UNITED STATES


SECURITIES AND EXCHANGE COMMISSION


WASHINGTON, D.C. 20549





FORM 10-K





[X]
ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the fiscal year ended:  February 28, 2010[  ]
TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACTFor the transition period from _________ to ________Commission file number:  333-149921





Tupper, Inc.(Exact name of registrant as specified in its charter)Nevada
N/A(State or other jurisdiction of incorporation or organization)
(I.R.S. Employer Identification No.)#5 Ipil Street Project 3
Quezon City 1102, The Philippines
N/A(Address of principal executive offices)
(Zip Code)Registrant’s telephone number:  001-63-0915-371-1115Securities registered under Section 12(b) of the Exchange Act:Title of each class
Name of each exchange on which registerednone
not applicableSecurities registered under Section 12(g) of the Exchange Act:Title of class
Name of Each exchange on which registerednone
not applicable





Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.  Yes [  ] No [X]





Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes [X]       No [ ]





Check whether the Issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Securities 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
[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 (§ 229.405 of this chapter) during the preceeding 12 months (or for such shorter period that the registrant was
required to submit and post such files). Yes [  ] No [  ]





Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§ 229.405 of this chapter) is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment
to this Form 10-K. Yes [X] No [  ]





Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.





Large accelerated filer [  ] Accelerated filer [  ] Non-accelerated filer [  ] Smaller reporting company [X]





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





State the aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to the price at which the common equity was last sold, or the average bid and asked price of such common equity, as of the last business day of the registrant’s most recently completed second fiscal quarter. Not
available





Indicate the number of shares outstanding of each of the registrant’s classes of common stock, as of the latest practicable date.  2,150,000 as of April 19, 2010.





Table of Contents





TABLE OF CONTENTS








PagePART IItem 1.
Business
3Item 1A.
Risk Factors
8Item 1B.
Unresolved Staff Comments
8Item 2.
Properties
8Item 3.
Legal Proceedings
8Item 4.
Removed and Reserved
8PART IIItem 5.
Market for Registrant’s Common Equity and Related Stockholder Matters and Issuer Purchases of Equity Securities
9Item 6.
Selected Financial Data
11Item 7.
Management’s Discussion and Analysis of Financial Condition and Results of Operations
11Item 7A.
Quantitative and Qualitative Disclosures About Market Risk
13Item 8.
Financial Statements and Supplementary Data
13Item 9.
Changes In and Disagreements With Accountants on Accounting and Financial Disclosure
13Item 9A(T).
Controls and Procedures
14Item 9B.
Other Information
14PART IIIItem 10.
Directors, Executive Officers and Corporate Governance
15Item 11.
Executive Compensation
17Item 12.
Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
19Item 13.
Certain Relationships and Related Transactions, and Director Independence
20Item 14.
Principal Accountant Fees and Services
20





PART IVItem 15.
Exhibits, Financial Statement Schedules
21








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PART I


Item 1.   Business




Company Overview





We were incorporated as “Tupper Inc.” (“Tupper”) on January 31, 2008 in the State of Nevada for the purpose of developing, manufacturing, and selling pig watering troughs specifically for pig farmers in the Philippines and other Asian countries.





Business of Company





We are engaged in the business of developing, manufacturing, and selling pig watering troughs produced specifically for pig farmers in the Philippines and other Asian countries (our "Product"). Such a product will allow pig farmers to effectively and easily distribute a sufficient water supply to their pigs while greatly reducing the amount
of water wasted and the spread of disease that can result from other watering troughs presently in use in Asia. We are currently in the process of designing and developing our Product, and we are continually refining this design through experiments, testing the Product’s adaptability and accessibility in relationship to different sizes and ages of pigs. When we are satisfied that our Product will compete effectively in the Pig Farming Industry by being the most practical and efficient pig watering trough,
we will begin the manufacture and distribution of the Product to pig farmers in the Philippines.





Our principal executive offices are located at 50 West Liberty Street, Suite 880, Reno, NV 89501. Our operations office is located at #5 Ipil Street Project 3, Quezon City 1102, The Philippines.





Water Waste and Disease at the Watering Trough





Water waste and disease each have short- and long-term negative impacts on pig farmers’ profits. One of the main sources of both of these problems is the watering trough commonly employed by pig farmers. Typical pig watering troughs waste excessive amounts of water and spread disease due to inadequacies inherent in their design. Many
common troughs are not easily accessible to all sizes and ages of pigs, leaving some dehydrated and in a condition that can, in turn, make the animal vulnerable to disease.  Examples of illnesses that arise in a herd where there is a poor water supply or sows have a restricted water intake are Cystitis, inflammation of the bladder, Pyelonephritis, and inflammation of the kidney.  These diseases are often concurrent and are an important cause of mortality in all ages of dry sows. Water waste
and uneven distribution, over time, cost pig farmers a significant amount of money.





Water is the nutrient that swine require in largest quantity, but compared to the other nutrients supplied by feed, it is the most frequently misunderstood and mismanaged. Pigs drink more than twice as much as they eat.Without water, no metabolic and physiological processes within
the body can occur.Water makes up over 98% of all molecules in the body and is necessary for regulation of body temperature, growth, reproduction, lactation, digestion, lubrication of joints, eyesight, and as a cleansing agent.  Limiting water intake can depress animal performance more quickly and drastically than any other nutrient deficiency. At any time, if adequate water is not provided to the pig, feed intake and subsequent growth performance
will be reduced, and hearing and sight can be impaired.  Insufficient water consumption of a lactating sow will not only limit feed intake but also milk yield, since milk consists of 80% water. Ultimately, the reduction in milk yield will slow growth and development of the suckling pig. Domesticated animals can live about 60 days without food, but only seven days without water.





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Water intake varies greatly between pigs, and unrestricted access to clean and fresh water at all times has a significant positive impact on the health of all pigs. One drinking point for every ten pigs and at least two troughs per pen is recommended to help maintain adequate distribution in pig farming. Water requirements are influenced by
several factors, including rate of weight gain, pregnancy, lactation, activity, type of diet, feed intake, and environmental temperature.  Daily drinking water usage over time can be used as a predictor of swine health. Water supplies are also an important and effective means for administering medication. The table below illustrates the amount of water needed for pigs of variant sizes and conditions.  The term "gilt" refers to a young female. Swine are considered growing pigs at 40-125 pounds,
finishing pigs at 125 pounds, and market weight usually at about 230 pounds.





Water Intake for Various Classes of Swine:





Class of Pig
Gallons per Day25 lb Pig
0.560 lb Pig
1.5100 lb Pig
1.75200 lb Pig
2.5Gestating Sows
4.5Sow Plus Litter
6.0Nonpregnant Gilts
3.2Pregnant Gilts
5.5





Many on-farm observations have found that increasing water flow rates will increase the pigs' willingness to drink. Low flow rates mean that they have to spend longer at the drinker, and in these cases the pigs rarely drink their fill. They lose interest or, they are pushed away by other pen mates. Providing the correct flow rate at all times
will optimize intake levels and encourage pigs to drink more readily.





The communal watering feature in the design of most troughs also facilitates the spread of disease and requires frequent monitoring and sterilization. The typical trough is designed whereby all of the pigs in a trough’s vicinity drink from the same pool of often stagnant water in that trough.  Therefore, the watering trough
often acts as an agent to spread diseases through the herd. Stale water can also cause reduced water consumption. Even when clean water is available, animals may continue to consume dirty water if it is available. Dirty water is a host for disease organisms, and disease can spread rapidly if animals drink from the same trough.  Disease is a permanent source of anxiety for pig farmers, costing considerable money and detracting from profits in costs associated with diagnosis, treatment, and medication.  Pig
farmers sustain greater losses from animals too diseased to be treated or sent to slaughter.





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Pig Farming Industry in Asia





Asia is home to more than half a billion pigs that provide food security and livelihoods to the majority of its rural population. The demands for and domestic supply of pig meat have been increasing steadily as a result of rising incomes, increasing human population, domestic market liberalization, increasing demand for livestock food products
and urbanization.  Given the rising income and rapid urbanization that the region has been experiencing during the past decade, consumption patterns have also shifted toward more protein-based diets, specifically animal-source diets. Pig meat has traditionally been the most preferred meat in diets in South East Asia, and recent major outbreaks of Avian Influenza have induced a migration from poultry meat to pig meat. This, plus the relatively high population growth rates in Asia, as compared with the
rest of the world, will engender higher demand for pig meat in the coming years.  Even in countries not normally associated with pig production, such as India, pig meat consumption is increasing and has traditionally provided a source of meat and livelihoods to many millions of people in tribal communities. Recent trends in demand for quality and food safety are also shaping the way the food supply chain is reorganizing to accommodate these market requirements.





Pigs in Asia are often raised on small farms along with other small stock such as poultry and goats and with large stock, like buffalo and cattle, raised by households in mixed crop-livestock systems.  Livestock are an important source of cash to meet household consumption needs due to the seasonal nature of crop production. What
is considered a "small farm" in Asia varies from one country to another. In Taiwan, a pig farm with 2000 animals is considered a small one, while in the Philippines and Thailand small-scale raisers typically have 10-20 pigs. In Japan, Korea, and Taiwan there has been a trend toward fewer livestock farms with larger numbers of animals to realize economies of scale. In Japan, the average number of animals kept by a farm in 1992 was 25.7 times that of 1970.





There are efforts being made in Asia to improve the competitiveness of small-scale pig producers in the context of changing demand for pig meat.  Some of the organizations involved in these efforts include the Food and Agriculture Organization of the United Nations (“FAO”), the Pro-Poor Livestock Policy Initiative (“PPLPI”),
the Australian Center for International Agricultural Research (“ACIAR”), and the Africa-based International Livestock Research Institute (“ILRI”).  The endeavors of these groups include, among others, an investigation of viable institutional arrangements that will enable small-scale pig farmers to become active participants in the emerging supply chain for pigs and pig meat that are increasingly driven by consumer preferences for quality (lean meat) and safety (hygienic, chemical
free), as well as niche markets for traditional quality attributes that are priced at a premium by high-income, urban consumers, including special export markets, e.g., organically raised, local breed pigs.





Chinese Radio International reported in February 2008 that Chinese Premier Wen Jiabao has called for measures to boost pig farming because short supply has led to continued pork price hikes, causing concerns among consumers and the government over a possible spillover effect on inflation. Wen urged local governments to leave no stone unturned
in enhancing the enthusiasm of pig breeders, and said it's of great importance to increase pig production, which would help stabilize the pork price and satisfy the meat demand of the public.  He called on local governments to deliver the subsidies for breeding female pigs to farmers arranged by the central budget “as soon as possible.”  In order to beef up disease control, Wen said immunization against major pig epidemics shall be provided to farmers free of charges, and that
subsidies shall be offered to farmers if their pigs have to be slaughtered for disease control. The premier said local administrative chiefs shall be held responsible for pork supply in their areas, and that all unreasonable restrictions on pig farming shall be abolished.





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Our Product





The rising demand for pig meat in Asia in conjunction with mounting efforts and economic incentives to enable pig farmers to meet this demand have resulted in what we anticipate will be a highly receptive potential market for our Product.  Reliable and effective watering troughs are essential on pig farms of all sizes.





We are in the process of developing a pig watering trough specifically for pig farmers in the Philippines and other Asian countries.  Our Product is designed so that as the pig puts its head into the trough(A), the nose of the pig will encounter a lever(B) that
will open a switch(C) to allow the water pressure seal(D) to be broken and water to flow into the sink. This allows each pig to drink as much water as needed with minimal waste. Since each pig is drinking individually instead of from a communal and stagnant pool of water, there is also a great reduction in the spread of disease. The device is simple and
sturdy, requiring less labor in maintenance and cleaning than other troughs.  It is also easy and safe for the animal to use.  We are in the process of refining the design for our Product, which will be integral to its success. We are designing and developing our Product by conducting experiments to improve on quality and cost. These experiments include testing the Product’s flow rate and water pressure features, as well as its adaptability and accessibility in relationship to different
sizes and ages of pigs. We are searching for the lowest priced components available in the market in our efforts to reduce cost. We are researching the benefits of adding more components to further improve our Product. We are also improving our Product's essential qualities, such as its water-saving value and disease-inhibiting structure. Refining these qualities will ensure that our Product is practicable, affordable, and safe for the animal to use.













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Competition





We compete with a number of established manufacturers, importers, and distributors who sell watering troughs to pig farmers in Asia. These companies enjoy brand recognition which exceeds that of our brand name. We compete with several manufacturers, importers, and distributors who have significantly greater financial, distribution, advertising,
and marketing resources than we do, including:





·
Fisher Alvin:  They sell a stainless steel bowl drinker for piglets up to 35kg and claim that it “actively reduces water waste and slurry.” The water pool is to the side of the valve to reduce unnecessary waste. They also sell a cast iron drinker with a stainless steel lid that is made to be more resilient to sows and boars.  Their
drinking bowl of heavy gauge steel is galvanized after manufacture and finished with no sharp edges or corners to protect the animals.


·
BSM Agri Ltd.:  Their pig trough is made from durable 304 series, 14 gauge stainless steel, and they assert it will last much longer than concrete troughs, which can get pitted and wear down. This trough is marketed as easy to install, lightweight, and can be cleaned by installing a drain at the end of each row. To automate the watering process
and increase the reliability of watering systems, pig farmers can install a water distribution controller as well.


·
Ascott:  They sell a Galvanized Pig Wallowing Trough that is 2440 x 760 x 220 mm deep complete with loose service box.


·
Booth:  The T/L range of troughs is their most commonly used drinking trough which can be tailored to suit each individual situation. As standard, all troughs measure 450mm (1.6") wide x 325mm (1'1") deep available in either 2.4m (8'), 2.0m (6') or 1.3m (4') lengths. Dividing bars can be added to prevent pigs wallowing in the trough if required.
Their range of adult and weaner revolving water troughs are developed for areas of production where the supply of clean water to pigs is imperative. The ability to rotate the trough simply and easily means the operation is completed with the frequency required.





We compete primarily on the basis of quality, brand name recognition, and price. We believe that our success will depend upon our ability to remain competitive in our product areas. The failure to compete successfully in the future could result in a material deterioration of customer loyalty and our image and could have a material adverse
effect on our business.





Regulatory Matters





We are unaware of and do not anticipate having to expend significant resources to comply with any governmental regulations of the pig farming industry in Asia. We are subject to the laws and regulations of those jurisdictions in which we plan to sell our product, which are generally applicable to business operations, such as business licensing
requirements, income taxes and payroll taxes. In general, the development, manufacture, and sale of our Product in Asia is not subject to special regulatory and/or supervisory requirements.





Employees





We have no other employees other than our officers and directors. Our President oversees all responsibilities in the areas of corporate administration, business development, and research. We intend to expand our current management to retain skilled directors, officers, and employees with experience relevant to our business focus. Our current
management team is highly skilled in technical areas such as researching and developing our product, but not skilled in areas such as marketing our product and business management. Obtaining the assistance of individuals with and in-depth knowledge of operations and markets will allow us to build market share more effectively. We intend on employing sales representatives in the Philippines when our product is ready for production and shipping and in various provinces of China and other Asian countries when we
are ready to expand internationally.





Environmental Laws





We have not incurred and do not anticipate incurring any expenses associated with environmental laws.





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Item 1A.   Risk Factors.





A smaller reporting company is not required to provide the information required by this Item.





Item 1B.   Unresolved Staff Comments





A smaller reporting company is not required to provide the information required by this Item.





Item 2.   Properties





Our principal executive offices are located at 50 West Liberty Street, Suite 880, Reno, NV 89501. Our operations office is located at #5 Ipil Street Project 3, Quezon City 1102, The Philippines.





Item 3.   Legal Proceedings





We are not a party to any pending legal proceeding. We are not aware of any pending legal proceeding to which any of our officers, directors, or any beneficial holders of 5% or more of our voting securities are adverse to us or have a material interest adverse to us.





Item 4.   Removed and Reserved





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PART II





Item 5.    Market for Registrant’s Common Equity and Related Stockholder Matters and Issuer Purchases of Equity Securities





Market Information





Our common stock is currently quoted on the OTC Bulletin Board (“OTCBB”), which is sponsored by FINRA. The OTCBB is a network of security dealers who buy and sell stock. The dealers are connected by a computer network that provides information on current "bids" and "asks", as well as volume information. Our shares are quoted on
the OTCBB under the symbol “TPPR.”





The following table sets forth the range of high and low bid quotations for our common stock for each of the periods indicated as reported by the OTCBB. These quotations reflect inter-dealer prices, without retail mark-up, mark-down or commission and may not necessarily represent actual transactions.





Fiscal Year Ending February 28, 2010Quarter Ended

High $

Low $February 28, 2010

N/A

N/ANovember 30, 2009

N/A

N/AAugust 31, 2009

N/A

N/AMay 31, 2009

N/A

N/A




Fiscal Year Ending February 28, 2009Quarter Ended

High $

Low $February 28, 2009

N/A

N/ANovember 30, 2008

N/A

N/AAugust 31, 2008

N/A

N/AMay 31, 2008

N/A

N/A




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Penny Stock





The SEC has adopted rules that regulate broker-dealer practices in connection with transactions in penny stocks. Penny stocks are generally equity securities with a market price of less than $5.00, other than securities registered on certain national securities exchanges or quoted on the NASDAQ system, provided that current price and volume
information with respect to transactions in such securities is provided by the exchange or system. The penny stock rules require a broker-dealer, prior to a transaction in a penny stock, to deliver a standardized risk disclosure document prepared by the SEC, that: (a) contains a description of the nature and level of risk in the market for penny stocks in both public offerings and secondary trading; (b) contains a description of the broker's or dealer's duties to the customer and of the rights and remedies available
to the customer with respect to a violation of such duties or other requirements of the securities laws; (c) contains a brief, clear, narrative description of a dealer market, including bid and ask prices for penny stocks and the significance of the spread between the bid and ask price; (d) contains a toll-free telephone number for inquiries on disciplinary actions; (e) defines significant terms in the disclosure document or in the conduct of trading in penny stocks; and (f) contains such other information and
is in such form, including language, type size and format, as the SEC shall require by rule or regulation.





The broker-dealer also must provide, prior to effecting any transaction in a penny stock, the customer with (a) bid and offer quotations for the penny stock; (b) the compensation of the broker-dealer and its salesperson in the transaction; (c) the number of shares to which such bid and ask prices apply, or other comparable information relating
to the depth and liquidity of the market for such stock; and (d) a monthly account statement showing the market value of each penny stock held in the customer's account.





In addition, the penny stock rules require that prior to a transaction in a penny stock not otherwise exempt from those rules, the broker-dealer must make a special written determination that the penny stock is a suitable investment for the purchaser and receive the purchaser's written acknowledgment of the receipt of a risk disclosure statement,
a written agreement as to transactions involving penny stocks, and a signed and dated copy of a written suitability statement.





These disclosure requirements may have the effect of reducing the trading activity for our common stock. Therefore, stockholders may have difficulty selling our securities.





Holders of Our Common Stock





As of February 28, 2010, we had forty (40) shareholders of record.





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Dividends





There are no restrictions in our articles of incorporation or bylaws that prevent us from declaring dividends.  The Nevada Revised Statutes, however, do prohibit us from declaring dividends where after giving effect to the distribution of the dividend:





1.
we would not be able to pay our debts as they become due in the usual course of business, or;


2.
our total assets would be less than the sum of our total liabilities plus the amount that would be needed to satisfy the rights of shareholders who have preferential rights superior to those receiving the distribution.





We have not declared any dividends and we do not plan to declare any dividends in the foreseeable future.





Securities Authorized for Issuance under Equity Compensation Plans





We do not have any equity compensation plans.





Item 6.   Selected Financial Data





A smaller reporting company is not required to provide the information required by this Item.





Item 7.  Management’s Discussion and Analysis of Financial Condition and Results of Operations





Forward-Looking Statements





Certain statements, other than purely historical information, including estimates, projections, statements relating to our business plans, objectives, and expected operating results, and the assumptions upon which those statements are based, are “forward-looking statements” within the meaning of the Private Securities Litigation
Reform Act of 1995, Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. These forward-looking statements generally are identified by the words “believes,” “project,” “expects,” “anticipates,” “estimates,” “intends,” “strategy,” “plan,” “may,” “will,” “would,” “will be,” “will continue,” “will likely result,”
and similar expressions. We intend such forward-looking statements to be covered by the safe-harbor provisions for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995, and are including this statement for purposes of complying with those safe-harbor provisions. Forward-looking statements are based on current expectations and assumptions that are subject to risks and uncertainties which may cause actual results to differ materially from the forward-looking statements. Our
ability to predict results or the actual effect of future plans or strategies is inherently uncertain. Factors which could have a material adverse affect on our operations and future prospects on a consolidated basis include, but are not limited to: changes in economic conditions, legislative/regulatory changes, availability of capital, interest rates, competition, and generally accepted accounting principles. These risks and uncertainties should also be considered in evaluating forward-looking statements and
undue reliance should not be placed on such statements. We undertake no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise. Further information concerning our business, including additional factors that could materially affect our financial results, is included herein and in our other filings with the SEC.





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Results of Operations for the Years Ended February 28, 2010 and February 29, 2009 and Period from January 31, 2008 (Date of Inception) until February 28, 2010





We generated no revenue for the period from January 31, 2008 (Date of Inception) until February 28, 2010. Our Operating Expenses were $17,063 for the year ended February 28, 2010, $45,000 for the year ended February 29, 2009, and $66,063 for the period from January 31, 2008 (Date of Inception) to February 28, 2010. For each period mentioned,
our Operating Expenses consisting entirely of Professional Fees. We, therefore, recorded a net loss of $17,063 for the year ended February 28, 2010, $45,000 for the year ended February 29, 2009, and $66,063 for the period from January 31, 2008 (Date of Inception) until February 28, 2010.





We anticipate our operating expenses will increase as we undertake our plan of operations. The increase will be attributable to the continued development of our Product and the professional fees associated with our becoming a reporting company under the Securities Exchange Act of 1934.





Liquidity and Capital Resources





As of February 28, 2010, we had no assets and $23,063 in current liabilities. Thus, we have working capital deficit of $23,063 as of February 28, 2010.





Operating activities used $59,000 in cash for the period from January 31, 2008 (Date of Inception) until February 28, 2010. Our net loss of $66,063, offset by an increase in accrued expenses of $7,063 was the basis of our negative operating cash flow. Financing activities during the period from January 31, 2008 (Date of Inception) until February
28, 2010 generated $59,000 in cash during the period as a result of $43,000 in the sale of our common stock, and $16,000 in related party loans.





As of February 28, 2010, we have insufficient cash to operate our business at the current level for the next twelve months and insufficient cash to achieve our business goals. The success of our business plan beyond the next 12 months is contingent upon us obtaining additional financing. We intend to fund operations through debt and/or equity
financing arrangements, which may be insufficient to fund our capital expenditures, working capital, or other cash requirements. We do not have any formal commitments or arrangements for the sales of stock or the advancement or loan of funds at this time. There can be no assurance that such additional financing will be available to us on acceptable terms, or at all.





Off Balance Sheet Arrangements





As of February 28, 2010, there were no off balance sheet arrangements.




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Going Concern




We have negative working capital and have not yet received revenues from sales of products. These factors have caused our accountants to express substantial doubt about our ability to continue as a going concern.  The financial statements do not include any adjustment that might be necessary if we are unable to continue as a going
concern.





Our ability to continue as a going concern is dependent on our generating cash from the sale of our common stock and/or obtaining debt financing and attaining future profitable operations. Management’s plans include selling our equity securities and obtaining debt financing to fund our capital requirement and ongoing operations; however,
there can be no assurance we will be successful in these efforts.





Item 7A.   Quantitative and Qualitative Disclosures About Market Risk





A smaller reporting company is not required to provide the information required by this Item.





Item 8.   Financial Statements and Supplementary Data





See the financial statements annexed to this annual report.





Item 9.   Changes In and Disagreements with Accountants on Accounting and FinancialDisclosure





No events occurred requiring disclosure under Item 307 and 308 of Regulation S-K during the fiscal year ending February 28, 2010.





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Item 9A(T).  Controls and Procedures





Disclosure controls and procedures are controls and other procedures that are designed to ensure that information required to be disclosed in company reports filed or submitted under the Securities Exchange Act of 1934 (the “Exchange Act”) is recorded, processed, summarized and reported, within the time periods
specified in the Securities and Exchange Commission’s rules and forms. Disclosure controls and procedures include without limitation, controls and procedures designed to ensure that information required to be disclosed in company reports filed or submitted under the Exchange Act is accumulated and communicated to management, including our chief executive officer and treasurer, as appropriate to allow timely decisions regarding required disclosure.





As required by Rules 13a-15 and 15d-15 under the Exchange Act, our chief executive officer and chief financial officer carried out an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures as of February 28, 2010. Based on their evaluation, they concluded that our disclosure controls and procedures
were effective.





Management is responsible for establishing and maintaining adequate internal control over our financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) of the Exchange Act). Our internal control over financial reporting is a process designed by, or under the supervision of, our chief executive officer and chief financial officer and
effected by our board of directors, management and other personnel, to provide reasonable assurance regarding the reliability of our financial reporting and the preparation of our financial statements for external purposes in accordance with generally accepted accounting principles. Internal control over financial reporting includes policies and procedures that pertain to the maintenance of records that in reasonable detail accurately and fairly reflect the transactions and dispositions of our assets; provide
reasonable assurance that transactions are recorded as necessary to permit preparation of our financial statements in accordance with generally accepted accounting principles, and that our receipts and expenditures are being made only in accordance with the authorization of our board of directors and management; and provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of our assets that could have a material effect on our financial statements.





Under the supervision and with the participation of our management, including our chief executive officer, we conducted an evaluation of the effectiveness of our internal control over financial reporting based on the criteria established in Internal Control – Integrated Framework issued by the Committee of Sponsoring Organizations of
the Treadway Commission (“COSO”). Based on this evaluation under the criteria established in Internal Control – Integrated Framework, our management concluded that our internal control over financial reporting was effective as of February 28, 2010.





This annual report does not include an attestation report of our registered public accounting firm regarding internal control over financial reporting. Management’s report was not subject to attestation by our registered public accounting firm pursuant to temporary rules of the Securities and Exchange Commission that permit us to provide
only management’s report in this annual report.





During the most recently completed fiscal quarter, there has been no change in our internal control over financial reporting that has materially affected or is reasonably likely to materially affect, our internal control over financial reporting.





Item 9B.   Other Information





None





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PART III





Item 10.  Directors, Executive Officers and Corporate Governance





Our executive officers and directors and their respective ages as of February 28, 2010 are as follows:





Name
Age
Position Held with the CompanyZandra Grace Hernandez
#5 Ipil Street Project 3,
Quezon City 1102
The Philippines
38
President, Chief Executive Officer, Principal Executive Officer, Chief Financial Officer, Principal Financial Officer, Principal Accounting Officer, and DirectorGreg Oliver S. Paez
#5 Ipil Street Project 3,
Quezon City 1102
The Philippines
29
Director





Set forth below is a brief description of the background and business experience of our executive officer and Directors.





Zandra Grace Hernandez is our President, Chief Executive Officer, Principal Executive Officer, Chief Financial Officer, Principal Financial Officer, Principal Accounting President and Director. She received her Bachelor of Science Degree from Colegio de San Juan de Letran Manila in Management in 1993. Since 1999, she has worked in management
at Splice Asia.





Greg Oliver S. Paez is our director. He earned his Bachelor of Science Degree from the National College of Business and Arts Fairview in 2000. Since that time, he was worked at WiMax Business Innovations.





Term of Office





Our directors are appointed for a one-year term to hold office until the next annual general meeting of our shareholders or until removed from office in accordance with our bylaws.  Our officers are appointed by our board of directors and hold office until removed by the board.





15
 Table of Contents





Significant Employees





We do not currently have any significant employees aside from Zandra Grace Hernandez.





Involvement in Certain Legal Proceedings





To the best of our knowledge, during the past five years, none of the following occurred with respect to our present or former director, executive officer, or employee: (1) any bankruptcy petition filed by or against any business of which such person was a general partner or executive officer either at the time of the bankruptcy or within
two years prior to that time; (2) any conviction in a criminal proceeding or being subject to a pending criminal proceeding (excluding traffic violations and other minor offenses); (3) being subject to any order, judgment or decree, not subsequently reversed, suspended or vacated, of any court of competent jurisdiction, permanently or temporarily enjoining, barring, suspending or otherwise limiting his or her involvement in any type of business, securities or banking activities; and (4) being found by a court
of competent jurisdiction (in a civil action), the SEC or the Commodities Futures Trading Commission to have violated a federal or state securities or commodities law, and the judgment has not been reversed, suspended or vacated.




Committees of the Board




Our company currently does not have nominating, compensation or audit committees or committees performing similar functions nor does our company have a written nominating, compensation or audit committee charter. Our directors believe that it is not necessary to have such committees, at this time, because the functions of such committees can
be adequately performed by the board of directors.




Our company does not have any defined policy or procedural requirements for shareholders to submit recommendations or nominations for directors. The board of directors believes that, given the stage of our development, a specific nominating policy would be premature and of little assistance until our business operations develop to a more advanced
level. Our company does not currently have any specific or minimum criteria for the election of nominees to the board of directors and we do not have any specific process or procedure for evaluating such nominees. The board of directors will assess all candidates, whether submitted by management or shareholders, and make recommendations for election or appointment.




A shareholder who wishes to communicate with our board of directors may do so by directing a written request addressed to our President and director, Ms. Zandra Grace Hernandez, at the address appearing on the first page of this annual report.





Code of Ethics





As of February 28, 2010, we had not adopted a Code of Ethics for Financial Executives, which would include our principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions.





16
 Table of Contents





Item 11.  Executive Compensation





Summary Compensation Table





The table below summarizes all compensation awarded to, earned by, or paid to both to our officers and to our directors for all services rendered in all capacities to us for our fiscal years ended February 28, 2010 and 2009.





SUMMARY COMPENSATION TABLEName
and
principal
position
Year
Salary($)
Bonus
($)
Stock
Awards
($)
Option
Awards
($)
Non-Equity
Incentive Plan
Compensation
($)
Nonqualified
Deferred
Compensation
Earnings ($)
All Other
Compensation
($)
Total
($)Zandra Grace HernandezPresident, Chief Executive Officer, Principal Executive Officer,
Chief Financial Officer, Principal Financial Officer,
Principal Accounting Officer and Director
2010

2009
0

0
0

0
0

0
0

0
0

0
0

0
0

0
0

0








Narrative Disclosure to the Summary Compensation Table





We have not entered into any employment agreement or consulting agreement with our executive officers.  There are no arrangements or plans in which we provide pension, retirement or similar benefits for executive officers.





Although we do not currently compensate our officers, we reserve the right to provide compensation at some time in the future.  Our decision to compensate officers depends on the availability of our cash resources with respect to the need for cash to further our business purposes.





17
 Table of Contents





Outstanding Equity Awards at Fiscal Year-End





The table below summarizes all unexercised options, stock that has not vested, and equity incentive plan awards for each named executive officer as of February 28, 2010.





OUTSTANDING EQUITY AWARDS AT FISCAL YEAR-ENDOPTION AWARDS
STOCK AWARDSName
Number of
Securities
Underlying
Unexercised
Options
(#)
Exercisable
Number of
Securities
Underlying
Unexercised
Options
(#)
Unexercisable
Equity
Incentive
Plan
Awards:
Number of
Securities
Underlying
Unexercised
Unearned
Options
(#)
Option
Exercise
Price
($)
Option
Expiration
Date
Number
of
Shares
or Units
of
Stock That
Have
Not
Vested
(#)
Market
Value
of
Shares
or
Units
of
Stock
That
Have
Not
Vested
($)
Equity
Incentive
Plan
Awards:
Number
of
Unearned
Shares,
Units or
Other
Rights
That Have
Not
Vested
(#)
Equity
Incentive
Plan
Awards:
Market or
Payout
Value of
Unearned
Shares,
Units or
Other
Rights
That
Have Not
Vested
(#)Zandra Grace Hernandez
-
-
-
-
-
-
-
-
-





Stock Option Grants





We have not granted any stock options to the executive officers or directors since our inception.





Director Compensation





We do not pay any compensation to our directors at this time. However, we reserve the right to compensate our directors in the future with cash, stock, options, or some combination of the above.





We have not reimbursed our directors for expenses incurred in connection with attending board meetings nor have we paid any directors fees or other cash compensation for services rendered as a director in the year ended February 28, 2010.





Stock Option Plans





We did not have a stock option plan as of February 28, 2010.





18
 Table of Contents





Item 12.  Security Ownership of Certain Beneficial Owners and Management and RelatedStockholder Matters





The following table sets forth, as of February 28, 2010, certain information as to shares of our common stock owned by (i) each person known by us to beneficially own more than 5% of our outstanding common stock, (ii) each of our directors, and (iii) all of our executive officers and directors as a group:





Name and Address of Beneficial Owners of Common Stock
Title of Class
Amount and Nature of Beneficial Ownership1
% of Common Stock2Zandra Grace Hernandez
#5 Ipil Street Project 3,
Quezon City 1102
The Philippines
Common Stock
600,000
27.9%Greg Oliver S. Paez
#5 Ipil Street Project 3,
Quezon City 1102
The Philippines
Common Stock
600,000
27.9%DIRECTORS AND OFFICERS – TOTAL

1,200,000
55.8%5% SHAREHOLDERSNONE
Common Stock
NONE
NONE





1.
As used in this table, "beneficial ownership" means the sole or shared power to vote, or to direct the voting of, a security, or the sole or shared investment power with respect to a security (i.e., the power to dispose of, or to direct the disposition of, a security).  In addition, for purposes of this table, a person is deemed, as of any date,
to have "beneficial ownership" of any security that such person has the right to acquire within 60 days after such date.




2.
The percentage shown is based on denominator of 2,150,000 shares of common stock issued and outstanding for the company as of February 28, 2010.




Changes in Control




We are unaware of any contract, or other arrangement or provision of our Articles of Incorporation or Bylaws, the operation of which may at a subsequent date result in a change of control of our company.




19
 Table of Contents





Item 13.   Certain Relationships and Related Transactions, and Director Independence





Except as follows, none of our directors or executive officers, nor any proposed nominee for election as a director, nor any person who beneficially owns, directly or indirectly, shares carrying more than 5% of the voting rights attached to all of our outstanding shares, nor any members of the immediate family (including spouse, parents, children,
siblings, and in-laws) of any of the foregoing persons has any material interest, direct or indirect, in any transaction over the last two years or in any presently proposed transaction which, in either case, has or will materially affect us.





Our officer and director, Zandra Grace Hernandez, has loaned us $16,000 to date for working capital. The loan is due upon demand, non-interest bearing, and unsecured.





Item 14.   Principal Accounting Fees and Services





Below is the table of Audit Fees (amounts in US$) billed by our auditor in connection with the audit of the Company’s annual financial statements for the years ended:





Financial Statements for the Year Ended December 31
Audit Services
Audit Related Fees
Tax Fees
Other Fees2010
$9,250
-
-
-2009
$4,000
-
-
-





20
 Table of Contents





PART IV





Item 15.   Exhibits, Financial Statements Schedules





Index to Financial Statements Required by Article 8 of Regulation S-X:





Audited Financial Statements:F-1
Report of Independent Registered Public Accounting FirmF-2
Consolidated Balance Sheets as of February 28, 2010 and 2009;F-3
Statements of Operations for the Years Ended February 28, 2010 and 2009 and for the Period from January 31, 2008 (Date of Inception) to February 28, 2010;F-4
Statement of Stockholders’ Deficit as of February 28, 2010;F-5
Statements of Cash Flows for the Years Ended February 28, 2010 and 2009 and for the Period from January 31, 2008 (Date of Inception) to February 28, 2010;F-6
Notes to Financial Statements.








Exhibit Number
Description3.1
Articles of Incorporation, as amended (1)3.2
Bylaws, as amended (1)31.1
Certification of Chief Executive Officer pursuant to Securities Exchange Act Rule 13a-14(a)/15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 200231.2
Certification of Chief Financial Officer pursuant to Securities Exchange Act Rule 13a-14(a)/15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 200232.1
Certification of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002





1
Incorporated by reference to the Registration Statement on Form S-1 filed on March 27, 2008.




21
 Table of Contents





SIGNATURES





In accordance with Section 13 or 15(d) of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.





Tupper, Inc.





By:
/s/ Zandra Grace HernandezZandra Grace Hernandez
President, Chief Executive Officer, Principal Executive Officer,
Chief Financial Officer, Principal Financial Officer,
Principal Accounting Officer and DirectorJune 4, 2010





In accordance with Section 13 or 15(d) of the Exchange Act, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated:





By:
/s/ Zandra Grace HernandezZandra Grace Hernandez
President, Chief Executive Officer, Principal Executive Officer,
Chief Financial Officer, Principal Financial Officer,
Principal Accounting Officer and DirectorJune 4, 2010








By:
/s/ Greg Oliver S. PaezGreg Oliver S. Paez
DirectorJune 4, 2010




22
 Table of Contents





Silberstein Ungar, PLLC CPAs and Business Advisors
 Phone (248) 203-0080
 Fax (248) 281-0940
 30600 Telegraph Road, Suite 2175
 Bingham Farms, MI 48025-4586
 www.maddoxungar.com
 
 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
 
 To the Boards of Directors
 Tupper, Inc.
 Las Vegas, Nevada
 
 We have audited the accompanying balance sheets of Tupper, Inc., as of February 28, 2010 and 2009, and the related statements of operations, stockholders’ deficit, and cash flows for the periods then ended and the period from January 31, 2008 (date of inception) to February 28, 2010.  These financial statements are the responsibility
of the Company’s management. Our responsibility is to express an opinion on these financial statements based on our audits.
 
 We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States).  Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement.  The Company has determined that
it is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting.  Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting.  Accordingly, we express no such opinion.  An audit includes examining
on a test basis, evidence supporting the amounts and disclosures in the financial statements.  An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation.  We believe that our audits provide a reasonable basis for our opinion.
 
 In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Tupper, Inc., as of February 28, 2010 and the results of their operations and cash flows for the periods then ended and the period from January 31, 2008 (date of inception) to February 28, 2010, in conformity with
accounting principles generally accepted in the United States.
 
 The accompanying financial statements have been prepared assuming that Tupper, Inc. will continue as a going concern.  As discussed in Note 6 to the financial statements, the Company has incurred losses from operations, has negative working capital and is in need of additional capital to grow its operations so that it can become
profitable.  These factors raise substantial doubt about the Company’s ability to continue as a going concern.  Management’s plans with regard to these matters are described in Note 6. The accompanying financial statements do not include any adjustments that might result from the outcome of this uncertainty.
 
 /s/ Silberstein Ungar, PLLC
 Silberstein Ungar, PLLC
 
 Bingham Farms, Michigan
 May 3, 2010
 
 F-1
 Table of Contents
  TUPPER, INC.
 (A DEVELOPMENT STAGE COMPANY)
 BALANCE SHEETS
 AS OF FEBRUARY 28, 2010 AND 2009
  February 28, 2010

February 28, 2009ASSETSCurrent AssetsCash and equivalents
$
0

$
0TOTAL ASSETS
$
0

$
0LIABILITIES AND STOCKHOLDERS’ DEFICITLiabilitiesCurrent LiabilitiesAccrued expenses
$
7,063

$
0Loan payable - related party

16,000


6,000Total liabilities

23,063


6,000Stockholders’ DeficitCommon Stock, $.001 par value, 90,000,000 shares authorized, 2,150,000 shares issued and outstanding

2,150


2,150Preferred Stock, $.001 par value, 10,000,000 shares authorized, -0- shares issued and outstanding

0


0Additional paid-in capital

40,850


40,850Deficit accumulated during the development stage

(66,063
)

(49,000
)Total stockholders’ deficit

(23,063
)

(6,000
)TOTAL LIABILITIES AND STOCKHOLDERS’ DEFICIT
$
0

$
0
 
 See accompanying notes to financial statements.
 
 F-2
 Table of Contents
 
 TUPPER, INC.
 (A DEVELOPMENT STAGE COMPANY)
 STATEMENTS OF OPERATIONS
 YEARS ENDED FEBRUARY 28, 2010 AND 2009
 PERIOD FROM JANUARY 31, 2008 (INCEPTION) TO FEBRUARY 28, 2010
  Year ended February 28, 2010

Year ended February 28, 2009

Period from January 31, 2008 (Inception) to February 28, 2010REVENUES
$
0

$
0

$
0EXPENSESProfessional fees

17,063


45,000


66,063TOTAL EXPENSES

17,063


45,000


66,063LOSS FROM OPERATIONS

(17,063
)

(45,000
)

(66,063
)PROVISION FOR INCOME TAXES

0


0


0NET LOSS
$
(17,063
)
$
(45,000
)
$
(66,063
)NET LOSS PER SHARE: BASIC AND DILUTED
$
(0.01
)
$
(0.02
)WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING: BASIC AND DILUTED

2,150,000


2,150,000
 
 See accompanying notes to financial statements.
 
 F-3
 Table of Contents
 
 TUPPER, INC.
 (A DEVELOPMENT STAGE COMPANY)
 STATEMENT OF STOCKHOLDERS’ DEFICIT
 PERIOD FROM JANUARY 31, 2008 (INCEPTION) TO FEBRUARY 28, 2010
  Common Stock

Additional
paid-in

Deficit accumulated during the developmentShares

Amount

capital

stage

TotalInception, January 31, 2008
0

$
0

$
0

$
0

$
0Issuance of common stock
for cash @$.001
2,150,000


2,150


40,850


-


43,000Net loss for the period ended February 28, 2010
-


-


-


(4,000
)

(4,000
)Balance, February 29, 2008
2,150,000


2,150


40,850


(4,000
)

39,000Net loss for the year ended February 28, 2009
-


-


-


(45,000
)

(45,000
)Balance, February 28, 2009
2,150,000


2,150


40,850


(49,000
)

(6,000
)Net loss for the year ended February 28, 2010
-


-


-


(17,063
)

(17,063
)Balance, February 28, 2010
2,150,000

$
2,150

$
40,850

$
(66,063
)
$
(23,063
)
  See accompanying notes to financial statements.
  F-4
 Table of Contents
 
 TUPPER, INC.
 (A DEVELOPMENT STAGE COMPANY)
 STATEMENTS OF CASH FLOWS
 YEARS ENDED FEBRUARY 28, 2010 AND 2009
 PERIOD FROM JANUARY 31, 2008 (INCEPTION) TO FEBRUARY 28, 2010
  Year ended February 28, 2010


Year ended February 28, 2009


Period from January 31, 2008 (Inception) to February 28, 2010CASH FLOWS FROM OPERATING ACTIVITIESNet loss for the period
$
(17,063
)

$
(45,000
)

$
(66,063
)Change in non-cash working capital itemsChanges in assets and liabilities:Decrease in prepaid expenses

0



4,000



0Increase in accrued expenses

7,063







7,063CASH FLOWS USED BY OPERATING ACTIVITIES

(10,000
)


(41,000
)


(59,000
)CASH FLOWS FROM FINANCING ACTIVITIESLoan received from related party

10,000



6,000



16,000Proceeds from sales of common stock

0



0



43,000NET CASH PROVIDED BY FINANCING ACTIVITIES

10,000



6,000



59,000NET INCREASE (DECREASE) IN CASH

0



(35,000
)


0Cash, beginning of period

0



35,000



0Cash, end of period
$
0


$
0


$
0SUPPLEMENTAL CASH FLOW INFORMATION:Interest paid
$
0


$
0


$
0Income taxes paid
$
0


$
0


$
0
 
 See accompanying notes to financial statements.
  F-5
 Table of Contents
 
 TUPPER, INC.
 (A DEVELOPMENT STAGE COMPANY)
 NOTES TO THE FINANCIAL STATEMENTS
 FEBRUARY 28, 2010
 
 NOTE 1 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
 
 Nature of Business
 Tupper, Inc. (“Tupper”) is a development stage company and was incorporated in Nevada on January 31, 2008.  We are engaged in the business of developing, manufacturing, and selling pig watering troughs (the “Product”) specifically for pig farmers
in Asia.Tupper operates out of office space owned by a director and stockholder of the Company.  The facilities are provided at no charge.  There can be no assurances that the facilities will continue to be provided at no charge in the future.
 
 Development Stage Company
 The accompanying financial statements have been prepared in accordance with generally accepted accounting principles related to development-stage companies.  A development-stage company is one in which planned principal operations have not commenced or if its operations have commenced, there has been no significant revenues there
from.
 
 Basis of Presentation
 The financial statements of the Company have been prepared in accordance with generally accepted accounting principles in the United States of America and are presented in US dollars.
 
 Accounting Basis
 The Company uses the accrual basis of accounting and accounting principles generally accepted in the United States of America (“GAAP” accounting).  The Company has adopted a February 28 fiscal year end.
 
 Cash and Cash Equivalents
 Tupper considers all highly liquid investments with maturities of three months or less to be cash equivalents.  At February 28, 2010 and 2009, the Company had $0 of cash.
 
 Fair Value of Financial Instruments
 Tupper’s financial instruments consist of cash and cash equivalents, accrued expenses and loans payable to a related party. The carrying amount of these financial instruments approximates fair value due either to length of maturity or interest rates that approximate prevailing market rates unless otherwise disclosed in these financial
statements.
 
 Income Taxes
 Income taxes are computed using the asset and liability method.  Under the asset and liability method, deferred income tax assets and liabilities are determined based on the differences between the financial reporting and tax bases of assets and liabilities and are measured using the currently enacted tax rates and laws.  A
valuation allowance is provided for the amount of deferred tax assets that, based on available evidence, are not expected to be realized.
  F-6
 Table of Contents
 
 TUPPER, INC.
 (A DEVELOPMENT STAGE COMPANY)
 NOTES TO THE FINANCIAL STATEMENTS
 FEBRUARY 28, 2010
 
 NOTE 1 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
 
 Use of Estimates
 The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date the financial statements and the reported amount of revenues
and expenses during the reporting period.  Actual results could differ from those estimates.
 
 Basic Income (Loss) Per Share
 Basic income (loss) per share is calculated by dividing the Company’s net loss applicable to common shareholders by the weighted average number of common shares during the period. Diluted earnings per share is calculated by dividing the Company’s net income available to common shareholders by the diluted weighted average number
of shares outstanding during the year. The diluted weighted average number of shares outstanding is the basic weighted number of shares adjusted for any potentially dilutive debt or equity. There are no such common stock equivalents outstanding as of February 28, 2010.
 
 Revenue Recognition
 The Company recognizes revenue when products are fully delivered or services have been provided and collection is reasonably assured.
 
 Stock-Based Compensation
 Stock-based compensation is accounted for at fair value in accordance with SFAS No. 123 and 123 (R) (ASC 718).  To date, the Company has not adopted a stock option plan and has not granted any stock options. As of February 28, 2010, the Company has not issued any stock-based payments to its employees.
 
 Recent Accounting Pronouncements
 Tupper does not expect the adoption of recently issued accounting pronouncements to have a significant impact on the Company’s results of operations, financial position or cash flow.
 
 NOTE 2 – ACCRUED EXPENSES
 
 Accrued expenses at February 28, 2010 consisted of amounts owed to the Company’s outside independent auditors, transfer agent and the law firm that will be assisting the Company in filing its 10-K.
 
 NOTE 3 – LOAN PAYABLE – RELATED PARTY
 
 The Company has received loans from a related party to be used for working capital.  The loans are due upon demand, non-interest bearing, and unsecured. The balance due on these loans was $16,000 and $6,000 as of February 28, 2010 and 2009, respectively.
 
 F-7
 Table of Contents
 
 TUPPER, INC.
 (A DEVELOPMENT STAGE COMPANY)
 NOTES TO THE FINANCIAL STATEMENTS
 FEBRUARY 28, 2010
 
 NOTE 4 – COMMON STOCK
 
 The Company has 90,000,000 shares of $0.001 par value common stock authorized. As of February 28, 2010 and 2009 there were 2,150,000 shares of common stock issued and outstanding.
 
 The Company also has 10,000,000 shares of $0.001 par value preferred stock authorized. As of February 28, 2010 and 2009 there were 0 shares issued of preferred stock issued and outstanding.
 
 NOTE 5 – INCOME TAXES
 
 As of February 28, 2010, the Company had net operating loss carry forwards of approximately $66,063 that may be available to reduce future years’ taxable income through 2029. Future tax benefits which may arise as a result of these losses have not been recognized in these financial statements, as their realization is determined not
likely to occur and accordingly, the Company has recorded a valuation allowance for the deferred tax asset relating to these tax loss carry-forwards.
 
 The provision for Federal income tax consists of the following:
 
 February 28, 2010


February 28, 2009Refundable Federal income tax attributable to:Current Operations
$
5,801


$
15,300Less: valuation allowance

(5,801
)


(15,300
)Net provision for Federal income taxes
$
0


$
0
 
 The cumulative tax effect at the expected rate of 34% of significant items comprising our net deferred tax amount is as follows:
 
 February
28, 2010


February
28, 2009Deferred tax asset attributable to:Net operating loss carryover
$
22,461


$
16,660Less: valuation allowance

(22,461
)


(16,660
)Net deferred tax asset
$
0


$
0
 
 Due to the change in ownership provisions of the Tax Reform Act of 1986, net operating loss carry forwards of $66,063 for Federal income tax reporting purposes are subject to annual limitations. Should a change in ownership occur net operating loss carry forwards may be limited as to use in future years.
 
 F-8
 Table of Contents
 
 TUPPER, INC.
 (A DEVELOPMENT STAGE COMPANY)
 NOTES TO THE FINANCIAL STATEMENTS
 FEBRUARY 28, 2010
 
 NOTE 6 – LIQUIDITY AND GOING CONCERN
 
 Tupper has negative working capital, has incurred losses since inception, and has not yet received revenues from sales of products or services.  These factors create substantial doubt about the Company’s ability to continue as a going concern.  The financial statements do not include any adjustment that might be
necessary if the Company is unable to continue as a going concern.
 
 The ability of Tupper to continue as a going concern is dependent on the Company generating cash from the sale of its common stock and/or obtaining debt financing and attaining future profitable operations.  Management’s plans include selling its equity securities and obtaining debt financing to fund its capital requirement
and ongoing operations; however, there can be no assurance the Company will be successful in these efforts.
 
 NOTE 7 – COMMITMENTS AND CONTINGENCIES
 
 Tupper neither owns nor leases any real or personal property. An officer has provided office services without charge.  There is no obligation for the officer to continue this arrangement.  Such costs are immaterial to the financial statements and accordingly are not reflected herein.  The officers and directors
are involved in other business activities and most likely will become involved in other business activities in the future.
 
 NOTE 8 – SUBSEQUENT EVENTS
 
 Management has evaluated subsequent events through the date on which the financial statements were submitted to the Securities and Exchange Commission and has determined it does not have any material subsequent events to disclose.