UNITED STATES SECURITIES AND EXCHANGE COMMISSION



Washington, D.C. 20549



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FORM 10-QSB



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

For the quarterly period ended March 31, 2006

o TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT

For the transition period from ____________ to____________

Commission File No. 000-49671

BEAR LAKE RECREATION, INC.

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





|Nevada                          | 87-0620495                
|------------------------------- | --------------------------
|(State or Other Jurisdiction of | (I.R.S. Employer I.D. No.)
|incorporation or organization)  |                           



4685 S. Highland Drive, Suite #202

Salt Lake City, Utah 84117

(Address of Principal Executive Offices)



(801) 278-9424

(Issuers Telephone Number)



N/A

(Former name, former address and former fiscal year,

if changed since last report)



Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. YesxNo o



Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Exchange Act). Yes o Nox



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






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APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY

PROCEEDINGS DURING THE PRECEDING FIVE YEARS



Not applicable.



APPLICABLE ONLY TO CORPORATE ISSUERS



Indicate the number of shares outstanding of each of the Issuers classes of common equity, as of the latest practicable date:



May 3, 2006

4,374,200 shares



Transitional Small Business Disclosure Format (Check one): Yes o Nox



FINANCIAL STATEMENTS



March 31, 2006

C O N T E N T S



|Condensed Balance Sheet                 | 3
|--------------------------------------- | -
|Condensed Statements of Operations      | 4
|Condensed Statements of Cash Flows      | 5
|Notes to Unaudited Financial Statements | 6





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PART I - FINANCIAL INFORMATION



Item 1. Financial Statements.



Bear Lake Recreation, Inc.

(A Development Stage Company)

Condensed Balance Sheet

March 31, 2006

(Unaudited)





|ASSETS                                                 |  |   |          |  
|------------------------------------------------------ |  | - | -------- | -
|                                                       |  |   |          |  
|Current Assets                                         |  |   |          |  
|Total Assets                                           |  | $ |         |  
|                                                       |  |   |          |  
|LIABILITIES AND STOCKHOLDERS' DEFICIT                  |  |   |          |  
|                                                       |  |   |          |  
|Liabilities                                            |  |   |          |  
|Current Liabilities                                    |  |   |          |  
|Related Party Payable                                  |  |   | 30,019   |  
|Accounts Payable                                       |  |   | 225      |  
|Total Current Liabilities                              |  |   | 30,244   |  
|Total Liabilities                                      |  |   | 30,244   |  
|                                                       |  |   |          |  
|Stockholders' Deficit                                  |  |   |          |  
|Capital Stock -- 50,000,000 shares authorized having a |  |   |          |  
|par value of $.001 per share; 4,374,200 shares issued  |  |   |          |  
|and outstanding                                        |  |   | 4,374    |  
|Additional Paid-in Capital                             |  |   | 79,704   |  
|Accumulated Deficit during the Development Stage       |  |   | (114,322 | )
|Total Stockholders' Deficit                            |  |   | (30,244  | )
|Total Liabilities and Stockholders' Deficit            |  | $ |         |  





See accompanying notes to financial statements.



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Bear Lake Recreation, Inc.

(A Development Stage Company)

Condensed Statements of Operations

For the Three and Nine Months Ended March 31, 2006 and 2005, and

For the Period from Inception (October 22, 1998) through March 31, 2006

(Unaudited)





|                                    |  |                      |           |   |  |                     |   |           |   |                    |  |   |           |      |  |  |   | For the Period |  
|----------------------------------- |  | -------------------- | --------- | - |  | ------------------- | - | --------- | - | ------------------ |  | - | --------- | ---- |  |  | - | -------------- | -
|                                    |  | For the Three Months |           |   |  | For the Nine Months |   |           |   | from Inception     | 
|                                    |  | Ended March 31,      |           |   |  | Ended March 31,     |   |           |   | (10/22/98) through | 
|                                    |  | 2006                 |           |   |  | 2005                |   |           |   | 2006               |  |   |           | 2005 |  |  |   | March 31, 2006 |  
|                                    |  |                      |           |   |  |                     |   |           |   |                    |  |   |           |      |  |  |   |                |  
|Revenues                            |  | $                    |          |   |  |                     | $ |          |   |                    |  | $ |          |      |  |  | $ |               |  
|Cost of Goods Sold                  |  |                      |          |   |  |                     |   |          |   |                    |  |   |          |      |  |  |   |               |  
|Gross Profit                        |  |                      |          |   |  |                     |   |          |   |                    |  |   |          |      |  |  |   |               |  
|General and Administrative Expenses |  |                      | 1,569     |   |  |                     |   | 1,776     |   |                    |  |   | 7,981     |      |  |  |   | 10,638         |  
|Net loss from operations            |  |                      | (1,569    | ) |  |                     |   | (1,776    | ) |                    |  |   | (7,981    | )    |  |  |   | (10,638        | )
|                                    |  |                      |           |   |  |                     |   |           |   |                    |  |   |           |      |  |  |   |                |  
|Other Income (Expense)              |  |                      |           |   |  |                     |   |           |   |                    |  |   |           |      |  |  |   |                |  
|Write off of inventory              |  |                      |          |   |  |                     |   |          |   |                    |  |   |          |      |  |  |   |               |  
|Loss on sale of assets              |  |                      |          |   |  |                     |   |          |   |                    |  |   |          |      |  |  |   |               |  
|Total Other Income (Expense)        |  |                      |          |   |  |                     |   |          |   |                    |  |   |          |      |  |  |   |               |  
|                                    |  |                      |           |   |  |                     |   |           |   |                    |  |   |           |      |  |  |   |                |  
|Net Loss Before Taxes               |  |                      | 1,569     |   |  |                     |   | (1,776    | ) |                    |  |   | (7,981    | )    |  |  |   | (10,638        | )
|Income taxes                        |  |                      |          |   |  |                     |   |          |   |                    |  |   |          |      |  |  |   |               |  
|Net Loss                            |  | $                    | 1,569     |   |  |                     | $ | (1,776    | ) |                    |  | $ | (7,981    | )    |  |  | $ | (10,638        | )
|                                    |  |                      |           |   |  |                     |   |           |   |                    |  |   |           |      |  |  |   |                |  
|Basic & Diluted loss per share      |  | $                    | (0.01     | ) |  |                     | $ | (0.01     | ) |                    |  | $ | (0.01     | )    |  |  | $ | (0.01          | )
|                                    |  |                      |           |   |  |                     |   |           |   |                    |  |   |           |      |  |  |   |                |  
|Weighted average number             |  |                      |           |   |  |                     |   |           |   |                    |  |   |           |      |  |  |   |                |  
|of common shares outstanding        |  |                      | 4,374,200 |   |  |                     |   | 2,874,200 |   |                    |  |   | 3,876,025 |      |  |  |   | 2,245,786      |  





See accompanying notes to financial statements.



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Bear Lake Recreation, Inc.

(A Development Stage Company)

Condensed Statements of Cash Flows

For the Nine Months Ended March 31, 2006 and 2005, and

For the Period from Inception (October 22, 1998) through March 31, 2006

(Unaudited)



|                                              |  |                     |        |      |   |                    |   | For the Period | 
|--------------------------------------------- |  | ------------------- | ------ | ---- | - | ------------------ | - | -------------- | 
|                                              |  | For the Nine Months |        |      |   | from Inception     |  
|                                              |  | Ended March 31,     |        |      |   | (10/22/98) through |  
|                                              |  | 2006                |        | 2005 |   |                    |   | March 31, 2006 | 
|                                              |  |                     |        |      |   |                    |   |                | 
|Cash Flows From Operating Activities          |  |                     |        |      |   |                    |   |                | 
|Net Income (Loss)                             |  | $                   | (7,981 | )    | $ | (10,638            | ) |                | 
|Adjustments to reconcile net income (loss) to |  |                     |        |      |   |                    |   |                | 
|net cash provided by operating activities:    |  |                     |        |      |   |                    |   |                | 
|Depreciation Expense                          |  |                     |       |      |   |                   |   |                | 
|Shares issued for services                    |  |                     | 1,500  |      |   | 1,500              |   |                | 
|Loss on disposal of equipment                 |  |                     |       |      |   |                   |   |                | 
|Write off of related party receivable         |  |                     |       |      |   |                   |   |                | 
|Write off of Website development costs        |  |                     |       |      |   |                   |   |                | 
|Write off of inventory                        |  |                     |       |      |   |                   |   |                | 
|(Increase) / decrease in:                     |  |                     |        |      |   |                    |   |                | 
|Inventory                                     |  |                     |       |      |   |                   |   |                | 
|Increase / (decrease) in:                     |  |                     |        |      |   |                    |   |                | 
|Accounts Payable                              |  |                     | 225    |      |   | (1,751             | ) |                | 
|Related Party Payables                        |  |                     | 6,256  |      |   | 10,889             |   |                | 
|Net Cash From Operating Activities            |  |                     |       |      |   |                   |   |                | 
|                                              |  |                     |        |      |   |                    |   |                | 
|Cash Flows From Investing Activities          |  |                     |        |      |   |                    |   |                | 
|Purchase of property and equipment            |  |                     |       |      |   |                   |   |                | 
|Website development costs                     |  |                     |       |      |   |                   |   |                | 
|Net Cash From Investing Activities            |  |                     |       |      |   |                   |   |                | 
|                                              |  |                     |        |      |   |                    |   |                | 
|Cash Flows from Financing Activities          |  |                     |        |      |   |                    |   |                | 
|Stock offering costs                          |  |                     |       |      |   |                   |   |                | 
|Related-party receivable                      |  |                     |       |      |   |                   |   |                | 
|Proceeds from the issuance of common stock    |  |                     |       |      |   |                   |   |                | 
|Net Cash From Financing Activities            |  |                     |       |      |   |                   |   |                | 
|                                              |  |                     |        |      |   |                    |   |                | 
|Net Increase In Cash                          |  |                     |       |      |   |                   |   |                | 
|Beginning Cash Balance                        |  |                     |       |      |   | 76                 |   |                | 
|Ending Cash Balance                           |  | $                   |       |      | $ | 76                 |   |                | 
|                                              |  |                     |        |      |   |                    |   |                | 
|Supplemental Disclosure Information:          |  |                     |        |      |   |                    |   |                | 
|Cash paid for interest                        |  | $                   |       |      | $ |                   |   |                | 
|Cash paid for taxes                           |  | $                   |       |      | $ |                   |   |                | 

See accompanying notes to financial statement.





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Bear Lake Recreation, Inc.

(A Development Stage Company)

Condensed Notes to Financial Statements

March 31, 2006

(Unaudited)



NOTE 1 PRELIMINARY NOTE



The accompanying condensed financial statements have been prepared without audit, pursuant to the rules and regulations of the Securities and Exchange Commission. In the opinion of management, the interim financial statements reflect all adjustments, consisting of normal recurring accruals, which are necessary for a fair statement of the results for the period. Certain information and disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted. It is suggested that these condensed financial statements be read in conjunction with the financial statements and notes thereto included in the Companys Annual Report on Form 10-KSB for the year ended June 30, 2005.

NOTE 2 COMMON STOCK



On September 29, 2005, the Company issued 1,500,000 shares of its common stock, 500,000 shares to each of its three directors, for services rendered valued at $1,500 or $.001 per share.

NOTE 3 AMENDMENT TO ARTICLES OF INCORPORATION



On March 20, 2006, the Company filed a definitive information statement on Form 14C, whereby the Company amended and restated its Articles of Incorporation with the State of Nevada.  The Amended and Restated Articles became affective April 10, 2006.  No proxies were solicited as the Company had received consent of majority shareholders approving the action.  A summary of the major changes to its Articles that became effective through the amendment are as follows: (i) five million (5,000,000) shares of preferred stock with a par value of $0.001 per share were authorized, (ii) minimum number of directors was amended to one, (iii) the Board of Directors may change the Companys name and (iv) effect a recapitalization without a shareholder vote.  The purpose of these amendments was to facilitate quick reaction in the event the Company is able to determine an acquisition or merger candidate.



Item 2. Managements Discussion and Analysis or Plan of Operation.



Plan of Operation



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



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



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





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Results of Operations



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



The Company has had no operations during the quarterly period ended March 31, 2006, nor do we have operations as of the date of this filing.  General and administrative expenses were $1,569 for the March 31, 2006 period compared to $1,776 for the March 31, 2005 period. General and administrative expenses for the three months ended March 31, 2006 were comprised mainly of accounting, transfer, and filing fees. We had net loss of $1,569 for the March 31, 2006 period compared to a net loss of $1,776 for the March 31, 2005 period.



Nine Months Ended March 31, 2006 Compared to Nine Months Ended March 31, 2005



In the nine months ended March 31, 2006, we had sales of $0, compared to the nine months ended March 31, 2005, with sales of $0. General and administrative expenses were $7,981 for the nine months ended March 31, 2006 compared to $10,638 for the March 31, 2005 period. General and administrative expenses for the nine months ended March 31, 2006 were comprised mainly of accounting, transfer, and filing fees. We had net loss of $7,981 for the nine months ended March 31, 2006 compared to a net loss of $10,638 for the nine months ended March 31, 2005.



Liquidity and Capital Resources



Our total assets as of March 31, 2006, were $0, and we have no assets as of the date of this filing.  We do depend on a shareholder being able to loan us money to fund our attempt to get and maintain our Company current in its filings and if this shareholder is not able to loan us the money our ability to continue in our attempt to get and maintain our Company current would be substantially reduced.



Forward-Looking Statements



The foregoing discussion contains forward-looking statements that discuss, among other things, future expectations and projections regarding future developments, operations and financial conditions. All forward-looking statements are based on managements existing beliefs about present and future events outside of managements control and on assumptions that may prove to be incorrect. If any underlying assumptions prove incorrect, Bear Lake Recreation, Inc.s actual results may vary materially from those anticipated, estimated, projected or intended.



Item 3. Controls and Procedures.



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





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PART II - OTHER INFORMATION



Item 1. Legal Proceedings.



None; not applicable.



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



There were no sales of equity securities during the period of this report.  However, on September 29, 2005, the Company issued 1,500,000 shares of its common stock, 500,000 to each of its three directors, for services rendered valued at $1,500 or $.001 per share.



Item 3. Defaults Upon Senior Securities.



None; not applicable.



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



On or about March 20, 2006, the Company filed a Definitive Information Statement on Form 14C, whereby the Company amended and restated its Articles of Incorporation with the State of Nevada.  The Amended and Restated Articles became affective April 10, 2006.  No proxies were solicited and no meeting was held as the Company had received consent of 3,000,000 shares (68.58%) voting in favor with none against or abstaining, representing a majority shareholders approval for the action.  A summary of the major changes to our Articles that became effective through the amendment are as follows; (i) minimum number of directors was amended to one; (ii) the Board of Directors may change our name and effect a recapitalization without a shareholder vote.  The purpose of these amendments was to facilitate quick reaction in the event we are able to determine an acquisition or merger candidate.  See the Exhibit Index for a
copy of our Information Statement on Form 14C.



Item 5. Other Information.



None; not applicable.



Item 6.Exhibits.



(a) Exhibits



DEF 14C, as filed on or about March 20, 2006.*



31.1 302 Certification of Wayne Bassham



31.2 302 Certification of Todd Albiston



32 906 Certification



(b) Reports on Form 8-K



None; not applicable.



* These documents are incorporated herein by reference.





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SIGNATURES



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



BEAR LAKE RECREATION, INC.



|Date: | 05/03/06 |  | By: | /s/Wayne Bassham      
|----- | -------- |  | --- | ----------------------
|      |          |  |     | Wayne Bassham         
|      |          |  |     | President and Director
|      |          |  |     |                       
|Date: | 05/03/06 |  | By: | /s/Todd Albiston      
|      |          |  |     | Todd Albiston         
|      |          |  |     | Secretary and Director







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