operations through funding and/or the acquisition of a “going concern” engaged in any industry selected.

Our Company’s only foreseeable cash requirements during the next 12 months will relate to maintaining our Company in good standing in the State of Delaware, as well as legal and accounting fees. Management does not anticipate that our Company will have to raise additional funds during the next 12 months.

As of the filing of this Quarterly Report we have not identified any operations nor are we in discussions with any potential operations.

Management’s Discussion and Analysis of Financial Condition and Results of Operations

Three Months Ended December 31, 2006 Compared to Three Months Ended December 31, 2005

The Company has had no operations during the quarterly period ended December 31, 2006, nor do we have operations as of the date of this filing. General and administrative expenses were $9,445 for the December 31, 2006, period compared to $7,519 for the December 31, 2005, period. General and administrative expenses for the three months ended December 31, 2006, were comprised mainly of accounting and filing fees. We had net loss of $9,445 for the December 31, 2006, period compared to a net loss of $7,519 for the December 31, 2005, period.

As of the end of the period covered by this Quarterly Report, we carried out an evaluation, under the supervision and with the participation of our President and Secretary, of the effectiveness of the design and operation of our disclosure controls and procedures. Based on this evaluation, our President and Secretary concluded that our disclosure controls and procedures are effective at ensuring that information required to be disclosed or filed by us is recorded, processed or summarized, within the time periods specified in the rules and regulations of the Securities and Exchange Commission. It should be noted that the design of any system of controls is based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions, regardless of how remote. In addition, we reviewed our internal controls over financial reporting, and there have been no changes in our internal controls or in other factors in the last fiscal quarter that has materially affected our internal controls over financial reporting.

On December 20, 2006, a total of 600,000 post-re-capitalization shares of our common stock that are “restricted securities” as defined in Rule 144 of the Securities and Exchange Commission were issued to the members of our Board of Directors contemporaneously with the dividend. See the Exhibit Index for a copy of our Information Statement on Form 14C. Because there has been no “established public market” and the shares are restricted, the Company has estimated the fair value of these shares to be $0.001. The Company accrued $600 in executive compensation for these shares during the year ended September 30, 2006.

There are no established committees because there are currently no material operations.

Form DEF14C – Definitive Information Statement filed November 28, 2006, amending the Company’s Articles of Incorporation to effect a re-capitalization of our outstanding common stock and issuing common stock to the members of our Board of Directors for compensation of services.*

In accordance with the requirements of the Exchange Act, the Registrant has caused this Quarterly Report to be signed on its behalf by the undersigned, thereunto duly authorized.

Delaware	80-0000245
(State or Other Jurisdiction of	(I.R.S. Employer I.D. No.)
incorporation or organization)

Date:	02/12/07	By:	/s/Wayne Bassham
			Wayne Bassham
			President and Director

Date:	02/12/07	By:	/s/Todd Albiston
			Todd Albiston
			Vice President