SECURITIES
AND EXCHANGE COMMISSION
 Washington,
D.C. 20549
 
 FORM
10-Q
 (Mark
One)
 
 x
              QUARTERLY
      REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
      1934
 
 For the
quarterly period ended August 31, 2009
 
 OR
 
  ̈
              TRANSITION
      REPORT UNDER SECTION 13 OF 15(d) OF THE EXCHANGE ACT OF
    1934
 
 From the transition period from
____________ to ___________.
 
 Commission
File Number 33-55254-40
 
 LATIN
AMERICAN TELECOMMUNICATIONS
 VENTURE COMPANY -
LATVCO.
 (Exact name of small business issuer as
specified in its charter)
 
 Nevada
                    
                    87-0485311(State
      or other jurisdiction of incorporation or organization)
                    
                    (IRS
      Employer Identification
No.)
 
 1981 Marcus Avenue No. C
129, Lake Success N.Y. 11042
 (Address
of principal executive offices)
 
 (516)
488-4444
 (Issuer's
telephone number)
 
 N/A
 (Former
name, former address and former fiscal year, if changed since last
report)
 
 Indicate
by check mark whether the registrant (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 registrant 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 registrant is a shell company (as defined in Rule
12b-2 of the Exchange Act):
 
 Yes o    No
x
 
 Class
                        
                        Shares Outstanding
                        
                        DateCommon,
      $.001 par value
                        
                        41,860,000
                        
                        October
      9,
2009
  
  LATIN
AMERICAN TELECOMMUNICATIONS VENTURE COMPANY - LATVCO.
 INDEX
 
 Page
                                                                NumberPART
      I - FINANCIAL INFORMATIONITEM
      1. FINANCIAL STATEMENTSCondensed
      Consolidated Balance Sheets – August 31, 2009 (unaudited) and November 30,
      2008
                                                              3Condensed
      Consolidated Statements of Operations - unaudited - For the three and nine
      months ended August 31, 2009 and 2008
                                                              4Condensed
      Consolidated Statements of Deficiency in Stockholders’ Equity - For the
      Nine Months Ended August 31, 2009
                                                              5Condensed
      Consolidated Statements of Cash Flows - unaudited - For the nine months
      ended August 31, 2009 and 2008
                                                              6Notes
      to unaudited Condensed Consolidated Financial Statements
                                                              7Item
      2.  Management's Discussion and Analysis of Financial Condition
      and Results of Operations
                                                              12Item
      3.  Quantitative and Qualitative Disclosures About Market
      Risks
                                                              15Item
      4(T).  Controls and Procedures
                                                              15PART
      II - OTHER INFORMATIONItem
      1. Legal Proceedings
                                                              16Item
      1A. Risk Factors
                                                              16Item
      2.  Changes in Securities
                                                              16Item
      3.  Defaults Upon Senior Securities
                                                              16Item
      4. Submission of Matters to a Vote of Security Holders
                                                              16Item
      5. Other Information
                                                              16Item
      6. Exhibits
                                                              16SIGNATURES
                                                              17CERTIFICATIONS
  2
  LATIN
AMERICAN TELECOMMUNICATION COMPANY - LATVCO.
 CONDENSED
CONSOLIDATED BALANCE SHEETS
 
 August 31,
                                                  
                                                  
                                                  November 30,2009
                                                  
                                                  
                                                  2008(Unaudited)
                                                  
                                                  
                                                  (Audited)ASSETSCurrent
      Assets:Cash
      and cash equivalents
                                                  
                                                  $
                                                  294
                                                  
                                                  
                                                  $
                                                  -Total
      Current Assets
                                                  
                                                  
                                                  294
                                                  
                                                  
                                                  
                                                  -TOTAL
      ASSETS
                                                  
                                                  $
                                                  294
                                                  
                                                  
                                                  $
                                                  -LIABILITIES
      AND STOCKHOLDERS' (DEFICIT)Current
      Liabilities:Loans
      payable - related parties (Note 3)
                                                  
                                                  $
                                                  50,600
                                                  
                                                  
                                                  $
                                                  54,500Accounts
      payable and accrued expenses
                                                  
                                                  
                                                  50,685
                                                  
                                                  
                                                  
                                                  47,672Total
      Current Liabilities
                                                  
                                                  
                                                  101,285
                                                  
                                                  
                                                  
                                                  102,172Commitments
      and contingencies
                                                  
                                                  
                                                  -
                                                  
                                                  
                                                  
                                                  -Stockholders'
      Equity (Deficit)Common
      stock (Note 4)
                                                  
                                                  
                                                  41,860
                                                  
                                                  
                                                  
                                                  33,093Paid-in
      capital
                                                  
                                                  
                                                  693,600
                                                  
                                                  
                                                  
                                                  702,367Accumulated
      deficit
                                                  
                                                  
                                                  (836,451
                                                  )
                                                  
                                                  
                                                  (837,632
                                                  )Total
      Deficiency Stockholders' Equity
                                                  
                                                  
                                                  (100,991
                                                  )
                                                  
                                                  
                                                  (102,172
                                                  )TOTAL
      LIABILITIES AND DEFICIENCY INSTOCKHOLDERS'
      EQUITY
                                                  
                                                  $
                                                  294
                                                  
                                                  
                                                  $
                                                  -
 
 The
accompanying notes are an integral part of these unaudited condensed
consolidated financial statements.
  3
 
 LATIN
AMERICAN TELECOMMUNICATION COMPANY - LATVCO.
 CONDENSED
CONSOLIDATED STATEMENTS OF OPERATIONS – UNAUDITED
 FOR THE
THREE AND NINE MONTHS ENDED AUGUST 31, 2009 AND 2008
 
 Three Months
                                
                                
                                Three Months
                                
                                
                                Nine Months
                                
                                
                                Nine MonthsEnded
                                
                                
                                Ended
                                
                                
                                Ended
                                
                                
                                EndedAugust 31,
                                
                                
                                August 31,
                                
                                
                                August 31,
                                
                                
                                August 31,2009
                                
                                
                                2008
                                
                                
                                2009
                                
                                
                                2008Net
      sales
                                
                                $
                                -
                                
                                
                                $
                                3,888
                                
                                
                                $
                                36,239
                                
                                
                                $
                                49,954Cost
      of Goods Sold
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                2,400
                                
                                
                                
                                24,828Gross
      Profit
                                
                                
                                -
                                
                                
                                
                                3,888
                                
                                
                                
                                33,839
                                
                                
                                
                                25,126Operating
      expenses:Media
      advertising
                                
                                
                                -
                                
                                
                                
                                3,116
                                
                                
                                
                                -
                                
                                
                                
                                12,303Selling,
      general and administrative expenses
                                
                                
                                1,296
                                
                                
                                
                                23,755
                                
                                
                                
                                30,165
                                
                                
                                
                                100,048Total
      operating expenses
                                
                                
                                1,296
                                
                                
                                
                                26,871
                                
                                
                                
                                30,165
                                
                                
                                
                                112,351Income
      (loss) from operations
                                
                                
                                (1,296
                                )
                                
                                
                                (22,983
                                )
                                
                                
                                3,674
                                
                                
                                
                                (87,225
                                )Other
      expensesInterest
      expense
                                
                                
                                (927
                                )
                                
                                
                                (741
                                )
                                
                                
                                (2,464
                                )
                                
                                
                                (7,136
                                )Total
      other expenses
                                
                                
                                (927
                                )
                                
                                
                                (741
                                )
                                
                                
                                (2,464
                                )
                                
                                
                                (7,136
                                )Net
      income (loss) before provision for income tax
                                
                                
                                (2,223
                                )
                                
                                
                                (23,724
                                )
                                
                                
                                1,210
                                
                                
                                
                                (94,361
                                )Provisions
      for income tax
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                29
                                
                                
                                
                                -Net
      Income (Loss)
                                
                                $
                                (2,223
                                )
                                
                                $
                                (23,724
                                )
                                
                                $
                                1,181
                                
                                
                                $
                                (94,361
                                )Net
      Income (Loss) Per Common Share (basic and diluted)
                                
                                $
                                (0.0001
                                )
                                
                                $
                                (0.0007
                                )
                                
                                $
                                0.0000
                                
                                
                                $
                                (0.0028
                                )Weighted
      average of common shares outstanding
                                
                                
                                41,860,000
                                
                                
                                
                                33,092,500
                                
                                
                                
                                41,860,000
                                
                                
                                
                                33,478,900
 
 The
accompanying notes are an integral part of these unaudited condensed
consolidated financial statements.
  4
 
 LATIN
AMERICAN TELECOMMUNICATION COMPANY - LATVCO.
 CONDENSED
CONSOLIDATED STATEMENTS OF DEFICIENCY IN STOCKHOLDERS' EQUITY
 FOR THE
NINE MONTHS ENDED AUGUST 31, 2009
 
 Common Stock
                      
                      
                      AdditionalNumber
      of
                      
                      
                      
                      
                      
                      Paid
      in
                      
                      
                      AccumulatedShares
                      
                      
                      Amount
                      
                      
                      Capital
                      
                      
                      Deficit
                      
                      
                      TotalBalance
      at December 1, 2008
                      
                      
                      33,092,500
                      
                      
                      $
                      33,093
                      
                      
                      $
                      702,367
                      
                      
                      $
                      (837,632
                      )
                      
                      $
                      (102,172
                      )Issuance
      of shares
                      
                      
                      10,830,000
                      
                      
                      
                      10,830
                      
                      
                      
                      (10,830
                      )
                      
                      
                      
                      
                      
                      
                      -Cancellation
      of shares
                      
                      
                      (2,062,500
                      )
                      
                      
                      (2,063
                      )
                      
                      
                      2,063
                      
                      
                      
                      
                      
                      
                      
                      -Net
      Income
                      
                      
                      -
                      
                      
                      
                      -
                      
                      
                      
                      -
                      
                      
                      
                      1,181
                      
                      
                      
                      1,181Balance
      at August 31, 2009
                      
                      
                      41,860,000
                      
                      
                      $
                      41,860
                      
                      
                      $
                      693,600
                      
                      
                      $
                      (836,451
                      )
                      
                      $
                      (100,991
                      )
  The
accompanying notes are an integral part of these unaudited condensed
consolidated financial statements.
    5
 LATIN
AMERICAN TELECOMMUNICATION COMPANY - LATVCO.
 CONDENSED
CONSOLIDATED STATEMENTS OF CASH FLOWS
 FOR THE
NINE MONTHS ENDED AUGUST 31, 2009 AND AUGUST 31, 2008
 (Unaudited)
 
 August
      31,
                            
                            
                            August
      31,2009
                            
                            
                            2008Cash
      Flows From Operating Activities:Net
      income (loss)
                            
                            $
                            1,181
                            
                            
                            $
                            (94,361
                            )Adjustments
      to reconcile net income (loss) to net cash used inoperating
      activities:Changes
      in operating assets and liabilities:Decrease
      in accounts receivable
                            
                            
                            -
                            
                            
                            
                            2,025Decrease
      in inventory
                            
                            
                            -
                            
                            
                            
                            24,828Increase
      (decrease) in accounts payable and accrued expenses
                            
                            
                            3,013
                            
                            
                            
                            20,820Cash
      Provided by (Used in) Operating Activities
                            
                            
                            4,194
                            
                            
                            
                            (46,688
                            )Cash
      Flows From Investing Activities:Repayment
      of note receivable
                            
                            
                            -
                            
                            
                            
                            30,000Cash
      Used In Investing Activities
                            
                            
                            -
                            
                            
                            
                            30,000Cash
      Flows From Financing Activities:Repayment
      of loans payable - related parties
                            
                            
                            (20,000
                            )
                            
                            
                            (19,604
                            )Proceeds
      from loans payable - related parties
                            
                            
                            16,100
                            
                            
                            
                            29,136Cash
      Provided By (Used In) Financing Activities
                            
                            
                            (3,900
                            )
                            
                            
                            9,532Increase
      In Cash And Cash Equivalents
                            
                            
                            294
                            
                            
                            
                            (7,156
                            )Cash
      and cash equivalents: beginning of period
                            
                            
                            -
                            
                            
                            
                            8,530Cash
      and cash equivalents: end of period
                            
                            $
                            294
                            
                            
                            $
                            1,374Supplemental
      Disclosure of Cash Flow Information:Cash
      paid during the period for interest
                            
                            $
                            -
                            
                            
                            $
                            11,644Cash
      paid during the period for taxes
                            
                            $
                            29
                            
                            
                            $
                            -Supplemental Disclosure of Noncash
      Transactions:Repayment
      of loan payable - related parties with treasury stock
                            
                            $
                            -
                            
                            
                            $
                            146,736Retirement
      of treasury stock
                            
                            $
                            -
                            
                            
                            $
                            16,370
 
 The
accompanying notes are an integral part of these unaudited condensed
consolidated financial statements.
  6
 LATIN
AMERICAN TELECOMMUNICATION VENTURE COMPANY – LATVCO
 NOTES
TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
 FOR
THE NINE MONTHS ENDED AUGUST 31, 2009 AND
 AUGUST
31, 2008
 (UNAUDITED)
 
 NOTE 1.
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
  Nature of
Business:
  Latin
American Telecommunications Venture Company - LATVCO (The “Company” or “LATVCO”)
is incorporated under the laws of the state of Nevada. The Company through its
wholly owned subsidiary, Avallon 7, Inc. (“Avallon”) designs, develops, imports
and distributes health and beauty care products to internet and mass market
retailers, general merchandisers and directly to consumers through direct
response marketing campaigns.
  Basis of
Presentation:
  The
accompanying interim financial information, as of August 31, 2009, for the nine
month periods ended August 31, 2009 and August 31, 2008 has been prepared
without audit, pursuant to the rules and regulations of the SEC. Certain
information and footnote disclosures normally included in financial statements
prepared in accordance with generally accepted accounting principles have been
condensed or omitted pursuant to such rules and regulations. The company
believes that the disclosures made are adequate to provide for fair
presentation. These financial statements should be read in conjunction with the
company’s 2008 Financial Statements and the notes thereto, included in the
company's 2008 Form 10-K.
  In the
opinion of management, all adjustments (which include normal recurring
adjustments) necessary to present a fair statement of financial position as of
August 31, 2009 and results of operations and cash flows for the nine months
ended August 31, 2009 and August 31, 2008 have been made. The results of
operations for the nine months ended August 31, 2009, are not necessarily
indicative of the operating results for the full fiscal year or any future
periods.
  The
condensed consolidated financial statements include the accounts of LATVCO and
its fully-owned subsidiary, Avallon. All significant inter-company transactions
and balances have been eliminated in consolidation.
  Revenue
Recognition:
  For
revenue from product sales, the Company recognizes revenue in accordance with
Staff Accounting Bulletin No. 104, Revenue Recognition (“SAB104”), which
superseded Staff Accounting Bulletin No. 101, Revenue Recognition in Financial
Statements (“SAB101”). SAB 101 requires that four basic criteria must be met
before revenue can be recognized: (1) persuasive evidence of an arrangement
exists; (2) delivery has occurred; (3) the selling price is fixed and
determinable; and (4) collectibility is reasonably assured. Determination of
criteria (3) and (4) are based on managements’ judgments regarding the fixed
nature of the selling prices of the products delivered and the collectability of
those amounts. Provisions for discounts and rebates to customers, estimated
returns and allowances, and other adjustments are provided for in the same
period the related sales are recorded. The Company defers any revenue for which
the product was not delivered or is subject to refund until such time that the
Company and the customer jointly determine that the product has been delivered
or no refund will be required.
  SAB 104
incorporates Emerging Issues Task Force 00-21 (“EITF 00-21”),
Multiple-deliverable Revenue Arrangements. EITF 00-21 addresses accounting for
arrangements that may involve the delivery or performance of multiple products,
services and/or rights to use assets. The effect of implementing EITF 00-21 on
the Company’s financial position and results of operations was not
significant.
  Allowance
for Doubtful Accounts:
  The
Company maintains an allowance for doubtful accounts equal to the estimated
uncollectible amounts. The company’s estimate is based on historical collection
experience and review of the current status of the accounts
receivable.
  7
  LATIN
AMERICAN TELECOMMUNICATION VENTURE COMPANY – LATVCO
 NOTES
TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
 FOR
THE NINE MONTHS ENDED AUGUST 31, 2009 AND
 AUGUST
31, 2008
 (UNAUDITED)
 
 NOTE 1.
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Continued
  Use of
Estimates:
  The
preparation of financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions that
affect certain reported amounts and disclosures accordingly. Actual results
could differ from these estimates.
  Cash
Equivalents:
  For
purposes of the Statement of Cash Flows, the Company considers all highly liquid
debt instrument purchases with a maturity time of three months or less to be
cash equivalents.
  Income
Taxes:
  The
Company accounts for income taxes using the liability method under which
deferred tax assets and liabilities are determined based upon the differences
between financial statements carrying amounts and the tax basis of existing
assets and liabilities. During the periods ended August 31, 2009 and August 31,
2008 there were no material differences that required deferred tax asset or
liability.
  Advertising
Costs:
  The
Company expenses advertising costs as incurred according to SOP
93-7.
  Inventories:
  Inventories
are stated at the lower of cost or market using first in, first out (FIFO)
method of valuation.
  Research
and Development:
  The
company accounts for research and development costs in accordance with the
Financial Accounting Standard Board’s Statement of Financial Standard No. 2
(“SFAS 2”), “Accounting for Research and Development Costs”. Under SAFS 2 all
research and development costs must be charged to expenses as incurred.
Accordingly, internal research and development costs are expenses as incurred.
Third-party research and development costs are expensed when the contracted work
has been performed or as milestone results have been achieved. Company-sponsored
research and development costs related to both present and future products are
expensed in the period incurred.
  Earnings
per share:
  The
Company presents basic and diluted earnings (loss) per common share pursuant to
the provisions of Statement of Financial Accounting Standards No. 128, “Earnings
per Share” (“SFAS 128”), and certain other financial accounting pronouncements.
Basic earnings (loss) per common share are calculated by dividing net income
(loss) by the weighted average number of common shares outstanding during each
period. The calculation of diluted earnings (loss) per common share is similar
to that of basic earnings (loss) per common share, except that the denominator
is increased to include the number of additional common shares that would have
been outstanding if all potentially dilutive common shares, such as those
issuable upon the exercise of warrants, were issued during the
period.
  8
 
 LATIN
AMERICAN TELECOMMUNICATION VENTURE COMPANY – LATVCO
 NOTES
TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
 FOR
THE NINE MONTHS ENDED AUGUST 31, 2009 AND
 AUGUST
31, 2008
 (UNAUDITED)
 
 NOTE 1.
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Continued
 Recently
Issued Accounting Pronouncements:
  In June
2009, the FASB issued SFAS No. 166, Accounting for Transfers of Financial Assets
– An Amendment of FASB Statement No. 140. This statement is a revision to SFAS
No. 140, Accounting for Transfers and Servicing of Financial Assets and
Extinguishments of Liabilities, and will require more disclosure about transfers
of financial assets, including securitization transactions, and where entities
have continuing exposure to the risks related to transferred financial assets.
It eliminates the concept of a “qualifying special-purpose entity,” changes the
requirements for derecognizing financial assets, and requires additional
disclosures.
  It also
enhances information reported to users of financial statements by providing
greater transparency about transfers of financial assets and an entity’s
continuing involvement in transferred financial assets. This statement will be
effective at the start of a reporting entity’s first fiscal year beginning after
November 15, 2009. Early application is not permitted. The Company does not
expect this pronouncement to have a material effect on the financial
statements.
  In May
2009, the FASB issued SFAS No. 165, Subsequent Events, which establishes (I) the
period after the balance sheet date during which management shall evaluate
events or transactions that may occur for potential recognition or disclosure in
the financial statements; (II) the circumstances under which an entity shall
recognize events or transactions occurring after the balance sheet date in its
financial statements; and (III) the disclosures that an entity shall make about
events or transactions that occurred after the balance sheet date. This
statement if effective for interim or annual financial periods ending after June
15, 2009, and shall be applied prospectively. There were no events occurring
subsequent to the balance sheet date that would have a material impact on the
financial statements.
  In April
2009, the FASB issued FSP SFAS 115-2 and SFAS 124-2, Recognition and
Presentation of Other-Than-Temporary Impairments. This FSP amends the
other-than-temporary impairment guidance in U.S. GAAP for debt securities to
make the guidance more operational and to improve the presentation and
disclosure of other-than-temporary impairments on debt and equity securities in
the financial statements. This FSP does not amend existing recognition and
measurement guidance related to other-than-temporary impairments of equity
securities. FSP SFAS 115-2 and SFAS 124-2 if effective for interim and annual
periods ending after June 15, 2009, with early adoption permitted for periods
ending after March 15, 2009. An entity may early adopt this FSP only if it also
elects to early adopt FSP FAS 157-4. The Company does not expect this
pronouncement to have a material effect on the financial
statements.
  SFAS No.
162, The Hierarchy of Generally Accepted Accounting Principles
  In May
2008, the FASB issued SFAS No. 162 “The Hierarchy of Generally Accepted
Accounting Principles”. The new standard is intended to improve financial
reporting by identifying a consistent framework, or hierarchy, for selecting
accounting principles to be used in preparing financial statements that are
presented in conformity with U.S. generally accepted accounting principles
(GAAP) for nongovernmental entities.
  Prior to
the issuance of SFAS 162, GAAP hierarchy was defined in the American Institute
of Certified Public Accountants (AICPA) Statement on Auditing Standards (SAS)
No. 69, The Meaning of Present Fairly in Conformity With Generally Accepted
Accounting Principles. SFAS 162 is effective 60 days following the SEC’s
approval of the Public Company Accounting Oversight Board Auditing amendments to
AU Section 411, The Meaning of Present fairly in Conformity with Generally
Accepted Accounting Principles. The Company is currently evaluating the impact
adoption of SFAS 162 may have on the financial statements if
any.
  9
  LATIN
AMERICAN TELECOMMUNICATION VENTURE COMPANY – LATVCO
 NOTES
TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
 FOR
THE NINE MONTHS ENDED AUGUST 31, 2009 AND
 AUGUST
31, 2008
 (UNAUDITED)
 
 NOTE 1.
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES – Continued
  Recently
Issued Accounting Pronouncements: continued
  SFAS No.
161, Disclosures about Derivative Instruments
  In March
2008, the Financial Accounting Standards Board (FASB) issued FASB Statement No.
161, Disclosures about
Derivative Instruments and
Hedging Activities. The new standard is intended to improve financial
reporting about derivative instruments and hedging activities by requiring
enhanced disclosures to enable investors to better understand their effects on
an entity’s financial position, financial performance, and cash flows. FASB
Statement No. 161 is effective for financial statements issued for fiscal years
and interim periods beginning after November 15, 2008, with early application
encouraged. The company does not expect adoption of this standard will have a
material impact on its financial position, operation or cash flow.
  SFAS No.
160, Noncontrolling Interests in Consolidated Financial Statements
  In
December 2007, FASB issued SFAS No. 160, Noncontrolling Interests in
Consolidated Financial Statements, an amendment of ARB 51, which changes
the accounting and reporting for minority interests. Minority interests will be
recharacterized as noncontrolling interests and will be reported as a component
of equity separate from the parent’s equity, and purchases or sales of equity
interests that do not result in a change in control will be accounted for as
equity transactions. In addition, net income attributable to the noncontrolling
interest will be included in consolidated net income on the face of the income
statement and, upon a loss of control, the interest sold, as well as any
interest retained, will be recorded at fair value with any gain or loss
recognized in earnings. SFAS No. 160 is effective for annual periods beginning
after December 15, 2008. The company does not expect adoption of this standard
will have a material impact on its financial position, operation or cash
flow.
 NOTE 2.
INVENTORY
  Inventory
is stated at the lower of cost or market using first in, first out (FIFO) method
of valuation. At August 31,2009
components of inventories comprise of the
following:
  Finished
      goods
                        
                        $
                        21,900Less:
      write downs
                        
                        
                        (21,900
                        )Total
                        
                        $
                        -
 
 NOTE 3.
LOANS PAYABLE – RELATED PARTIES
 Loans
payable at August 31, 2009 and August 31, 2008 represents unsecured demand loans
to related parties. Interest on the loans accrues at a rate of 7% per
annum.
  NOTE 4.
STOCKHOLDERS’ EQUITY
  The
company is authorized to issue 99,000,000, $0.001 par value, common shares.
There were 41,860,000 shares issued and outstanding at August 31, 2009. In April
2009, the Company issued 10,830,000 shares pursuant to an agreement dated April
1, 2008 which called for the conversion of debt owed to a related party. In
addition, the Company cancelled 2,062,500 shares of common stock it received in
connection with the February 27, 2008 Settlement Agreement between Bennoti, Inc
and the Company. The holders of the company’s common shares have no cumulative
voting rights or preemptive rights.
  10
  LATIN
AMERICAN TELECOMMUNICATION VENTURE COMPANY – LATVCO
 NOTES
TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
 FOR
THE NINE MONTHS ENDED AUGUST 31, 2009 AND
 AUGUST
31, 2008
 (UNAUDITED)
 NOTE 5.
INCOME TAX
  The
Company has adopted Financial Accounting Standards No. 109, which requires the
recognition of deferred tax liabilities and assets for the expected future tax
consequences of events that have been included in the financial statements or
tax returns. Under this method, deferred tax liabilities and assets are
determined based on the difference between financial statements and tax basis of
assets and liabilities using enacted tax rates in effect for the year in which
the differences are expected to reverse. Temporary differences between taxable
income reported for financial reporting purposes and income tax purposes are
insignificant.
 Management
estimates that at August 31, 2009, The company has available for federal income
tax purposes, a net operating loss carry forward of approximately $813,000,
beginning to expire in the year 2023, that may be used to offset future taxable
income. The company has provided a valuation reserve against the full amount of
the net operating loss benefit, since in the opinion of management based upon
the limited earning history of the company; it is more likely than not that the
benefit may not be realized.
  Components
of deferred tax assets as of August 31, 2009 are as follows:
  Net
      Operating losses carry forward
                        
                        $
                        813,000Valuation
      allowance
                        
                        
                        (813,000
                        )Net
      deferred tax assets
                        
                        $
                        -
  NOTE 6.
CONCENTRATION OF RISK
  The
Company maintains cash in deposit accounts in federally insured banks. At times,
the balance in the accounts may be in excess of federally insured
limits.
  NOTE 7.
GOING CONCERN
  The
accompanying statements have been prepared on a going concern basis, which
contemplates the realization of assets and the satisfaction of liabilities in
the normal course of business. As shown in the accompanying financial statements
as of August 31, 2009 the company has a $100,991 working capital deficit. This
factor and the fact that the company has very limited sources of income, among
others, may indicate that the Company will be unable to continue as a going
concern for a reasonable period of time.
  The Company's existence
is dependent upon management's ability to develop profitable operations and
resolve its liquidity problems. Management anticipates the Company will be able
to attract a strategic acquirer to improve its liquidity through additional
equity investment inthe
Company. The accompanying
financial statements do not include any adjustments that might result shouldthe Companybe unable to continue as a going
concern. In order to improvethe Company's liquidity,the Companyis seeking additional working capital
or a strategic acquirer. There can be no assurancethe Companywill be successful in its
efforts.
  11
  ITEM
2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS
  The
following discussion and analysis should be read in conjunction with our audited
consolidated financial statements and related notes included in this report.
This report contains “forward-looking statements” within the meaning of the
Private Securities Litigation Reform Act of 1995. The statements contained in
this report that are not historic in nature, particularly those that utilize
terminology such as “may,” “will,” “should,” “expects,” “anticipates,”
“estimates,” “believes,” or “plans” or comparable terminology are
forward-looking statements based on current expectations and
assumptions.
  Various
risks and uncertainties could cause actual results to differ materially from
those expressed in forward-looking statements. Factors that could cause actual
results to differ from expectations include, but are not limited to, those set
forth under the section “Risk Factors” set forth in this report.
  The
forward-looking events discussed in this annual report, the documents to which
we refer you and other statements made from time to time by us or our
representatives, may not occur, and actual events and results may differ
materially and are subject to risks, uncertainties and assumptions about us. For
these statements, we claim the protection of the “bespeaks caution” doctrine.
All forward-looking statements in this document are based on information
currently available to us as of the date of this report, and we assume no
obligation to update any forward-looking statements. Forward-looking statements
involve known and unknown risks, uncertainties and other factors that may cause
the actual results to differ materially from any future results, performance or
achievements expressed or implied by such forward-looking
statements.
  General
  Since our
acquisition of Avallon 7, Inc. in April 2007, our operations have been focused
on development and execution of the business of Avallon 7.
  Avallon 7
was created in August 2006 to market and sell health and beauty care products,
both branded and private label, to consumers. We believe that the market for
health and beauty care products offers opportunities for new and unique
products, with their efficacy backed by scientific clinical work and
before-and-after testimonials. We are positioning our business to fill the
demand for these types of product by using an integrated direct response and
retail marketing model. Management seeks to identify new innovative health and
beauty care products, negotiate exclusive distribution rights, and use proven
direct response marketing tools such as television infomercials, print
advertising and e-commerce to bring the products to market.
  Our core
competency and focus is selling and marketing strategies for health and beauty
care products. Our initial focus was the identification of suitable products,
negotiation of acceptable distribution and fulfillment agreements and
development of a marketing strategy for those products. To that end, we entered
into two separate exclusive distribution agreement pursuant to which were
granted exclusive territorial marketing rights for the product lines of two
manufacturers of health and beauty care products.
  In
February 2007, we began marketing our first product by purchasing national media
airtime to broadcast a short form television infomercial that was produced
specifically for the product. Management found the initial results to be
promising and planned to expand the frequency of the infomercial
broadcasts.
  Despite
the initial favorable marketing results enjoyed, both of our initial
distribution agreements have been terminated and, during 2008 and 2009, we
focused on selling the remaining inventory of products held. All unsold
inventory has been written off.
  At August
31, 2009, we were actively seeking opportunities to distribute health and beauty
care products that meet our criteria with a view to rolling out a direct
marketing program to both U.S. markets and international
markets.
  12
  Critical
Accounting Policies
  Our
discussion and analysis of our financial conditions and results of operations is
based upon our consolidated financial statements, which have been prepared in
accordance with generally accepted accounting principles in the United States.
The preparation of financial statements requires managers to make estimates and
disclosures on the date of the financial statements. On an on-going basis, we
evaluate our estimates, including, but not limited to, those related to revenue
recognition. We use authoritative pronouncements, historical experience, and
other assumptions as the basis for making judgments. Actual results could differ
from those estimates. We believe the following critical accounting policies
affect our more significant judgments and estimates in the preparation of our
consolidated financial statements.
  Going
Concern
  The
accompanying statements have been prepared on a going concern basis, which
contemplates the realization of assets and the satisfaction of liabilities in
the normal course of business. As shown in the accompanying financial statements
as of August 31, 2009 the company has a $100,991 working capital deficit. This
factor and the fact that the company has very limited sources of income, among
others, may indicate that the Company will be unable to continue as a going
concern for a reasonable period of time.
  The Company's existence
is dependent upon management's ability to develop profitable operations and
resolve its liquidity problems. Management anticipates the Company will be able
to attract a strategic acquirer to improve its liquidity through additional
equity investment inthe
Company. The accompanying
financial statements do not include any adjustments that might result shouldthe Companybe unable to continue as a going
concern. In order to improvethe Company's liquidity,the Companyis seeking additional working capital
or a strategic acquirer. There can be no assurancethe Companywill be successful in its
efforts.
  Revenue
Recognition
  For
revenue from product sales, the Company recognizes revenue in accordance with
Staff Accounting Bulletin No. 104, Revenue Recognition (“SAB104”), which
superseded Staff Accounting Bulletin No. 101, Revenue Recognition in Financial
Statements (“SAB101”). SAB 101 requires that four basic criteria must be met
before revenue can be recognized: (1) persuasive evidence of an arrangement
exists; (2) delivery has occurred; (3) the selling price is fixed and
determinable; and (4) collectibility is reasonably assured. Determination of
criteria (3) and (4) are based on managements’ judgments regarding the fixed
nature of the selling prices of the products delivered and the collectability of
those amounts. Provisions for discounts and rebates to customers, estimated
returns and allowances, and other adjustments are provided for in the same
period the related sales are recorded. The Company defers any revenue for which
the product was not delivered or is subject to refund until such time that the
Company and the customer jointly determine that the product has been delivered
or no refund will be required.
  SAB 104
incorporates Emerging Issues Task Force 00-21 (“EITF 00-21”),
Multiple-deliverable Revenue Arrangements. EITF 00-21 addresses accounting for
arrangements that may involve the delivery or performance of multiple products,
services and/or rights to use assets. The effect of implementing EITF 00-21 on
the Company’s financial position and results of operations was not
significant.
  Advertising
Costs
  The
Company expenses advertising costs as incurred according to SOP
93-7.
  Inventories
  Inventories
are stated at the lower of cost or market using first in, first out (FIFO)
method of valuation. 13
  Material
Changes in Result of Operations
  Revenues
  Revenues
for the three months ended August 31, 2009 decreased by $3,888 or 100% to $0
from $3,888 for the corresponding period of the prior year. Revenues for the
nine months ended August 31, 2009 decreased by $13,715 or 27% to $36,239 from
$49,954 for the corresponding period of the prior year. Revenues for the nine
months ended August 31, 2009 consisted of a sale of our remaining inventory of
Avallon 8 hair regrowth product to a distributor. Revenues for the nine months
ended August 31, 2008 consisted of a mix of product sales to consumers and
distributors.
  Cost of
Sales
  Cost of
sales for the three months ended August 31, 2009 and 2008 was $0and $0,
respectively. Cost of sales for the nine months ended August 31, 2009 decreased
by $22,428 or 90% to $2,400 from $24,828 for the corresponding period of the
prior year. In the year ended November 30, 2008, we wrote off our inventory,
therefore the entire amount of our sale of Avallon 8 hair regrowth product in
the nine months ended August 31, 2009 is recognized as gross profit. For the
nine months ended August, 2008, we realized a 50% gross profit percentage, which
was typical for the mix of products sold to consumers and
distributors.
  Media
Advertising
 Media
advertising for the three months ended August 31, 2009 decreased by $3,116 or
100% to $0 from $3,116 for the corresponding period of the prior year. Media
advertising for the nine months ended August 31, 2009 decreased by $12,303 or
100% to $0 from $12,303 for the corresponding period of the prior year. The
decreases resulted principally from the lack of capital to fund an advertising
budget and lack of product to advertise.
  Other
Selling, General and Administrative Expense
  Other
selling, general and administrative expense for the three months ended August
31, 2009 decreased by $22,459 or 95% to $1,296 from $23,755 for the three months
ended August 31, 2008. Other selling, general and administrative expense for the
nine months ended August 31, 2009 decreased by $69,883 or 70% to $30,165 from
$100,048 for the nine months ended August 31, 2008. Other selling, general and
administrative expenses decreased in connection with the reduction in media
advertising and management’s efforts to conserve working capital.
  As a
result of the foregoing, the Company had a net loss from operations of $1,296
for the three months ended August 31, 2009 as compared to a net loss from
operations of $22,983 for the three months ended August 31, 2009 and earned net
income from operations of $3,674 for the nine months ended August 31, 2009 as
compared to a net loss from operations of $87,225 for the nine months ended
August 31, 2008.
  Other
Expense
  For the
three months ended August 31, 2009 and 2008, the Company incurred interest
expense on notes to related parties of $927 and $2,464, respectively, and $741
and $7,136 for the nine-month periods then ended, respectively. The interest
bearing balances of borrowings from related parties were lower during the three
and nine months ended August 31, 2009 than balances outstanding during the three
months ended August 31, 2008.
  Income
Taxes
  Because
of net losses in the three month periods ended August 31, 2009 and 2008, no
income tax expense was recognized for the periods then ended. For the nine
months ended August 31, 2009 and 2008, the Company recognized $29 and $0 of
income tax expense. The expense recognized for the nine months ended August 31,
2009 related to the net income earned in that period which was partial offset by
losses realized in prior periods. The Company realized a loss for the nine
months ended August 31, 2008 and recognized no income tax expense as a
result.
  14
  Net
Income
  The
Company realized a net loss of $2,223 for the three months ended August 31, 2009
compared to a net loss of $23,724 for the corresponding period of the prior
year. The Company earned net income of $1,181 for the nine months ended August
31, 2009 compared to a net loss of $94,361 for the corresponding period of the
prior year. The improved results for the three and nine month periods ended
August 31, 2009 as compared to the corresponding periods of the prior year
reflect the atypical gross profit sale of our remaining inventory of Avallon 8
hair regrowth product as noted above and our reduced operating expenses while we
consider new business opportunities.
  Liquidity
and Capital Resources
  As of
August 31, 2009, the Company had cash and cash equivalents of $294 and a deficit
in working capital of $100,991. This compares with cash and cash equivalents of
$0 and a deficit in working capital of $102,172 as of November 30,
2008.
  Cash
provided by operating activities totaled $4,194 for the nine months ended August
31, 2009 compared to $46,688 of cash used in operating activities for the
corresponding period of the prior year. The funds provided in the current period
consist of the net income of $1,181 and a $3,013 increase in accounts payable
and accrued expenses. Our cash flow used in operations in the prior period is
primarily attributable to the net loss of $94,361 partially offset by a $24,828
decrease in inventory, a $2,025 decrease in accounts receivable and a $20,820
increase in accounts payable and accrued expenses.
  We had no
investing activities in the nine months ended August 31, 2009. Cash flows
provided by investing activities totaled $30,000 for the nine months ended
August 31, 2009, all from the repayment of a note receivable.
  Cash
flows used in financing activities totaled $3,900 for the nine months ended
August 31, 2009, consisting of net repayments of borrowings under loans payable
to related parties. For the corresponding period of the prior year, the
Company’s financing activities provided $9,532, which consisted of net
borrowings on the loans payable to related parties.
  Inflation
  In the
opinion of management, inflation will not have an impact on the Company’s
financial condition and results of its operations.
  Off-Balance
Sheet Arrangements
  The
Company does not maintain off-balance sheet arrangements nor does it participate
in any non-exchange traded contracts requiring fair value accounting
treatment.
  ITEM
3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISKS
  The
Company does not own or trade any financial instruments about which disclosure
of quantitative and qualitative market risks are required to be
disclosed.
  ITEM
4(T). CONTROLS AND PROCEDURES
  Changes
in Internal Control over Financial Reporting
  There
were no changes in internal controls over financial reporting that occurred
during the period covered by this report that have affected, or are reasonably
likely to materially affect, our internal control over financial
reporting.
  15
  PART
II - OTHER INFORMATION
  ITEM
1.  LEGAL PROCEDINGS
  None
  ITEM
1A. RISK FACTORS
  As a
“smaller reporting company” as defined by Item 10 of Regulation S-K, we are not
required to provide the information required by this item.
  ITEM
2.  CHANGES IN SECURITIES
  None
  ITEM
3.  DEFAULTS UPON SENIOR SECURITIES
  None
  ITEM
4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
  None
  ITEM
5.  OTHER INFORMATION
  None
  ITEM
6.               EXHIBITS
  a)
              Exhibits
  31.1
                Certification of
      Chief Executive Officer pursuant to Section 302, of the
      Sarbanes-Oxley
      Act of
2002.
 31.2
              Certification
      of Chief Financial Officer pursuant to Section 302, of the
      Sarbanes-Oxley
      Act of 2002.
 32.1
              Certification
      of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, asadopted
      pursuant to Section 906 of the Sarbanes-Oxley Act of
      2002.
 32.2
              Certification
      of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, asadopted
      pursuant to Section 906 of the Sarbanes-Oxley Act of
      2002.
  16
  SIGNATURES
  In
accordance with the requirements of the Exchange Act, the registrant has duly
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.
  LATIN
      AMERICAN TELECOMMUNICATIONSVENTURE
      COMPANY - LATVCO.Date:
      October 9, 2009
                    By:
                    /s/ David BakhshiDavid
      BakhshiPrincipal
      Executive Officer and Principal Financial
  Officer
  17