U.S.
SECURITIES AND EXCHANGE COMMISSION
 Washington,
D.C. 20549
 
 FORM
10-Q
 
 [X]
QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE
 ACT
OF 1934
 
 FOR THE
QUARTERLY PERIOD ENDED March 31, 2010
 
 Commission
File Number 333-151177
  REVOLUTIONARY
CONCEPTS, INC.
 (Exact
name of Registrant as specified in its charter)
 
 Nevada
              
              7382
              
              27-0094868(State
      or other Jurisdiction
              
              (Primary
      Standard Industrial
              
              (I.R.S.
      Employerof
      Incorporation or
              
              Classification
      Code Number)
              
              Identification
      No.)Organization)
 
 Revolutionary
Concepts, Inc.
 2622
Ashby Woods Dr
 Matthews,
NC 28105
 704-622-6327
 (Address
and telephone number of principal executive offices and principal place of
business)
 
 Ron
Carter, President
 Revolutionary
Concepts, Inc.
 2622
Ashby Woods Dr
 Matthews,
NC 28105
 (704)
622-6327
 (Name,
address and telephone number of agent for service)
 
 Copies
to:
 Charles
Barkley, Esq.
 6201
Fairview Road, Suite 200
 Charlotte,
NC 28210
 (704)
944-4290
 (704)
944-4280 (fax)
 
 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 registrant was required to file such reports), and (2) has been subject
to such filing requirements for the last 90 days. YES [X] No [ ]
 
 Indicate
by check mark whether the registrant is a large accelerated filer, an
accelerated filer, a non-accelerated filer, or a smaller reporting company. See
the definitions of "large accelerated filer," "accelerated filer,"
"non-accelerated filer," and "smaller reporting company" in Rule 12b-2 of
the
 Exchange
Act.
 
 Indicate
by check mark whether the registrant has submitted electronically and posted on
its corporate Web site, if any, every Interactive Data File required to be
submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this
chapter) during the preceding 12 months (or for such shorter period that the
registrant was required to submit and post such files). Yes [ ]  No
[x]
 
 
 Large
accelerated filer [
]                        Accelerated
filer [ ]
 Non-accelerated
filer   [
]                        Smaller
reporting company [X]
 
 Indicate
by check mark whether the registrant is a shell company (as defined in Rule
12b-2 or the Exchange Act). YES [ ] NO [x]
 
 State the
number of shares outstanding of each of the issuer's classes of common equity,
as of the latest practicable date: 19,601,611
shares as of June 1, 2010.
  
  TABLE OF
CONTENTS
 
 PagePART
      IItem
      1.
              Financial
      Statements
              3Item
      2.
              Management’s
      Discussion and Analysis of Financial Condition and Results of
      Operations
              9Item
      3.
              Quantitative
      and Qualitative Disclosures About Market Risk
              12Item 4T
              Controls
      and Procedures
              12PART IIItem
      1.
              Legal
      Proceedings
              12Item 1A.
              Risk
      Factors
              12Item
      2.
              Unregistered
      Sales of Equity Securities and Use of Proceeds
              12Item
      3.
              Defaults
      Upon Senior Securities
              12Item
      4.
              (Removed
      and Reserved)
              12Item
      5.
              Other
      Information
              12Item
      6.
              Exhibits
              12SIGNATURES
              13
 
 2
  ITEM 1.
FINANCIAL STATEMENTS
 
 Revolutionary
Concepts, Inc. has included its unaudited condensed balance sheet as of March
31, 2010 and December 31, 2009 (the end of its most recently completed fiscal
year), and unaudited condensed statements of operations and cash flows for the
three months ended March 31, 2010 and 2009, and for the period from March 12,
2004 (date of inception) through March 31, 2010, together with unaudited
condensed notes thereto.  In the opinion of management of
Revolutionary Concepts, Inc., the financial statements reflect all adjustments,
all of which are normal recurring adjustments, necessary to fairly present the
financial condition, results of operations, and cash flows of Revolutionary
Concepts, Inc. for the interim periods presented.  The financial
statements included in this report on Form 10-Q should be read in conjunction
with the audited financial statements of Revolutionary Concepts, Inc. and the
notes thereto for the year ended December 31, 2009 included in our annual report
on Form 10-K.
  Revolutionary
Concepts, Inc.
 (A
Developmental Stage Company)
 
 Balance
Sheet
  (Unaudited)
              
              
              Audited03/31/10
              
              
              12/31/09ASSETSCurrent
      AssetsCash
      and Cash Equivalents
              
              $
              -
              
              
              $
              -Total
      Current Assets
              
              
              -
              
              
              
              -Fixed
      AssetsAccumulated
      Depreciation
              
              
              (10,055
              )
              
              
              (10,425
              )Computer
              
              
              11,331
              
              
              
              11,331Total
      Fixed Assets
              
              
              1,276
              
              
              
              908Other
      AssetsAccumulated
      Amortization
              
              
              (68,577
              )
              
              
              (64,472
              )Security
      Deposits
              
              
              1,500
              
              
              
              1,500Organizational
      Costs
              
              
              3,070
              
              
              
              3,070Intangible
      Assets
              
              
              88,306
              
              
              
              88,306Total
      Other Assets
              
              
              24,299
              
              
              
              28,404TOTAL
      ASSETS
              
              $
              25,575
              
              
              $
              29,310LIABILITIES
      AND STOCKHOLDERS' EQUITYCurrent
      LiabilitiesAccounts
      Payable
              
              $
              257,299
              
              
              $
              303,822Notes
      Payable
              
              
              20,000
              
              
              
              20,000Accrued
      Expenses
              
              
              10,973
              
              
              
              19,259Total
      Current Liabilities
              
              
              288,397
              
              
              
              343,081Stockholders'
      EquityPreferred
      Stock 10,000,000 shares authorized, none issuedCommon
      Stock, .001 par value, 19,606,911 sharesissued
      and outstanding, 65,000,000 authorized
              
              
              19,607
              
              
              
              19,607Paid
      in Capital
              
              
              1,741,274
              
              
              
              1,725,774Unpaid
      Capital contributions
              
              
              (103,881
              )
              
              
              (157,585
              )Deficit
      accumulated during the development stage
              
              
              (1,919,822
              )
              
              
              (1,901,567
              )(262,822
              )
              
              
              (313,771
              )TOTAL
      LIABILITIES AND STOCKHOLDERS' EQUITY
              
              $
              25,575
              
              
              $
              29,310
  See Notes
to Financial Statements
 
 3
  Revolutionary
Concepts, Inc.
 (A
Developmental Stage Company)
 
 Statement
of Operations
 (Unaudited)
 
 Three
      Month
              
              
              Three
      Month
              
              
              March
      12, 2004Period
      Ending
              
              
              Period
      Ending
              
              
              (Inception)
      toMarch
      31,
              
              
              March
      31,
              
              
              March
      31,2010
              
              
              2009
              
              
              2010OPERATING
      EXPENSESAutomobile
      Expense
              
              $
              1,152
              
              
              $
              -
              
              
              $
              22,031Bank
      Charges
              
              
              217
              
              
              
              491
              
              
              
              6,338Compensation
              
              
              -
              
              
              
              -
              
              
              
              35,446Depreciation
      and Amortization Expense
              
              
              3,735
              
              
              
              4,806
              
              
              
              78,632Interest
      Expense
              
              
              513
              
              
              
              9
              
              
              
              12,545License
      and Permits
              
              
              -
              
              
              
              -
              
              
              
              5,833Office
      Expense
              
              
              859
              
              
              
              -
              
              
              
              14,660Office
      Supplies
              
              
              539
              
              
              
              239
              
              
              
              14,133Payroll
      taxes
              
              
              (9,138
              )
              
              
              -
              
              
              
              12,246Printing
      and Reproduction
              
              
              2
              
              
              
              2,200
              
              
              
              15,052Professional
      Fees
              
              
              21,524
              
              
              
              14,466
              
              
              
              992,034Product
      Research and Development
              
              
              -
              
              
              
              4,000
              
              
              
              560,958Taxes
              
              
              -
              
              
              
              599
              
              
              
              1,841Telephone
      Expense
              
              
              163
              
              
              
              30
              
              
              
              20,268Travel
      Expense
              
              
              47
              
              
              
              8,696
              
              
              
              95,181Website
      Development
              
              
              -
              
              
              
              -
              
              
              
              13,025Other
      Expenses
              
              
              504
              
              
              
              1,860
              
              
              
              49,087Total
      Operating Expenses
              
              $
              20,117
              
              
              $
              37,396
              
              
              $
              1,949,310OTHER
      INCOMEInterest
              
              
              1,862
              
              
              
              1,950
              
              
              
              29,488NET
      (LOSS)
              
              $
              (18,255
              )
              
              $
              (35,446
              )
              
              $
              (1,919,822
              )Weighted
      number of shares outstanding
              
              
              18,483,955
              
              
              
              17,626,925
              
              
              
              18,483,955(Loss)
      per weighted number of sharesoutstanding
              
              
              (0.00
              )
              
              
              (0.00
              )
              
              
              (0.10
              )
  See Notes
to Financial Statements
 
 4
 Revolutionary
Concepts, Inc.
 (A
Development Stage Company)
 
 STATEMENTS
OF STOCKHOLDER'S ACUMULATED DEFICIT
 For the
years ending December 31,
 2004,
2005, 2006, 2007, 2008 and 2009 and the Three Months Ended March 31,
2010
 
 UnpaidNumber
      of
              
              
              Par
              
              
              Paid
      in
              
              
              Capital
              
              
              AccumulatedShares
              
              
              Value
              
              
              Capital
              
              
              Contribution
              
              
              (Deficit)
              
              
              TotalBALANCE
      MARCH 12, 2004
              
              
              10,000
              
              
              
              1
              
              
              
              32,499
              
              
              
              -
              
              
              
              (3,991
              )
              
              
              28,509(Date
      of Inception)Contributed
      Capital
              
              
              
              
              
              
              
              
              
              
              99,500
              
              
              
              
              
              
              
              
              
              
              
              99,500Unpaid
      capital contributions
              
              
              
              
              
              
              
              
              
              
              
              
              
              
              (21,695
              )
              
              
              
              
              
              
              (21,695
              )Net
      (Loss)
              
              
              
              
              
              
              
              
              
              
              
              
              
              
              
              
              
              
              (86,084
              )
              
              
              (86,084
              )BALANCE
      DECEMBER 31, 2004
              
              
              10,000
              
              
              $
              1
              
              
              $
              131,999
              
              
              $
              (21,695
              )
              
              $
              (90,075
              )
              
              $
              20,230Shares
      issued after re-domicile
              
              
              15,990,000
              
              
              
              15,999
              
              
              
              
              
              
              
              
              
              
              
              
              
              
              
              15,999Shares
      for Professional services
              
              
              1,000,000
              
              
              
              1,000
              
              
              
              99,000
              
              
              
              
              
              
              
              
              
              
              
              100,000Issued
      February 2005 at $.10 per sharePrivate
      Placement Memorandum I
              
              
              850,000
              
              
              
              850
              
              
              
              455,151
              
              
              
              
              
              
              
              
              
              
              
              456,001Issued
      from March 2005 to 12/31/05at
      $.50 per shareUnpaid
      capital contributions
              
              
              
              
              
              
              
              
              
              
              
              
              
              
              (130,532
              )
              
              
              
              
              
              
              (130,532
              )Net
      (Loss)
              
              
              
              
              
              
              
              
              
              
              
              
              
              
              
              
              
              
              (518,270
              )
              
              
              (518,270
              )BALANCE
      DECEMBER 31, 2005
              
              
              17,850,000
              
              
              $
              17,850
              
              
              $
              686,150
              
              
              $
              (152,227
              )
              
              $
              (608,345
              )
              
              $
              (56,572
              )Private
      Placement Memorandum I
              
              
              150,000
              
              
              
              150
              
              
              
              61,994
              
              
              
              
              
              
              
              
              
              
              
              62,144Issued
      from 12/31/05 to March 2006at
      $.50 per shareShares
      repurchased with cash
              
              
              (144,000
              )
              
              
              (144
              )
              
              
              (9,500
              )
              
              
              
              
              
              
              
              
              
              
              (9,644
              )Capital
      contributions repaid
              
              
              
              
              
              
              
              
              
              
              
              
              
              
              26,496
              
              
              
              
              
              
              
              26,496Net
      (Loss)
              
              
              
              
              
              
              
              
              
              
              
              
              
              
              
              
              
              
              (77,222
              )
              
              
              (77,222
              )BALANCE
      DECEMBER 31, 2006
              
              
              17,856,000
              
              
              $
              17,856
              
              
              $
              738,644
              
              
              $
              (125,731
              )
              
              $
              (685,567
              )
              
              $
              (54,798
              )Private
      Placement Memorandum II
              
              
              642,200
              
              
              
              642
              
              
              
              320,458
              
              
              
              
              
              
              
              
              
              
              
              321,100Issued
      from May 2007 to October 2007at
      $.50 per shareShares
      for Professional services
              
              
              313,500
              
              
              
              314
              
              
              
              156,436
              
              
              
              
              
              
              
              
              
              
              
              156,750Capital
      contributions repaid
              
              
              
              
              
              
              
              
              
              
              
              
              
              
              18,335
              
              
              
              
              
              
              
              18,335Net
      (Loss)
              
              
              
              
              
              
              
              
              
              
              
              
              
              
              
              
              
              
              (464,718
              )
              
              
              (464,718
              )BALANCE
      DECEMBER 31, 2007
              
              
              18,811,700
              
              
              $
              18,812
              
              
              $
              1,215,538
              
              
              $
              (107,396
              )
              
              $
              (1,150,285
              )
              
              $
              (23,331
              )Shares
      issued for retirement of debt
              
              
              630,811
              
              
              
              631
              
              
              
              
              
              
              
              
              
              
              
              
              
              
              
              631Paid
      in capital
              
              
              
              
              
              
              
              
              
              
              314,775
              
              
              
              
              
              
              
              
              
              
              
              314,775Unpaid
      capital contributions
              
              
              
              
              
              
              
              
              
              
              
              
              
              
              (79,776
              )
              
              
              
              
              
              
              (79,776
              )Net
      (Loss)
              
              
              
              
              
              
              
              
              
              
              
              
              
              
              
              
              
              
              (221,484
              )
              
              
              (221,484
              )BALANCE
      DECEMBER 31, 2008
              
              
              19,442,511
              
              
              $
              19,443
              
              
              $
              1,530,313
              
              
              $
              (187,172
              )
              
              $
              (1,371,769
              )
              
              $
              (9,185
              )Shares
      issued for warrants
              
              
              20,000
              
              
              
              20
              
              
              
              15,480
              
              
              
              
              
              
              
              
              
              
              
              15,50010,000
      Class A @ .65/share10,000
      Class B @ .90/sharePrivate
      Placement Memorandum III
              
              
              111,600
              
              
              
              112
              
              
              
              139,388
              
              
              
              
              
              
              
              
              
              
              
              139,500Issued
      from April 21 to September 2009at
      $1.25 / shareShares
      for professional service
              
              
              32,500
              
              
              
              32
              
              
              
              40,593
              
              
              
              
              
              
              
              
              
              
              
              40,625Unpaid
      capital contributions
              
              
              
              
              
              
              
              
              
              
              
              
              
              
              29,587
              
              
              
              
              
              
              
              29,587Net
      (Loss)
              
              
              
              
              
              
              
              
              
              
              
              
              
              
              
              
              
              
              (529,798
              )
              
              
              (529,798
              )BALANCE
      DECEMBER 31, 2009
              
              
              19,606,611
              
              
              $
              19,607
              
              
              $
              1,725,774
              
              
              $
              (157,585
              )
              
              $
              (1,901,567
              )
              
              $
              (313,771
              )Paid
      in capital from warrants exercised
              
              
              
              
              
              
              
              
              
              
              15,500
              
              
              
              
              
              
              
              
              
              
              
              15,500Unpaid
      capital contributions
              
              
              
              
              
              
              
              
              
              
              
              
              
              
              53,704
              
              
              
              
              
              
              
              53,704Net
      (Loss)
              
              
              
              
              
              
              
              
              
              
              
              
              
              
              
              
              
              
              (18,255
              )
              
              
              (18,255
              )BALANCE
      MARCH 31, 2010
              
              
              19,606,611
              
              
              $
              19,607
              
              
              $
              1,741,274
              
              
              $
              (103,881
              )
              
              $
              (1,919,822
              )
              
              $
              (262,822
              )
 
 See Notes
to Financial Statements
 
 5
 
 Revolutionary
Concepts, Inc.
 (A
Developmental Stage Company)
 
 Statement
of Cash Flows
   March
      12, 2004Three
      months ended
              
              
              Three
      months ended
              
              
              (Inception)
      toMarch
      31,
              
              
              March
      31,
              
              
              March
      31,2010
              
              
              2009
              
              
              2010CASH
      FLOWS FROM OPERATING ACTIVITIESNet
      (Loss)
              
              
              $
              (18,255
              )
              
              $
              (35,446
              )
              
              $
              (1,919,822
              )Adjustments
      to reconcile net loss to net cash from operating
    activities:Depreciation
      and amortization
              
              
              
              3,735
              
              
              
              4,806
              
              
              
              78,632(Increase)
      in security deposits
              
              
              
              -
              
              
              
              -
              
              
              
              (1,500
              )(Increase)
      in organizational costs
              
              
              
              -
              
              
              
              -
              
              
              
              (3,070
              )Common
      stock shares and paid in capital for services
              
              
              -
              
              
              
              -
              
              
              
              256,750Increase
      in (decrease) accounts payable and accrued expenses
              
              
              (54,684
              )
              
              
              1,628
              
              
              
              268,397NET
      CASH USED BY OPERATING ACTIVITIES
              
              
              (69,204
              )
              
              
              (29,012
              )
              
              
              (1,320,613
              )CASH
      FLOWS FROM INVESTING ACTIVITIESPurchase
      of equipment
              
              
              
              -
              
              
              
              -
              
              
              
              (11,331
              )Investment
      in patent costs
              
              
              
              -
              
              
              
              (6,300
              )
              
              
              (88,306
              )NET
      CASH USED BY INVESTING ACTIVITIES
              
              
              -
              
              
              
              (6,300
              )
              
              
              (99,637
              )CASH
      FLOWS FROM FINANCING ACTIVITIESIssuance
      of common stock shares from private placements
              
              
              -
              
              
              
              -
              
              
              
              1,642Issuance
      of common stock shares for warrants
              
              
              -
              
              
              
              -
              
              
              
              164Issuance
      of common stock shares for retirement of notes payable
              
              
              -
              
              
              
              -
              
              
              
              631Issuance
      of notes payable
              
              
              
              -
              
              
              
              -
              
              
              
              327,500Retirement
      of notes payable
              
              
              
              -
              
              
              
              -
              
              
              
              (307,500
              )Paid
      in capital from private placements
              
              
              -
              
              
              
              -
              
              
              
              837,603Capital
      contributions
              
              
              
              15,500
              
              
              
              -
              
              
              
              673,735Common
      stock shares repurchased with cash
              
              
              -
              
              
              
              -
              
              
              
              (9,644
              )Capital
      contributions repaid (unpaid)
              
              
              
              53,704
              
              
              
              35,312
              
              
              
              (103,881
              )NET
      CASH PROVIDED BY FINANCING ACTIVITIES
              
              
              69,204
              
              
              
              35,312
              
              
              
              1,420,250NET
      INCREASE(DECREASE) IN CASH
              
              
              
              -
              
              
              
              -
              
              
              
              -CASH
      BALANCE BEGINNING OF PERIOD
              
              
              
              -
              
              
              
              -
              
              
              
              -CASH
      BALANCE END OF PERIOD
              
              
              $
              -
              
              
              $
              -
              
              
              $
              -SUPPLEMENTAL
      DISCLOSURESInterest
      paid
              
              
              $
              513
              
              
              $
              6
              
              
              $
              12,545
 
 See Notes
to Financial Statements
 
 6
  REVOLUTIONARY
CONCEPTS, INC.
  (A
Development Stage Company)
  (Unaudited)
  NOTES
TO FINANCIAL STATEMENTS AS OF MARCH 31, 2010
  NOTE 1 - SUMMARY OF
SIGNIFICANT ACCOUNTING POLICIES
  Nature of operations
- Revolutionary Concepts, Inc. (the “Company”) was originally organized in North
Carolina on March 12, 2004.  On February 28, 2005 the company was
reorganized and re-domiciled as a Nevada corporation.  The Company is
in the product development stage.  Recently, the company completed the
initial development of a working prototype of the Eyetalk Communicator
(“EYETALK”).  This technology has many applications.  The
EYETALK specifically provides wireless technology that offers consumers an
opportunity to interact with visitors to their front door.  This is
initiated through a doorbell or a motion sensor, which sets off a series of
events that result in a phone call to the consumer who then can interact with
the visitor through both video and audio.  This same wireless
technology could also be made portable so that you could see a child’s sporting
event or school play even when you not present.  The Company is also
exploring other applications for the technology.  The company may need
to raise additional capital to further develop the EYETALK and to begin the
commercialization of the EYETALK technology.  They have obtained a
patent on certain key components of the technology.
 
 Basis of presentation
- These financial statements have been prepared in conformity with generally
accepted accounting principles in the United States of America and have been
consistently applied in the preparation of the financial statements on a going
concern basis, which assumes the realization of assets and the discharge of
liabilities in the normal course of operations for the foreseeable
future.  The Company maintains its financial records on an accrual
method of accounting.  The Company’s ability to continue as a going
concern is dependent upon continued ability to obtain financing to repay its
current obligations and fund working capital until it is able to achieve
profitable operations.  The Company will seek to obtain capital from
equity financing through the exercise of warrants and through future common
share private placements.  The Company may also seek debt financing,
if available.  Management hopes to realize sufficient sales in future
years to achieve profitable operations.  There can be no assurance
that the Company will be able to raise sufficient debt or equity capital on
satisfactory terms.  If management is unsuccessful in obtaining
financing or achieving profitable operations, the Company may be required to
cease operations.  The outcome of these matters cannot be predicted at
this time.  These financial statements do not give effect to any
adjustments which could be necessary should the Company be unable to continue as
a going concern and, therefore, be required to realize its assets and discharge
its liabilities in other than the normal course of business and at amounts
differing from those reflected in the financial statements.
 
 Revenue recognition –
The Company will recognize sales revenue at the time of delivery when ownership
has transferred to the customer, when evidence of a payment arrangement exists
and the sales proceeds are determinable and collectable.  Provisions
will be recorded for product returns based on historical
experience.  To date, the Company’s revenue is primarily comprised of
interest income.
 
 Options and warrants
issued – The Company allocates the proceeds received from equity
financing and the attached options and warrants issued, based on their relative
fair values, at the time of issuance.  The amount allocated to the
options and warrants is recorded as additional paid in capital.
 
 Stock-based
compensation – The Company will account for its employee stock based
compensation arrangements in accordance with the provisions of Accounting
Principles Board (“APB”) Opinion No. 25.  “Accounting for Stock Issued
to Employees”, and related interpretations.  As such, compensation
expense for stock options, common stock and other equity instruments issued to
non-employees for services received will be based upon the fair value of the
equity instruments issued, as the services are provided and the securities
earned.  SFAS No. 123, “Accounting for Stock-Based Compensation”,
requires entities that continue to apply the provisions of APB Opinion No. 25
for transactions with employees to provide pro forma net earnings (loss) and pro
forma earnings (loss) per share disclosures for employee stock option grants as
if the fair-value-based method defined in SFAS No. 123 had been applied to these
transactions.  For the period from inception (March 12, 2004) to
December 31, 2007, no stock options were committed to be issued to
employees.
 
 Income taxes – Income
taxes are accounted for under the asset and liability method. Deferred tax
assets and liabilities are recognized for the future tax consequences
attributable to differences between the financial statement carrying amounts of
existing assets and liabilities and their respective tax bases and operating
loss carry forwards that are available to be carried forward to future years for
tax purposes.  Deferred tax assets and liabilities are measured using
enacted tax rates expected to apply to taxable income in the years in which
those temporary differences are expected to be recovered or
settled.  The effect on deferred tax assets and liabilities of a
change in tax rates is recognized in income in the period that includes the
enactment date.  When it is not considered to be more likely than not that
a deferred tax asset will be realized, a valuation allowance is provided for the
excess.  Although the Company has significant loss carry forwards
available to reduce future income for tax purposes, no amount has been reflected
on the balance sheet for deferred income taxes as any deferred tax asset has
been fully offset by a valuation allowance.
 
 Loss per share –
Basic loss per share has been calculated using the weighted average number of
common shares issued and outstanding during the year.
 
 Use of Estimates
-The
preparation of the financial statements in conformity with generally accepted
accounting principles requires management to make certain estimates and
assumptions, where applicable, that affect the reported amounts of assets and
liabilities and disclosures of contingent assets and liabilities at the date of
the financial statements, as well as the reported amounts of revenues and
expenses during the reporting period. While actual results could differ from
those estimates, management does not expect such variances, if any, to have a
material effect on the financial statements.
 
 Research and Development
Costs - Research and development costs are expensed as incurred in
accordance with generally accepted accounting principles in the United States of
America.  Researchis planned search or critical investigation aimed at discovery of new
knowledge with the hope that such knowledge will be useful in developing a new
product or service or a new process or technique or in bringing about a
significant improvement to an existing product or process. Developmentis the translation of
research findings or other knowledge into a plan or design for a new product or
process or for a significant improvement to an existing product or process
whether intended for sale or use. It includes the conceptual formulation,
design, and testing of product alternatives, construction of prototypes, and
operation of pilot plants. It does not include routine or periodic alterations
to existing products, production lines, manufacturing processes, and other
on-going operations even though those alterations may represent improvements and
it does not include market research or market testing activities. Elements of
costs shall be identified with research and development activities as
follows:  The costs of materials and equipment or facilities that are
acquired or constructed for research and development activities and that have
alternative future uses shall be capitalized as tangible assets when acquired or
constructed. The cost of such materials consumed in research and development
activities and the depreciation of such equipment or facilities used in those
activities are research and development costs. However, the costs of materials,
equipment, or facilities that are acquired or constructed for a particular
research and development project and that have no alternative future uses and
therefore no separate economic values are research and development costs at the
time the costs are incurred.  Salaries, wages, and other related costs
of personnel engaged in research and development activities shall be included in
research and development costs.The costs of contract
services performed by others in connection with the research and development
activities of an enterprise, including research and development conducted by
others in behalf of the enterprise, shall be included in research and
development costs.
 
 Depreciation – is
computed using the straight-line method over the assets’ expected useful
lives.
 
 Amortization –
Deferred charges are amortized using the straight-line method over six
years.
 
 7
  NOTE 2 – RECENT ACCOUNTING
PRONOUNCEMENTS
  The
Company has reviewed all recently issued, but not yet effective, accounting
pronouncements and do not believe the future adoption of any such pronouncements
may be expected to cause a material impact on its financial condition or the
results of its operations.
 
 FASB
Accounting Standards Codification
 
 (Accounting
Standards Update (“ASU”) 2009-01)
 
 In
June 2009, FASB approved the FASB Accounting Standards Codification (“the
Codification”) as the single source of authoritative nongovernmental GAAP. All
existing accounting standard documents, such as FASB, American Institute of
Certified Public Accountants, Emerging Issues Task Force and other related
literature, excluding guidance from the Securities and Exchange Commission
(“SEC”), have been superseded by the Codification. All other non-grandfathered,
non-SEC accounting literature not included in the Codification has become
non-authoritative. The Codification did not change GAAP, but instead introduced
a new structure that combines all authoritative standards into a comprehensive,
topically organized online database. The Codification is effective for interim
or annual periods ending after September 15, 2009, and impacts the Company’s
financial statements as all future references to authoritative accounting
literature will be referenced in accordance with the Codification. There have
been no changes to the content of the Company’s financial statements or
disclosures as a result of implementing the Codification during the fiscal year
ended December 31, 2009.
 
 As a
result of the Company’s implementation of the Codification during the fiscal
year ended December 31, 2009, previous references to new accounting standards
and literature are no longer applicable. In the current annual financial
statements, the Company will provide reference to both new and old guidance to
assist in understanding the impacts of recently adopted accounting literature,
particularly for guidance adopted since the beginning of the current fiscal year
but prior to the Codification.
 
 Subsequent
Events
 
 (Included
in Accounting Standards Codification (“ASC”) 855 “Subsequent Events”, previously
SFAS No. 165 “Subsequent Events”)
 
 SFAS No.
165 established general standards of accounting for and disclosure of events
that occur after the balance sheet date, but before the financial statements are
issued or available to be issued (“subsequent events”). An entity is required to
disclose the date through which subsequent events have been evaluated and the
basis for that date. For public entities, this is the date the financial
statements are issued. SFAS No. 165 does not apply to subsequent events or
transactions that are within the scope of other GAAP and did not result in
significant changes in the subsequent events reported by the Company. SFAS No.
165 became effective for interim or annual periods ending after June 15, 2009
and did not impact the Company’s financial statements. The Company evaluated for
subsequent events through the issuance date of the Company’s financial
statements. No recognized or non-recognized subsequent events were
noted.
 
 Determination
of the Useful Life of Intangible Assets
 
 (Included
in ASC 350 “Intangibles — Goodwill and Other”, previously FSP SFAS No. 142-3
“Determination of the Useful Lives of Intangible Assets”)
 
 FSP
SFAS No. 142-3 amended the factors that should be considered in developing
renewal or extension assumptions used to determine the useful life of a
recognized intangible asset under previously issued goodwill and intangible
assets topics. This change was intended to improve the consistency between the
useful life of a recognized intangible asset and the period of expected cash
flows used to measure the fair value of the asset under topics related to
business combinations and other GAAP. The requirement for determining useful
lives must be applied prospectively to intangible assets acquired after the
effective date and the disclosure requirements must be applied prospectively to
all intangible assets recognized as of, and subsequent to, the effective date.
FSP SFAS No. 142-3 became effective for financial statements issued for fiscal
years beginning after December 15, 2008, and interim periods within those fiscal
years. The adoption of FSP SFAS No. 142-3 did not impact the Company’s financial
statements.
 
 Non-controlling
Interests
 
 (Included
in ASC 810 “Consolidation”, previously SFAS No. 160 “Non-controlling Interests
in Financial Statements an amendment of ARB No. 51”)
 
 SFAS No.
160 changed the accounting and reporting for minority interests such that they
will be re-characterized as non-controlling interests and classified as a
component of equity. SFAS No. 160 became effective for fiscal years beginning
after December 15, 2008, with early application prohibited. The Company
implemented SFAS No. 160 at the start of fiscal 2009 and no longer records an
intangible asset when the purchase price of a non-controlling interest exceeds
the book value at the time of buyout. The adoption of SFAS No. 160 did not have
any other material impact on the Company’s financial statements.
 
 Consolidation
of Variable Interest Entities — Amended
 
 (To be
included in ASC 810 “Consolidation”, SFAS No. 167 “Amendments to FASB
Interpretation No. 46(R)”)
 
 SFAS
No. 167 amends FASB Interpretation No. 46(R) “Consolidation of Variable Interest
Entities regarding certain guidance for determining whether an entity is a
variable interest entity and modifies the methods allowed for determining the
primary beneficiary of a variable interest entity. The amendments include: (1)
the elimination of the exemption for qualifying special purpose entities, (2) a
new approach for determining who should consolidate a variable-interest entity,
and (3) changes to when it is necessary to reassess who should consolidate a
variable-interest entity. SFAS No. 167 is effective for the first annual
reporting period beginning after November 15, 2009, with earlier adoption
prohibited. The Company will adopt SFAS No. 167 in fiscal 2010 and does not
anticipate any material impact on the Company’s financial
statements.
  NOTE 3 – RELATED PARTY
TRANSACTIONS
  
 The Board
of Directors have authorized the officers of the company to receive advances
from the company for the foreseeable future, in lieu of taking compensation,
under terms of promissory notes bearing 5% interest, beginning January 1, 2006.
As of December 31, 2009 and March 31, 2010 the advances totaled $157,585 and
$103,881, respectively.  These advances are described as unpaid
capital contributions for financial reporting purposes.
 
 8
  REVOLUTIONARY
CONCEPTS, INC.
  (A
Development Stage Company)
  NOTES
TO FINANCIAL STATEMENTS as of MARCH 31, 2010
  NOTE 4 – ACCOUNTS PAYABLE
AND ACCRUED EXPENSES
  Accounts
payable and accrued expenses consist of the following:
  30/31/10
                
                
                12/31/09Professional
      fees
                
                $
                118,553
                
                
                $
                162,027Overdrawn
      bank accounts
                
                
                125
                
                
                
                247Accrued
      payroll taxes
                
                
                9,246
                
                
                
                18,348Accrued
      interest payable
                
                
                1,332
                
                
                
                819Other
      accrued expenses
                
                
                395
                
                
                
                92Consulting
      fees
                
                
                138,746
                
                
                
                141,548$
                268,397
                
                
                $
                323,081
  NOTE 5 – COMITMENTS AND
CONTENGINCIES
 
 Liabilities
for loss contingencies, arising from claims, assessments, litigation, fines and
penalties and other sources are recorded when it is probable that a liability
has been incurred and the amount of the assessment and/or remediation can be
reasonably estimated.  Recoveries from third parties, which are
probable of realization are separately recorded, and are not offset against the
related liability, in accordance with FASB No. 39, “Offsetting of Amounts
Related to Certain Contracts.”  The Company is the plaintiff in a
lawsuit seeking damages against the law firm retained to file for “EYETALK”
product patent.
 
 The
Company alleges professional malpractice by a patent agent, professional
malpractice by attorneys, failure to supervise a non-attorney employee,
respondent superior, misappropriation of funds and breach of
contract.  The outcome of this lawsuit cannot be determined at this
time and attorneys fees associated with the lawsuit are contingent upon a
successful outcome in this case.
 
 NOTE 6 – CAPITAL
FINANCING
 
 The
Company, though a Private Placement Memorandum (“PPM”) dated April 24, 2007, has
raised additional capital of $321,100.  The PPM offered 642,200 shares
of common stock at a price of $.50 per share.  Expenses of this
offering, $18,000, were paid from the proceeds and included legal and accounting
expenses, filling fees, printing costs and other offering costs.  No
commission, discount, finder’s fee or other similar remuneration or compensation
was paid, directly or indirectly to any person for soliciting any prospective
purchaser.  This was a non-contingent offering and there was no
minimum number of shares required to be sold, except the minimum of $1,000
(2,000 shares) per purchaser was required to accredited
investors.  During 2009, the company raised $139,500 in a private
placement priced at $1.25 per share for a total of 111,600 shares and had 10,000
Class A warrants exercised at $0.65 per share and 10,000 Class B warrants
exercised at $0.90 per share, for 20,000 common shares.  During the
quarter ending March 31, 2010 the Company had 10,000 Class A warrants exercised
at $0.65 per share and 10,000 Class B warrants exercised at $0.90 per share, for
20,000 common shares,increasing paid in capital $15,500.  These shares
were issued subsequently in April 2009.
 
 NOTE 7 – ITELLECTUAL
PROPERTY
 
 The
patent no. US 7,193644 B2, for the prototype was successfully obtained on March
20, 2007.  In accordance with FASB 86, the Company has established a
technological feasibility date on July 21, 2004, the date that Phase I was
delivered and presented.  The software development costs have been
analyzed and it has been determined that all software development costs were
incurred subsequent to the feasibility date.  The useful life of
capitalized software costs has been assumed to be 5 years.  Total
software development costs were $32,200 and the appropriate minimum amortization
has been taken, also in accordance with FASB 86.
 
 NOTE 8 – INTANGIBLE
ASSETS
 
 Intangible
assets are comprised of software development costs and legal fees incurred in
order to obtain the patent.  The software development costs are
capitalized in accordance with FASC 985-20-25-4 Costs of producing product
masters incurred subsequent to establishing technological feasibility shall be
capitalized. Those costs include coding and testing performed subsequent to
establishing technological feasibility. Software production costs for computer
software that is to be used as an integral part of a product or process shall
not be capitalized until both (a) technological feasibility has been established
for the software and (b) all research and development activities for the other
components of the product or process have been completed.  The fees
incurred in order to obtain the patent are capitalized in accordance with FASC
350-30-15-3.  This Statement applies to costs of internally developing
identifiable intangible assets that an entity recognizes as assets APB Opinion
17, paragraphs 5 and 6.  The carrying value of software development
costs and patent costs are $32,200 and $56,001 respectively as of 12/31/09 and
these intangible assets are amortized over an estimated useful life of 5
years.
 
 NOTE 9 – COMMON STOCK SHARES
FOR SERVICES
 
 In
January 2005, the Company issued one million shares of common stock for
professional, legal and consulting fees.  This transaction was
recorded in accordance with FASB 123R at $.10 per share.  These
initial shares for services were issued before the Company raised any capital by
private offering and was therefore valued at the value of services
provided.  In the year ending December 31, 2007, the Company issued
313,500 shares of common stock for professional services.  These
transactions were also recorded in accordance with FASB 123R at $.50 per share
based on the value indicated from the shares sold in recent private placement
memorandum. In the year ended
December 31, 2009, the company issued 32,500 shares for professional
services.  This transaction was recorded in accordance with FASB 123R
at $1.25 per share.
 
 NOTE 10 – CONVERSION OF DEBT
TO EQUITY
 
 On April
24, 2008 the Company issued two notes payable in the amount of $7,500 to
unrelated parties.  On May 5, 2008 the Company issued another note
payable $300,.000 to another non-related party at 4% interest which begin to
come due in October, 2008. These promissory notes were secured by a pledge of up
to 612,000 shares of restricted common stock from our authorized but unissued
shares. The Company has issued 630,811 shares of restricted common stocks to the
note holders in exchange for the retirement of debt and interest
payable.
 
 NOTE 11 – GOING
CONCERN
 
 The
losses sustained by the company raise substantial doubt about the Company’s
ability to continue as a going concern.  These financial statements do
not include any adjustments relating to the recoverability and classification of
recorded assets, or the amounts and classification of liabilities that might be
necessary in the event the Company cannot continue in existence.
 
 9
 
 ITEM 2.Management’s Discussion and Analysis
of Financial Condition and Results of Operations
 
 Forward-Looking
Statements
 
 This
quarterly report on Form 10-Q contains forward-looking statements that involve
risk and uncertainties. We use words such as "anticipate", "believe", "plan",
"expect", "future", "intend", and similar expressions to identify such
forward-looking statements. Investors should be aware that all forward-looking
statements contained within this quarterly report are good faith estimates of
management as of the date of this quarterly report. Our actual results could
differ materially from those anticipated in these forward-looking statements for
many reasons.
 
 Overview
 
 The
company was founded in 2004 as Revolutionary Concepts, Inc., a North Carolina
corporation and its subsidiary, D.V. M. S., LLC for the purpose of developing a
network camera video device. The company reincorporated in Nevada in February
2005 as Revolutionary Concepts, Inc. (the “Company”) to re-domicile the North
Carolina corporation to a Nevada corporation by the same name
 
 Our
principal executive offices are located at 2622 Ashby Woods, Matthews, NC
28105.  The Company’s telephone number is 704-622-6327. The President
of the Company is Ronald Carter. The company maintains a corporate website at
www.Revolutionaryconceptsinc.com   The contents of our website
are not part of this prospectus and should not be relied upon with respect to
the prospectus.
 
 To date,
our efforts have been largely devoted to developing our network camera video
system and defining markets that can use our patented technology. The company is
in the development stage and has not generated revenue from operations. The
company hopes to release its remote network camera video system into the general
marketplace in late 2010. The wireless infrastructure to fully support the
Eyetalk technology is still developing as the speed required for full video and
2way audio is very close
 
 Plan
of Operation
 
 The
company is a development stage company with no history of revenue. The company
was incorporated as a Nevada corporation on February 28, 2005 to reincorporate
and re-domesticate two existing North Carolina entities; Revolutionary Concepts,
Inc and DVMS, LLC. The company intends to develop and market camera technologies
that enable remote monitoring.
 
 The
company’s  efforts to date have been devoted to establishing a video
remote monitoring system that permits interactive two-way communications called
the EyeTalk Communicator (“EYETALK”). The company has engaged Photonic
Discovery/UNC-Charlotte Optoelectronics and Optical Communication to assist in
product specification development and project management. Since the
implementation of the EyeTalk technology is dependent on various other emerging
technologies (smart phone, 3G/4G broadband) the research and development has
coincided with the pace of these technologies. The system by design will provide
for continuous software development and updates.
 
 The
company has funded our development through three private offerings in 2005, 2007
and 2009. The company also borrowed $307,500 from four non-related parties at 4%
interest to fund ongoing operations, and patent new applications. These
promissory notes began to become due in October 2008 and were repaid in November
2008 by issuing 630,811 shares of restricted commons stock from authorized
shares. The company has engaged third parties to assist in the commercialization
of the EyeTalk technology and have made partial payments, but The company will
require the proceeds from the exercise of the warrants or other funding to
complete the agreements.
 
 RCI is
currently involved in two lawsuits, one in state court regarding legal
malpractice, and one in federal court, to refute the false claims of a purported
inventor, Emmanuel Ozoeneh.
  RCI has
sued its former law firm for legal malpractice regarding the handling of RCI’s
foreign patent rights.  The Defendants moved to have the suit
dismissed, claiming that the state court did not have jurisdiction to hear the
case.  The Court ruled in favor of RCI, and the Defendants are now
appealing the ruling.
 
 RCI also
sued Emmanuel Ozoeneh in federal court.  Ozoeneh was a former business
partner in a prior business venture with CEO Ron Carter.  Ozoeneh
began making false claims that he was the inventor of the EyeTalk
system.  RCI filed suit in federal court to have Carter declared the
sole inventor.  Ozoeneh has countersued to be declared an inventor,
along with other business claims.  The case will come up for summary
judgment in May 2010.  By law, the current USPTO declaration that Ron
Carter is the sole inventor must be overturned only by clear and convincing
evidence.  To date, Ozoeneh has not submitted any affidavits which
support his claim of inventorship.
  Introduction
to the EyeTalk Communicator
 
 The
company has designed and patented a communications and monitoring system which
it expects to give users the ability to remotely and interactively monitor and
communicate with, and have control of an IP camera offering multiple
applications for use.
 
 The
EyeTalk is primarily a software platform with a hardware component of an
external unit deployed at a chosen location. The system communicates to the user
and also retrieves and stores information captured by the system
camera.  Access to the information may be achieved via a Personal Data
Assistant (PDA), Handheld Computer (HC), Cellular phone, or other compatible
device. The EyeTalk software platform will be able to communicate with any
devices commonly available in the market place running windows mobile
technology.
 
 As a
residential application, the EyeTalk system allows seamless communication to a
residence allowing the owner to interact remotely with visitors to the home or
building via any common personal communication device with the benefit of audio,
video and data archive ability. The system utilizes smart technology to
synergistically improve communication, security, convenience, messaging, and
manage deliveries and guest. As a by-product, the system offers a solution to
municipalities across the nation burdened with the incidence of false alarms.
The EyeTalk system provides a means of owner verification prior to triggering an
alarm if desired.
  The
Company expects The EYETALK to provide three Primary benefits in the property
management space and as a mediacal monitoring and fall prevention
technology
  10
 
 Preemption, Prevention and
Protection –
 The
EYETALK technology may augment the capabilities of current residential and
commercial security monitoring systems through audio, video and data
communication which are interactive and which can be used on a remote
basis.  As a medical application, the EyeTalk technology provides
remote monitoring of patients and family members. The system incorporates fall
prevention technology and offers  a remote fall detection
technology.monitoring –
The EYETALK technology allows monitoring via handheld smart devices. The
technoloigy is very versatile and offers a wide range of uses and solutions
ranging from security to deliveries, confirming the safe arrival of school age
kids and daily safe entry management.
 
 Convenience and Efficiency –
The EYETALK technology may add convenience to home and business owners,
providing remote access, screening of visitors and acceptance and monitoring of
packages. As a medical monitoring solution, the systems remote video and 2 way
audio connection establishes a virual connection for instant and immediate
interractiion.
 
 The
EYETALK has four distinct physical parts:
  o
              an
      internal unit(s)  (the ‘Indoor Mobile
  Monitor’)
 o
              an
      external unit(s)  (the ‘Welcome
  System’)
 o
              a
      Central Application Server which may be a home personal computer
      (“PC”)
 o
              a
      remote access device, typically a standard cellular
      telephone  (‘Phone GUI
Emulator’)
 
 The
system is expandable to include multiple peripheral devices.  The main
components of the system (the Indoor Mobile Monitor, the Welcome System and the
Central Application Server) communicate with each other by way of RF
communications using 802.11n or higher wireless LAN.
 
 The
company believes that the Eyetalk technology significantly differs from existing
systems. The Eyetalk allows two way communication via a wireless network camera
that communicates with a variety of other remote communication devices such as
cell phones, PDAs, smart phones, computers, security and video monitoring
devices. Due to its software interface the Eyetalk can be used to greet
visitors, provide instructions to delivery personnel, interact between remote
staff and patients in medical settings, as well as in security
applications.
 
 Further,
the Eyetalk allows security owners monitoring personnel to more accurately
recognize and address the threat presented as well as verifying a true threat.
The company believes this will relieve the large number of false alarm security
calls and unneeded emergency personnel visits. Unlike many competitors the
Eyetalk system is not dependent on the internet although it can use the internet
as a platform.
 
 The
EyeTalk systems are triggered and activated by an array of inputs such as
motion, biometric sensors, metal detection underground fiber optic sensors, etc.
When the system is activated by a trigger, it is programmed to provide standard
greetings, directives, commands, etc.. The Eyetalk can then notify designated
personnel and the system of the triggering event, sending images of the current
situation and permitting audible response.
 
 The
company expects to compete by emphasizing the unique aspects of the Eyetalk in
our marketing directly to distributors and end users.. The company also intends
to compete by direct contact with larger end users such as hospitals, banks, and
government agencies concerned with homeland security.
 
 As with
many development stage companies the company is currently considered to be in
unsound financial condition. Our Auditor has expressed substantial doubt about
our ability to continue as a going concern. Persons should not invest unless
they can afford to lose their entire investments. The company sustained net
losses of $(35,446) and $(18,255), for the quarters ended March 31, 2009 and
2010 respectively. The company has accumulated a deficit of $1,919,822, since
inception in March, 2004.  Further, it may incur significant losses
through 2010 and beyond, as it further develops and attempts to commercialize
the remote network camera video system.
  RESULTS
OF OPERATIONS
 
 RESULTS OF OPERATIONS FOR THE THREE AND NINE
MONTHS ENDED MARCH 31, 2010 COMPARED TO THE THREE MONTHS ENDED MARCH 31,
2009
 
 Operating ExpensesAlthough we
have not begun generate revenue, our total operating expenses for the
three-month period ended March 31, 2009 decreased to $20,117 from $37,396 over
the prior year period. This decrease is primarily attributable to reduction in
payroll taxes, research and development costs and travel expenses.
 
 Net Loss.Our net loss for the
three-month period ended March 31, 2010 increased to $(18,255) from $(35,446)
over the prior year period.  Once again attributable primarily to
decreased payroll taxes, product research and development costs and travel
expenses.
 
 Assets.Assets decreased by
$3,735 to $25,575 as of March 31, 2010, from $29,310 as of December 31, 2009.
This decrease was primarily due to depreciation and amortization.
 
 Liabilities.Total liabilities
decreased by $54,684 to $288,397 as of March 31 2010, from $343,081 as of
December 31, 2009. The decrease was the result of personal shares of Ron Carter,
CEO, given to a vendor in payment of an account in the amount of $60,000 offset
by a increase in accounts payable and accrued expenses in the amount of
$5,316.
 
 Stockholders' Equity.Stockholders' equity increased by $50,949 to $(262,822) as of March 31,
2010 from $(313,771) as of December 31, 2009. The increase was due primarily to
credit given to unpaid capital contributions for the payment on accounts payable
from personal shares from Ron Carter, CEO, and increased paid in capital from
warrants exercised offset by continuing losses from operations.
 
 Liquidity
and Capital Resources
 
 General.The company’s primary
sources of cash have been sales of common stock through private placements,
notes converted to stock and loans from affiliates. It is a developmental stage
company and will rely upon more established third party vendors for many aspects
of the manufacture, sale and distribution of its product, if it becomes
commercially available in this regard.  The company previously
contracted with Absolutely New, Inc. a California company to identify potential
licenses from their database. Under the agreement, Absolutely New identified
approximately twenty companies that it believes have a particular use for the
EYETALK. The company did not renew the agreement with Absolutely New. The
company will nonetheless pay Absolutely New twenty percent of any proceeds
received as a result of the sale, license, assignment or transfer of the EYETALK
to one of the identified companies for 24 months the termination of the
agreement. The termination of the agreement was on September 28th,
2008.  The company has engaged Photonic Discovery/UNC-Charlotte
Optoelectronics and Optical Communication to design the hardware for the EyeTalk
system. We expect the software and other sensing technology will be developed by
Fusion Next, a North Carolina company. Since the implementation of the EyeTalk
technology is dependent on various other emerging technologies (smart phone,
3G/4G broadband) the research and development has coincided with the pace of
these technologies. The system by design will provide for continuous software
development and updates.  The company is working with Virsalent to
help it identify companies that may have immediate uses for the EyeTalk
technology. While it has not yet done so, the company expects to enter into an
engagement agreement with Virsalent in the near future. Virsalent, is a
California corporation that has expertise in marketing and
sales   the company’s discussions with Virsalent revolve around
the development and execution of the sales and marketing plan for the Eyetalk
system to the public.
 
 Overall,
the Company’s cash position did not change for the three-month period ended
March 31, 2010 over the prior year period, as result of $69,204 net cash used in
operating activities and $69,204 net cash provided by financing
activities.
 
 Cash Flows from Operating Activities.Net cash used in operating activities of $69,204 for the three-month
period ended March 31, 2010 is attributable to decrease in accounts payable and
operating expenses.
 
 Cash Flows from Investing Activities.There were no investing activities for the three-month period ended March
31, 2010.
 
 Cash Flows from Financing Activities.Net cash provided by financing activities of $69,204 for the three-month
period ended March 31, 2010 is attributable to the decrease in unpaid capital
contributions and the increase paid in capital from warrants
exercised.
  11
 
 Item
3. Quantitative and Qualitative Disclosures About Market Risk
  Not
Applicable.
  Item 4T. Controls and
Procedures
  As of the
end of the period covered by this report, Revolutionary Concepts,
Inc.  management, including the Chief Executive Officer and Chief
Financial Officer, conducted an evaluation of the effectiveness of our
disclosure controls and procedures pursuant to Exchange Act Rule 13a-15(e).
Based upon that evaluation, the Chief Executive Officer and the Chief Financial
Officer concluded that such disclosure controls and procedures are effective in
alerting them on a timely basis to material information relating to
Revolutionary Concepts required to be included in Revolutionary Concepts’
periodic filings under the Exchange Act.
  Management's
Report on Internal Control Over Financial Reporting
   The
Company's management is responsible for establishing and maintaining effective
internal control over financial reporting (as defined in Rule 13a-15(f) of
the Securities Exchange Act). Management assessed the effectiveness of the
Company's internal control over financial reporting as of December 31,
2008. In making this assessment, management used the criteria set forth by the
Committee of Sponsoring Organizations of the Treadway Commission ("COSO") in its
report entitled Internal
Control—Integrated Framework. Based on the assessment, management
believes that, as of December 31, 2008, the Company's internal control over
financial reporting is effective based on those criteria.
  Because
of the inherent limitations of internal control over financial reporting,
including the possibility of collusion or improper management override of
controls, material misstatements due to error or fraud may not be prevented or
detected on a timely basis. Also, projections of any evaluation of the
effectiveness of the internal control over financial reporting to future periods
are subject to the risk that the controls may become inadequate because of
changes in conditions, or that the degree of compliance with the policies or
procedures may deteriorate.
  Changes in internal
control.    There have been no significant changes in
internal controls or in factors that could significantly affect internal
controls, including any corrective actions with regard to significant
deficiencies and material weaknesses, subsequent to the date the Chief Executive
Officer and Chief Financial Officer completed their evaluation.
  This
annual report does not include an attestation report of our independent
registered public accounting firm regarding internal control over financial
reporting. Management's report was not subject to attestation by the Company's
independent registered public accounting firm pursuant to temporary rules of the
Securities and Exchange Commission that permit us to provide only management's
report in this annual report.
 
 PART
II - OTHER INFORMATION
 
 ITEM
1. LEGAL PROCEEDINGS
 
 RCI is
currently involved in two lawsuits, one in state court regarding legal
malpractice, and one in federal court, to refute the false claims of a purported
inventor, Emmanuel Ozoeneh.
 RCI has
sued its former law firm for legal malpractice regarding the handling of RCI’s
foreign patent rights.  The Defendants moved to have the suit
dismissed, claiming that the state court did not have jurisdiction to hear the
case.  The Court ruled in favor of RCI, and the Defendants are now
appealing the ruling.
 
 RCI also
sued Emmanuel Ozoeneh in federal court.  Ozoeneh was a former business
partner in a prior business venture with CEO Ron Carter.  Ozoeneh
began making false claims that he was the inventor of the EyeTalk
system.  RCI filed suit in federal court to have Carter declared the
sole inventor.  Ozoeneh has countersued to be declared an inventor,
along with other business claims.  The case will come up for summary
judgment in May 2010.  By law, the current USPTO declaration that Ron
Carter is the sole inventor must be overturned only by clear and convincing
evidence.  To date, Ozoeneh has not submitted any affidavits which
support his claim of inventorship.
 
 ITEM
1A. RISK FACTORS
 
 Refer to
our “Risk Factors” in our Registration Statement on Form S-1 and our Form 10-K
for the period ended December 31, 2009 (SEC File Number 333-151177) on the
website at www.sec.gov
 
 ITEM
2. UNREGISTERED SALES OF EQUITY AND USE OF PROCEEDS
 
 None.
 
 ITEM
3. DEFAULTS UPON SENIOR SECURITIES
 
 None.
 
 ITEM 4. (REMOVED AND RESERVED)
 
 
 ITEM
5. OTHER INFORMATION
 
 None.
 
 ITEM
6. EXHIBITS
 
 Exhibit
No.             Description
 -----------                -----------
 
 31.1              Sec. 302 Certification of Principal Executive
Officer
 
 31.2              Sec. 302 Certification of Principal Financial
Officer
 
 32.1              Sec. 906 Certification of Principal Executive
Officer
 
 32.2              Sec. 906 Certification of Principal Financial
Officer
 
 ----------
 *    Exhibits
are incorporated by reference and can be found in its entirety in our
Registration Statement on Form S-1 and our Form 10-K for the period ended
December 31, 2009, (SEC File Number 333-151177) on the website at
www.sec.gov
 
 12
  SIGNATURES
 
 Pursuant
to the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of
1934, the Registrant has duly caused this report to be signed on its behalf in
Charlotte, NC, by the undersigned, thereunto duly authorized.
 
 June 1,
2010               Registrant:  Revolutionary
Concepts, Inc.
 
 
 By:
/s/ Garry Stevenson
 Garry
Stevenson, Director, Vice President, and Chief Financial Officer
 (Officer
and Principal Accounting Officer)