UNITED
      STATES


SECURITIES
      AND EXCHANGE COMMISSION


WASHINGTON,
      D.C. 20549





FORM
      10-QSB





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





For
      the
      quarterly period ended June 30, 2007





OR




o
      TRANSITION REPORT
      PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
      EXCHANGE ACT OF 1934





Commission
      File Number


000-52537





SRKP
      3,
      Inc.


(Exact
      name of small business issuer as specified in its charter)


Delaware
              75-3189552(State
                  or other jurisdiction of
              (I.R.S.
                  Employer Identification No.)incorporation
                  or organization)1900
                  Avenue of the Stars, Suite 310Los
                  Angeles, CA
              90067(Address
                  of principal executive offices)
              (Zip
                  Code)





(310)
      203-2902


(Registrant's
      telephone number, including area code)





Indicate
      by check mark whether the registrant (1) has filed all reports required to
      be
      filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the
      preceding 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
x
      No o





There
      were 2,700,000 shares outstanding of registrant's common stock, par value $.001
      per
      share, as of July 30, 2007.





Transitional
      Small Business Disclosure Format (check one): Yes o No x














INDEX





PART
                I.
            
            FINANCIAL
                INFORMATION
            
            2Item
                1.
            
            Financial
                Statements:
            
            2Balance
                Sheet as of June 30, 2007 (unaudited)
            
            3Statements
                of Operations (unaudited) for the three- and six-month periods ending
                June
                30, 2007 and June 30, 2006 and period from Inception (April 29, 2005)
                to
                June 30, 2007
            
            4Statements
                of Cash Flows (unaudited) for the six-month periods ending June 30,
                2007
                and June 30, 2006 and period from Inception (April 29, 2005) to June
                30,
                2007
            
            5Notes
                to Financial Statements
            
            6Item
                2.
            
            Management's
                Discussion and Analysis or Plan of Operation
            
            9Item
                3.
            
            Controls
                and Procedures
            
            12PART
                II.
            
            OTHER
                INFORMATIONItem
                1.
            
            Legal
                Proceedings
            
            12Item
                2.
            
            Unregistered
                Sales of Equity Securities and Use of Proceeds
            
            12Item
                3.
            
            Default
                Upon Senior Securities
            
            12Item
                4.
            
            Submission
                of Matters to a Vote of Security Holders
            
            12Item
                5.
            
            Other
                Information
            
            12Item
                6.
            
            Exhibits
            
            12Signatures
            
            
            
            13





1




PART
      I -
      FINANCIAL INFORMATION





Item
      I.
      Financial Statements





The
      accompanying financial statements have been prepared in accordance with generally
      accepted accounting principles for interim financial information and in
      accordance with the instructions for Form 10-QSB. Accordingly, they do not include
      all of the information and footnotes required by generally accepted accounting
      principles for complete financial statements.





In
      the
      opinion of management, the financial statements contain all material adjustments,
      consisting only of normal recurring adjustments necessary to present
      fairly the financial condition, results of operations, and cash flows of the
      Company for the interim periods presented.





The
      results for the period ended June 30, 2007 are not necessarily indicative of the
      results of operations for the full year. These financial statements and related
      footnotes should be read in conjunction with the financial statements and
      footnotes thereto included in the Company's Form 10-KSB filed on March 29,
      2007 with
      the
      Securities and Exchange Commission for the year ended December 31,
      2006.




2





**SRKP
                3, INC.****(A
                Development Stage Company)****BALANCE
                SHEET**


**June
                  30,****2007****(Unaudited)****ASSETS****CURRENT
                  ASSETS:**Cash
              
              $
              9,676**LIABILITIES
                  AND STOCKHOLDERS' EQUITY (DEFICIT)****CURRENT
                  LIABILITIES:**Due
                  to Stockholders
              
              $
              30,000**COMMITMENTS
                  AND CONTINGENCIES****STOCKHOLDERS'
                  EQUITY (DEFICIT):**Preferred
                  stock, $.001 par value, 10,000,000 shares authorized, none
                  issued
              
              
              —Common
                  stock $.001 par value, 100,000,000 shares authorized, 2,700,000
                  issued and
                  outstanding
              
              
              2,700Additional
                  paid-in capital
              
              
              47,300(Deficit)
                  accumulated during development stage
              
              
              (70,324
              )Total
                  Stockholders' Equity (Deficit)
              
              
              (20,324
              )$
              9,676




**SEE
                ACCOMPANYING FOOTNOTES TO THE FINANCIAL
                STATEMENTS**





3




**SRKP
                3, INC.****(A
                Development Stage Company)****STATEMENTS
                OF OPERATIONS****(Unaudited)**




**Three
                    Months**
                  **Ended**
                  **June
                    30, 2007**
            
            **Three
                      Months**
                    **Ended**
                    **June
                      30, 2006**
            
            **Six
                    Months**
                  **Ended**
                  **June
                    30, 2007**
            
            **Six
                    Months**
                  **Ended**
                  **June
                    30, 2006**
            
            **Cumulative
                      from**
                    **April
                      29, 2005**
                    **(Inception)**
                    **to
                      June 30,**
                    **2007****REVENUE**
            
            $
            —
            
            $
            —
            
            $
            —
            
            $
            —
            
            $
            —**EXPENSES**
            
            
            2,425
            
            
            17,526
            
            
            15,725
            
            
            24,393
            
            
            70,324**NET
                (LOSS)**
            
            $
            (2,425
            )
            $
            (17,526
            )
            $
            (15,725
            )
            $
            (24,393
            )
            $
            (70,324
            )**NET
                (LOSS) PER COMMON SHARE-BASIC**
            
            $
            *
            
            $
            (0.01
            )
            $
            (0.01
            )
            $
            (0.01
            )**WEIGHTED
                  AVERAGE NUMBER****OF
                  COMMON SHARES OUTSTANDING**
            
            
            2,700,000
            
            
            2,700,000
            
            
            2,700,000
            
            
            2,700,000




*
                Less than $.01**SEE
                ACCOMPANYING FOOTNOTES TO THE FINANCIAL
                STATEMENTS**





4




**SRKP
                3, INC.****(A
                Development Stage Company)****STATEMENTS
                OF CASH FLOWS****(Unaudited)**




**Cumulative
                from****Six
                Months**
            
            **Six
                Months**
            
            **April
                29, 2005****Ended**
            
            **Ended**
            
            **(Inception)
                to****June
                30, 2007**
            
            **June
                30, 2006**
            
            **June
                30, 2007****CASH
                FLOWS FROM (TO) OPERATING ACTIVITIES:**Net
                (loss)
            
            $
            (15,725
            )
            $
            (24,393
            )
            $
            (70,324
            )Adjustments
                to reconcile net (loss) to net cashprovided
                by (used in) operating activities:Changes
                in:Accounts
                Payable
            
            
            (527
            )
            
            223
            
            
            -Net
                Cash (Used In) Operating Activities
            
            
            (16,252
            )
            
            (24,170
            )
            
            (70,324
            )**CASH
                FLOWS FROM (TO) FINANCING ACTIVITIES:**Common
                stock issued for cash
            
            
            -
            
            
            -
            
            
            47,500Collection
                of subscription receivable
            
            
            -
            
            
            2,500
            
            
            2,500Advances
                from Stockholders
            
            
            25,000
            
            
            -
            
            
            30,000Net
                Cash Provided by Financing Activities
            
            
            25,000
            
            
            2,500
            
            
            80,000**NET
                  INCREASE/(DECREASE) IN CASH AND CASH****EQUIVALENTS:**
            
            
            8,748
            
            
            (21,670
            )
            
            9,676**CASH
                  AND CASH EQUIVALENTS, BEGINNING****OF
                  PERIOD**
            
            
            928
            
            
            22,938
            
            
            -**CASH
                  AND CASH EQUIVALENTS, END****OF
                  PERIOD**
            
            $
            9,676
            
            $
            1,268
            
            $
            9,676




**SEE
                ACCOMPANYING FOOTNOTES TO THE FINANCIAL
                STATEMENTS**





5




**SRKP
      3, INC.**


**(A
      Development Stage Company)**


**NOTES
      TO FINANCIAL STATEMENTS**








**NOTE
      1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES**





**History**




SRKP
      3,
      Inc. (the Company), a development stage company, was organized under the laws
      of
      the State of Delaware on April 29, 2005. The Company is in the development
      stage
      as defined in Financial Accounting Standards Board Statement No. 7. The fiscal
      year end is December 31.





**Going
      Concern and Plan of Operation**




The
      Company's financial statements have been presented on the basis that it is
      a
      going concern, which contemplates the realization of assets and the satisfaction
      of liabilities in the normal course of business. The Company is in the
      development stage and has negative working capital, negative stockholders’
equity and has not earned any revenues from operations to date. These conditions
      raise substantial doubt about its ability to continue as a going concern.





The
      Company is currently devoting its efforts to locating merger candidates. The
      Company's ability to continue as a going concern is dependent upon its ability
      to develop additional sources of capital, locate and complete a merger with
      another company, and ultimately, achieve profitable operations. The accompanying
      financial statements do not include any adjustments that might result from
      the
      outcome of these uncertainties.





**Income
      Taxes**




The
      Company uses the liability method of accounting for income taxes pursuant to
      Statement of Financial Accounting Standards No. 109.  Under this method,
      deferred income taxes are recorded to reflect the tax consequences in future
      years of temporary differences between the tax basis of the assets and
      liabilities and their financial amounts at
      year-end.





For
      federal income tax purposes, substantially all startup and organizational
      expenses must be deferred until the Company commences business.  The
      Company may elect a limited deduction of up to $5,000 in the taxable year in
      which the trade or business begins.  The $5,000 must be reduced by the
      amount of startup costs in excess of $50,000.  The remainder of the
      expenses not deductible must be amortized over a 180-month period beginning
      with
      the month in which the active trade or business begins.  These expenses
      will not be deducted for tax purposes and will represent a deferred tax
      asset.  The Company will provide a valuation allowance in the full amount
      of the deferred tax asset since there is no assurance of future taxable
      income.  Tax deductible losses can be carried forward for 20 years until
      utilized.





**Deferred
      Offering Costs**




Deferred
      offering costs, consisting of legal, accounting and filing fees relating to
      an
      offering will be capitalized. The deferred offering costs will be offset against
      offering proceeds in the event the offering is successful. In the event the
      offering is unsuccessful or is abandoned, the deferred offering costs will
      be
      expensed.




6




**SRKP
      3, INC.**


**(A
      Development Stage Company)**


**NOTES
      TO FINANCIAL STATEMENTS**




**NOTE
      1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)**





**Cash
      and Cash Equivalents**




Cash
      and
      cash equivalents consist primarily of cash in banks and highly liquid
      investments with original maturities of 90 days or less.





**Concentrations
      of Credit Risk**




The
      Company maintains all cash in deposit accounts, which at times may exceed
      federally insured limits. The Company has not experienced a loss in such
      accounts.





**Earnings
      Per Common Share**




A
      basic
      earnings per common share is computed based upon the weighted average number
      of
      common shares outstanding during the period. Diluted earnings per share consists
      of the weighted average number of common shares outstanding plus the dilutive
      effects of options and warrants calculated using the treasury stock method.
      In
      loss periods, dilutive common equivalent shares are excluded as the effect
      would
      be anti-dilutive.





**Use
      of Estimates in the Preparation of Financial
      Statements**




The
      preparation of financial statements in conformity with generally accepted
      accounting principles requires management to make estimates and assumptions
      that
      affect the reported amounts of assets and liabilities, the disclosure of
      contingent assets and liabilities at the date of the financial statements and
      the reported amounts of revenues and expenses during the reporting periods.
      Actual results could differ from those estimates and assumptions.





**Recently
      Issued Accounting Pronouncements**




The
      Company has adopted all recently issued accounting pronouncements. The adoption
      of the accounting pronouncements is not anticipated to have a material effect
      on
      the operations of the Company.





**NOTE
      2 - STOCKHOLDERS' EQUITY**





During
      April 2005, the Company sold for $47,500 cash and a $2,500 stock subscription
      receivable, 2,700,000 shares of its $.001 par value common stock to various
      investors. The Company fully collected on the stock subscription receivable
      in
      February 2006.





**NOTE
      3 - RELATED PARTY TRANSACTIONS**




The
      Company neither owns nor leases any real or personal property. Most office
      services are provided without charge by WestPark Capital.  The Company’s
      President is also the CEO of WestPark Capital. Such costs are immaterial to
      the
      financial statements. The officers and directors of the Company are involved
      in
      other business activities and may, in the future, become involved in other
      business opportunities that become available. Such persons may face a conflict
      in selecting between the Company and their other business interests. The Company
      has not formulated a policy for the resolution of such conflicts.





7




**SRKP
      3, INC.**


**(A
      Development Stage Company)**


**NOTES
      TO FINANCIAL STATEMENTS**





**NOTE
      4 - INITIAL PUBLIC OFFERING**




The
      Company filed a registration statement on Form SB-2 with the Securities and
      Exchange Commission to conduct a blank check offering subject to Rule 419 of
      Regulation C. The registration statement was declared effective by the
      Securities and Exchange Commission on May 15, 2006. Pursuant to Rule 419, the
      Company had 180 days from the effective date to conduct and complete the
      offering, which called for the sale of 700,000 shares of common stock at a
      price
      of $0.17 per share. The Company did not sell any securities under the
      registration statement on Form SB-2 within 180 days after the registration
      statement was declared effective. As a result, the registration statement is
      no
      longer effective and may not be used to sell securities of the
      Company.





**NOTE
      5 - DUE TO STOCKHOLDERS**





Since
      inception certain stockholders have advanced the Company $30,000 to pay for
      operating expenses. These funds have been advanced interest free, are unsecured,
      and are due on demand.





8




ITEM
      2.
      MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION





This
      Form
      10-QSB contains forward-looking statements. Our actual results could
      differ materially from those set forth as a result of general economic conditions
      and changes in the assumptions used in making such forward-looking statements.
      The following discussion and analysis of our financial condition and results
      of operations should be read together with the audited financial statements
      and accompanying notes and the other financial information appearing else
      where in this quarterly report on Form 10-QSB and in the Company's Form 10-KSB
      filed with the Securities and Exchange Commission for the period ended December
      31, 2006.





Plan
      of
      Operation





We
      were
      organized as a vehicle to investigate and, if such investigation warrants,
      acquire a target company or business seeking the perceived advantages of being
      a
      publicly held corporation. Our principal business objective for the next 12-14
      months will be to achieve long-term growth potential through a combination
      with
      a business rather than immediate, short-term earnings. We will not restrict
      our
      potential candidate target companies to any specific business, industry or
      geographical location and, thus, may acquire any type of business.





We
      do not
      currently engage in any business activities that provide cash flow. Investors
      purchasing shares in the offering and other stockholders will not have the
      opportunity to participate in any of these decisions. The reference to us as
      a
      "blank check" company is because investors will entrust their investment monies
      to our management without knowing the ultimate use to which their money may
      be
      put. In the past, we failed to raise any funds through a Rule 419 blank check
      offering. We plan to continue as a public company and continue to search for
      a
      business combination candidate.





We
      registered our common stock under Section 12(g) of the Securities Exchange
      Act
      of 1934, as amended (“Exchange Act”), by filing a Form 8-A with the Securities
      and Exchange Commission on March 28, 2007. As a result, we are required to
      file
      all reports required under Section 13, of the Exchange Act.





During
      the next 12-14 months we anticipate incurring costs related to:





(i)
      filing of Exchange Act reports (approximately $15,000), and





(ii)
      locating a suitable merger candidate and negotiating the combination transaction
      (approximately $35,000).





We
      believe we will be able to meet these costs through current monies in our
      treasury ($9,676 as of June 30, 2007), additional amounts, as necessary, to
      be
      loaned to us by our management or promoters and deferral of fees by certain
      service providers, if necessary. Any advancement would be made in connection
      with our management's and promoters' oral commitment to make payments for our
      expenses, prior to the consummation of a business combination, to the extent
      such expenses are not deferred and would either exceed our available funds
      or
      would render us effectively insolvent upon our payment. Any loans by our
      management or promoters would be on an interest free basis, payable only upon
      consummation of a merger transaction. Upon consummation of a business
      combination, we may reimburse our management or promoters for any such loans
      out
      of the proceeds of that transaction.





We
      may
      consider a business which has recently commenced operations, is a developing
      company in need of additional funds for expansion into new products or markets,
      is seeking to develop a new product or service, or is an established business
      which may be experiencing financial or operating difficulties and is in need
      of
      additional capital. In the alternative, a business combination may involve
      the
      acquisition of, or merger with, a company which does not need substantial
      additional capital, but which desires to establish a public trading market
      for
      its shares, while avoiding, among other things, the time delays, significant
      expense, and loss of voting control which may occur in a public
      offering.





None
      of
      our officers or directors has had any preliminary contact or discussions with
      any representative of any other entity regarding a business combination with
      us.
      Any target business that is selected may be a financially unstable company
      or an
      entity in its early stages of development or growth, including entities without
      established records of sales or earnings. In that event, we will be subject
      to
      numerous risks inherent in the business and operations of financially unstable
      and early stage or potential emerging growth companies. In addition, we may
      effect a business combination with an entity in an industry characterized by
      a
      high level of risk, and, although our management will endeavor to evaluate
      the
      risks inherent in a particular target business, there can be no assurance that
      we will properly ascertain or assess all significant risks.




9





Our
      management anticipates that it will likely be able to effect only one business
      combination, due primarily to our limited financing, and the dilution of
      interest for present and prospective stockholders, which is likely to occur
      as a
      result of our management's plan to offer a controlling interest to a target
      business in
      order
      to achieve a tax free reorganization. This lack of diversification should be
      considered a substantial risk in investing in us, because it will not permit
      us
      to offset potential losses from one venture against gains from
      another.





We
      anticipate that the selection of a business combination will be complex and
      extremely risky. Because of general economic conditions, rapid technological
      advances being made in some industries and shortages of available capital,
      our
      management believes that there are numerous firms seeking even the limited
      additional capital which we will have and/or the perceived benefits of becoming
      a publicly traded corporation. Such perceived benefits of becoming a publicly
      traded corporation include, among other things, facilitating or improving the
      terms on which additional equity financing may be obtained, providing liquidity
      for the principals of a business, creating a means for providing incentive
      stock
      options or similar benefits to key employees, and providing liquidity, subject
      to restrictions of applicable statutes, for all stockholders. Potentially
      available business combinations may occur in many different industries and
      at
      various stages of development, all of which will make the task of comparative
      investigation and analysis of such business opportunities extremely difficult
      and complex.





Evaluation
      of Business Combinations





Our
      officers and directors will analyze or supervise the analysis of prospective
      business combinations. Our management intends to concentrate on preliminary
      prospective business combinations, which may be brought to its attention through
      present associations or other third parties. We do not currently intend to
      retain any entity to act as a "finder" to identify and analyze the merits of
      potential target businesses. While we have not established definitive criteria
      for acquisition candidates, we intend to focus on candidates satisfying some,
      but not necessarily all, of the following criteria:


· A
        minimum of two years' operating history,
 
 · At least
        $5.0 million in annual revenue and/or pre-tax profit of $300,000
        and
 
 · At least
        $300,000 in stockholders' equity.
 
 In
        analyzing prospective business combinations, our management will also consider
        such matters as the following:
 
 · Available technical, financial, and managerial resources,
 
 · Working
        capital and other financial requirements,
 
 · Prospects for the future,
 
 · Nature
        of present and expected competition,
 
 · The
        quality and experience of management services which may be available and
        the
        depth of that management,
 
 · The
        potential for further research, development, or exploration,
 
 · Specific
        risk factors not now foreseeable but which then may be anticipated to impact
        on
        our proposed activities,
 
 · The
        potential for growth or expansion,
 
 · The
        potential for profit,
 
 · The
        perceived public recognition or acceptance or products or services,
        and
 
 · Name
        identification and other relevant factors.


As
      a part
      of our investigation, our officers and directors will meet personally with
      management and key personnel, visit and inspect material facilities, check
      references of management and key personnel, and take other reasonable
      investigative measures, to the extent of our limited financial resources
      and management expertise.





We
      anticipate that any business combination will present certain risks. We may
      not
      be able adequately to identify many of these risks prior to selection. Our
      investors must, therefore, depend on the ability of our management to identify
      and evaluate these risks. We anticipate that the principals of some of the
      combinations which will be available to us will have been unable to develop
      a
      going concern or that such business will be in its development stage in that
      it
      has not generated significant revenues from its principal business activity.
      The
      risk exists that even after
      the
      consummation of such a business combination and the related expenditure of
      our
      funds, the combined enterprise will still be unable to become a going concern
      or
      advance beyond the development stage. Many of the potential business
      combinations may involve new and untested products, processes or market
      strategies. We may assume such risks although they may adversely impact on
      our
      stockholders because we consider the potential rewards to outweigh
      them.




10





Business
      Combinations





In
      implementing a structure for a particular business combination, we may become
      a
      party to a merger, consolidation, reorganization, joint venture, or licensing
      agreement with another corporation or entity. We may alternatively purchase
      stock or assets of an existing business.





Any
      merger, acquisition or other business combination can be expected to have a
      significant dilutive effect on the percentage of shares held by our existing
      stockholders, including investors in the offering. The target business we
      consider will, in all probability, have significantly more assets than we do.
      Therefore, in all likelihood, our management will offer a controlling interest
      in our company to the owners of the target business. While the actual terms
      of a
      transaction to which we may be a party cannot be predicted, we expect that
      the
      parties to the business transaction will find it desirable to avoid the creation
      of a taxable event and thereby structure the acquisition in a so-called
      "tax-free" reorganization under Sections 368(a)(1) or 351 of the Internal
      Revenue Code. In order to obtain tax-free treatment under the Internal Revenue
      Code, the owners of the acquired business may need to own 80% or more of the
      voting stock of the surviving entity. As a result, our stockholders, including
      investors in the offering, would retain 20% or less of the issued and
      outstanding shares of the surviving entity, which would result in significant
      dilution in percentage of the entity after the combination and may also result
      in a reduction in the net tangible book value per share of our investors. In
      addition, a majority or all of our directors and officers will probably, as
      part
      of the terms of the acquisition transaction, resign as directors and
      officers.





Our
      management will not actively negotiate or otherwise consent to the purchase
      of
      any portion of their common stock as a condition to or in connection with a
      proposed business combination, unless such a purchase is demanded by the
      principals of the target company as a condition to a merger or acquisition.
      Our
      officers and directors have agreed to this restriction which is based on an
      oral
      understanding between members of our management. Members of our management
      are
      unaware of any circumstances under which such policy, through their own
      initiative, may be changed.





The
      issuance of substantial additional securities and their potential sale into
      any
      trading market which may develop in our common stock may have a depressive
      effect on our trading market.





The
      structure of the business combination will depend on, among other factors:


· The
        nature of the target business,
 
 · Our
        needs and desires and the needs and desires of the persons controlling the
        target business,
 
 · The
        management of the target business, and
 
 · Our
        relative negotiating strength compared to the strength of the persons
        controlling the target business.


We
      do not
      intend to purchase the assets of any company of which a majority of the
      outstanding capital stock is beneficially owned by one or more or our officers,
      directors, promoters or affiliates or associates. Our officers and directors
      have not approached and have not been approached by any person or entity with
      regard to any proposed business venture which desires to be acquired by us.
      Furthermore, we will obtain all necessary approvals from our Board of Directors
      and stockholders, as necessary, prior to effecting a combination. If at any
      time
      a business combination occurs, disclosure as to this fact will be included
      in a
      Form 8-K as required by the Securities Exchange Act of 1934, as amended, and
      the
      rules and regulations promulgated thereunder.





Off
      Balance Sheet Arrangements





We
      do not
      have any off-balance sheet arrangements.




11




Employees





We
      presently have no employees apart from our management. Our President and Chief
      Financial Officer are engaged in outside business activities and they anticipate
      that they each will devote to our business only between two and 10 hours per
      week until the acquisition of a successful business opportunity has been
      consummated. We expect no significant changes in the number of our employees
      other than such changes, if any, incident to a business
      combination.





RISK
      FACTORS





There
      have been no material changes from the risk factors disclosed in the "Risk Factors"
      section of our annual report on Form 10-KSB filed with the Securities
      and Exchange Commission on March 29, 2007 for the period ended December 31,
      2006.





ITEM
      3.
      CONTROLS AND PROCEDURES





Evaluation
      of Disclosure Controls and Procedures





As
      of
      June 30, 2007, an evaluation was carried out under the supervision and with
      the participation
      our management, including our principal executive officer and
      principal financial
      officer, of the effectiveness of our disclosure controls and procedures (as
      defined in Exchange
      Act Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934).
      Based on their evaluation, our principal executive officer and principal financial
      officer have concluded that our disclosure controls and procedures are effective
      to ensure that information required to be disclosed by us in reports that
      we
      file or submit under the Exchange Act is recorded, processed, summarized and
      reported within the time periods specified in Securities and Exchange Commission
      rules and forms.





Changes
      in Internal Controls





Internal
      Controls Over Financial Reporting. There was no change in our internal control
      over financial reporting during the second quarter of fiscal 2007 that has
      materially affected, or is reasonably likely to materially affect, our internal
      control over financial reporting.





PART
      II-OTHER INFORMATION





ITEM
              1.
            LEGAL
                PROCEEDINGS





There
      is
      no litigation of any type whatsoever pending or threatened by
      or
      against us or our officers and/or directors.





ITEM
              2.
            UNREGISTERED
                SALES OF EQUITY SECURITIES AND USE OF
                PROCEEDS





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 Section302(a)
                of the Sarbanes-Oxley Act of 2002.





31.2
            Certification
                of Chief Financial Officer pursuant to Section302(a)
                of the Sarbanes-Oxley Act of 2002.





32.1
            Certification
                of Chief Executive Officer and Chief FinancialOfficer
                Pursuant to Section 906 of the Sarbanes-Oxley Act of2002.*





*
      This
      exhibit shall not be deemed "filed" for purposes of Section 18 of the Securities
      Exchange Act of 1934 or otherwise subject to the liabilities of that section,
      nor shall it be deemed incorporated by reference in any filing under the
      Securities Act of 1933 or the Securities Exchange Act of 1934, whether made before
      or
      after the date hereof and irrespective of any general incorporation language
      in any filings.




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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.


August
              6, 2007
            SRKP
              3, Inc.
              (Registrant)By:
            /s/
                Richard RappaportRichard
                Rappaport
              President
                (Principal Executive Officer) By:
            /s/
                Anthony C. PintsopoulosAnthony
                C. Pintsopoulos
              Chief
                Financial Officer (Principal
              Financial
                and Accounting Officer)


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