UNITED
STATES


SECURITIES
AND EXCHANGE COMMISSION


WASHINGTON,
D.C. 20549





FORM
10-Q





(Mark
One)





ý
            QUARTERLY
      REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
      1934


For the
quarterly period ended June 30, 2008.





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


For the
transition from _______ to ________.





COMMISSION
FILE NUMBER: 000-28867





LAS
      PALMAS MOBILE ESTATES


(Exact
name of registrant as specified in its Charter)





NEVADA
            
            88-0409170(State
      or other jurisdiction of incorporation or organization)
            
            (I.R.S.
      Employer Identification No.)





6767
      Tropicana Avenue, Suite 207, Las Vegas, Nevada
            
            89103(Address
      of principal executive offices)
            
            (Zip
      code)





Registrant’s
telephone number: (702) 248-1027





44489
Town Center Way, #D-234, Palm Desert, California 92260-2789


(Former
name, former address and former fiscal year, if changed since last
report)





Indicate
by check mark whether the registrant (1) has filed all reports required to be
filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the
preceding 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 ý  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  o
            Accelerated
      filer  oNon-accelerated
      filer  o
            Smaller
      reporting company  ý





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





Indicate
the number of shares outstanding of each of the issuer’s classes of common
stock, as of the latest practicable date:  33,000,000 as of August 25,
2008.





LAS PALMAS
MOBILE ESTATES


(A Development
Stage Enterprise)


BALANCE
SHEETS





June
      30,
              2008
            
            
            December
      31,
              2007ASSETS
            
            (Unaudited)CURRENT
      ASSETS
            
            $
            0
            
            
            $
            0Total
      current assets
            
            $
            0
            
            
            $
            0Total Assets
            
            $
            0
            
            
            $
            0LIABILITIES
      AND STOCKHOLDERS’ DEFICITCURRENT
      LIABILITIESAccounts
      payable
            
            $
            490
            
            
            $
            0Officers
      advances
            
            
            13,383
            
            
            
            11,283Total
      current liabilities
            
            $
            13,873
            
            
            $
            11,283STOCKHOLDERS’
      DEFICITCommon
      stock: $.001 par value;
              Authorized
      100,000,000 shares; issued and
              Outstanding:
      33,000,000 shares at
              June
      30, 2008 and December 31, 2007
            
            
            33,000
            
            
            
            33,000Additional
      paid in capital
            
            
            0
            
            
            
            0Accumulated
      deficit during development stage
            
            
            (46,873
            )
            
            
            (44,283
            )Total stockholders’ deficit
            
            $
            (13,873
            )
            
            $
            (11,283
            )Total liabilities and stockholders’ deficit
            
            $
            0
            
            
            $
            0











2


LAS PALMAS
MOBILE ESTATES


(A Development
Stage Enterprise)


STATEMENTS OF
OPERATIONS


(UNAUDITED)




Three
      months ended
              
              
              Six
      months ended
              
              
              October
      29, 1998June
      30,
              
              
              June
      30,
              
              
              (inception)
      to2008
              
              
              2007
              
              
              2008
              
              
              2007
              
              
              June
      30, 2008Revenues
              
              $
              -
              
              
              $
              -
              
              
              $
              -
              
              
              $
              -
              
              
              $
              -Cost
      of revenue
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              -Gross
      profit
              
              $
              -
              
              
              $
              -
              
              
              $
              -
              
              
              $
              -
              
              
              $
              -General,
      selling and administrative expenses
              
              
              490
              
              
              
              3,622
              
              
              
              2,590
              
              
              
              3,622
              
              
              
              46,873Operating
      loss
              
              $
              (490
              )
              
              $
              (3,622
              )
              
              $
              (2,590
              )
              
              $
              (3,622
              )
              
              $
              (46,873
              )Nonoperating
      income (expense)
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              -Net
      loss
              
              $
              (490
              )
              
              $
              (3,622
              )
              
              $
              (2,590
              )
              
              $
              (3,622
              )
              
              $
              (46,873
              )Net
      loss per share, basic and diluted
              
              $
              0.00
              
              
              $
              0.00
              
              
              $
              0.00
              
              
              $
              0.00Average
      number of shares of common stock outstanding
              
              
              33,000,000
              
              
              
              33,000,000
              
              
              
              33,000,000
              
              
              
              33,000,000









3


LAS PALMAS
MOBILE ESTATES


(A Development
Stage Enterprise)


STATEMENTS OF
STOCKHOLDERS' DEFICIT


(UNAUDITED)







Common
      Stock
              Shares                               
      Amount
            
            
            Additional Paid-In
      Capital
            
            
            Accumulated
      Deficit During Development Stage
            
            
            TotalNovember
      8, 1992, issue common stock
            
            
            33,000,000
            
            
            $
            33,000
            
            
            $
            -
            
            
            $
            (11,000
            )
            
            $
            22,000Net
      loss, December 31, 1992
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            (340
            )
            
            
            (340
            )Balance,
      December 31, 1992
            
            
            33,000,000
            
            
            $
            33,000
            
            
            $
            -
            
            
            $
            (11,340
            )
            
            $
            21,660Net
      loss, December 31, 1993
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            (21,660
            )
            
            
            (21,660
            )Balance,
      December 31, 1993
            
            
            33,000,000
            
            
            $
            33,000
            
            
            $
            -
            
            
            $
            (33,000
            )
            
            $
            -Net
      loss, December 31, 1994
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            (85
            )
            
            
            (85
            )Balance,
      December 31, 1994
            
            
            33,000,000
            
            
            $
            33,000
            
            
            $
            -
            
            
            $
            (33,085
            )
            
            $
            (85
            )Net
      loss, December 31, 1995
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            (85
            )
            
            
            (85
            )Balance,
      December 31, 1995
            
            
            33,000,000
            
            
            $
            33,000
            
            
            $
            -
            
            
            $
            (33,170
            )
            
            $
            (170
            )Net
      loss, December 31, 1996
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            (85
            )
            
            
            (85
            )Balance,
      December 31, 1996
            
            
            33,000,000
            
            
            $
            33,000
            
            
            $
            -
            
            
            $
            (33,255
            )
            
            $
            (255
            )Net
      loss, December 31, 1997
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            (380
            )
            
            
            (380
            )Balance,
      December 31, 1997
            
            
            33,000,000
            
            
            $
            33,000
            
            
            $
            -
            
            
            $
            (33,635
            )
            
            $
            (635
            )Net
      loss, December 31, 1998
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            (85
            )
            
            
            (85
            )Balance,
      December 31, 1998
            
            
            33,000,000
            
            
            $
            33,000
            
            
            $
            -
            
            
            $
            (33,720
            )
            
            $
            (720
            )Net
      loss, December 31, 1999
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            (85
            )
            
            
            (85
            )Balance,
      December 31, 1999
            
            
            33,000,000
            
            
            $
            33,000
            
            
            $
            -
            
            
            $
            (33,805
            )
            
            $
            (805
            )July
      3, 2000, changed from no par value to $0.001July
      3, 2000, forward stock 1000:1Net
      loss, December 31, 2000
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            (340
            )
            
            
            (340
            )Balance,
      December 31, 2000
            
            
            33,000,000
            
            
            $
            33,000
            
            
            $
            -
            
            
            $
            (34,145
            )
            
            $
            (1,145
            )Net
      loss, December 31, 2001
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            (85
            )
            
            
            (85
            )Balance,
      December 31, 2001
            
            
            33,000,000
            
            
            $
            33,000
            
            
            $
            -
            
            
            $
            (34,230
            )
            
            $
            (1,230
            )Net
      loss, December 31, 2002
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            (85
            )
            
            
            (85
            )Balance,
      December 31, 2002
            
            
            33,000,000
            
            
            $
            33,000
            
            
            $
            -
            
            
            $
            (34,315
            )
            
            $
            (1,315
            )Net
      loss, December 31, 2003
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            (85
            )
            
            
            (85
            )Balance,
      December 31, 2003
            
            
            33,000,000
            
            
            $
            33,000
            
            
            $
            -
            
            
            $
            (34,400
            )
            
            $
            (1,400
            )Net
      loss, December 31, 2004
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            (545
            )
            
            
            (545
            )Balance,
      December 31, 2004
            
            
            33,000,000
            
            
            $
            33,000
            
            
            $
            -
            
            
            $
            (34,945
            )
            
            $
            (1,945
            )Net
      loss, December 31, 2005
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            (200
            )
            
            
            (200
            )Balance,
      December 31, 2005
            
            
            33,000,000
            
            
            $
            33,000
            
            
            $
            -
            
            
            $
            (35,145
            )
            
            $
            (2,145
            )Net
      loss, December 31, 2006
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            (4,165
            )
            
            
            (4,165
            )Balance,
      December 31, 2006
            
            
            33,000,000
            
            
            $
            33,000
            
            
            $
            -
            
            
            $
            (39,310
            )
            
            $
            (6,310
            )November
      14, 2007, 14 for 1 stock dividendNet
      loss, December 31, 2007
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            (4,973
            )
            
            
            (4,973
            )Balance,
      December 31, 2007
            
            
            33,000,000
            
            
            $
            33,000
            
            
            $
            -
            
            
            $
            (44,283
            )
            
            $
            (11,283
            )Net
      loss, June 30, 2008
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            (2,590
            )
            
            
            (2,590
            )Balance,
      June 30, 2008
            
            
            33,000,000
            
            
            $
            33,000
            
            
            $
            -
            
            
            $
            (46,873
            )
            
            $
            (13,873
            )







4


LAS PALMAS
MOBILE ESTATES


(A Development
Stage Enterprise)


STATEMENTS OF
CASH FLOWS


(UNAUDITED)
 Six
      Months Ended
                
                
                Oct.
      29, 1992June
      30,
                
                
                June
      30,
                
                
                (inception)
      to2008
                
                
                2007
                
                
                June
      30, 2008Cash
      Flows From Operating Activities:Net
      loss
                
                $
                (2,590
                )
                
                $
                (3,622
                )
                
                $
                (46,873
                )Adjustments
      to reconcile net lossto
      cash used in operating activities:Changes
      in assets and liabilitiesIncrease
      (decrease) in accounts payable
                
                
                490
                
                
                
                (25
                )
                
                
                490Net
      cash used in operating activities
                
                $
                (2,100
                )
                
                $
                (3,647
                )
                
                $
                (46,383
                )Cash
      Flows From Investing Activities:
                
                $
                -
                
                
                $
                -
                
                
                $
                -Cash
      Flows From Financing Activities:Issuance
      of common stock
                
                $
                -
                
                
                $
                -
                
                
                $
                33,000Increase
      in officer advances
                
                
                2,100
                
                
                
                3,647
                
                
                
                13,383Net
      cash provided by financing activities
                
                $
                2,100
                
                
                
                3,647
                
                
                $
                46,383Net
      increase (decrease) in cash
                
                $
                -
                
                
                $
                -
                
                
                $
                -Cash,
      beginning of period
                
                
                -
                
                
                
                -
                
                
                
                -Cash,
      end of period
                
                $
                -
                
                
                $
                -
                
                
                $
                -Supplemental
      Information and Non-monetary Transactions:Interest
      paid
                
                $
                -
                
                
                $
                -
                
                
                $
                -Taxes
      paid
                
                $
                -
                
                
                $
                -
                
                
                $
                -




See
Accompanying Notes to Financial Statements.


5


LAS
PALMAS MOBILE ESTATES


(A
Development Stage Enterprise)


NOTES
TO FINANCIAL STATEMENTS







Note
1.  Nature
of Business and Significant Accounting Policies







Nature of
business:





Las
Palmas Mobile Estates (“Company”) was organized October 29, 1992 under the laws
of the State of Nevada.  The Company currently has no operations and,
in accordance with Statement of Financial Accounting Standard (SFAS) No. 7,
“Accounting and Reporting by
Development Stage Enterprises,” is considered a Development Stage
Enterprise.





A summary of the Company’s
significant accounting policies is as follows:





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 of the financial statements and
the reported amounts of revenues and expenses during the reporting
period.  Actual results could differ from those
estimates.





Cash





For the
Statements of Cash Flows, all highly liquid investments with maturity of three
months or less are considered to be cash equivalents.  There were no
cash equivalents as of June 30, 2008 and December 31, 2007.





Income
taxes





Income
taxes are provided for using the liability method of accounting in accordance
with SFAS No. 109 “Accounting
for Income Taxes,”and clarified by FIN 48, “Accounting for Uncertainty in
Income Taxes—an interpretation of FASB Statement
No. 109.”  A deferred tax asset or liability is recorded
for all temporary differences between financial and tax
reporting.  Temporary differences are the differences between the
reported amounts of assets and liabilities and their tax
basis.  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.  Deferred tax
assets and liabilities are adjusted for the effect of changes in tax laws and
rates on the date of enactment.





Share Based
Expenses





In
December 2004, the Financial Accounting Standards Board (“FASB”) issued
SFAS No. 123R “Share
Based Payment.” This statement is a revision to SFAS 123 and
supersedes Accounting Principles Board (APB) Opinion No. 25, “Accounting for Stock Issued to
Employees,” and amends FASB Statement No. 95, “Statement of Cash Flows.”
This statement requires a public entity to expense the cost of employee services
received in exchange for an award of equity instruments. This statement also
provides guidance on valuing and expensing these awards, as well as disclosure
requirements of these equity arrangements.  The Company adopted SFAS
No. 123R upon creation of the company and expenses share based costs in the
period incurred.





6


LAS
PALMAS MOBILE ESTATES


(A
Development Stage Enterprise)


NOTES
TO FINANCIAL STATEMENTS







Note
1.  Nature
of Business and Significant Accounting Policies (continued)




Going
concern





The
Company’s financial statements are prepared in accordance with generally
accepted accounting principles applicable to a going concern.  This
contemplates the realization of assets and the liquidation of liabilities in the
normal course of business.  Currently, the Company does not have cash,
no material assets, nor does it have operations or a source of revenue
sufficient to cover its operation costs and allow it to continue as a going
concern.  The Company will be dependent upon the raising of additional
capital through placement of our common stock in order to implement its business
plan, or merge with an operating company.  There can be no assurance
that the Company will be successful in either situation in order to continue as
a going concern.  The officers and directors have committed to
advancing certain operating costs of the Company.





Recent Accounting
Pronouncements




In May,
2008, the Financial Accounting Standards Board issued Statement of Financial
Accounting Standards No. 163, “Accounting for Financial Guarantee Insurance
Contracts—an interpretation of FASB Statement No. 60” (SFAS 163). This Statement
requires that an insurance enterprise recognize a claim liability prior to an
event of default (insured event) when there is evidence that credit
deterioration has occurred in an insured financial obligation. This Statement
also clarifies how Statement 60 applies to financial guarantee insurance
contracts, including the recognition and measurement to be used to account for
premium revenue and claim liabilities. Those clarifications will increase
comparability in financial reporting of financial guarantee insurance contracts
by insurance enterprises. This Statement requires expanded disclosures about
financial guarantee insurance contracts. The accounting and disclosure
requirements of the Statement will improve the quality of information provided
to users of financial statements. This Statement is effective for financial
statements issued for fiscal years beginning after December 15, 2008, and all
interim periods within those fiscal years, except for some disclosures about the
insurance enterprise’s risk-management activities. This Statement requires that
disclosures about the risk-management activities of the insurance enterprise be
effective for the first period (including interim periods) beginning after
issuance of this Statement. Except for those disclosures, earlier application is
not permitted.  The adoption of this statement will have no material
effect on the Company’s financial condition or results of
operations.


In May,
2008, the Financial Accounting Standards Board issued Statement of Financial
Accounting Standards No. 162, “The Heirarchy of Generally Accepted Accounting
Principles” (SFAS No. 162). This Statement identifies the sources of accounting
principles and the framework for selecting the principles to be used in the
preparation of financial statements of nongovernmental entities that are
presented in conformity with generally accepted accounting principles (GAAP) in
the United States (the GAAP hierarchy). The sources of accounting principles1
that are generally accepted are categorized in descending order of authority as
follows:
  a. FASB
Statements of Financial Accounting Standards and Interpretations, FASB Statement
133 Implementation Issues, FASB Staff Positions, and American Institute of
Certified Public Accountants (AICPA) Accounting Research Bulletins and
Accounting Principles Board Opinions that are not superseded by actions of the
FASB
 
 b. FASB
Technical Bulletins and, if cleared by the FASB, AICPA Industry Audit and
Accounting Guides and Statements of Position.












7


LAS
PALMAS MOBILE ESTATES


(A
Development Stage Enterprise)


NOTES
TO FINANCIAL STATEMENTS





Note
1.  Nature
of Business and Significant Accounting Policies (continued)




c. AICPA
Accounting Standards Executive Committee Practice Bulletins that have been
cleared by the FASB, consensus positions of the FASB Emerging Issues Task Force
(EITF), and the Topics discussed in Appendix D of EITF Abstracts(EITF
D-Topics).


d.
Implementation guides (Q&As) published by the FASB staff, AICPA Accounting
Interpretations, AICPA Industry Audit and Accounting Guides and Statements of
Position not cleared by the FASB, and practices that are widely recognized and
prevalent either generally or in the industry.
  The
adoption of this statement will not have a material effect on the Company’s
financial condition or results of operations.
  In March
2008, the Financial Accounting Standards Board issued Statement of Financial
Accounting Standards No. 161, “Disclosures about Derivative Instruments and
Hedging Activities—an amendment of FASB Statement No. 133” (SFAS No. 161). 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.
  In
December 2007, the FASB issued SFAS 141(R), “Business Combinations— a
replacement of FASB Statement No. 141.” This Statement replaces SFAS 141,
“Business Combinations,” and requires an acquirer to recognize the assets
acquired, the liabilities assumed, including those arising from contractual
contingencies, any contingent consideration, and any non-controlling interest in
the acquiree at the acquisition date, measured at their fair values as of that
date, with limited exceptions specified in the statement. SFAS 141(R) also
requires the acquirer in a business combination achieved in stages (sometimes
referred to as a step acquisition) to recognize the identifiable assets and
liabilities, as well as the non-controlling interest in the acquiree, at the
full amounts of their fair values (or other amounts determined in accordance
with SFAS 141(R)). In addition, SFAS 141(R)'s requirement to measure the
non-controlling interest in the acquiree at fair value will result in
recognizing the goodwill attributable to the non-controlling interest in
addition to that attributable to the acquirer. SFAS 141(R) amends SFAS No. 109,
“Accounting for Income Taxes,” to require the acquirer to recognize changes in
the amount of its deferred tax benefits that are recognizable because of a
business combination either in income from continuing operations in the period
of the combination or directly in contributed capital, depending on the
circumstances. It also amends SFAS 142, “Goodwill and Other Intangible Assets,”
to, among other things, provide guidance on the impairment testing of acquired
research and development intangible assets and assets that the acquirer intends
not to use.






8


LAS
PALMAS MOBILE ESTATES


(A
Development Stage Enterprise)


NOTES
TO FINANCIAL STATEMENTS




Note
1.  Nature
of Business and Significant Accounting Policies (continued)
  SFAS
141(R) 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. We are currently assessing the potential impact
that the adoption of SFAS 141(R) could have on our financial
statements.
 
 In
December 2007, the FASB issued SFAS 160, “Non-controlling Interests in
Consolidated Financial Statements.” SFAS 160 amends Accounting Research Bulletin
51, “Consolidated Financial Statements,” to establish accounting and reporting
standards for the non-controlling interest in a subsidiary and for the
deconsolidation of a subsidiary. It also clarifies that a non-controlling
interest in a subsidiary is an ownership interest in the consolidated entity
that should be reported as equity in the consolidated financial statements. SFAS
160 also changes the way the consolidated income statement is presented by
requiring consolidated net income to be reported at amounts that include the
amounts attributable to both the parent and the non-controlling interest. It
also requires disclosure, on the face of the consolidated statement of income,
of the amounts of consolidated net income attributable to the parent and to the
non-controlling interest. SFAS 160 requires that a parent recognize a gain or
loss in net income when a subsidiary is deconsolidated and requires expanded
disclosures in the consolidated financial statements that clearly identify and
distinguish between the interests of the parent owners and the interests of the
non-controlling owners of a subsidiary. SFAS 160 is effective for fiscal
periods, and interim periods within those fiscal years, beginning on or after
December 15, 2008. We are currently assessing the potential impact that the
adoption of SFAS 141(R) could have on our financial
statements.




Note
2.  Stockholders’
Equity




Common
stock





The
authorized common stock of the Company consists of 25,000,000 shares with par
value of $0.001.  On November 8, 1992 the Company authorized and
issued 22,000 shares of its no par value common stock in consideration of
$22,000 in cash.





On July
3, 2000, the State of Nevada approved the Company’s restated Articles of
Incorporation, which increased its capitalization from 2,500 common shares to
25,000,000 common shares.  The no par value was changed to $0.001 per
share.





On June
29, 2000, the Company’s shareholders approved a forward split of its common
stock at one thousand shares for one share of the existing
shares.  The number of common stock shares outstanding increased from
22,000 to 2,200,000.  Prior period information has been restated to
reflect the stock split.





On
October 31, 2007, the State of Nevada approved the Company’s amendment to
Article Four of the Articles of Incorporation which increased its capitalization
from 25,000,000 common shares to 100,000,000 common shares. Par value remained
at $.001 per share.






9


LAS
PALMAS MOBILE ESTATES


(A
Development Stage Enterprise)


NOTES
TO FINANCIAL STATEMENTS




Note 2.  Stockholders’
Equity (continued)
 On
October 29, 2007, the Company’s shareholders approved a stock dividend of its
common stock. The dividend was fourteen shares for each share of the outstanding
shares at November 14, 2007. No fractional shares were be issued. The number of
common shares outstanding increased from 2,200,000 to 33,000,000.  Par
value of the new shares exceeded the original consideration
received.  An adjustment to retained earnings was made for $11,000 to
account for this dividend.  Prior period information has been restated
to reflect the stock dividend.
 The
Company has not authorized any preferred stock.
  Net loss per common share
  Net loss
per share is calculated in accordance with SFAS No. 128, “Earnings Per
Share.”  The weighted-average number of common shares
outstanding during each period is used to compute basic loss per
share.  Diluted loss per share is computed using the weighted averaged
number of shares and dilutive potential common shares
outstanding.  Dilutive potential common shares are additional common
shares assumed to be exercised.
 
 Basic net
loss per common share is based on the weighted average number of shares of
common stock outstanding of 33,000,000 during 2008, 2007 and since
inception.  As of June 30, 2008 and December 31, 2007, and since
inception, the Company had no dilutive potential common shares.


Note 3.   Income
Taxes




We did
not provide any current or deferred U.S. federal income tax provision or benefit
for any of the periods presented because we have experienced operating losses
since inception. Per Statement of Accounting Standard No. 109 – Accounting for
Income Tax and FASB Interpretation No. 48 - Accounting for Uncertainty in Income
Taxes an interpretation of FASB Statement No.109, when it is more likely than
not that a tax asset cannot be realized through future income the Company must
allow for this future tax benefit.  We provided a full valuation allowance
on the net deferred tax asset, consisting of net operating loss carryforwards,
because management has determined that it is more likely than not that we will
not earn income sufficient to realize the deferred tax assets during the
carryforward period.




The net
federal operating loss carry forward will expire between 2016 and
2027.  This carry forward may be limited upon the consummation of a
business combination under IRC Section 381.




Note 4.   Related Party
Transactions




The
Company neither owns nor leases any real or personal property.  An
officer or resident agent of the corporation provides office services without
charge.  Such costs are immaterial to the financial statements and
accordingly, have not been reflected therein.  The officers and
directors for the Company are involved in other business activities and may, in
the future, become involved in other business opportunities.  If a
specific business opportunity becomes available, such persons may face a
conflict in selecting between the Company and their other business
interest.  The Company has not formulated a policy for the resolution
of such conflicts. As of June 30, 2008 and December 31, 2007, the company owed
officers $13,383 and $11,283 respectively.




Note 5.   Business
Combinations




On June
26, 2008, the Company executed a share exchange agreement with Advanced
Fiberglass Technologies, Inc., a Wisconsin corporation (“AFT”), and Jamie Lee
Mancl, Jennifer Lynn Mancl and Integritas, Inc. (the “AFT
Shareholders”).  The Company will cancel 21,750,000 shares of its
issued and outstanding shares and receive all of the issued and outstanding
shares of AFT in exchange for 28,750,000 shares of the Company.  AFT
will be a wholly-owned subsidiary.  At closing the Company will change
its name to Energy Composites Corporation.  The combination will be
accounted for as a reverse acquisition with the Company being the surviving
registrant.  As a result of the business combination, the acquired
entity’s shareholders will exercise control over the Company; therefore, the
transaction will be deemed to be a capital transaction and the Company will
be treated as a non-business entity.  As a result, the accounting
for the business combination will be identical to that resulting from
a reverse merger, except no goodwill or other intangible assets will be
recorded.  For accounting purposes, the acquired entity will be
treated as the accounting acquirer and accordingly, will be presented as the
continuing entity.  The transaction is expected to close in the third
quarter.
  Note
6.   Warrants and Options


There are
no warrants or options outstanding to acquire any additional shares of common
stock of the Company.


10


ITEM
      2.
            MANAGEMENT’S
      DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
      OPERATIONS





The
discussion contained herein contains “forward-looking statements” that involve
risk and uncertainties. These statements may be identified by the use of
terminology  such as “believes,” “expects,”  “may,” “should”
or anticipates” or expressing this terminology  negatively or similar
expressions or by discussions of strategy. The cautionary statements made in
this Form 10-Q should be read as being applicable to all related forward-looking
statements wherever they appear in this Form 10-Q.  Our actual results
could differ materially from those discussed in this report.





Generally





Las
Palmas Mobile Estates (“we,” “us,” “our,” or the “Company”) was incorporated on
October 29, 1992 under the laws of the State of Nevada.  We had
intended to form a subsidiary and have said subsidiary serve as the general
partner of a limited partnership which was to be a developer and builder of one
or more mobile home parks in Southern California.  We intended to
develop a park that would have manufactured trailers of high quality
construction.





Our
business strategy was to emphasize (i) marketing our parks principally to the
second home market (where we believed there was significant long-term demand)
and (ii) focusing our development activities in the fast growing areas of the
Coachella Valley, California market, where land and development costs were
relatively low and the demand was higher.





Despite
the then recent slowdown in the Southern California homebuilding industry and
the economy in general, we believed California offered substantial long-term
prospects for a developer of a mobile home park due to the State’s strong demand
characteristics and supply constraints.  We expected to be able to
meet our short term cash requirements (i) initially by bank construction loans
and thereafter from (ii) the sale or lease of the fully developed
properties.  We further anticipated, although there was no assurance,
that our long-term cash needs would be satisfied by an equity infusion through
the sale of our securities, and from the development and leasing of units in the
property.





Between
November 8, 1992 and approximately March 31, 1993, we investigated certain
business opportunities but did not commence actual construction activities in
connection with development and building activities.  As at May 31,
1993, all funds raised by the sale of shares in order to fulfill our initial
objective had been expended and we, thereafter became dormant.  From
April 1,


1993
until the present, we were inactive and could be deemed to be a so-called
“shell” company, whose only purpose at this time is to determine and implement a
new business purpose.





As of the
date hereof, the Company can be defined as a “shell” company, an entity which is
generally described as having no or nominal operations and with no or nominal
assets or assets consisting solely of cash and cash equivalents.  As a
shell company, our sole purpose at this time is to locate and consummate a
merger or acquisition with a private entity.





Also, as
of the date hereof, based upon our proposed future business activities, we may
also be deemed a “blank check” company.  The Securities and Exchange
Commission definition of such a company is a development stage company that has
no specific business plan or purpose, or has indicated that its business plan is
to engage in a merger or acquisition with an unidentified company or companies,
or other entity or person and is issuing a “penny stock” security.





Plan
of Operation





As a
shell company, we intend to seek to acquire assets or shares of an entity
actively engaged in business that generates revenues in exchange for its
securities.





On June
26, 2008, we executed a share exchange agreement (the “Share Exchange
Agreement”) with Advanced Fiberglass Technologies, Inc., a Wisconsin corporation
(“AFT”), and Jamie Lee Mancl, Jennifer Lynn






11
 
  Mancl and
Integritas, Inc. (the “AFT Shareholders”).  Holders of a majority of
our issued and outstanding stock have approved the entry into the Share Exchange
Agreement.  We filed a Preliminary Information Statement on Schedule
14C with the Securities and Exchange Commission on June 27, 2008 that describes
AFT and its operations more fully.





The Share
Exchange Agreement provides that we will receive all of the issued and
outstanding shares of AFT from AFT’s stockholders in exchange for 28,750,000
shares of our common stock.  AFT will then be our wholly-owned
subsidiary.  The Share Exchange Agreement requires, as conditions to
closing, that: (i) we appoint five new directors to our Board of Directors
effecting a change of control of our company; (ii) our existing sole officer and
director resigns; (iii) we cancel 21,750,000 shares of our common stock; (iv) we
merge our wholly-owned subsidiary into our Company; (v) we change our name to
“Energy Composites Corporation”; and (vi) we increase our authorized
capital.





The
following table illustrates the effects of the Share Exchange Agreement on the
capital structure of our company:





Pre-Acquisition:Shares
      outstanding
            33,000,000Acquisition:Shares
      issued
            28,750,000Shares
      cancelled
            21,750,000Post-Acquisition:Shares
      outstanding
            40,000,000
            100%Shares
      owned by LPME stockholders
            11,250,000
            28%Shares
      owned by AFT stockholders and assigns
            28,750,000
            72%





In
anticipation of the Share Exchange Agreement, we incorporated a wholly-owned
subsidiary in Nevada and appointed AFT’s chief executive officer as the
president of that subsidiary.  Our wholly-owned subsidiary entered
into a contract with a North Carolina company to fabricate and install composite
materials worth approximately $80,000 in May 2008.  We subcontracted
the work to AFT who subsequently completed the project.





The
Securities and Exchange Commission has adopted a rule (Rule 419) which defines a
blank-check company as (i) a development stage company, that is (ii) offering
penny stock, as defined by Rule 3a51-1, and (iii) that has no specific business
plan or purpose or has indicated that its business plan is engage in a merger or
acquisition with an unidentified company or companies.  We have been
informed that the Securities and Exchange Commission position is that the
securities issued by all blank check companies that are issued in unregistered
offerings must be registered with the Commission before resale.  At
the time that our shareholders acquired our stock in 1996, we had a specific
business plan and purpose.  In addition, Rule 419 is applicable only
if a registration statement is filed covering an offering of a penny stock by a
blank check company.  We have not filed a registration
statement.





On June
29, 2005, the Securities and Exchange Commission adopted final rules amending
the Form S-8 and the Form 8-K for shell companies like us.  The
amendments expand the definition of a shell company to be broader than a company
with no or nominal operations/assets or assets consisting of cash and cash
equivalents, the amendments prohibit the use of a From S-8 (a form used by a
corporation to register securities issued to an employee, director, officer,
consultant or advisor, under certain circumstances), and revise the Form 8-K to
require a shell company to include current Form 10 or Form 10-SB information,
including audited financial statements, in the filing on Form 8-K that the shell
company files to report the acquisition of the business
opportunity.  The rules are designed to assure that investors in shell
companies that acquire operations or assets have access on a timely basis to the
same kind of information as is available to investors in public companies with
continuing operations.





12


Financial
Condition





Our
auditor’s going concern opinion for prior years ended and the notation in the
financial statements indicate that we do not have significant cash or other
material assets and that we are relying on advances from stockholders, officers
and directors to meet limited operating expenses.  We do not have
sufficient cash or other material assets or do we have sufficient operations or
an established source of revenue to cover our operational costs that would allow
us to continue as a going concern.  We are insolvent in that we are
unable to pay our debts in the ordinary course of business as they become
due.





Since we
have had no operating history nor any revenues or earnings from operations, with
no significant assets or financial resources, we will in all likelihood sustain
operating expenses without corresponding revenues, at least until the
consummation of the Share Exchange Agreement.  This may result in the
Company incurring a net operating loss which will increase continuously until
the Company can consummate a business combination with a profitable business
opportunity and consummate such a business combination.





Liquidity
and Operational Results





We have
no current operating history and does not have any revenues or earnings from
operations.  We have no assets or financial resources.  We
will, in all likelihood, sustain operating expenses without corresponding
revenues, at least until the consummation of the Share Exchange
Agreement.  This may result in the Company incurring a net operating
loss that will increase continuously until the Company can consummate a business
combination with a profitable business opportunity.  There is no
assurance that the Company can will be able to close the Share Exchange
Agreement.





We are
dependent upon our officers to meet any de minimis costs that may
occur.  Diana L.  Hassan, an officer and director of the
Company, has agreed to provide the necessary funds, without interest, for the
Company to comply with the Securities Exchange Act of 1934, as amended; provided
that she is an officer and director of the Company when the obligation is
incurred.  All advances are interest-free.





Liquidity





As of
June 30, 2008, we had no assets and total liabilities of $13,873 and we had a
negative net worth of $13,873.  As of December 31, 2007, we had no
assets and total liabilities of $11,283 and a negative net worth of
$11,283.





We have
had no revenues from inception through December 31, 2007 and we had no revenues
for the period ended June 30, 2008.  We have a loss from inception
through June 30, 2008 of $46,873.





We have
officer’s advances of $13,383 from inception to June 30, 2008.  The
officer’s advances as of December 31, 2007 were $11,283.





Accounting
for a Business Combination





We have
also been informed that the closing of the Share Exchange Agreement with AFT
will be accounted for as a reverse acquisition with us being the surviving
registrant.  As a result of any business combination, if the acquired
entity’s shareholders will exercise control over us, the transaction will be
deemed to be a capital transaction where we are treated as a non-business
entity.  Therefore, the accounting for the business combination is
identical to that resulting from a reverse merger, except no goodwill or other
intangible assets will be recorded.  For accounting purposes, the
acquired entity will be treated as the accounting acquirer and, accordingly,
will be presented as the continuing entity.





ITEM
3.                      QUALITATIVE
AND QUANTITATIVE DISCLOSURES ABOUT MARKET RISK





Not
applicable to smaller reporting companies.





13


ITEM
4.                      CONTROLS
AND PROCEDURES





Internal
control over financial reporting refers to the 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 financial reporting and the
preparation of financial statements for external purposes in accordance with
generally accepted accounting principles, and includes those 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 financial statements in accordance with generally accepted
      accounting principles, and that our receipts and expenditures are being
      made only in accordance with authorization of our management and
      directors; and


·
            Provide
      reasonable assurance regarding prevention or timely detection of
      unauthorized acquisitions, use or disposition of our assets that could
      have a material effect on the financial
  statements.





Internal
control over financial reporting cannot provide absolute assurance of achieving
financial reporting objectives because of its inherent
limitations.  It is a process that involves human diligence and
compliance and is subject to lapses in judgment and breakdowns resulting from
human failures.  It also can be circumvented by collusion or improper
management override.





Because
of such limitations, there is a risk that material misstatements may not be
prevented or detected on a timely basis by internal control over financial
reporting.  However, these inherent limitations are known features of
the financial reporting process.  Therefore, it is possible to design
into the process certain safeguards to reduce, thought not eliminate, this
risk.  Management is responsible for establishing and maintaining
adequate internal control over our financial reporting.  To avoid
segregation of duty due to management accounting size, management had engaged an
outside CPA to assist in the financial reporting.





Management
has used the framework set forth in the report entitled Internal Control -
Integrated Framework published by the Committee of Sponsoring Organizations of
the Treadway Commission, known as COSO, to evaluate the effectiveness of our
internal control over financial reporting.  Based upon this
assessment, management has concluded that our internal control over financial
reporting was effective as of and for the year ended December 31, 2007 with the
following exceptions:





·
            As
      a part of our year end review of our disclosure controls and procedures,
      we determined that several of our procedures require additional
      documentation; no sufficient testing where conducted and further
      segregation of duties needs to be put in place.  It is our
      belief that those control procedures are being performed, however
      documentation of their execution is not available.  We are
      implementing additional documentation procedures in order to address this
      weakness.





Management
has concluded that other than as described above, our internal control over
financial reporting was effective as of and for the year ended December 31,
2007.





14


PART
II





ITEM
1.           LEGAL
PROCEEDINGS





None





ITEM
1A.        RISK FACTORS.





There has
been no material change in the risk factors previously disclosed.





ITEM
2.           UNREGISTERED
SALES OF EQUITY SECURITIES AND USE OF PROCEEDS





None





ITEM
3.           DEFAULTS
UPON SENIOR SECURITIES





None





ITEM
4.           SUBMISSION
OF MATTER TO VOTE OF SECURITY HOLDERS





None





ITEM
5.           OTHER
INFORMATION





None





ITEM
6.           EXHIBITS





The
following exhibits are filed with this report:





10.1
            Share
      Exchange Agreement dated July 26, 2008, incorporated by reference to the
      Current Report on Form 8-K dated July 26, 2008, filed July 27,
      2008.




31.1
              Rule
      13a-14(a)/15d-14(a) - Certification of Chief Executive Officer and Chief
      Financial Officer
 
 32.1
              Section
      1350 Certification - Chief Executive Officer and Chief Financial
      Officer








SIGNATURES





Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has
duly caused this report to be signed on its behalf by the undersigned thereunto
duly authorized.





LAS
      PALMAS MOBILE ESTATESSeptember
      2, 2008
            By:/s/ Diana L.
      Hassan
              Diana L. Hassan
              President, Secretary and
      Treasurer