U.S. SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    Form 10-Q

(Mark One)
[X]      Quarterly  Report under Section 13 or 15(d) of the Securities  Exchange
         Act of 1934

                For the quarterly period ended November 30, 2008


[_]      Transition Report under Section 13 or 15(d) of the Exchange Act for the
         Transition Period from ________ to ___________

                         Commission File Number: 0-50333


                                  DEMATCO, INC.
                    (FORMERLY ADVANCED MEDIA TRAINING, INC.)
                   ------------------------------------------
        (Exact name of small business issuer as specified in its charter)

           Delaware                                              95-4810658
(State or other jurisdiction of                              (I.R.S. Employer
 incorporation or organization)                              Identification No.)

                       17337 Ventura Boulevard, Suite 208
                            Encino, California 91316
                    Issuer's Telephone Number: (818) 784-0040
            (Address and phone number of principal executive offices)

         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 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  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]
     (Do not check if smaller reporting company)


         Check whether the issuer is a "shell  company" as defined in Rule 12b-2
of the Securities Exchange Act of 1934. Yes [_] No [X]

         The Registrant has 193,103,524  shares of Common stock, par value $.001
per share issued and outstanding as of November 30, 2008.

         Traditional Small Business Disclosure Format (check one) Yes [ ] No [X]


<PAGE>


                            INDEX TO QUARTERLY REPORT
                                  ON FORM 10-Q


PART I   FINANCIAL INFORMATION
                                                                            PAGE
                                                                            ----
Item 1.  Financial Statements (Unaudited)                                      3
         Condensed Balance Sheets
             November 30, 2008 (Unaudited) and May 31, 2008                    4
         Condensed Statements of Operations
             For the  Three-Months and Six-Months Ended
             November 30, 2008 and 2007 and for the period
             from November 1, 2005 (Date of Inception) to
             November 30, 2008 (Unaudited)                                     5
         Condensed Statements of Stockholders' Deficit
             For the Period from November 1, 2005 (Date
             Of Inception) to November 30, 2008 (Unaudited)                    6
         Condensed Statements of Cash Flows
             For the Six Months Ended November 30, 2008 and
             2007 and for the period from November 1, 2005
             (Date of Inception) to November 30, 2008 (Unaudited)              7
         Notes to Financial Statements (Unaudited)                             8

Item 2.  Management's Discussion and Analysis or Plan
         of Operation                                                         13

Item 3.  Quantitative and Qualitative Disclosures About Market Risk           18

Item 4T. Controls and Procedures                                              18


PART II  OTHER INFORMATION

Item 1.  Legal Proceedings                                                    19

Item 2.  Changes in Securities and Use of Proceeds                            19

Item 3.  Defaults upon Senior Securities                                      19

Item 4.  Submission of Matters to a Vote of Security Holders                  19

Item 5.  Other Information                                                    19

Item 6.  Exhibits                                                             19

Signatures                                                                    20


                                       2
<PAGE>


                                     PART I
                              FINANCIAL INFORMATION

ITEM 1.  FINANCIAL STATEMENTS

                (Financial Statements Commence on Following Page)



                                       3
<PAGE>


                          DEMATCO, INC. AND SUBSIDIARY
                          (A Development Stage Company)

                      CONDENSED CONSOLIDATED BALANCE SHEETS

                                                     November 30,
                                                         2008          May 31,
                                                     (Unaudited)        2008
                                                     -----------    -----------

                        ASSETS

Current Assets
    Cash                                             $     1,503    $     2,284
                                                     -----------    -----------

    Total Current Assets                                   1,503          2,284
                                                     -----------    -----------

Total Assets                                         $     1,503    $     2,284
                                                     ===========    ===========


          LIABILITIES AND STOCKHOLDERS' EQUITY

Current Liabilities
    Accounts payable and accrued expenses            $    78,677    $    81,829
    Unearned revenue                                     297,834           --
    Due to shareholders                                  433,706        393,502
                                                     -----------    -----------
    Total Current Liabilities                            810,217        475,331
                                                     -----------    -----------


Stockholders' Deficit

    Common Stock, authorized 200,000,000
    shares, par value $0.001, issued
    and outstanding; 193,103,524 and
    178,103,524 shares, respectively                     193,103        178,103

    Additional Paid-in Capital                         4,015,900      3,410,900

    Deficit accumulated during the
    development stage                                 (5,020,696)    (4,061,056)

    Cumulative translation adjustment                      2,979           (994)
                                                     -----------    -----------

    Total Stockholders' Deficit                         (808,714)      (473,047)
                                                     -----------    -----------

Total Liabilities and Stockholders' Deficit          $     1,503    $     2,284
                                                     ===========    ===========


         The accompanying notes are an integral part of these statements


                                       4
<PAGE>


<TABLE>
                          DEMATCO, INC. AND SUBSIDIARY
                          (A Development Stage Company)

                 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                       FOR THE THREE AND SIX MONTHS ENDED
                     NOVEMBER 30, 2008 AND 2007 (UNAUDITED)


<CAPTION>
                                                                                                        NOVEMBER 1,
                                                                                                           2005
                                                                                                     (INCEPTION) TO
                                            THREE MONTHS                      SIX MONTHS               NOVEMBER 30,
                                       2008             2007             2008             2007             2008
                                  -------------    -------------    -------------    -------------    -------------
<S>                               <C>              <C>              <C>              <C>              <C>
OPERATING EXPENSES:
General and administrative ....   $     514,441    $     127,881    $     674,140    $     257,152    $   2,881,402
Research and development ......          72,102           62,500          237,102          125,000          737,102
Interest expense, related party             518            1,170            1,866            2,353            9,195
Interest expense ..............            --             31,015             --             57,939        1,345,665
Loss on investment ............          45,732             --             45,732             --             45,732
                                  -------------    -------------    -------------    -------------    -------------

Total expenses ................         632,793          222,566          958,840          442,444        5,019,096
                                  -------------    -------------    -------------    -------------    -------------

LOSS BEFORE INCOME TAXES ......        (632,793)        (222,566)        (958,840)        (442,444)      (5,019,096)

Income tax ....................             800              800              800              800            1,600
                                  -------------    -------------    -------------    -------------    -------------

NET LOSS ......................   $    (633,593)   $    (223,366)   $    (959,640)   $    (443,244)   $  (5,020,696)
                                  =============    =============    =============    =============    =============

BASIC AND DILUTED LOSS PER
SHARE .........................   $       (0.00)   $       (0.00)   $       (0.01)   $       (0.00)
                                  =============    =============    =============    =============

WEIGHTED AVERAGE SHARES
OUTSTANDING ...................     188,510,117      116,753,524      183,278,387      116,735,524
                                  =============    =============    =============    =============
</TABLE>


                See accompanying notes to financial statements.


                                       5
<PAGE>


<TABLE>
                          DEMATCO, INC. AND SUBSIDIARY
                          (A Development Stage Company)

                  CONDENSED STATEMENT OF STOCKHOLDERS' DEFICIT
             From November 1, 2005 (Inception) to November 30, 2008
                                   (Unaudited)

<CAPTION>
                                                                                                     DEFICIT
                                                                                                    ACCUMULATED
                                           COMMON STOCK                                               DURING           TOTAL
                                   ----------------------------      PAID-IN          CURRENCY      DEVELOPMENT       EQUITY
                                      SHARES          AMOUNT         CAPITAL        TRANSLATION       STAGE          (DEFICIT)
                                   ------------    ------------    ------------    ------------    ------------    ------------
<S>                                 <C>            <C>             <C>             <C>             <C>             <C>
Common Shares issued to Founders
   for intangibles at $0.00573
   per share ...................    101,000,000    $  1,762,450    $ (1,762,450)   $       --      $       --      $       --


Currency Translation ...........           --              --              --               (17)           --               (17)

Net Loss .......................           --              --              --              --            (1,412)         (1,412)
                                                                                                                   ------------
   Net Comprehensive Loss ......                                                                                         (1,429)
                                   ------------    ------------    ------------    ------------    ------------    ------------

BALANCE, DECEMBER 31, 2005 .....    101,000,000    $  1,762,450    $ (1,762,450)   $        (17)   $     (1,412)   $     (1,429)

Recapitalization ...............     15,753,524      (1,645,697)      1,379,096            --              --          (266,601)

Shares of subsidiary cancelled
 in exchange for debt payment ..           --              --            80,000            --              --            80,000

Contribution of services .......           --              --           401,271            --              --           401,271

Currency Translation ...........           --              --              --                 3            --                 3

Net Loss .......................           --              --              --              --          (616,701)       (616,701)
                                                                                                                   ------------
   Net Comprehensive Loss ......                                                                                       (616,689)
                                   ------------    ------------    ------------    ------------    ------------    ------------

BALANCE, MAY 31, 2007 ..........    116,753,524    $    116,753    $     97,917    $        (14)   $   (618,113)   $   (403,457)

Common stock issued for cash ...      1,100,000           1,100          53,900            --              --            55,000

Common stock issued for services     35,250,000          35,250       1,374,750            --              --         1,410,000

Common stock issued for debt ...     25,000,000          25,000       1,454,244            --              --         1,479,244

Related party debt forgiveness..           --              --            30,089            --              --            30,089

Contribution of services .......           --              --           400,000            --              --           400,000

Currency Translation ...........           --              --              --              (980)           --              (980)

Net Loss .......................           --              --              --              --        (3,442,943)     (3,442,943)
                                                                                                                   ------------
   Net Comprehensive Loss ......                                                                                     (3,443,923)
                                   ------------    ------------    ------------    ------------    ------------    ------------

BALANCE, MAY 31, 2008 ..........    178,103,524    $    178,103    $  3,410,900    $       (994)   $ (4,061,056)   $   (473,047)

Common stock issued for services     15,000,000          15,000         370,000            --              --           385,000

Contribution of services .......           --              --           235,000            --              --           235,000

Currency Translation ...........           --              --              --             3,973            --             3,973

Net Loss .......................           --              --              --              --          (959,640)       (959,640)
                                                                                                                   ------------
   Net Comprehensive Loss ......                                                                                       (955,667)
                                   ------------    ------------    ------------    ------------    ------------    ------------

BALANCE, NOVEMBER 30, 2008 .....    193,103,524    $    193,103    $  4,015,900    $      2,979    $ (5,020,696)   $   (808,714)
                                   ============    ============    ============    ============    ============    ============
</TABLE>


         The accompanying notes are an integral part of these statements


                                       6
<PAGE>


<TABLE>
                          DEMATCO, INC. AND SUBSIDIARY
                          (A Development Stage Company)

                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (UNAUDITED)

<CAPTION>
                                                                                      November 1,
                                                                                         2005
                                                          Six Months Ended         (Inception) to
                                                   November 30,     November 30,     November 30,
                                                       2008             2007             2008
                                                  -------------    -------------    -------------
<S>                                               <C>              <C>              <C>
Operating Activities
    Net Loss ..................................   $    (959,640)   $    (443,244)   $  (5,020,696)
    Adjustments to Reconcile Net (Loss)
       Currency translation adjustment ........           3,973           (1,757)           2,979
       Stock issued for services ..............         385,000             --          1,795,000
       Interest expense .......................            --               --          1,208,333
       Contributed services ...................         235,000          200,000        1,036,271
       Amortization of debt discount ..........            --             57,940          137,331
       Loss on investment in securities .......          45,732             --             45,732
    Changes in Operating Assets and Liabilities
       Prepaid expenses .......................            --            (25,000)            --
       Accounts payable and accrued expenses ..          (3,152)          35,544           78,852
       Unearned revenue .......................         297,834             --            297,834
       Due to related party ...................          60,000           60,000          229,000
       Due to related entity ..................            --             (3,800)          30,090
       Accrued interest due to shareholder ....           1,865            2,352            9,195
                                                  -------------    -------------    -------------

    Net Cash Used by Operating Activities .....          66,612         (117,965)        (150,079)
                                                  -------------    -------------    -------------

Investing Activities
    Purchase of securities ....................         (45,732)            --            (45,732)
                                                  -------------    -------------    -------------

    Net Cash (Used) by Investing Activities ...         (45,732)            --            (45,732)
                                                  -------------    -------------    -------------

Financing Activities
    Net repayments on line of credit ..........            --               --            (19,094)
    Net proceeds (repayments)on notes payable,
       Shareholders ...........................         (21,661)          17,017          138,707
    Net proceeds from common stock ............            --            100,311           55,000
    Cash proceeds from Progressive ............            --               --             22,701
                                                  -------------    -------------    -------------

    Net Cash Provided by Financing Activities .         (21,661)         117,328          197,314
                                                  -------------    -------------    -------------

Net Increase (Decrease) in Cash ...............            (781)            (637)           1,503

Cash, Beginning of Period .....................           2,284            1,853             --
                                                  -------------    -------------    -------------

Cash, End of Period ...........................   $       1,503    $       1,216    $       1,503
                                                  =============    =============    =============

Supplemental Information:
    Interest Paid .............................   $        --      $        --      $        --
    Income Taxes Paid .........................   $        --      $        --      $        --

Schedule of Non-Cash Activities:
    Related party debt forgiveness ............   $        --      $        --      $      30,090
</TABLE>


         The accompanying notes are an integral part of these statements


                                       7
<PAGE>


                          DEMATCO, INC. AND SUBSIDIARY
                          (A Development Stage Company)

              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                NOVEMBER 30, 2008
                                   (UNAUDITED)

NOTE 1.  GENERAL ORGANIZATION AND BUSINESS

Dematco, Inc. (formerly Advanced Media Training, Inc.; the "Company") is engaged
in the business of  dematerializing  or converting  financial  instruments  from
paper form to  electronic  form so as to enable  such  instruments  to be traded
electronically on exchanges or exchange platforms on a peer to peer basis.

PRINCIPLES OF CONSOLIDATION

The consolidated  financial statements include the accounts of Dematco, Inc. and
its  wholly-owned  subsidiary,  Dematco,  Ltd.  is a United  Kingdom  registered
private company based in London.

         All  material   inter-company   accounts  and  transactions  have  been
eliminated.

NOTE 2.  SUMMARY OF SIGNIFICANT ACCOUNT POLICIES

PRESENTATION AND GOING CONCERN

The accompanying  consolidated  financial statements have been prepared assuming
that the  Company  will  continue as a going  concern,  which  contemplates  the
realization of assets and the liquidation of liabilities in the normal course of
business.  The Company is in its  development  stage,  has incurred  significant
losses since  inception and has a working capital  deficit.  These factors raise
substantial  doubt about the Company's  ability to continue as a going  concern.
The  financial  statements  do  not  include  any  adjustments  relating  to the
recoverability  and  classification of recorded asset amounts or the amounts and
classification of liabilities that might result from this uncertainty.

The Company has survived  through  borrowings from  shareholders and through the
sale of company  stock.  The Company must raise funds or continue  borrowings in
the near future to  survive.  There is no  assurance  that  management  can find
investors or continue borrowings to cover the losses generated.

Management  feels that the Company is well  positioned to take  advantage of the
recent move within the securities  industry towards  eliminating  physical stock
certificates  as  proof of  security  ownership.  During  the six  months  ended
November 30, 2008, the Company entered into contracts for the  dematerialization
of  Life  Settlement  Policies.  As  a  result  of  these  contracts  management
anticipates that upon the fulfillment of the Company's responsibilities pursuant
to the  terms of these  agreements,  the  Company  will  generate  approximately
$3,600,000 in revenue during fiscal 2009.  Management expects that revenues from
the above  referenced  contracts  will be  sufficient  to satisfy the  Company's
budgeted cash requirements through May 31, 2009.

USE OF ESTIMATES

The preparation of financial statements in conformity with accounting principles
generally  accepted in the United States of America 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 of
the financial statements and the reported amounts of revenue and expenses during
the reporting period. Actual results could differ from those estimates.


                                       8
<PAGE>


CASH AND CASH EQUIVALENTS

Cash and cash  equivalents  include all short-term  liquid  investments that are
readily  convertible  to known amounts of cash and have  original  maturities of
three months or less.

RECLASSIFICATIONS

The Company  reclassified  certain amounts on the consolidated balance sheet for
prior periods to conform to the current year presentation. At November 30, 2007,
"Accrued interest due to shareholder", "Due to related party" and "Notes payable
to shareholders" were $3,136, $199,000, and $113,607,  respectively. The current
year presentation  combines the amounts as "Due to shareholders".  Additionally,
"Research  and  development"  has been  presented  separately  from "General and
administrative" on the Statement of Operations.

PREPARATION OF INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

These interim condensed  consolidated financial statements for the periods ended
November  30,  2008 and 2007 have been  prepared  by the  Company's  management,
without audit, in accordance with accounting  principles  generally  accepted in
the United  States of America and pursuant to the rules and  regulations  of the
United States  Securities  and Exchange  Commission  ("SEC").  In the opinion of
management,  these interim condensed  consolidated  financial statements contain
all  adjustments  (consisting  of  only  normal  recurring  adjustments,  unless
otherwise noted) necessary to present fairly the Company's  financial  position,
results of operations and cash flows for the fiscal periods  presented.  Certain
information  and  note  disclosures   normally   included  in  annual  financial
statements prepared in accordance with accounting  principles generally accepted
in the United States of America have been  condensed or omitted in these interim
financial  statements pursuant to the SEC's rules and regulations,  although the
Company's  management  believes  that the  disclosures  are adequate to make the
information  presented  not  misleading.  The  financial  position,  results  of
operations  and cash  flows for the  interim  periods  disclosed  herein are not
necessarily  indicative of future  financial  results.  These interim  condensed
consolidated  financial statements should be read in conjunction with the annual
financial statements and the notes thereto included in the Company's most recent
Annual Report on Form 10-K for the fiscal year ended May 31, 2008.

STOCK BASED COMPENSATION

The Company accounts for its stock based  compensation  based upon provisions in
SFAS No. 123, Accounting For Stock-Based  Compensation.  In this statement stock
based  compensation is divided into two general  categories,  based upon who the
stock receiver is, namely:

Employees/directors   and   non-employees/directors.   The   employees/directors
category is further  divided  based upon the  particular  stock  issuance  plan,
namely    compensatory    and    non-compensatory.     The    employee/directors
non-compensatory  securities  are  recorded at the sales price when the stock is
sold. The compensatory  stock is calculated and recorded at the securities' fair
value at the time  the  stock is  given.  SFAS  123  also  provides  that  stock
compensation  paid to non-employees be recorded with a value which is based upon
the fair  value of the  services  rendered  or the  value  of the  stock  given,
whichever is more  reliable.  The Company has selected to utilize the fair value
of shares issued.

FOREIGN CURRENCY TRANSLATION

The financial  statements of Dematco,  Ltd. are measured using the Great Britain
Pound as the functional  currency.  Assets,  liabilities  and equity accounts of
Dematco,  Ltd. are  translated  at exchange  rates as of the balance sheet date.
Revenues  and  expenses are  translated  at average  rates of exchange in effect
during the period. The resulting  cumulative  translation  adjustments have been
recorded as a separate  component of  stockholders'  deficit.  The  consolidated
financial statements are presented in United States of America dollars.


                                       9
<PAGE>


INCOME TAXES

The provision for income taxes is the total of the current taxes payable and the
net of the  change  in the  deferred  income  taxes.  Provision  is made for the
deferred  income  taxes  where  differences  exist  between  the period in which
transactions  affect  current  taxable income and the period in which they enter
into the determination of net income in the financial statements.

NET LOSS PER SHARE

Basic and diluted net loss per share has been  computed by dividing  net loss by
the weighted average number of common shares  outstanding  during the applicable
fiscal  periods.  At November 30, 2008, the Company had no potentially  dilutive
shares   outstanding.   Potentially   dilutive  shares  are  excluded  from  the
computation in loss periods, as their effect would be anti-dilutive.

FAIR VALUE OF FINANCIAL INSTRUMENTS

The  Company's  financial  instruments  consist  of cash and  cash  equivalents,
accounts  payable,  and notes  payable.  Pursuant to SFAS No. 107,  "DISCLOSURES
ABOUT FAIR VALUE OF FINANCIAL  INSTRUMENTS," the Company is required to estimate
the fair value of all  financial  instruments  at the balance  sheet  date.  The
Company  considers  the  carrying  values of its  financial  instruments  in the
financial  statements  to  approximate  their fair  values due to the short term
nature of the instruments.

RECENTLY ISSUED ACCOUNTING STANDARDS

SFAS No.  141(R) - In December  2007,  the FASB  issued  Statement  No.  141(R),
Business Combinations.  This Statement replaces FASB Statement No. 141, Business
Combinations.  This Statement retains the fundamental  requirements in Statement
141 that the acquisition  method of accounting  (which  Statement 141 called the
purchase method) be used for all business combinations and for an acquirer to be
identified for each business combination. This Statement defines the acquirer as
the entity  that  obtains  control  of one or more  businesses  in the  business
combination and  establishes the acquisition  date as the date that the acquirer
achieves  control.  Statement  141 did not  define  the  acquirer,  although  it
included  guidance on identifying  the acquirer,  as does this  Statement.  This
Statement's  scope is broader than that of Statement  141, which applied only to
business   combinations   in  which   control  was   obtained  by   transferring
consideration.  By applying  the same  method of  accounting  - the  acquisition
method - to all  transactions  and  other  events in which  one  entity  obtains
control  over  one  or  more  other  businesses,  this  Statement  improves  the
comparability  of  the  information  about  business  combinations  provided  in
financial reports.

This Statement  applies  prospectively  to business  combinations  for which the
acquisition  date is on or after the  beginning  of the first  annual  reporting
period  beginning  on or after  December  15,  2008.  An entity may not apply it
before that date. The Company is currently  evaluating SFAS 141(R),  and has not
yet  determined  its  potential  impact on its future  results of  operations or
financial position.

SFAS  No.  160  -  In  December  2007,  the  FASB  issued   Statement  No.  160,
Noncontrolling  Interests in Consolidated Financial Statements - an Amendment of
ARB No. 51. This Statement  amends ARB 51 to establish  accounting and reporting
standards  for  the  noncontrolling   interest  in  a  subsidiary  and  for  the
deconsolidation of a subsidiary.  It clarifies that a noncontrolling interest in
a subsidiary is an ownership interest in the consolidated  entity that should be
reported  as  equity  in the  consolidated  financial  statements.  Before  this
Statement was issued,  limited  guidance  existed for  reporting  noncontrolling
interests.  As a result,  considerable diversity in practice existed.  So-called
minority  interests  were  reported in the  consolidated  statement of financial
position as  liabilities or in the mezzanine  section  between  liabilities  and
equity. This Statement improves comparability by eliminating that diversity.


                                       10
<PAGE>


This Statement is effective for fiscal years,  and interim  periods within those
fiscal  years,  beginning on or after  December 15,  2008.  Earlier  adoption is
prohibited.  The  effective  date of this  Statement  is the same as that of the
related  Statement 141(R).  This Statement shall be applied  prospectively as of
the beginning of the fiscal year in which this  Statement is initially  applied,
except for the  presentation and disclosure  requirements.  The presentation and
disclosure  requirements  shall  be  applied  retrospectively  for  all  periods
presented.  The  Company  is  currently  evaluating  SFAS  160  and  has not yet
determined its potential impact on its future results of operations or financial
position.

SFAS No. 161 - In March 2008,  the FASB issued  Statement  No. 161,  Disclosures
about  Derivative  Instruments  and  Hedging  Activities--an  amendment  of FASB
Statement  No. 133.  This  Statement  changes the  disclosure  requirements  for
derivative instruments and hedging activities.  Entities are required to provide
enhanced   disclosures   about  (a)  how  and  why  an  entity  uses  derivative
instruments,  (b) how  derivative  instruments  and  related  hedged  items  are
accounted for under Statement 133 and its related  interpretations,  and (c) how
derivative  instruments  and related  hedged items affect an entity's  financial
position, financial performance, and cash flows.

This  Statement  is  intended to enhance the  current  disclosure  framework  in
Statement  133. The Statement  requires  that  objectives  for using  derivative
instruments be disclosed in terms of underlying risk and accounting designation.
This  disclosure  better  conveys the purpose of derivative  use in terms of the
risks that the entity is  intending  to manage.  Disclosing  the fair  values of
derivative  instruments  and their gains and losses in a tabular  format  should
provide  a more  complete  picture  of the  location  in an  entity's  financial
statements  of both the  derivative  positions  existing  at period  end and the
effect of using derivatives during the reporting period.  Disclosing information
about credit-risk-related  contingent features should provide information on the
potential effect on an entity's liquidity from using derivatives.  Finally, this
Statement  requires  cross-referencing  within the footnotes,  which should help
users of financial  statements  locate  important  information  about derivative
instruments.

This Statement is effective for financial statements issued for fiscal years and
interim  periods  beginning  after  November  15, 2008,  with early  application
encouraged.  This  Statement  encourages,  but  does  not  require,  comparative
disclosures  for earlier periods at initial  adoption.  The Company is currently
evaluating  SFAS 161 and has not yet  determined  its  potential  impact  on its
future results of operations or financial position.

NOTE 3.  INVESTMENT IN SECURITIES

On August 11, 2008, the Company  purchased  1,600,000  shares of Private Trading
Systems,  PLC,  ("PTS"),  for  (pound)24,000,  or $45,732.  The Company's  Chief
Executive  Officer,  and its  principal  shareholder  are  shareholders  of PTS.
Additionally,  the Company's Chief Financial Officer is an officer of PTS. As of
November 30,  2008,  the shares of PTS had been  suspended  from trading and the
company was delinquent in its required filings.  Accordingly,  the investment in
PTS was determined to have had an other-than-temporary  decline in value and was
written down to $-0-.

NOTE 4.  UNEARNED REVENUE

During  the six months  ended  November  30,  2008,  the  Company  entered  into
contracts for the  dematerialization  of Life  Settlement  Policies and received
$315,164  in  deposits  from the  customers.  Of this  amount,  $17,330 has been
applied  to the  reimbursement  of  research  and  development  expenses.  As of
November 30, 2008, the Company has not brought the dematerialization  process to
a commercial stage of operation.


                                       11
<PAGE>


NOTE 5.  RELATED PARTY TRANSACTIONS

DUE TO SHAREHOLDERS

The  Company  has a note  payable  due  to  its  former  President  and  current
shareholder  which accrues interest at 8.0%.  Repayment shall be made when funds
are available  and the balances of principal  and accrued  interest are due June
30, 2009. The principal balance was $38,645 at November 30, 2008. Total interest
due at November 30, 2008 was $7,354.

In  addition,  the  Company  also has a  consulting  agreement  with its  former
President and current  shareholder for $10,000 per month, which expired December
31, 2008.  At November 30, 2008,  the total amount due under this  agreement was
$229,000.

The Company has a loan agreement with its principal shareholder that is due upon
demand.  The  principal  balance  was  $158,708  at  November  30,  2008  and is
non-interest bearing.

NOTE 6.  STOCKHOLDERS' EQUITY

INCENTIVE STOCK PLAN

During February 2008, the Company executed the The Dematco,  Inc. 2008 Incentive
Stock Plan, (the "Plan").  The Plan is designed to retain directors,  executives
and  selected  employees  and  consultants  and  reward  them for  making  major
contributions  to the success of the Company.  These objectives are accomplished
by  making  long-term   incentive  awards  under  the  Plan  thereby   providing
participants  with a proprietary  interest in the growth and  performance of the
Company. The Plan shall be administered by the Company's Board of Directors. The
persons who shall be eligible to receive  grants shall be  directors,  officers,
employees or  consultants  to the Company.  Subject to adjustment as provided in
the Plan,  the total number of shares of stock which may be purchased or granted
directly by options,  stock  awards or  restricted  stock  purchase  offers,  or
purchased  indirectly  through  exercise of options granted under the Plan shall
not exceed  fifty  million  (50,000,000).  The  Company  shall  reserve and keep
available  at all times  during  the term of the Plan  such  number of shares as
shall be sufficient to satisfy the requirements of the Plan.

During March 2008,  35,000,000  shares were issued for services  under the Plan.
The shares were valued at $1,400,000.

During  September  2008,  13,000,000  shares were issued for services  under the
Plan. The shares were valued at $385,000.

During November 2008,  2,000,000 shares were issued for services under the Plan.
The shares were valued at $60,000.


                                       12
<PAGE>


ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

         You should read this section together with our financial statements and
related  notes  thereto  included  elsewhere in this report.  In addition to the
historical  information  contained herein, this report contains  forward-looking
statements  that  are  subject  to  risks  and  uncertainties.   Forward-looking
statements  are not  based  on  historical  information  but  relate  to  future
operations, strategies, financial results or other developments. Forward-looking
statements  are  necessarily  based  upon  estimates  and  assumptions  that are
inherently   subject  to   significant   business,   economic  and   competitive
uncertainties and  contingencies,  many of which are beyond our control and many
of which,  with  respect to future  business  decisions,  are subject to change.
Certain statements contained in this Form 10-Q,  including,  without limitation,
statements containing the words "believe,"  "anticipate,"  "estimate," "expect,"
"are  of  the   opinion   that"  and  words  of   similar   import,   constitute
"forward-looking  statements."  You should not place any undue reliance on these
forward-looking statements.

         You should be aware that our results from operations  could  materially
be effected by a number of factors,  which  include,  but are not limited to the
following: economic and business conditions specific to the financial/securities
industries;  competition  from other companies  offering similar  services,  our
ability to control  costs and  expenses,  access to capital,  and our ability to
meet contractual obligations.  There may be other factors not mentioned above or
included  elsewhere  in this  report  that may cause  actual  results  to differ
materially from any forward-looking information.

CRITICAL ACCOUNTING POLICIES

         Our discussion  and analysis of our financial  condition and results of
operations are based upon our statements, which have been prepared in accordance
with  accounting  principles  generally  accepted  in  the  United  States.  The
preparation  of these  financial  statements  requires us to make  estimates and
judgments that affect the reported amounts of assets, liabilities,  revenues and
expenses.  In consultation with our Board of Directors,  we have identified five
critical  accounting policies that we believe are key to an understanding of our
financial  statements.  These are  important  accounting  policies  that require
management's most difficult, subjective judgments.

         The first critical  policy relates to the preparation and disclosure of
our  financial  statements.  The  accompanying  financial  statements  have been
prepared  assuming  that the Company  will  continue as a going  concern,  which
contemplates the realization of assets and the liquidation of liabilities in the
normal course of business. The Company is still in its development stage and has
no source of revenue from operations.  This raises  substantial  doubt about the
Company's  ability to continue as a going concern.  The financial  statements do
not include any adjustments relating to the recoverability and classification of
recorded asset amounts or the amounts and  classification  of  liabilities  that
might  result  from this  uncertainty.  The Company has  survived  only  through
borrowings  from  shareholders.   The  Company  must  raise  funds  or  continue
borrowings in the near future to survive.  There is no assurance that management
can find investors or continue borrowings to cover the losses generated.


                                       13
<PAGE>


         The  second  critical  policy  relates  to  officer  compensation.  Our
officers  work for the Company on a  part-time  basis with no  compensation.  We
value  these  services  based  on  time  contributed,   services  performed  and
comparable compensation to other companies.

         The third  critical  policy  relates to shares issued for services.  We
value the shares  issued based on the closing  price of our stock on the date of
grant.

         The fourth critical policy relates to income  recognition.  The Company
has structured its contracts for dematerializing financial instruments on behalf
of third  parties  to  provide  for a deposit  of 0.25% of the face value of the
financial  instruments  being  dematerialized  to be paid at commencement of the
contract,  and the balance of 1.75% of the face value to be paid upon completion
of the  dematerialization of those financial  instruments,  and the whole of the
income  arising on each  contract is  recognized  at the point of  completion of
dematerialization. Until the process is considered to have become commercialized
and  ready for sale,  portions  of the  process  that  have been  completed  are
recorded as a reimbursement of research and development expenses.

SELECT FINANCIAL INFORMATION

                                                     For the Three Months Ended
                                                      11/30/08        11/30/07
                                                    (Unaudited)     (Unaudited)
                                                    -----------     -----------

Statement of Operations Data
Total revenue ..................................    $      --       $      --
Operating loss .................................    $  (632,793)    $  (222,566)
Net loss per share .............................    $      --       $      --

Balance Sheet Data
Total assets ...................................    $     1,503     $    26,216
Total liabilities ..............................    $   810,217     $   574,363
Stockholder's deficit ..........................    $  (808,714)    $  (548,147)


RESULTS OF OPERATIONS

GENERAL

         On December 11, 2006, we completed the  acquisition  of Dematco,  Ltd.,
and at the same  time,  elected  a new  slate of  directors  and  appointed  new
corporate officers.  Concurrent with the acquisition, our new management decided
to change  the  Company's  business  to that of its just  acquired  wholly-owned
subsidiary,  Dematco,  Ltd., , and to as soon as feasible  cease all  activities
related to the business of producing and distributing workforce training videos.
Effective  March 1, 2007,  we  entered  into an Asset and  Liability  Assumption
Agreement with our then wholly-owned subsidiary Progressive Training,  Inc., and
as a result ceased all activities associated with our former business.

         Since that date,  and for the  foreseeable  future,  all of our efforts
will  be   focused   on  the   further   development   and   marketing   of  our
dematerialization  process.  During  fiscal 2009,  we plan to take the following
steps in order to improve the process, and generate revenue from operations, (a)
fulfill our existing contracts (b) attempt to sign additional  contracts for the
dematerialization of financial instruments within the insurance industry.


                                       14
<PAGE>


THREE-MONTH  PERIOD ENDED NOVEMBER 30, 2008 COMPARED TO THREE-MONTH PERIOD ENDED
NOVEMBER 30, 2007

REVENUES

         To  date,  we have  not  generated  any  significant  revenue  from our
dematerialization process.

EXPENSES

         During  the three  months  ended  November  30,  2008 our  general  and
administrative  expenses  were  $514,441.  Included in this amount is $65,000 of
wages to an officer who has waived payment on $60,000 of this amount and applied
it to paid-in  capital,  $40,000 of  consulting  and  professional  services and
$38,977 of legal and accounting expenses.

         During the three  months  ended  November  30,  2007,  our  general and
administrative  expenses  were  $127,881.  Included in this amount is $37,500 of
wages to our officers  whom have waived  payment and applied this amount to paid
in capital, $30,000 of consulting and professional services and $54,560 of legal
and accounting expenses.

         During the three  months  ended  November  30,  2008 our  research  and
development  expenses were $72,102.  Included in this amount is $65,000 of wages
to a consultant/shareholder who has waived payment on $60,000 of this amount and
applied it to paid-in capital.

         During the three  months  ended  November  30,  2007 our  research  and
development  expenses were $62,500.  Included in this amount is $62,500 of wages
to our officers  whom have waived  payment on $62,500 of this amount and applied
it to paid-in capital.

         During the three  months ended  November  30, 2008 we incurred  $518 of
interest  expense  related to a note payable to a shareholder.  During the three
months ended November 30, 2007, we incurred $1,170 of interest expense,  related
to a note payable to a shareholder  and $31,015 of interest  expense  related to
the convertible debenture.

NET LOSS

         As a result of the  aforementioned,  our net loss was  $633,593 for the
three  months  ended  November  30, 2008 and $223,366 for the three months ended
November 30, 2007.


                                       15
<PAGE>


SELECT FINANCIAL INFORMATION

                                                      For the Six Months Ended
                                                      11/30/08        11/31/07
                                                    (Unaudited)     (Unaudited)
                                                    -----------     -----------

Statement of Operations Data
Total revenue ..................................    $      --       $      --
Operating loss .................................    $  (958,840)    $  (442,444)
Net loss per share .............................    $      0.01     $      --

Balance Sheet Data
Total assets ...................................    $     1,503     $    26,216
Total liabilities ..............................    $   810,217     $   574,363
Stockholder's deficit ..........................    $  (808,714)    $  (548,147)


SIX-MONTH  PERIOD  ENDED  NOVEMBER 30, 2008  COMPARED TO SIX-MONTH  PERIOD ENDED
NOVEMBER 30, 2007

REVENUES

         To  date,  we have  not  generated  any  significant  revenue  from our
dematerialization process.

EXPENSES

         During  the  six  months  ended  November  30,  2008  our  general  and
administrative  expenses were  $674,140.  Included in this amount is $122,433 of
wages to our  officers  whom have  waived  payment on $95,000 of this amount and
applied it to paid-in capital,  $70,000 of consulting and professional  services
and $38,977 of legal and accounting expenses.

         During  the six  months  ended  November  30,  2007,  our  general  and
administrative  expenses  were  $257,152.  Included in this amount is $75,000 of
wages to our officers  whom have waived  payment and applied this amount to paid
in capital, $60,000 of consulting and professional services and $54,560 of legal
and accounting expenses.

         During  the six  months  ended  November  30,  2008  our  research  and
development expenses were $237,102. Included in this amount is $254,432 of wages
to our officers whom have waived  payment on $140,000 of this amount and applied
it to paid-in capital.

         During  the six  months  ended  November  30,  2007  our  research  and
development expenses were $125,000. Included in this amount is $125,000 of wages
to a  consultant/shareholder  who has waived  payment on $125,000 of this amount
and applied it to paid-in capital.

         During the six months  ended  November  30, 2008 we incurred  $1,866 of
interest  expense  related to a note payable to a shareholder.  During the three
months ended November 30, 2007, we incurred $2,353 of interest expense,  related
to a note payable to a shareholder  and $57,939 of interest  expense  related to
the convertible debenture.

NET LOSS

         As a result of the  aforementioned,  our net loss was  $959,640 for the
six months  ended  November  30,  2008 and  $443,244  for the six  months  ended
November 30, 2007.


                                       16
<PAGE>


PLAN OF OPERATION

         On March 1, 2007 we ceased all  activities  associated  with our former
business of the production and distribution of workforce  training  videos,  see
"Company  History"  and  focused  all  efforts on the  further  development  and
marketing of our dematerialization process.

         We will  continue  to devote our limited  resources  to  marketing  and
developing our dematerialization process. At this time these efforts are focused
on fulfilling the contracts  mentioned above, and seeking to acquire  additional
contracts  for  the  use  of  our  dematerialization  process.  There  can be no
assurance that we will be successful in these efforts.

         Management  expects that  revenues from our above  mentioned  contracts
will provide sufficient funds to maintain  operations,  and satisfy our budgeted
cash requirements through May 31, 2009.

         We currently have no employees and do not anticipate hiring in the near
future.  Mr. Robert Stevens,  our Chief Executive  Officer,  and Chairman of the
Board of Directors,  Mr.  Lindsay  Smith,  our Chief  Financial  Officer,  and a
Director,  and, our principal  shareholder Mr. Terence  Ramsden,  each work on a
part-time  basis.  During the three months ended  November 30, 2008, Mr. Stevens
and Mr. Ramsden incurred $130,000 of compensation  expense and waived payment on
$120,000 of this amount and applied it to paid-in capital.

LIQUIDITY AND CAPITAL RESOURCES

         Our working  capital  deficit was $808,714 at November 30, 2008,  which
includes liabilities due to related parties and entities of $433,706.

         Our cash flows provided by operations were $66,612 for the three months
ended November 30, 2008. This is the primary results of our net loss of $959,640
which included non-cash expenses of $385,000, and a decrease in accounts payable
and accrued expenses of $3,152 and an increase in amounts due to a related party
of $60,000. Our cash flows used by operations were $117,965 for the three months
ended November 30, 2007. This is the primary results of our net loss of $443,244
which included  non-cash  expenses of approximately  $258,000,  and increases in
accounts  payable and  accrued  expenses of $35,544 and amounts due to a related
party of $60,000.

         During the three months ended November 30, 2008 we purchased  1,600,000
shares of Private Trading Systems, PLC, for $45,372.

         During the three months ended November 30, 2007 we did not use any cash
for investing activities.

         During the three months ended  November 30, 2008 our cash flows used by
financing  activities  was  $(21,661)  as a result  of our  repayments  on notes
payable to shareholders.

         During the three  months  ended  November  30, 2007 our cash flows from
financing  activities  were  $117,328,  resulting  from  our  borrowings  from a
principal shareholder.

         We  currently  have  no  material  commitments  at  this  time  to fund
development  of our  dematerialization  process  or to acquire  any  significant
capital equipment

         We are a company with a limited  operating history and a history of net
losses.

         We had a cash balance of $1,503 on November 30, 2008.


                                       17
<PAGE>


         If  revenues  from the  sale of our  dematerialization  process  do not
provide sufficient funds to maintain operations,  then we believe the raising of
funds through  borrowings from our shareholder or the sale of additional  equity
will be sufficient to satisfy our budgeted cash  requirements  through  November
30, 2009.  Additionally,  we may attempt a private  placement sale of our common
stock.  Further, our ability to pursue any business opportunity that requires us
to make cash  payments  would  also  depend on the  amount of funds  that we can
secure from these various sources.

         If funding is  insufficient  at any time in the  future,  we may not be
able to take  advantage  of  business  opportunities  or respond to  competitive
pressures, any of which could have a negative impact on the business,  operating
results and financial condition.  In addition,  if additional shares were issued
to obtain financing,  current shareholders may suffer a dilutive effect on their
percentage of stock ownership in the Company.

ITEM 3.  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

              Based  on the  nature  of our  current  operations,  we  have  not
identified any issues of market risk at this time.

ITEM 4T. CONTROLS AND PROCEDURES

         The principal  executive officer and principal financial officer of the
Company, ("the Certifying Officers") with the assistance of advisors,  evaluated
the  effectiveness  of the  design and  operation  of the  Company's  disclosure
controls and procedures (as defined in section  240.13a-14(c)  and 240.15d-14(c)
under the  Exchange  Act)  within  90 days  prior to the  filing of this  annual
report.  Based upon the evaluation,  the Certifying  Officers  conclude that the
Company's  disclosure  controls  and  procedures  are not  effective  in  timely
alerting  management  to material  information  relative to the Company which is
required to be disclosed in its periodic filings with the SEC.

         There were no significant changes in the Company's internal controls or
in other factors that could  significantly  affect these controls  subsequent to
the date of their  evaluation,  including any corrective  actions with regard to
the significant  deficiencies  and material  weaknesses  disclosed in our annual
report on Form 10K for the year ended May 31, 2008.


                                       18
<PAGE>


                                     PART II
                                OTHER INFORMATION


ITEM 1.  LEGAL PROCEEDINGS  None.

ITEM 2.  UNREGISTERED SALES OF EQUITY AND USE OF PROCEEDS    None.

ITEM 3.  DEFAULTS UPON SENIOR SECURITIES    None.

ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
         During the quarter ended  November 30, 2008, no matters were  submitted
         to the Company's security holders.

ITEM 5.  OTHER INFORMATION    None.

ITEM 6.  EXHIBITS

         31.1     Certification of CEO Pursuant to Securities Exchange Act Rules
                  13a-14 and 15d-14,  as Adopted  Pursuant to Section 302 of the
                  Sarbanes-Oxley Act of 2002.

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


                                       19
<PAGE>


                                   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.

                                        DEMATCO, INC.
                                        (Registrant)


Dated: February 18, 2009                /S/ ROBERT STEVENS
                                        -----------------------------------
                                        Robert Stevens, President and Chief
                                        Executive Officer


                                       20