U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549  FORM 10-QSB  x
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934  For the quarterly period ended March 31, 2005  [ ]
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934  For the transition period from  Commission File No. 000-50337  SCAPPLE INC. (Exact name of small business issuer as specified in its charter)  New Jersey
98-0401805(State or other jurisdiction of

incorporation or organization)
(I.R.S. Employer Identification No.)  355 Lantana Blvd., Suite 115 Camarillo, CA 93010 (Address of Principal Executive Offices)  (805) 987-4421 (Issuers telephone number)  (Former name, address and fiscal year, if changed since last report)  Check whether the issuer (1) has filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the preceding 12 months (or for such shorter period that the issuer was required to file such reports), and (2)has been subject to such filing requirements for the past 90 days.    Yes [ X]           No o  Check whether the registrant has filed all documents and reports required to be filed by Sections 12, 13, or 15(d) of the Exchange Act subsequent to the distribution of securities under a plan confirmed by a court.    YesxNo o  State the number of shares outstanding of each of the issuers classes of common equity, as of May 19, 2005: 100,000 shares of common stock outstanding, $0.0001 par value. .      SCAPPLE, INC.

FINANCIAL STATEMENTS



INDEX



PART I-- FINANCIAL INFORMATION



Item 1.
Financial Statements

Item 2.
Managements Discussion and Analysis of Financial Condition

Item 3.
Control and Procedures

PART II-- OTHER INFORMATION



Item 1.
Legal Proceedings

Item 2.
Changes in Securities

Item 3.
Defaults Upon Senior Securities

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

Item 5.
Other Information

Item 6.
Exhibits and Reports on Form 8-K

SIGNATURE



Item 1. Financial Information



BASIS OF PRESENTATION



The accompanying reviewed financial statements are presented in accordance with generally accepted accounting principles for interim financial information and the instructions to Form 10-QSB and item 310 under subpart A of Regulation S-B. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments (consisting only of normal occurring accruals) considered necessary in order to make the financial statements not misleading, have been included. Operating results for the three months ended March 31, 2005 are not necessarily indicative of results that may be expected for the year ending December 31, 2005. The financial statements are presented on the accrual basis.









SCAPPLE, INC.



FINANCIAL STATEMENTS





AS OF MARCH 31, 2005



SCAPPLE, Inc.

Financial Statements
Table of Contents





FINANCIAL STATEMENTS
Page #





Balance Sheet
F-1



Statement of Operations and Retained Deficit
F-2



Statement of Stockholders Equity
F-3



Cash Flow Statement
F-4



Notes to the Financial Statements
F-5









SCAPPLE, INC.

BALANCE SHEET

As of March 31, 2005 and December 31, 2004



ASSETS



CURRENT ASSETS
March 31,

2005
December 31,

2004Cash
$
0
$
0TOTAL ASSETS
$
0
$
0LIABILITIES AND STOCKHOLDERS EQUITYCURRENT LIABILITIESAccrued expenses
$
3,175
$
2,825TOTAL LIABILITIES

3,175

2,825STOCKHOLDERS EQUITYCommon Stock - par value $0.001;50,000,000 shares authorized;100,000 issued and outstanding

100

100Additional paid in capital

0

0Preferred Stock - Par value $0.001;1,000,000 shares authorized;none issued and outstanding

0

0Accumulated Deficit

(3,275)

(2,925)Total stockholders equity

(3,175)

(2,825)TOTAL LIABILITIES AND EQUITY
$
0
$
0The accompanying notes are an integral part of these financial statements.

F-1







SCAPPLE, INC.

STATEMENT OF OPERATIONS

For the three months ended March 31, 2005 and 2004, and

from inception (June 24, 2003) through March 31, 2005



Three Months
Three Months
From InceptionMar. 31, 2005
Mar. 31, 2004
To Mar. 31, 2005REVENUESales
$
0
$
0
$
0Cost of sales

0

0

0GROSS PROFIT

0

0

0GENERAL AND ADMINISTRATIVE EXPENSES

350

250

3,275NET LOSS

(350)

(250)

(3,275)ACCUMULATED DEFICIT, BEGINNING BALANCE

(2,925)

(1,350)

0ACCUMULATED DEFICIT, ENDING BALANCE
$
(3,275)
$
(1,600)
$
(3,275)NET EARNINGS PER SHAREBasic Earnings Per ShareNet loss per share

(Less than .01)

(Less than .01)Weighted AverageNumber of Common Shares Outstanding

100,000

100,000



The accompanying notes are an integral part of these financial statements.

F-2









SCAPPLE, INC.

STATEMENT OF STOCKHOLDERS EQUITY

From inception (June 24, 2003) through March 31, 2005



SHARES
COMMON STOCK

AND APIC
ADDITIONAL

PAID IN
ACCUMULATED DEFICIT
TOTALStock issued on acceptance Of incorporation expenses June 24, 2003
100,000
$
100
$
0
$
0
$
100Net loss





$
(1,350)

(1,350)Total at December 31, 2003
100,000

100

0

(1,350)

(950)Net loss






(1,575)

(1,575)Total at December 31, 2004
100,000

100

0

(2,925)

(2,825)Net loss






(350)

(350)Total at March 31, 2005
100,000
$
100
$
0
$
(3,275)
$
(3,175)

The accompanying notes are an integral part of these financial statements.

F-3









SCAPPLE, INC.

STATEMENT OF CASH FLOWS

For the three months ended March 31, 2005 and 2004 and

from inception (June 24, 2003) through March 31, 2005





CASH FLOWS FROM OPERATING ACTIVITIES
Mar. 31, 2005
Mar. 31, 2004
From InceptionNet income (loss)
$
(350)
$
(250)
$
(3,275)Stock issued on incorporation expenses

0

0

100Increases (Decrease) in accrued expenses

350

250

1,500NET CASH PROVIDED OR (USED) IN OPERATIONS

0

0

0CASH FLOWS FROM INVESTING ACTIVITIESNone

0

0

0CASH FLOWS FROM FINANCING ACTIVITIESNoneCASH RECONCILIATIONNet increase (decrease) in cash

0

0

0Beginning cash balance

0

0

0CASH BALANCE AT END OF PERIOD

0

0

0



The accompanying notes are an integral part of these financial statements.



F-4







SCAPPLE, INC.

NOTES TO FINANCIAL STATEMENTS



1. Summary of significant accounting policies:



Industry- SCAPPLE, Inc. (the Company), a Company incorporated in the state of Delaware as of June 24, 2003, plans to locate and negotiate with a business entity for the combination of that target company with The Company. The combination will normally take the form of a merger, stock-for-stock exchange or stock- for-assets exchange. In most instances the target company will wish to structure the business combination to be within the definition of a tax-free reorganization under Section 351 or Section 368 of the Internal Revenue Code of1986, as amended. No assurances can be given that The Company will be successful in locating or negotiating with any target company.



The Company has been formed to provide a method for a foreign or domestic private company to become a reporting (public) company whose securities are qualified for trading in the United States secondary market.



Results of Operations and Ongoing Entity- The Company is considered to be an ongoing entity. The Companys shareholders fund any shortfalls in The Companys cash flow on a day to day basis during the time period that The Company is in the development stage.



Liquidity and Capital Resources- In addition to the stockholder funding capital shortfalls; The Company anticipates interested investors that intend to fund the Companys growth once a business is located.



Cash and Cash Equivalents- The Company considers cash on hand and amounts on deposit with financial institutions which have original maturities of three months or less to be cash and cash equivalents.



Basis of Accounting- The Companys financial statements are prepared in accordance with generally accepted accounting principles.



Income Taxes- The Company utilizes the asset and liability method to measure and record deferred income tax assets and liabilities. Deferred tax assets and liabilities reflect the future income tax effects of temporary differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and are measured using enacted tax rates that apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. Deferred tax assets are reduced by a valuation allowance when in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized. At this time, The Company has set up an allowance for deferred taxes as there is no company history to indicate the usage of deferred tax assets and liabilities.



F-5









SCAPPLE, INC.

NOTES TO FINANCIAL STATEMENTS



Fair Value of Financial Instruments- The Companys financial instruments may include cash and cash equivalents, short-term investments, accounts receivable, accounts payable and liabilities to banks and shareholders. The carrying amount of long-term debt to banks approximates fair value based on interest rates that are currently available to The Company for issuance of debt with similar terms and remaining maturities. The carrying amounts of other financial instruments approximate their fair value because of short-term maturities.



Concentrations of Credit Risk- Financial instruments which potentially expose



The Company to concentrations of credit risk consist principally of operating demand deposit accounts. The Companys policy is to place its operating demand deposit accounts with high credit quality financial institutions. At this time The Company has no deposits that are at risk.



2. Related Party Transactions and Going Concern:



The Companys financial statements have been presented on the basis that it is a going concern in the development stage, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. At this time The Company has not identified the business that it wishes to engage in.



The Companys shareholders fund The Companys activities while The Company takes steps to locate and negotiate with a business entity for combination; however, there can be no assurance these activities will be successful.



3. Accounts Receivable and Customer Deposits:



Accounts receivable and Customer deposits do not exist at this time and therefore have no allowances accounted for or disclosures made.



4. Use of Estimates:



Management uses estimates and assumptions in preparing these financial statements in accordance with generally accepted accounting principles. Those estimates and assumptions affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities, and the reported revenue and expenses. Management has no reason to make estimates at this time.



5. Revenue and Cost Recognition:



The Company uses the accrual basis of accounting in accordance with generally accepted accounting principles for financial statement reporting.



F-6





SCAPPLE, INC.

NOTES TO FINANCIAL STATEMENTS



6. Accrued Expenses:



Accrued expenses consist of accrued legal, accounting and office costs during this stage of the business.



7. Operating Lease Agreements:



The Company has no agreements at this time.



8. Stockholders Equity:



Common Stock includes 50,000,000 shares authorized at a par value of $0.001, of which 100,000 have been issued for the amount of $100 on September 19, 2003 in acceptance of the incorporation expenses for the Company.



9. Required Cash Flow Disclosure for Interest and Taxes Paid:



The company has paid no amounts for federal income taxes and interest. The Company issued 100,000 common shares of stock to its sole shareholder in acceptance of the incorporation expenses for the Company.



10. Earnings Per Share:



Basic earnings per share (EPS) is computed by dividing earnings available to common shareholders by the weighted-average number of common shares outstanding for the period as required by the Financial Accounting Standards Board (FASB)under Statement of Financial Accounting Standards (SFAS) No. 128, Earnings per Shares. Diluted EPS reflects the potential dilution of securities that could share in the earnings.



11.
Income Tax:

The Company had a net operating loss carry-forward of $3,275 which will expire for tax purposes as a tax benefit during the year of 2024-2025. The carry-forward has been fully reserved for in an allowance account and therefore does not appear on the Balance Sheet as an asset.



F-7

























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



Plan of Operation



We are continuing our efforts to locate a merger candidate for the purpose of a merger. It is possible that we will be successful in locating such a merger candidate and closing such merger. However, if we cannot effect a non-cash acquisition, we may have to raise funds from a private offering of our securities under Rule 506 of Regulation D. There is no assurance we will obtain any such equity funding.



Results of Operation



We did not have any operating income from inception (June 24, 2003) through March 31, 2005. For the quarter ended March 31, 2005, we recognized a net loss of $350 as compared with $250 for the prior year's quarter. Some general and administrative expenses during the quarter were accrued. Expenses for the quarter were comprised of costs mainly associated with legal, accounting and office.



Liquidity and Capital Resources



At March 31, 2005 we had no capital resources and will rely upon the issuance of common stock and additional capital contributions from shareholders to fund administrative expenses pending acquisition of an operating company.



Management anticipates seeking out a target company through solicitation. Such solicitation may include newspaper or magazine advertisements, mailings and other distributions to law firms, accounting firms, investment bankers, financial advisors and similar persons, the use of one or more World Wide Websites and similar methods. No estimate can be made as to the number of persons who will be contacted or solicited. Management may engage in such solicitation directly or may employ one or more other entities to conduct or assist in such solicitation. Management and its affiliates will pay referral fees to consultants and others who refer target businesses for mergers into public companies in which management and its affiliates have an interest. Payments are made if a business combination occurs, and may consist of cash or a portion of the stock in the Company retained by management and its affiliates, or both.



The Company and or shareholders will supervise the search for target companies as potential candidates for a business combination. The Company and or shareholders may pay as their own expenses any costs incurred in supervising the search for a target company. The Company and or shareholders may enter into agreements with other consultants to assist in locating a target company and may share stock received by it or cash resulting from the sale of its securities with such other consultants.









Item 3. Controls and Procedures



(a)
Evaluation of disclosure controls and procedures.

Our Chief Executive Officer and Chief Financial Officer (collectively the "Certifying Officers") maintain a system of disclosure controls and procedures that is designed to provide reasonable assurance that information, which is required to be disclosed, is accumulated and communicated to management in a timely manner. The Certifying Officers have concluded that the disclosure controls and procedures are effective at the "reasonable assurance" level. Under the supervision and with the participation of management, as of March 31, 2005, the Certifying Officers evaluated the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rule [13a-15(e)/15d-15(e)] under the Exchange Act). Furthermore, the Certifying Officers concluded that our disclosure controls and procedures in place were designed to ensure that information required to be disclosed by us in reports that we file or submit
under the Exchange Act is (i) recorded, processed, summarized and reported on a timely basis in accordance with applicable Commission rules and regulations; and (ii) accumulated and communicated to our management, including our Certifying Officers and other persons that perform similar functions, if any, to allow us to make timely decisions regarding required disclosure in our periodic filings.



(b)
Changes in internal controls.

Our Certifying Officer has indicated that there were no changes in our internal controls or other factors that could affect such controls during the quarter ending March 31, 2005, and there were no such control actions taken with regard to deficiencies and material weaknesses during the quarterly period ending March 31, 2005.



PART II - OTHER INFORMATION



Item 1. Legal Proceedings.



We are not currently a party to any pending legal proceedings and no such action by, or to the best of our knowledge, against us has been threatened.



Item 2. Changes in Securities.



None

Item 3. Defaults Upon Senior Securities.



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



No matter was submitted during the quarter ending March 31, 2005, covered by this report to a vote of our shareholders, through the solicitation of proxies or otherwise.



Item 5. Other Information.



None







Item 6. Exhibits and Reports of Form 8-K.



(a)
Exhibits

31.1 Certification pursuant to Section 302 of Sarbanes Oxley Act of 2002



32.1 Certification pursuant to Section 906 of Sarbanes Oxley Act of 2002

(b)
Reports of Form 8-K

None.



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, there unto duly authorized.



SCAPPLE, INC.Registrant



Date: May 19, 2005
By:/s/ David FeuerbornDavid FeuerbornPrincipal Executive Officer

Principal Financial Officer