UNITED STATES


SECURITIES
AND EXCHANGE COMMISSION


Washington,
D.C. 20549





FORM
10-Q





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





For
the Quarterly Period Ended March 31, 2009





or





 ̈
                TRANSITION
      REPORT PURSUANT TO SECTION 13 OR 15(d) OF THESECURITIES
      EXCHANGE ACT OF 1934





For
the transition period from 
to _______





Commission
File Number 0-23851





Centenary
International Corporation





(Exact
name of registrant as specified in its charter)





NEVADA
                    
                    90-0294913(State
      or other jurisdiction of
                    
                    (I.R.S.
      Employerincorporation
      or organization)
                    
                    Identification
      No.)




Av. Roque Saenz Pena 971– 8 Piso, (C1035AAE)
      Buenos Aires, Argentina(Address
      of principal executive
      offices)                  
                                  (Zip
      Code)




(011-5411)
4328-3996


(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
 ̈





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  ̈





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” and “smaller reporting company” in Rule
12b-2 of the Exchange Act.




Large
      accelerated filer  ̈
                  
                  Accelerated
      filer  ̈Non-accelerated
      filer   o
                  (Do
      not check if a smaller reporting company)
                  Smaller
      reporting company x





Indicate by check mark whether the
registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
Yes x No  ̈





APPLICABLE
ONLY TO CORPORATE ISSUERS:





Indicate the number of shares
outstanding of each of the issuer's classes of common stock, as of the latest
practicable date.




Class
              Outstanding
      as of April 30, 2009Common
      Stock, $.001 par value
              576,682








TABLE
OF CONTENTS





Heading
                                      PagePART  I
      – FINANCIAL INFORMATIONItem
      1.
                                      Financial
      Statements
                                      3Balance
      Sheets – March 31, 2009 (unaudited) and December 31, 2008
                                      4Statements
      of Operations – three months ended March 31, 2009 and 2008 and the period
      from inception on January 1, 2000 to March 31, 2009
      (unaudited)
                                      5Statements
      of Stockholders’ Equity (Deficit)
                                      6Statements
      of Cash Flows – three months ended March 31, 2009 and 2008 and the period
      from inception on January 1, 2000 to March 31, 2009
      (unaudited)
                                      7Notes
      to Financial Statements
                                      8Item
      2.
                                      Management's
      Discussion and Analysis of Financial Condition and Results of
      Operations
                                      9Item
      3.
                                      Quantitive
      and Qualitative Disclosures About Market Risk
                                      12Item
      4.
                                      Controls
      and Procedures
                                      12PART
      II – OTHER INFORMATIONItem
      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.
                                      Submission
      of Matters to a Vote of Security Holders
                                      12Item
      5.
                                      Other
      Information
                                      12Item
      6.
                                      Exhibits
                                      12Signatures
                                      14




-2-


PART
I – FINANCIAL INFORMATION





Item
      1.
            Financial
      Statements





The accompanying balance sheets of
Centenary International Corporation at March 31, 2009 and December 31, 2008, and
related statements of operations and cash flows for the three months ended March
31, 2009 and 2008 and the period from inception of the development stage on
January 1, 2000 through March 31, 2009, have been prepared by management in
conformity with United States generally accepted accounting
principles.  In the opinion of management, all adjustments considered
necessary for a fair presentation of the results of operations and financial
position have been included and all such adjustments are of a normal recurring
nature.  Operating results for the period ended March 31, 2009, are
not necessarily indicative of the results that can be expected for the fiscal
year ending December 31, 2009.




-3-




Centenary International Corporation
 (A
Development Stage Company)
 Balance
Sheets
 
 March
      31,
                                                              
                                                              December
      31,2009
                                                              
                                                              2008(unaudited)ASSETSCURRENT
      ASSETSCash
                                                              
                                                              $
                                                              -
                                                              
                                                              
                                                              $
                                                              -Prepaid
      expenses
                                                              
                                                              
                                                              -
                                                              
                                                              
                                                              
                                                              -Total
      Current Assets
                                                              
                                                              
                                                              -
                                                              
                                                              
                                                              
                                                              -TOTAL
      ASSETS
                                                              
                                                              $
                                                              -
                                                              
                                                              
                                                              $
                                                              -LIABILITIES AND STOCKHOLDERS' EQUITY
      (DEFICIT)CURRENT
      LIABILITIESAccounts
      payable
                                                              
                                                              $
                                                              9,106
                                                              
                                                              
                                                              $
                                                              7,909Accrued
      interest payable
                                                              
                                                              
                                                              3,282
                                                              
                                                              
                                                              
                                                              2,455Notes
      payable -related parties
                                                              
                                                              
                                                              92,507
                                                              
                                                              
                                                              
                                                              85,793Total
      Current Liabilities
                                                              
                                                              
                                                              104,895
                                                              
                                                              
                                                              
                                                              96,157TOTAL
      LIABILITIES
                                                              
                                                              
                                                              104,895
                                                              
                                                              
                                                              
                                                              96,157STOCKHOLDERS'
      EQUITY (DEFICIT)Common
      stock; 50,000,000 shares authorized,at $0.001 par value,
      576,682 shares issued and outstanding
                                                              
                                                              
                                                              577
                                                              
                                                              
                                                              
                                                              577Additional
      paid-in capital
                                                              
                                                              
                                                              8,562,081
                                                              
                                                              
                                                              
                                                              8,562,081Deficit
      accumulated prior to the development stage
                                                              
                                                              
                                                              (6,319,106
                                                              )
                                                              
                                                              
                                                              (6,319,106
                                                              )Deficit
      accumulated during the development stage
                                                              
                                                              
                                                              (2,348,447
                                                              )
                                                              
                                                              
                                                              (2,339,709
                                                              )Total
      Stockholders' Equity (Deficit)
                                                              
                                                              
                                                              (104,895
                                                              )
                                                              
                                                              
                                                              (96,157
                                                              )TOTAL
      LIABILITIES AND STOCKHOLDERS'EQUITY
      (DEFICIT)
                                                              
                                                              $
                                                              -
                                                              
                                                              
                                                              $
                                                              -
  The
      accompanying notes are an integral part of these financial
      statements.
 
 -4-
  Centenary International
  Corporation(A
      Development Stage Company)Statements
      of Operations(unaudiited)
 
 From
      InceptionJanuary
      1,For
      the Three Months Ended
                                                                      
                                                                      
                                                                      2000
      ThroughMarch
      31,
                                                                      
                                                                      
                                                                      Mach
      31,2009
                                                                      
                                                                      
                                                                      2008
                                                                      
                                                                      
                                                                      2009REVENUES
                                                                      
                                                                      $
                                                                      -
                                                                      
                                                                      
                                                                      $
                                                                      -
                                                                      
                                                                      
                                                                      $
                                                                      -EXPENSESGeneral
      and administrative
                                                                      
                                                                      
                                                                      7,626
                                                                      
                                                                      
                                                                      
                                                                      11,886
                                                                      
                                                                      
                                                                      
                                                                      487,803Total
      Expenses
                                                                      
                                                                      
                                                                      7,626
                                                                      
                                                                      
                                                                      
                                                                      11,886
                                                                      
                                                                      
                                                                      
                                                                      487,803OTHER
      INCOME (EXPENSES)Other
      income
                                                                      
                                                                      
                                                                      -
                                                                      
                                                                      
                                                                      
                                                                      2,919
                                                                      
                                                                      
                                                                      
                                                                      55,876Other
      expenses
                                                                      
                                                                      
                                                                      (250
                                                                      )
                                                                      
                                                                      
                                                                      -
                                                                      
                                                                      
                                                                      
                                                                      (250
                                                                      )Interest
      expense
                                                                      
                                                                      
                                                                      (862
                                                                      )
                                                                      
                                                                      
                                                                      (312
                                                                      )
                                                                      
                                                                      
                                                                      (209,702
                                                                      )Total
      Other Income (Expenses)
                                                                      
                                                                      
                                                                      (1,112
                                                                      )
                                                                      
                                                                      
                                                                      2,607
                                                                      
                                                                      
                                                                      
                                                                      (154,076
                                                                      )LOSS
      FROM CONTINUINGOPERATIONS
                                                                      
                                                                      
                                                                      (8,738
                                                                      )
                                                                      
                                                                      
                                                                      (9,279
                                                                      )
                                                                      
                                                                      
                                                                      (641,879
                                                                      )LOSS
      FROM DISCONTINUEDOPERATIONS
                                                                      
                                                                      
                                                                      -
                                                                      
                                                                      
                                                                      
                                                                      -
                                                                      
                                                                      
                                                                      
                                                                      (1,706,568
                                                                      )NET
      LOSS BEFORE INCOME TAXES
                                                                      
                                                                      
                                                                      (8,738
                                                                      )
                                                                      
                                                                      
                                                                      (9,279
                                                                      )
                                                                      
                                                                      
                                                                      (2,348,447
                                                                      )PROVISION
      FOR INCOME TAXES
                                                                      
                                                                      
                                                                      -
                                                                      
                                                                      
                                                                      
                                                                      -
                                                                      
                                                                      
                                                                      
                                                                      -NET
      LOSS
                                                                      
                                                                      $
                                                                      (8,738
                                                                      )
                                                                      
                                                                      $
                                                                      (9,279
                                                                      )
                                                                      
                                                                      $
                                                                      (2,348,447
                                                                      )BASIC
      LOSS PER COMMON SHARE
                                                                      
                                                                      $
                                                                      (0.02
                                                                      )
                                                                      
                                                                      $
                                                                      (0.02
                                                                      )WEIGHTED
      AVERAGENUMBER
      OF COMMON SHARESOUTSTANDING
                                                                      
                                                                      
                                                                      576,682
                                                                      
                                                                      
                                                                      
                                                                      576,682
 
 The
      accompanying notes are an integral part of these financial
      statements.
  -5-
  Centenary
      International Corporation(A
      Development Stage Company)Statements
      of Stockholders' Equity (Deficit)
 
 AdditionalCommon Stock
                                                                              
                                                                              
                                                                              Paid-In
                                                                              
                                                                              
                                                                              AccumulatedShares
                                                                              
                                                                              
                                                                              Amount
                                                                              
                                                                              
                                                                              Capital
                                                                              
                                                                              
                                                                              Deficit
                                                                              
                                                                              
                                                                              TotalBalance,
      December 31, 2003
                                                                              
                                                                              
                                                                              193,600
                                                                              
                                                                              
                                                                              $
                                                                              194
                                                                              
                                                                              
                                                                              $
                                                                              8,360,035
                                                                              
                                                                              
                                                                              $
                                                                              (9,299,212
                                                                              )
                                                                              
                                                                              $
                                                                              (938,983
                                                                              )Net
      loss for the year endedDecember
      31, 2004
                                                                              
                                                                              
                                                                              -
                                                                              
                                                                              
                                                                              
                                                                              -
                                                                              
                                                                              
                                                                              
                                                                              -
                                                                              
                                                                              
                                                                              
                                                                              (73,000
                                                                              )
                                                                              
                                                                              
                                                                              (73,000
                                                                              )Balance,
      December 31, 2004
                                                                              
                                                                              
                                                                              193,600
                                                                              
                                                                              
                                                                              
                                                                              194
                                                                              
                                                                              
                                                                              
                                                                              8,360,035
                                                                              
                                                                              
                                                                              
                                                                              (9,372,212
                                                                              )
                                                                              
                                                                              
                                                                              (1,011,983
                                                                              )Net
      income for the year endedDecember
      31, 2005
                                                                              
                                                                              
                                                                              -
                                                                              
                                                                              
                                                                              
                                                                              -
                                                                              
                                                                              
                                                                              
                                                                              -
                                                                              
                                                                              
                                                                              
                                                                              897,544
                                                                              
                                                                              
                                                                              
                                                                              897,544Balance,
      December 31, 2005
                                                                              
                                                                              
                                                                              193,600
                                                                              
                                                                              
                                                                              
                                                                              194
                                                                              
                                                                              
                                                                              
                                                                              8,360,035
                                                                              
                                                                              
                                                                              
                                                                              (8,474,668
                                                                              )
                                                                              
                                                                              
                                                                              (114,439
                                                                              )Contributed
      capital
                                                                              
                                                                              
                                                                              -
                                                                              
                                                                              
                                                                              
                                                                              -
                                                                              
                                                                              
                                                                              
                                                                              10,929
                                                                              
                                                                              
                                                                              
                                                                              -
                                                                              
                                                                              
                                                                              
                                                                              10,929Net
      loss for the year endedDecember
      31, 2006
                                                                              
                                                                              
                                                                              -
                                                                              
                                                                              
                                                                              
                                                                              -
                                                                              
                                                                              
                                                                              
                                                                              -
                                                                              
                                                                              
                                                                              
                                                                              (24,273
                                                                              )
                                                                              
                                                                              
                                                                              (24,273
                                                                              )Balance,
      December 31, 2006
                                                                              
                                                                              
                                                                              193,600
                                                                              
                                                                              
                                                                              
                                                                              194
                                                                              
                                                                              
                                                                              
                                                                              8,370,964
                                                                              
                                                                              
                                                                              
                                                                              (8,498,941
                                                                              )
                                                                              
                                                                              
                                                                              (127,783
                                                                              )Common
      stock issued for debtat
      $0.50 per share
                                                                              
                                                                              
                                                                              383,001
                                                                              
                                                                              
                                                                              
                                                                              383
                                                                              
                                                                              
                                                                              
                                                                              191,117
                                                                              
                                                                              
                                                                              
                                                                              -
                                                                              
                                                                              
                                                                              
                                                                              191,500Net
      loss for the year endedDecember
      31, 2007
                                                                              
                                                                              
                                                                              -
                                                                              
                                                                              
                                                                              
                                                                              -
                                                                              
                                                                              
                                                                              
                                                                              -
                                                                              
                                                                              
                                                                              
                                                                              (98,117
                                                                              )
                                                                              
                                                                              
                                                                              (98,117
                                                                              )Balance,
      December 31, 2007
                                                                              
                                                                              
                                                                              576,601
                                                                              
                                                                              
                                                                              
                                                                              577
                                                                              
                                                                              
                                                                              
                                                                              8,562,081
                                                                              
                                                                              
                                                                              
                                                                              (8,597,058
                                                                              )
                                                                              
                                                                              
                                                                              (34,400
                                                                              )Fractional
      shares issued
                                                                              
                                                                              
                                                                              81
                                                                              
                                                                              
                                                                              
                                                                              -
                                                                              
                                                                              
                                                                              
                                                                              -
                                                                              
                                                                              
                                                                              
                                                                              -
                                                                              
                                                                              
                                                                              
                                                                              -Net
      loss for the year ended
                                                                              
                                                                              
                                                                              -
                                                                              
                                                                              
                                                                              
                                                                              -
                                                                              
                                                                              
                                                                              
                                                                              -
                                                                              
                                                                              
                                                                              
                                                                              (61,757
                                                                              )
                                                                              
                                                                              
                                                                              (61,757
                                                                              )December
      31, 2008Balance,
      December 31, 2008
                                                                              
                                                                              
                                                                              576,682
                                                                              
                                                                              
                                                                              
                                                                              577
                                                                              
                                                                              
                                                                              
                                                                              8,562,081
                                                                              
                                                                              
                                                                              
                                                                              (8,658,815
                                                                              )
                                                                              
                                                                              
                                                                              (96,157
                                                                              )Net
      loss for the three monthsended
      March 31, 2009(unaudited)
                                                                              
                                                                              
                                                                              -
                                                                              
                                                                              
                                                                              
                                                                              -
                                                                              
                                                                              
                                                                              
                                                                              -
                                                                              
                                                                              
                                                                              
                                                                              (8,738
                                                                              )
                                                                              
                                                                              
                                                                              (8,738
                                                                              )Balance,
      March 31, 2008(unaudited)
                                                                              
                                                                              
                                                                              576,682
                                                                              
                                                                              
                                                                              $
                                                                              577
                                                                              
                                                                              
                                                                              $
                                                                              8,562,081
                                                                              
                                                                              
                                                                              $
                                                                              (8,667,553
                                                                              )
                                                                              
                                                                              $
                                                                              (104,895
                                                                              )Deficit
      accumulated prior to the development stage
                                                                              
                                                                              
                                                                              
                                                                              
                                                                              
                                                                              
                                                                              
                                                                              
                                                                              
                                                                              
                                                                              
                                                                              
                                                                              
                                                                              
                                                                              (6,319,106
                                                                              )Deficit
      accumulated during the development stage
                                                                              
                                                                              
                                                                              
                                                                              
                                                                              
                                                                              
                                                                              
                                                                              
                                                                              
                                                                              
                                                                              
                                                                              
                                                                              
                                                                              
                                                                              (2,348,447
                                                                              )Total
      Accumulated Deficit
                                                                              
                                                                              
                                                                              
                                                                              
                                                                              
                                                                              
                                                                              
                                                                              
                                                                              
                                                                              
                                                                              
                                                                              
                                                                              
                                                                              $
                                                                              (8,667,553
                                                                              )
  The
      accompanying notes are an integral part of these financial
      statements.
 
 -6-
 Centenary
International Corporation
 (A
Development Stage Company)
 Statements
of Cash Flows
 (Unaudited)
  From
      Inceptionon
      January 1,For
      the Three Months Ended
                                
                                
                                2000
      ThroughMarch
      31,
                                
                                
                                March
      31,2009
                                
                                
                                2008
                                
                                
                                2009OPERATING
      ACTIVITIESNet
      income (loss)
                                
                                $
                                (8,738
                                )
                                
                                $
                                (9,279
                                )
                                
                                $
                                (2,348,447
                                )Adjustments
      to reconcile net loss to net cash used by operating
      activities:Discountinued
      operations
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                2,677,112Gain
      on expiration of debt
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                (1,015,382
                                )Changes
      in operating assets and liabilitiesIncrease
      (decrease) in accrued expenses
                                
                                
                                827
                                
                                
                                
                                312
                                
                                
                                
                                223,665Increase
      in accounts payable
                                
                                
                                1,197
                                
                                
                                
                                (11,873
                                )
                                
                                
                                229,206Net
      Cash Used in Operating Activities
                                
                                
                                (6,714
                                )
                                
                                
                                (20,840
                                )
                                
                                
                                (233,846
                                )INVESTING
      ACTIVITIES
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                -FINANCING
      ACTIVITIESBorrowings
      of notes payable
                                
                                
                                6,714
                                
                                
                                
                                20,840
                                
                                
                                
                                233,846Net
      Cash Provided by Operating Activities
                                
                                
                                6,714
                                
                                
                                
                                20,840
                                
                                
                                
                                233,846NET
      DECREASE IN CASH
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                -CASH
      AT BEGINNING OF PERIOD
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                -CASH
      AT END OF PERIOD
                                
                                $
                                -
                                
                                
                                $
                                -
                                
                                
                                $
                                -SUPPLIMENTAL
      DISCLOSURES OFCASH
      FLOW INFORMATIONCASH
      PAID FOR:Interest
                                
                                $
                                -
                                
                                
                                $
                                -
                                
                                
                                $
                                -Income
      Taxes
                                
                                $
                                -
                                
                                
                                $
                                -
                                
                                
                                $
                                -NON
      CASH FINANCING ACTIVITIES:Contributed
      capital
                                
                                $
                                -
                                
                                
                                $
                                -
                                
                                
                                $
                                10,929Common
      stock issued for debt
                                
                                $
                                -
                                
                                
                                $
                                -
                                
                                
                                $
                                191,500
  The
accompanying notes are an integral part of these financial
statements.
 
 -7-


CENTENARY
INTERNATIONAL CORPORATION


(A
Development Stage Company)


Notes to
the Financial Statements





NOTE 1 -
CONDENSED FINANCIAL STATEMENTS





The
accompanying financial statements have been prepared by the Company without
audit. In the opinion of management, all adjustments (which include only normal
recurring adjustments) necessary to present fairly the financial position,
results of operations and cash flows at March 31, 2009 and for all periods
presented have been made.





Certain
information and footnote disclosures normally included in financial statements
prepared in accordance with accounting principles generally accepted in the
United States of America have been condensed or omitted. It is suggested that
these condensed financial statements be read in conjunction with the financial
statements and notes thereto included in the Company's December 31, 2008 audited
financial statements. The results of operations for the periods ended March 31,
2009 and 2008 are not necessarily indicative of the operating results for the
full years.





NOTE 2 -
GOING CONCERN





The
Company's financial statements are prepared using accounting principles
generally accepted in the United States of America applicable to a going concern
which contemplates the realization of assets and liquidation of liabilities in
the normal course of business. However, the Company does not have significant
cash or other current assets, nor does it have an established source of revenues
sufficient to cover its operating costs and to allow it to continue as a going
concern. The Company is seeking to merge with or acquire an existing operating
company.





The
ability of the Company to continue as a going concern is dependent upon its
ability to successfully accomplish its merger and/or acquisition strategy, and
eventually attain profitable operations. The accompanying financial statements
do not include any adjustments that may be necessary if the Company is unable to
continue as a going concern.


-8-


Item
      2.
            Management's
      Discussion and Analysis of Financial Condition and Results of
      Operations





The following information should be
read in conjunction with the financial statements and notes thereto appearing
elsewhere in this Form 10-Q.  The Company’s fiscal year end is
December 31.





Centenary International Corporation, a
Nevada corporation (the "Company" or “Centenary”), was incorporated on June 10,
1997.  From its inception through the 1999 fiscal year, the Company
was considered an exporter of food stuffs and commodities from Argentina to the
world. However, the Company abandoned this line of business in 1999, before any
revenues were earned.  The Company re-entered the development stage on
January 1, 2000, and has remained an inactive development stage company since
that date.  The Company’s ongoing business expenses are funded
primarily through shareholder loans.





The
Company’s current focus is to seek out and consummate a merger with, or an
acquisition of, an existing operating entity.  Management investigates
possible merger candidates and acquisition opportunities from time to
time.  However, management can provide no assurance that we will have
the ability to acquire or merge with an operating business, business opportunity
or property that will be of material value to us.





It is anticipated that we will require
only nominal capital to maintain our corporate viability until such time as we
are able to consummate an acquisition or merger with an operating
business.  However, unless we are able to facilitate an acquisition of
or merger with an operating business or are able to obtain significant outside
financing, there is substantial doubt about our ability to continue as a going
concern.





Centenary has not yet entered into any
agreement, nor do we have any commitment or understanding to enter into or
become engaged in any transaction, as of the date of this filing.  As
of the date hereof, we have not made any arrangements or definitive agreements
to use outside advisors or consultants.





Until such time as we acquire another
business or company, we do not intend to use any employees with the possible
exception of part-time clerical assistance on an as-needed
basis.  Outside advisors or consultants will likely be used only if
they can be obtained for minimal cost or on a deferred payment
basis.  Management is confident that it will be able to operate in
this matter and to continue its search for business opportunities during the
next twelve months.





Results of Operations -Three
Months Ended March 31, 2009





Revenues
and Other Income





We had no revenues in either of the
three month periods ended March 31, 2009 or 2008.  We recorded other
income in the amount of $2,919 for the three months ended March 31, 2008, but we
did not record other income for the three months ended March 31,
2009.





Expenses





We had general and administrative
expenses of $7,626 in the three month period ended March 31, 2009, a decrease of
$4,260 from the $11,886 of general and administrative expenses incurred in the
three month period ended March 31, 2008.  The decrease in general and
administrative expenses is attributable primarily to a decrease in director and
professional fees.  We incurred interest expense of $862 in the three
months ended March 31, 2009, an increase of $550 from the interest expense of
$312 incurred in the three months ended March 31, 2008.  The increase
in interest expense in the later period is attributable to the fact that the
balance of notes payable – related parties was higher in the later
period.  We had other expenses of $250 in the three months ended March
31, 2009, and no other expenses in the three month period ended March 31,
2008.





Net
Losses





We had a net loss of $8,738, or $0.02
per share, during the three month period ended March 31, 2009, compared to a net
loss of $9,279, or $0.02 per share, during the comparable period of
2008.  The primary reason for the $541 decrease in net loss was a
decrease in general and administrative expenses in the later
period.


-9-




Liquidity
and Capital Resources





The Company is in the development stage
and, since inception, has experienced significant changes in liquidity, capital
resources and shareholders’ equity.  As of March 31, 2009 the Company
has $0 in total assets, with total liabilities of $104,895.  The
liabilities consist primarily of notes payable – related party and accounts
payable.





The
Company’s current assets are not sufficient to conduct its plan of operation
over the next twelve (12) months.  We have no current commitments or
arrangements with respect to, or immediate sources of, funding. Further, no
assurances can be given that funding, if needed, would be available or available
to us on acceptable terms. Although, our principal shareholder or a company
affiliated with him would be the most likely source of new funding in the form
of loans or equity placements in the near future, no commitments have been made
for future investment and the Company has no agreement formal or otherwise. The
Company’s inability to obtain funding, if required, would have a material
adverse affect on its plan of operation.





We expect to rely at least partially on
our principal shareholder or a company with which he is affiliated to pay our
expenses in the future, because we have no cash or sources of revenues, and
anticipate having none until such time that we complete a merger with or
acquisition of an existing operating company.  There is no assurance
that we will complete such a merger or acquisition or that our principal
shareholder or his affiliated company will continue indefinitely to pay our
expenses.As of March 31, 2009 we had no cash and current liabilities totaled
$104,895.  The Company will need to raise approximately an additional
$65,000 in financing or equity capital to sustain operations for the next twelve
(12) months.





In the opinion of management, inflation
has not and will not have a material effect on our operations until such time as
we successfully complete an acquisition or merger.  At that time,
management will evaluate the possible effects of inflation on our business and
operations.





Capital
Expenditures





The Company expended no amounts on
capital expenditures during the year ended December 31, 2008 or during the year
ended December 31, 2007.  The Company has no current plans for the
purchase or sale of any plant or equipment in the current fiscal
year.





Critical
Accounting Policies





In the notes to the Company’s
consolidated financial statements for the year ended December 31, 2008,
including in the Company’s annual report filed on Form 10-K, the Company
discusses those accounting policies that are considered to be significant in
determining the results of operations and its financial position.  The
Company believes that the accounting principles utilized by it conform to
accounting principles generally accepted in the United States of
America.





The preparation of financial statements
requires Company management to make significant estimates and judgments that
affect the reported amounts of assets, liabilities, revenues and
expenses.  By their nature, these judgments are subject to an inherent
degree of uncertainty.  On an on-going basis, the Company evaluates
estimates.  The Company bases its estimates on historical experience
and other facts and circumstances that are believed to be reasonable, and the
results form the basis for making judgments about the carrying value of assets
and liabilities.  The actual results may differ from these estimates
under different assumptions or conditions.





Going
Concern





The Company’s auditors expressed
substantial doubt as to the Company’s ability to continue as a going concern as
a result or recurring losses, lack of revenue-generating activities and a
deficit accumulated during the development stage in the amount of $2,348,447 as
of March 31, 2009.  The Company’s ability to continue as a going
concern is subject to the ability of the Company to realize a profit from
operations and/or obtain funding from outside sources.  Since the
Company has no revenue generating operations, our plan to address the Company’s
ability to continue as a going concern over the next twelve months
includes:  (1) obtaining additional funding from the sale of our
securities; and/or (2) obtaining loans and grants from our principal
shareholders and/or various financial institutions, where
possible.  Although we believe that we will be able to obtain the
necessary funding to allow the Company to remain a going concern through the
methods discussed above, there can be no assurances that such methods will prove
successful.


-10-


Plan
of Operation





The Company’s current focus is to seek
out and consummate a merger with an existing operating entity.  We
intend to actively seek out and investigate possible business opportunities for
the purpose of possibly acquiring or merging with one or more business ventures.
We do not intend to limit our search to any particular industry or type of
business. From time to time we investigate possible merger candidates and
acquisition opportunities.  However, we can provide no assurance that
we will have the ability to acquire or merge with an operating business,
business opportunity, or property that will be of material value to
us.





The Company has not yet entered into
any agreement, nor do we have any commitment or understanding to enter into or
become engaged in any transaction, as of the date of this report. As of the date
hereof, we have not made any arrangements or definitive agreements to use
outside advisors or consultants.





Because we lack significant funds, it
may be necessary for our officers and directors to either advance funds or to
accrue expenses until such time as a successful business consolidation can be
made.  Management intends to hold expenses to a minimum and to obtain
services on a contingency basis when possible.  However, if we engage
outside advisors or consultants in our search for business opportunities, our
expenses will increase.





We believe the best method available to
us to raise capital is the private sale of our securities.  Because we
are a development stage company, it is unlikely that we could make a public sale
of securities or be able to borrow any significant sum from either a commercial
or private lender.  We anticipate that our principal shareholder will
continue to arrange for loans to be made to the Company in the near term to
support our operations.  However, he is not contractually obligated to
provide additional funds to us.  There can be no assurance that we
will be able to obtain additional funding when and if needed, or that such
funding, if available, can be obtained on acceptable terms.





We do not intend to use any employees,
with the possible exception of part-time clerical assistance on an as-needed
basis.  Outside advisors or consultants will be used only if they can
be obtained for minimal cost or on a deferred payment
basis.  Management is confident that it will be able to operate in
this manner and to continue its search for business opportunities during the
next twelve months.  Management further believes that we will not have
to make any equipment purchases in the immediate future.





Net
Operating Loss





We have accumulated approximately
$3,198,738 of net operating loss carry forwards as of March 31,
2009.  This loss carry forward may be offset against taxable income
and income taxes in future years and expires in the year 2029.  The
use of these losses to reduce future income taxes will depend on the generation
of sufficient taxable income prior to the expiration of the net operating loss
carry forwards.  In the event of certain changes in control, there
will be an annual limitation on the amount of net operating loss carry forwards
which can be used.  No tax benefit has been reported in the financial
statements as of March 31, 2009 because it has been fully offset by a valuation
reserve.  The use of future tax benefit is undeterminable because we
presently have no operations.





Forward-Looking
and Cautionary Statements





This report contains certain
forward-looking statements. These statements relate to future events or our
future performance and involve known and unknown risks and
uncertainties.  Actual results may differ substantially from such
forward-looking statements, including, but not limited to, the
following:





·
            our
      ability to search for an appropriate business opportunity and to
      subsequently acquire or merge with such
entity;


·
            to
      meet our cash and working capital
needs;


·
            our
      ability to maintain our corporate existence as a viable entity;
      and


·
            other
      risks detailed in our periodic report filings with the
  SEC.




-11-




In some cases, you can identify
forward-looking statements by terminology such as “may,” “will” “should,”
“expects,” “intends,” “plans,” “anticipates,” “believes,” “estimates,”
“predicts,” “potential,” “continue,” or the negative of these terms or other
comparable terminology.





These statements are only predictions.
Although we believe that the expectations reflected in the forward-looking
statements are reasonable, we cannot guarantee future results, levels of
activity, performance or achievements.





Item
      3.
            Quantitative
      and Qualitative Disclosures About Market
Risk





A “smaller reporting company” (as
defined by Item 10 of Regulation S-K) is not required to provide the information
required by this Item.





Item
      4.
            Controls
      and Procedures





As of the end of the period covered by
this report, we carried out an evaluation, under the supervision and with the
participation of management, including our chief executive officer and principal
financial officer, of the effectiveness of the design and operation of our
disclosure controls and procedures as defined in Rules 13a-15(e) and 15d-15(e)
of the Securities Exchange Act of 1934 (“Exchange Act”).  Based upon
that evaluation, our chief executive officer and principal financial officer
concluded that, as of the end of the period covered by this report, our
disclosure controls and procedures were effective to ensure that the information
required to be disclosed by us in the reports that we file or submit under the
Exchange Act is recorded, processed, summarized and reported within the time
periods specified in the applicable rules and forms, and that such information
was accumulated and communicated to our chief executive officer and chief
financial officer, in a manner that allowed for timely decisions regarding
required disclosures.  There have been no changes in our internal
controls or in other factors which could significantly affect internal controls
subsequent to the date we carried out our evaluation.





PART
II – OTHER INFORMATION





Item
      1.
            Legal
      Proceedings





There are no material pending legal
proceedings to which we are a party or to which any of our property is subject
and, to the best of our knowledge, no such actions against us are contemplated
or threatened.





Item
      1A.
            Risk
      Factors





A “smaller reporting company” (as
defined by Item 10 of Regulation S-K) is not required to provide the information
required by this Item.





Item
      2.
            Unregistered
      Sales or Equity Securities and Use of
Proceeds





During the three month period ended
March 31, 2009, the Company did not issue any shares of its unregistered common
stock.  For a description of any sales of shares of the Company’s
unregistered stock made in the past three years, please refer to the Company’s
Annual Reports on Form 10-KSB or Form 10-K, and the Company’s Quarterly Reports
on Form 10-QSB or Form 10-Q filed since December 31, 2005.





Item
      3.
            Defaults
      Upon Senior Securities





This Item is not
applicable.





Item
      4.
            Submission
      of Matters to a Vote of Security
Holders





This Item is not
applicable.





Item
      5.
            Other
      Information





This Item is not
applicable.





Item
      6.
            Exhibits





(a)           Exhibits:





Exhibit
      31.1
            Certification
      of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley
      Act of 2002.


-12-





Exhibit
      31.2
            Certification
      of Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley
      Act of 2002.





Exhibit
      32.1
            Certification
      of Chief Executive Officer Pursuant to 18 U.S.C. Section 1350, as Adopted
      Pursuant to Section 906 of the Sarbanes-Oxley Act of
  2002.





Exhibit
      32.2
            Certification
      of Chief Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted
      Pursuant to Section 906 of the Sarbanes-Oxley Act of
  2002.


-13-


SIGNATURES





Pursuant to the requirements of the
Securities Exchange Act of 1934, the registrant has duly caused this report to
be signed on its behalf by the undersigned thereunto duly
authorized.





CENTENARY
      INTERNATIONAL CORPORATIONDate:
      May 8, 2009
              By:
              /s/ Carlos Fabian De
  SousaCarlos
      Fabian De Sousa President,
      Sole Director, Chief ExecutiveOfficer,
      Chief Financial Officer andPrincipal
      Accounting Officer




-14-