UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-QSB  (Mark One)  S QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE OF 1934 For the quarterly period ended September 30, 2007  £ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the transition period from __________________ to __________________   Commission file number: 000-32047  HAMPTONS LUXURY HOMES, INC.(Exact name of small business issuer as specified in its charter)Delaware11-3320705(State or other jurisdiction of incorporation or organization)(I.R.S. Employer Identification No.)  PO Box 871, 367 Butter Lane
Bridgehampton, New York  11932(Address of principal executive offices)(631) 537-1600(Issuer's telephone number)  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.  Yes S     No £  Indicate by check mark whether the registrant is a shell company (as defined by Rule 12b-2 of the Exchange Act).  Yes  £     No S  State the number of shares outstanding of each of the issuer's classes of common equity, as of the latest practicable date:  As of November 13, 2007, there were outstanding 57,971,650 shares of the common stock, par value $.0001, of the issuer.  Transitional Small Business Disclosure Format (Check one):  Yes £     No S        Table of Contents PagePart I
FINANCIAL INFORMATION3Item 1.
Financial Statements.3Consolidated Balance Sheet  September 30, 20073Consolidated Statements of Operations for the Three Months and Nine Months Ended
September 30, 2007 and 20064Consolidated Statements of Cash Flows for the Nine Months Ended September 30,
2007 and 20065Notes to Unaudited Consolidated Financial Statements6-8Item 2.
Managements Discussion and Analysis or Plan of Operation.9Item 3A(T).  Controls and Procedures.20Part II
OTHER INFORMATION21Item 2.
Unregistered Sales of Equity Securities and Use of Proceeds.21Item 6.
Exhibits.21  2    PART I FINANCIAL INFORMATION  Item 1.   Unaudited Consolidated Financial Statements  HAMPTONS LUXURY HOMES, INC. AND SUBSIDIARIESCONSOLIDATED BALANCE SHEETSEPTEMBER 30, 2007(UNAUDITED)ASSETSCurrent Assets:Cash$77,110Contract receivables1,994,522Prepaid expenses and other current assets39,228Total current assets2,110,860Property and equipment, net64,653Advances to and investment in joint venture76,299Other assets16,600Total Assets$2,268,412LIABILITIES AND STOCKHOLDERS' EQUITYCurrent Liabilities:Accounts payable$1,126,394Accrued expenses and other current liabilities18,291Income taxes payable256,000Total current liabilities1,400,685Stockholders' EquityCommon stock, par value $0.0001, 200,000,000 shares authorized,57,971,650 shares issued and outstanding5,797Additional paid-in capital533,913Retained earnings328,017Total Stockholders' Equity867,727Total Liabilities and Stockholders' Equity$2,268,412  See notes to unaudited consolidated financial statements.  3      HAMPTONS LUXURY HOMES, INC. AND SUBSIDIARIESCONSOLIDATED STATEMENTS OF OPERATIONS(UNAUDITED)For the three monthsFor the nine monthsended September 30,ended September 30,2007200620072006Contract revenues$3,743,123$846,547$6,585,098$3,849,197Contract costs2,958,280634,3064,796,8612,654,822Gross profit784,843212,2411,788,2371,194,375Selling, general and administrative expenses376,950396,9061,061,0301,079,575Income from operations before other income (expense)407,893(184,665)727,207114,800Other income (expense):Rental income-12,06021,81322,200Interest income (expense), net2,139(13,930)(14,528)(37,631)Equity in income from investment
in joint venture40,110(7,264)40,11026,589Income before income taxes450,142(217,919)774,602125,958Income taxes (benefit)245,161(46,255)308,16111,500Net income$204,981$(171,664)$466,441$114,458Basic and diluted earnings per common share$*$*$*$*Basic and diluted weighted average number of common shares outstanding57,971,65058,021,65057,971,65058,350,227* Less than $0.01 per share   See notes to unaudited consolidated financial statements.      4       HAMPTONS LUXURY HOMES, INC. AND SUBSIDIARIESCONSOLIDATED STATEMENTS OF CASH FLOWS(UNAUDITED)For the nine months ended Sept. 30,20072006Net Income$466,441$114,458Adjustments to reconcile net income to netcash (used in) provided by operating activities:Equity in income from investment in joint venture(40,110)(26,589)Depreciation and amortization30,38514,617Amortization of deferred compensation-246,755Stock-based compensation7,50020,416Changes in assets and liabilities affecting operations:Contract receivables(1,886,737)(302,205)Prepaid expenses and other current assets(3,586)(10,000)Other assets(16,600)-Accounts payable849,47381,272Accrued expenses and other current liabilities(18)(9,504)Income taxes payable239,40011,500Net cash (used in) provided by operating activities(353,852)140,720Cash flows from investing activities:Repayment of advances to affiliates-66,437Advances to joint venture-(9,494)Purchases of property and equipment(62,222)(7,271)Net cash (used in) provided by investing activities(62,222)49,672Cash flows from financing activities:Repayments of mortgage payable(17,183)(28,965)Dividends paid to shareholders-(300,000)Net cash used in financing activities(17,183)(328,965)Net decrease in cash(433,257)(138,573)Cash, beginning of period510,367426,481Cash, end of period$77,110$287,908Supplemental disclosure of cash flow information:Interest expense$19,755$37,631Taxes paid$66,900$-Noncash TransactionsAdvances to stockholders applied to dividends$200,000  See notes to unaudited consolidated financial statements.  5     HAMPTONS LUXURY HOMES, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)  NOTE 1 - ORGANIZATION  Hamptons Luxury Homes, Inc. (the Company or HLH) was incorporated as Southampton Partners, Inc. in the State of Delaware on May 15, 1996 and, in October 2003, changed its name to Hamptons Luxury Homes, Inc. The Company was inactive from March 1, 1998 until December 2003. In December 2003, the Company commenced operations as a builder of single-family homes, provider of construction consulting services and a distributor of building materials in the Hamptons area of Long Island, New York.  In April 2005, the Company formed a wholly owned subsidiary, DWD Construction Services, Inc., to perform construction supervision and advisory services in connection with the construction of homes and business development of major commercial projects.  On April 7, 2006, the Company acquired all the outstanding shares of Telemark, Inc. (TI) from the majority shareholders (officers and directors) of the Company in exchange for 25,000,000 shares of common stock. Following the acquisition, these shareholders owned approximately 79% of the outstanding shares of the Company.  TI was incorporated in the state of New York on December 7, 1998. TI constructs, renovates and restores luxury homes and commercial property and manages construction. Through TIs wholly owned subsidiaries, Telemark Service and Maintenance, Inc. and Bridgehampton Lumber Corp., TI provides ongoing property management and maintenance services, and sells building material and hardware.  The acquisition has been recorded on the purchase method of accounting at historical amounts as the Company and TI were under common control. The consolidated financial statements have been presented as if the acquisition had occurred on January 1, 2005.  In connection with the acquisition, the Company issued a shareholder 500,000 shares of common stock of the Company under an antidilution agreement, which have been recorded at par value.  The acquisition provided for the spin-off of three inactive subsidiaries of TI, prior to the acquisition, and as the financial statements have been prepared as if the acquisition had occurred as of January 1, 2005, the former subsidiaries have not been included.  Further, the acquisition contractually provided for the land and building to be transferred to the shareholders of TI, prior to the acquisition.  NOTE 2 SIGNIFICANT ACCOUNTING POLICIES  Basis of Presentation  The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. All material intercompany balances and transactions have been eliminated.   6    The accompanying interim unaudited consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial statements and with the rules and regulations under Regulation S-B of the Securities Exchange Commission for Form 10-QSB. Accordingly, they do not include all of the information and footnotes required by accounting principles generally accepted in the United States for complete financial statement presentation. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary to present fairly the consolidated financial position, results of the operations and cash flows for the interim periods, have been included. These unaudited consolidated financial statements should be read in conjunction with the consolidated financial statements of Hamptons Luxury Homes, Inc. together with the Companys Plan of Operations and Managements Discussion and Analysis in the Companys Form 10-KSB for the year ended December 31, 2006. Interim results are not necessarily indicative of the results for a full year.  Estimates  The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and revenues and expenses during the reporting period. Actual results could differ from those estimates.  Reclassifications  Certain 2006 amounts have been reclassified to conform to 2007 presentation.  New Accounting Pronouncements  Management does not believe that any recently issued, but not yet effective accounting pronouncements, if adopted, would have a material effect on the accompanying consolidated financial statements.  NOTE 3 INCOME TAXES  Effective January 1, 2007, the Company adopted the provisions of Financial Accounting Standards Board (FASB) Interpretation No. 48, Accounting for Uncertainty in Income Taxes, an Interpretation of FASB Statement No.109 (FIN 48).  FIN 48 clarifies the accounting for uncertainty in income taxes recognized in the Companys financial statements in accordance with FASB Statement 109, Accounting for Income Taxes, and prescribes a recognition threshold and measurement process for financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return.  FIN 48 also provides guidance under recognition, classification, interest and penalties, accounting in interim periods, disclosure and transition.  Management has evaluated and concluded that there are no significant uncertain tax positions requiring recognition in the Companys financial statements as of January 1, 2007 and September 30, 2007.  The Companys policy is to classify assessments, if any, for tax related interest as interest expenses and penalties as general and administrative expenses.   7    NOTE 4  EMPLOYMENT AGREEMENT  On August 13, 2007, the Company entered into a five year employment agreement with its director of business development, providing for an annual salary of $65,000 and incentives based on the Company's specified levels of sales and earnings. In addition, on the commencement of employment, the Company granted options to acquire 500,000 shares of common stock, exercisable at $.035, per share, (market price) through August 12, 2012. The fair value of options granted were estimated as of the date of grant using a Black-Scholes option pricing model at $7,500, and were included in Selling, General and Administrative expenses.  8    FORWARD-LOOKING STATEMENTS  This Quarterly Report on Form 10-QSB contains forward-looking statements (as defined in Section 27A of the Securities Act and Section 21E of the Securities Exchange Act of 1934 (the Exchange Act).  To the extent that any statements made in this Report contain information that is not historical, these statements are essentially forward-looking.  Forward-looking statements can be identified by the use of words such as expects, plans, will, may, anticipates, believes, should, intends, estimates, and other words of similar meaning.  These statements are subject to risks and uncertainties that cannot be predicted or quantified and consequently, actual results may differ materially from those expressed or implied by such forward-looking statements.  Such risks and uncertainties include, without limitation:  · the Company's ability to raise capital to finance the Company's growth when needed and terms advantageous to the Company; · the ability to manage growth, profitability and the marketability of the Company's services, · general economic and business conditions; · the effect on the Company of recent credit-tightening throughout the United States, especially within the real estate market; · the effect on the Company of recently reported losses within the financial and banking industries and the effect of such losses on the income and financial condition of current and potential clients of the Company; · the impact of developments and competition within the real estate and home construction industries; · adverse results of any legal proceedings; · the impact of current, pending or future legislation and regulation on the construction and real estate industries, including, but not limited to changes in zoning and environmental laws and regulations; · the Company's ability to enter into acceptable relationships with one or more suppliers, vendors or contractors of an acceptable quality on a cost-effective basis; · the volatility of the Company's operating results and financial condition; · the Company's ability to attract or retain qualified senior management personnel; and · the other risks detailed in this Report and, from time to time, in the Company's other filings with the SEC.  The Company does not undertake any obligation to publicly update any forward-looking statements.  As a result, readers should not place undue reliance on forward-looking statements contained in this Report.  Item 2.   Managements Discussion and Analysis or Plan of Operation.  The following discussion of our plan of operation should be read in conjunction with our Financial Statements and Notes thereto appearing elsewhere in this document.  Overview  The financial statements presented are those of Hamptons Luxury Homes, Inc., incorporated in May 1996 in the state of Delaware as Southampton Partners, Inc., and its wholly-owned subsidiaries. In October 2003, the Company changed its name to Hamptons Luxury Homes, Inc.  The Company was inactive from 1998 until December 2003 when it commenced operations as a builder of single family homes, provider of construction consulting services and distributor of building materials in the Hamptons area of Long Island, New York.   9    Hamptons Luxury Homes (www.hlxhomes.com) is a regional construction services company that builds and maintains custom homes, luxury vacation homes and ultra-luxury estate homes with operations in Bridgehampton, New York. Telemark Inc. (Telemark or TI), a subsidiary, is a nationally recognized and award winning ultra-luxury homebuilder. Telemark was awarded Custom Builder of the Year by Custom Builder Magazine in 1998. We believe the Company maintains an industry leading reputation for construction of luxury vacation homes from foundation to completion, with values ranging up to $50 million.  In addition, we believe that Hamptons Luxury Homes combines the most innovative methods of ultra-high quality materials with superb old-world craftsmanship to create the ultimate in luxury homes with outstanding aesthetic appeal.  Already a recognized and well-established entity in the exclusive environs of the Hamptons, New York (through its Telemark subsidiaries), we anticipate expansion into similar luxury markets in the United States.  Merger  The acquisition of Telemark by HLH has been accounted for as an exchange of shares between two entities under common control for financial accounting purposes.  SFAS No. 141 requires that the acquisition be accounted for at the carrying amounts in the account of Telemark.  Accordingly, in 2006, we are, for the effects of the merger, using the carrying amounts.  The assets, liabilities and shareholders equity items of the entities under reorganization are booked in the combined entity based on their carrying amounts, without recognizing any new positive or negative goodwill.  In addition, for comparative purposes, we are required to show the financial statements of all periods presented, including those with respect to periods prior to the merger, as if the merger had occurred at the beginning of the first period presented.  Telemark, a construction company based in Bridgehampton, New York was founded in 1978 by Frank Dalene and Hugo Dalene, (Franks father) as Telemark Construction, Inc. Telemark manages and constructs custom homes, luxury vacation homes, ultra-luxury estate homes, renovations, historical restorations and commercial construction. Through its subsidiaries, it provides ongoing construction services, property management, maintenance, service, and supplies building materials.  The Company performs its construction services through five wholly-owned subsidiaries and one joint venture. The wholly-owned subsidiaries are: Telemark, which manages the construction of and constructs custom homes, luxury vacation homes, ultra-luxury estate homes renovations of homes, performs historical restorations, and commercial construction; Telemark Service and Maintenance, Inc. (TSM), which provides ongoing property management, maintenance and service; Bridgehampton Lumber Corp. (Bridgehampton), which supplies building material and is an independent dealer of The Barden & Robeson Corporation (Barden).  Barden is a custom panelized manufacturer that supplies materials for the housing and light industrial industries; DWD Construction Services, Inc. (DWD), which performs construction administration and advisory services in connection with the construction of homes and business development of major commercial projects; and East Coast Properties, Inc. (ECP), which is currently inactive however we plan to become active when we enter into joint ventures with property owners for the development and sale of new or renovated custom home. Telemark is a fifty percent partner in a joint venture known as Architectural Woodwork of the Hamptons, LLC, which manufacturers and installs custom millwork, custom cabinetry, custom built-ins and furniture. Goals of the Company  The Companys immediate goal is to increase revenues and income through the organic growth of its current operating subsidiaries by increasing its efforts in marketing and sales by implementing a new unique sales referral program targeted to real estate brokers and sales agents. Our focus is also to increase the recurring revenue stream in the service and maintenance subsidiary by developing and implementing a new unique property maintenance program.   10    It is the goal of the Company to expand and create an integrated construction service company that concentrates on the luxury vacation estate segment of the real estate industry and develops its business model through the acquisition of companies that will become wholly-owned subsidiaries in the areas of, without limitation, building custom homes, luxury vacation homes, ultra-luxury vacation estates, renovation work, restoration work, property maintenance, property management, service contractors, trade contractors and real estate development.  It is the goal of the Company to develop the model of an integrated construction services in its local market in the Hamptons and then expand to the other 66 vacation home markets it has identified that are similar to the Hamptons market. There are currently twelve states that have over one hundred thousand homes that are classified as vacation homes, with another eight states that have over fifty thousand homes classified as vacation homes. Within these states, and within five other states, there are approximately sixty-six markets that cater to individuals whose wealth places them in the top one percent of personal wealth in the world. Preliminary research indicates the top twelve markets for expansion are:  1. Palm Beach, Florida 2. Singer Island, Florida 3. Cape Cod, Massachusetts 4. Hyannis, Massachusetts 5. Marthas Vineyard, Massachusetts 6. Palm Springs, California 7. Lake Norman, North Carolina 8. Kennebunkport, Maine 9. Jackson Hole, Wyoming 10. Telluride, Colorado 11. Aspen, Colorado 12. Vail, Colorado  We plan to leverage our relationships with the national real estate firms located in the Hamptons to assist us to expand in these markets since they are currently present in these locations. The real estate firms will assist us in identifying a local luxury homebuilder in the target market that has twenty five years experience, an excellent reputation for quality workmanship such as Telemark and we will acquire the homebuilder to enter that market.  We believe the goals are achievable through a unique sales program, a unique property maintenance program and a roll-up strategy we have developed and we are beginning to implement. About The Homes We Build  We categorize the homes consistent with how the real estate industry categorizes the real estate market. The real estate market is generally divided into the following categories: lower end market with sales prices up to $3,000,000; the middle market with sales prices between $3,000,000 and $8,000,000; and the high end market with sales prices of $8,000,000 and higher with an average sales price of $25,000,000.  Our Custom Home is typically built for local professionals and business people or entry level vacation home owners. We believe that we are able to achieve affordable construction costs through our dealership with Barden Homes that provides efficiencies of panelized construction, allows for custom design and maintains our reputation for quality.   11    Our Luxury Vacation Home is an architecturally custom designed home that averages 6,000 square feet with a pool, pool house and tennis court, is situated on two to five acres, and typically includes several custom amenities such as custom kitchens, built-ins, media rooms, custom master suites and a custom designed landscape plan. The homes are built for the move-up vacation home owner or successful Wall Street professional and business executives.  We believe our Ultra-Luxury Estate Home is an architecturally unique custom designed home that averages 12,000 square feet, situated on more than five acres, and many include a guest house on the property, servants quarters, staff kitchen as well as a main kitchen, his and her master suites, a theater, custom wood paneled library, exercise room or gym, recreation room or game room, indoor pool, squash court, or basketball court. Typically, nothing is taken off a shelf to build the home, windows and doors are custom fabricated, exterior and interior trim is custom designed and fabricated. Every detail is custom designed and built, sometimes even the furniture. The highest quality in materials, means and methods of construction are used to create an architectural work of art that is often sold as a great work of art and not just a home. The properties are impeccably manicured and maintained behind gated hedgerows with rare specimens of trees, rose gardens, English gardens, and private ponds stocked with fish. The homes are built for the most successful and wealthiest individual many times as one of several vacation homes in the world.  We provide renovation, historic restoration and maintenance services in all three categories of homes mentioned above.  About Our Sales Program  Due to the nature of building ultraluxury homes in the Hamptons, which represents a significant portion of HLHs work, a construction services company needs to establish a reputation for quality and reliability in order to sustain a long term presence in the Hamptons. Our work generally comes from word of mouth referrals from past clients, architects, real estate brokers and other members of the community. The Company has operated in the Hamptons for almost thirty years and has established a solid reputation for quality and reliability that will allow it to leverage its reputation through a formal sales program.  We developed a sales and marketing program during the 4th quarter 2006 and rolled it out in February 2007. The continuing results of our efforts are discussed in more detail below in the section titled Sales Activity and Backlog. We anticipate that the continued implementation of the sales and marketing plan together with our roll up strategy of acquiring trade contractors will position HLH to increase its market share in the eastern end of Long Island.  Our sales program is designed to leverage our excellent reputation and our relationship with the real estate firms to develop our sales force with the real estate brokers and sales agents. A referral agreement was drafted to formalize an agreement with the real estate firms setting forth a formal process and procedure by which the real estate broker or sales agent will be paid a referral fee for any of the construction services we provide their client while maintaining full disclosure requirements.  This is the first sales program that includes a formal referral agreement with the real estate firms in the Hamptons and some real estate experts believe it is the first of its kind nationally. With four firms committed so far we are extremely encouraged at the referrals we are receiving in all aspects of our construction services. We are currently making presentations to the individual offices to educate the brokers and sales agents about the program and we are very pleased at the positive responses we are receiving. It is our goal to execute agreements with other real estate firms represented in the Hamptons and we plan to diligently pursue our efforts.   12    On August 13, 2007, the Companys subsidiary, Telemark, hired Robert C. Morsch, a senior level executive experienced in sales and marketing to fill the position of Vice President, Director of Business Development and manage the sales program and continued growth of the Company. About Our Property Maintenance Program  An owner of a home in the Hamptons has made an investment in a home that has historically appreciated approximately ten percent per year, or more, as long as the home is properly maintained. Many vacation home owners spend their weekends in the Hamptons calling and meeting with many different service providers because the industry is very fragmented. We have seen some vacation home owners not properly maintain their homes that require costly renovation or repair work to their home that is only ten years old. Since a vacation home owner occupies the home part time we believe they prefer not to maintain their homes in such a fragmented industry.  Telemark Service & Maintenance provides service and maintenance on a will-call basis. Due to our focus to increase a recurring revenue stream we developed and implemented this month a maintenance program that consolidates all the service providers and individual maintenance contracts into one comprehensive property maintenance contract. Our motto is, One Contract, One Call, One Check, One Comprehensive Plan (see an example of the marketing material below). We first survey the property and structures from a check list we developed. We develop a yearly maintenance budget and a capital improvement budget based on our findings. We present a comprehensive maintenance manual to the home owner that incorporates a detailed description of all service provider contracts that we received from our trade contractors that provide service contracts and other service providers that we use. The cost is broken down in detail which enables the homeowner to have a to-do list to check off the work they choose or adopt the entire plan.  We believe this is the first time a formal comprehensive property maintenance program has been developed and implemented in the Hamptons. We are very encouraged by the responses we are receiving and the comments from the vacation home owners that do not want to spend their weekends calling and meeting with the many individual service providers. We immediately executed an agreement with a major real estate firm to provide handyman services for the maintenance of their offices in the Hamptons. We have surveyed several properties and prepared maintenance manuals and we are presently maintaining several properties. We will continue our efforts to expand this program.  About Our Acquisition Strategy  Our immediate acquisition strategy consists of acquiring the service providers and trade contractors that currently provide service in addition to the installation of products as a subcontractor during the construction process. The strategy will provide synergies in our property maintenance program that will allow us to add to our own client base those that are captured by the service contracts, capture income that would normally be paid in the cost of goods sold, capture income through the economies of scale of centralizing administrative functions, cross-selling other services we provide to the newly acquired client bases, eventually provide all services in house that is required in our property maintenance program so we have better control over quality and reliability, and increase recurring revenues and income. The strategy includes maintaining the service provider companys reputation and name branding by structuring them as a wholly owned subsidiary and requiring the business owner to commit to a minimum time period to manage and grow the business.   13    We began implementing our acquisition strategy by opening up discussions with owners of service providers and trade contractors in order to develop the structure for the acquisition. We plan to begin entering into agreements in 2008 by acquiring the smaller companies that provide service only. We plan to fund the acquisitions with a combination of debt, stock and cash. We are presently interviewing investment banking firms to assist us with our roll-up strategy. Immediate focus is on the organic growth of the Company however management believes the Company may be positioned to implement the acquisition strategy in the following year.  We are very encouraged by the openness and willingness of the owners of the companies that provide services during our discussions to acquire their companies. We believe there are many opportunities to successfully implement our strategy.  About North Country Entertainment Complex  In 2005, we acquired a 10% ownership interest in Northway Island Associates, Inc. of Utica, New York (NIA) when our wholly owned subsidiary, DWD Construction Services, Inc. (DWD), entered into a consulting agreement with NIA regarding the development of the North Country Entertainment Complex in upstate New York.  In June 2007, NIA acquired approximately 928 acres of land to develop an entertainment complex in the St. Lawrence area that is expected to attract tourists from both the United States and Canada. The land, located in Brasher and Massena, New York, is slated for use as a motor sports park with retail and entertainment components.  NIA has previously announced the possibility of locating a casino at the complex.  During the past two years, DWD provided consulting services to NIA concerning management, marketing, financial planning, strategic planning, corporate organization and structure, financing, expansion of services, and business opportunities and reviewed and advised NIA regarding its overall progress, needs and condition. This included providing advice regarding recruitment and employment of executives; identification, evaluation, structuring, negotiating and closing of joint ventures, strategic alliances, business opportunities and corporate financing.  NIA recently announced that it plans to begin Phase I engineering activity for the multimillion dollar project as it enters the permitting process required prior to the design and construction of the planned facilities.  In August 2007, DWD, acting as the owners representative for NIA, sent out Requests for Proposals, (RFP) for Master Planning services to four prominent architectural firms that provide planning services. An internationally renowned architectural firm was retained as well as engineering firms and work is proceeding to obtain the necessary approvals to construct the entertainment complex.  Presently the planned scope of the entertainment complex that is included in the RFP consists of:  1. 300,000 sq.ft. Las Vegas style casino with 6,100 slot machines, 280 tables, simulcast horse race wagering, retail space, dining facilities and lounges. 2. Five hotels in different price ranges with 300 rooms, dining facilities, meeting rooms and retail space in each hotel. 3. An amusement park and water park with a 100,000 sq.ft. building for interior space to operate year round. 4. An indoor arena with a seating capacity of 10,000 that may host concerts, minor league hockey, basketball, soccer, baseball and a convention center.  14    5. .75 mile NASCAR style oval speedway, a 1⁄4 mile drag strip and a horse track. Proposed activities may include but wont be limited to; NASCAR sanctioned races, IRL races, ARCA races, Hooters Cup races, NHRA sanctioned races, Sprint Car races, tractor pulls, snowmobile racing, race team testing, events such as the Richard Petty Driving Experience and Horse racing. There is a planned permanent seating capacity of 30,000 with the capability to expand to 80,000 with temporary seating. 6. A designer 18-hole golf course.  DWD has presented NIA with cost estimates aggregating to approximately $600 million to construct the entertainment complex over a five year period of time.  NIA has advised us that it has funding in place for the entire project.  We have no plans to be the constructor of the entertainment complex; however, DWD continues to perform under its consulting agreement with NIA to assist NIA through various stages of the business planning process.  We believe our involvement in the North Country Entertainment Complex will continue to provide synergies to our core business since, at the same time we are providing consulting services, we will have the ability to study and explore opportunities in the vacation home markets in northern New York State and along the St. Lawrence River.  Seasonality  Construction business in the Northeast portion of the United States is affected by the weather. Less work is done in winter months than is done throughout the remainder of the year.  Results of Operations  General  We were inactive for the five years prior to December 2003 with no revenues whatsoever. In December 2003, we entered into signed contracts covering the construction of nine homes for a total price of $2,125,000 and subsequently entered into contracts to manage the construction of homes. The nine homes are still delayed by the permit process and we have not started the construction process. As a company we had limited direct experience in home construction prior to our merger with Telemark, in April 2006 (see Merger above in Overview). The construction was planned to take place in Southampton Township on Long Island and was expected to start when all required permits are obtained. Prior to starting construction, the customer needed to secure financing and numerous permits and approvals. The customer received a commitment for financing from Suffolk County National Bank and the permit process was underway. We received a cash payment of $11,016 in December 2003 to cover upfront and planning costs of the project and will receive payments for work as performed. Currently there appears to be little hope that the Town boards will grant approval for the project to proceed as planned. If the appropriate approvals are obtained from the Town boards the contracts will be re-negotiated with the owner to update the costs of construction and any and all adjustments to scopes of work that may have changed as a result of the approval process.  In December 2003, we paid $2,000 to become an independent dealer of The Barden & Robeson Corporation. Barden is a custom panelized manufacturer, which supplies materials for the housing and light industrial industries. Barden makes products for framing and roofing, as well as interior trim and cabinetry products. We earned our first commissions relating to the sale of Barden products in August 2004.   15    In April, 2005 we formed a wholly-owned subsidiary, DWD Construction Services, Inc., to perform construction supervision and advisory services in connection with the construction of homes. In 2006 we realized substantially all of our revenues from these services which indirectly relate to the Barden dealership.  We devoted a substantial amount of our resources during the year ended December 31, 2005 and the first six months of 2006 starting and completing the process to become current in our reporting under the Securities Exchange Act of 1934, as amended, engaging and working with public relations firms, legal and financial advisors, and seeking assistance in obtaining investment funding. No funding sources have been identified. Our common stock has been quoted on the Over-the-Counter Bulletin Board under the symbol HLXH.  Construction Contract Types  Through most of its history, Telemark has performed work under several different contract types based on the kind of work it performed, preference of the owner, and the preference of management.  The contract type that is ultimately used on a project may be a part of the negotiating process.  The typical contract types are a General Contractor (GC), Construction Manager (CM) and Construction Administrator (CA).  Management believes that the different contract types represent various degrees of risk that Telemark assumes and operating cash requirements.  Work the Company performs under several different contract types may affect the revenues, the evaluation of revenues year over year and may not be an indication of the construction activity of the Company.  The GC on a construction job is responsible for subcontractor costs as well as performance and, accordingly, all material and subcontractor costs are paid to and by the GC.  The GC accounts for the full amount of the construction costs as revenue and all costs paid for material, labor and to subcontractors as cost of goods sold.  The CM and CA on a construction job are paid a fee to manage or administrate a project.  The owner, rather than the CM or CA, contracts directly with material suppliers and subcontractors and is responsible for all material and subcontractor costs as well as performance.  All materials and subcontractor costs are paid by the owner and, therefore, the CM or CA only accounts for its fees as revenues.  Currently all construction is being performed under the contract type of a General Contractor. It seems likely that all work that will be performed throughout the remainder of the year will be as a General Contractor.  The Company also performs service and maintenance work on homes that it has built and homes of other select clients, including property management, routine maintenance and small projects on a will call basis.  The work is performed by the Companys own labor force and subcontractors in the carpentry and painting trades.  The work is generally billed on a time and material basis with occasional work being proposed at a fixed price.  Sales Activity and Backlog  During the second quarter and into the third quarter of 2006, a significant portion of managements resources and time was spent transitioning from a private company into a public company.  Management was focused on regulatory requirements, meeting with investor relations consultants, meeting with public relations consultants, working with accounting consultants, working with legal consultants, making presentations to investors at meetings in Long Island, New York City and Chicago, making presentations to institutional funding sources to raise equity capital and debt financing and developing its business plan.  16     Beginning in the third quarter of 2006 and continuing in the fourth quarter, management increased its efforts in marketing and sales by holding face to face meetings with architectural firms to introduce HLH and inform them of the acquisition of Telemark since some opportunities to bid on projects originate from the architectural firms. Management at the same time began meeting with real estate firms to develop a sales referral program that utilizes the sales agents and brokers in the real estate firms as its sales force. A referral agreement was drafted and in February 2007 management executed its first agreement with a major real estate firm. We currently have executed four agreements with real estate firms that combined have approximately 3,530 brokers and sales agents. The brokers and sales agents will receive a fully disclosed referral fee for all construction services performed by HLH. There are several other real estate firms in various stages of negotiation of the agreement.  The results of our sales activities and the roll out of the new sales referral program are very encouraging since we have seen immediate responses and we believe the results will steadily increase as the program is implemented and more real estate firms execute agreements. From January 1, 2007 to the date of the filing of this report we currently have commitments for $10,582,538 of work with a backlog of work that is projected to complete in May 2008. We currently have bids in various stages of approval on an additional $20,717,730 of work. We are also working with potential clients to assist them in various stages of design and approvals on approximately an additional $17,500,000 of work. Bids and working with potential clients to assist them in various stages of design and approvals represents a pipeline of future work that may become contracts within six to twelve months. Although we believe that it is favorable that the above mention bids and future work will become contracts, these figures represent estimates of what the Companys management is anticipating in the coming year.  There can be no assurances that all or any of these estimates will be realized.  A failure to realize these anticipated revenues may have a material adverse affect on the value of the Companys common stock.  THREE MONTHS ENDED SEPTEMBER 30, 2007 COMPARED TO THREE MONTHS ENDED SEPTEMBER 30, 2006  Revenues 2007 revenues are comprised primarily of construction service revenues from contracts to construct, renovate, manage and administer luxury estate homes and single family residences.  Revenues for the three months ended September 30, 2007 increased by $2,896,576 or 342% to $3,743,123 as compared to $846,547 for the comparable period in 2006. The increase was due to an increase in construction activity for the period.  Cost of revenue Cost of revenue as a percentage of total revenues was 79% and 75% for the three months ended September 30, 2007 and 2006, respectively.  Cost of revenues increased by $2,323,974 or 366% to $2,958,280 for the three months ended September 30, 2007 from $634,306 for the comparable period in 2006. The increase in the percentage of cost of revenue was the result of contract operations with decreased margins. The increase of the cost of revenue was a result of an increase of revenue.  Gross profit Gross profit as a percentage of total revenues was 21% and 25% for the three months ended September 30, 2007 and 2006, respectively. Gross profit increased $572,602 or 270% to $784,843 for the three months ended September 30, 2007 from $212,241 for the comparable period in 2006. The decrease in percentage was the result of contract operations with decreased margins. The company captures gross profit from its in house labor force as well as from subcontractors and material costs. At the start of a major project this quarter the ratio between its labor force verses subcontractor and material costs decreased causing an overall decrease in margins. Management believes this anomaly will self correct as the project progresses. The increase of gross profit was a result of an increase of revenues.   17    Selling, general and administrative Selling, general and administrative expenses as a percentage of total revenues was 10% and 47% for the three months ended September 30, 2007 and 2006, respectively. Selling, general and administrative expenses decreased $19,956 or 5% to $376,950 for the three months ended September 30, 2007 compared to $396,906 for the comparable period in 2006. The decrease was due to a decrease in marketing, and professional fees related to the fulfillment of the Companys regulatory requirements and additional advisory professional services needed during this period, offset by an increase of insurance and payroll.  Income from operations before other income (expense) Income from operations as a percentage of total revenues was 11% and (22%) for the three months ended September 30, 2007, respectively. Income from operations increased $592,558 or 321% to $407,893 for the three months ended September 30, 2007 from ($184,665) for the comparable period in 2006. The increase in the percentage of income from operations was the result of an increase in revenues a decrease in the percentage of selling, general and administrative offset by an increase in the percentage of gross profit. The increase of income from operations was a result of an increase in revenues, an increase in gross profit and a decrease in selling, general and administrative.  Interest income (expense), net Net interest income was approximately $2,139 for the three months ended September 30, 2007 as compared to an interest expense of approximately $13,930 for the comparable period in 2006.  Net incomeThe Companys net income increased $376,645 or 219% to $204,981 for the three months ended September 30, 2007 from $(171,664) for the comparable period in 2006. The increase in net income was due to an increase in revenues, an increase in gross profit and a decrease in selling, general and administrative.  NINE MONTHS ENDED SEPTEMBER 30, 2007 COMPARED TO NINE MONTHS ENDED SEPTEMBER 30, 2006  Revenues 2007 revenues are comprised primarily of construction service revenues from contracts to construct, renovate, manage and administer luxury estate homes and single family residences.  Revenues for the nine months ended September 30, 2007 increased by $2,735,901 or 71% to $6,585,098 as compared with $3,849,197 for the comparable period in 2006. The increase was due to an increase in construction activity for the period.  Cost of revenue Cost of revenue as a percentage of total revenues was 73% and 69% for the nine months ended September 30, 2007 and 2006, respectively.  Cost of revenues increased by $2,142,039 or 81% to $4,796,861 for the nine months ended September 30, 2007 from $2,654,822 for the comparable period in 2006. The increase in the percentage of cost of revenue was the result of contract operations with decreased margins. The increase of the cost of revenue of revenue was a result of an increase of revenue.  Gross profit Gross profit as a percentage of total revenues was 27% and 31% for the nine months ended September 30, 2007 and 2006, respectively. Gross profit increased $593,862 or 50% to $1,788,237 for the nine months ended September 30, 2007 from $1,194,375 for the comparable period in 2006. The decrease in percentage was the result of contract operations with decreased margins. The company captures gross profit from its in house labor force as well as from subcontractors and material costs. At the start of a major project this quarter the ratio between its labor force verses subcontractor and material costs decreased causing an overall decrease in margins. Management believes this anomaly will self correct as the project progresses. The increase of gross profit was a result of an increase of revenues.   18    Selling, general and administrative Selling, general and administrative expenses as a percentage of total revenues was 16% and 28% for the nine months ended September 30, 2007 and 2006, respectively. Selling, general and administrative expenses decreased $18,545 or 2% to $1,061,030 for the nine months ended September 30, 2007 compared to $1,079,575 for the comparable period in 2006.  The majority of the decrease was due to an increase in rent, insurance and payroll, offset by a decrease in marketing and professional fees and an increase of revenue.  Income from operations before other income (expense). Income from operations as a percentage of total revenues was 11% and 3% for the nine months ended September 30, 2007 and 2006, respectively. Income from operations increased $612,407 or 533% to $727,207 for the nine months ended September 30, 2007 from $114,800 for the comparable period in 2006. The increase in percentage was the result of an increase of revenues and a percentage decrease of selling, general and administrative offset by a percentage increase of gross profit. The increase of income from operations was a result of an increase in revenues, an increase in gross profit and a decrease in selling, general and administrative.  Interest income (expense), net  Net interest expense was approximately $14,528 for the nine months ended September 30, 2007 as compared to a net interest expense of approximately $37,631 for the comparable period in 2006.  Income taxes For the nine months ended September 30, 2007 and 2006, the Company recorded a provision for income taxes of $308,161 and $11,500, an increase of $299,661, primarily resulting from an increase in revenue.  Net income Net Income as a percentage of total revenues was 7% and 4% for the nine months ended September 30, 2007 and 2006, respectively. Net income increased $351,983 or 308% to $466,441 for the nine months ended September 30, 2007 from $114,458 for the comparable period in 2006. The increase in percentage of net income was the result of an increase of revenues and a percentage decrease of selling, general and administrative offset by a percentage increase of gross profit. The increase in net income was a result of an increase in revenues, an increase in gross profit and a decrease in selling, general and administrative.  Liquidity and Capital Resources  The Company had cash of $77,000 as of September 30, 2007 compared to $510,000 at December 31, 2006, none of which was restricted.  The Company had working capital of $710,000 as of September 30, 2007 and $377,000 as of December 31, 2006.  The Company had retained earning of $328,000 as of September 30, 2007. It is currently expected that cash flows from the Companys existing contracts and the Companys current assets, including cash and accounts receivable, will be sufficient to fund the Companys liquidity and capital requirements for the next twelve months.  Cash flows used in operations of $354,000 for the nine months ended September 30, 2007 was primarily a result of increases in contract receivables and in accounts and income taxes payable.  The Company has no committed source of debt or equity capital. However, the Company believes that the increase in work commitments to $10.5 million to date will result in positive cash flow for the next 12 months.   19    Critical Accounting Policies  The preparation of financial statements and related notes in conformity with accounting principles generally accepted in the United States of America requires the Company to make judgments, estimates, and assumptions that affect the reported amounts of assets, liabilities, revenue and expenses, and related disclosure of contingent assets and liabilities.  On an on-going basis, the Company evaluates its estimates, including those related to bad debts, inventories, income taxes, restructuring and impairments and contingencies and litigation.  The Company bases its estimates on historical experience and on various other assumptions that it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources.  Actual results may differ from these estimates under different assumptions or conditions.  An accounting policy is considered to be critical if it requires an accounting estimate to be made based on assumptions about matters that are highly uncertain at the time the estimate is made, and if different estimates that reasonably could have been used, or changes in the accounting estimates that are reasonably likely to occur periodically, could materially impact the financial statements.  Financial Reporting Release No. 60 requires all companies to include a discussion of critical accounting policies or methods used in the preparation of financial statements.  Note 2 to the financial statements, included elsewhere in this Report, includes a summary of the significant accounting policies and methods used in the preparation of our financial statements.  The following is a brief discussion of the more significant accounting policies and methods used by us.  Revenue Recognition  The Company performs the majority of its projects under the following types of contracts: cost-plus and time-and-materials. For time-and-materials and cost-plus contracts, revenues are recognized as costs are incurred.  Stock Based Compensation  Compensation costs for common stock, warrants and options issued for services were based on the fair value method. Fair value was based on the value of the common stock issued or services provided, whichever is more determinable.  Item 3A(T).  Controls and Procedures.  As of the end of the period covered by this Quarterly Report on Form 10-QSB, the Company's management, with the participation of the Company's principal executive and financial officers, carried out an evaluation of the effectiveness of the Company's disclosure controls and procedures, as such term is defined in Rules 13a-15(e) and 15d-15(e).  Based upon that evaluation, the Company's principal executive and financial officers concluded that such disclosure controls and procedures were effective to enable the Company to record, process, summarize and report information required to be included in the Company's periodic SEC filings within the required time period.  There were no changes in the Company's internal controls over financial reporting that occurred during the Company's fiscal quarter ended September 30, 2007 that has materially affected, or is reasonably likely to materially affect, the Company's internal control over financial reporting.   20    PART II OTHER INFORMATION  Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.  Pursuant to an Employment Agreement, dated as of August 13, 2007, between the Company and Robert C. Morsch ("Employee"), the Company (a) granted Employee a five-year option to purchase up to 500,000 shares of Common Stock at a purchase price of $0.035 per share and (b) agreed to grant Employee on August 13, 2008, provided Employee is actively employed by the Company on such date, a second [five-year] option to purchase up to an additional 500,000 shares of Common Stock at a purchase price equal to the per share market price of the Common Stock on the grant date of such second option.  The Company believes that the grant of and agreement to grant such options was a transaction not requiring registration under the Securities Act of 1933, as amended (the "Securities Act"), by reason of the exemption permitted by Section 4(2) of the Securities Act.   Item 6. Exhibits.  Exhibit Number Description  31.1 Rule 13a-14(a)/15d-14(a) Certification of Principal Executive Officer  31.2 Rule 13a-14(a)/15d-14(a) Certification of Principal Financial Officer  32.1 Section 1350 Certification of Principal Executive Officer  32.2 Section 1350 Certification of Principal Financial Officer     21    SIGNATURES   In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.  HAMPTONS LUXURY HOMES, INC.     Dated:  November 13, 2007By:/s/ Roy DaleneRoy DaleneChairman, President and Chief Executive Officer(Principal Executive Officer)Dated:  November 13, 2007By:/s/ Frank DaleneFrank DaleneChief Financial Officer, Vice Presidentand Secretary(Principal Financial and Accounting Officer)    22    EXHIBIT LIST  Exhibit Number Description  31.1 Rule 13a-14(a)/15d-14(a) Certification of Principal Executive Officer  31.2 Rule 13a-14(a)/15d-14(a) Certification of Principal Financial Officer  32.1 Section 1350 Certification of Principal Executive Officer  32.2 Section 1350 Certification of Principal Financial Officer      23