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SECURITIES AND EXCHANGE COMMISSION
 WASHINGTON, DC 20549
 FORM 10-Q
 þ
    
    QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 For the quarterly period ended March 31, 2011
 OR
 o
    
    TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 For the transition period from  to
 Commission file number 000-51161
 Odimo Incorporated
 (Exact name of registrant as specified in its charter)
 Delaware
    
    22-3607813(State or other jurisdiction of 
incorporation or organization)
    
    (I.R.S. Employer Identification No.)9858 Clint Moore Road, Boca Raton, FL
    
    33496(Address of principal executive offices)
    
    (Zip Code)
 (954) 993 -4703  
 (Registrants telephone number, including area code)
  þ o
  o o
  Large accelerated Filer o
    
    Accelerated filer o
    
    Non-accelerated filer o
    
    Smaller reporting company þ(Do not check if a smaller reporting company)
  þ o




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ODIMO, INCORPORATED
TABLE OF CONTENTS
 PagePART I. FINANCIAL INFORMATION
    
    
    F-1ITEM 1. Financial Statements
    
    
    1ITEM 2. Managements Discussion and Analysis of Financial
Condition and Results of OperationsITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT
MARKET RISK
    
    
    4ITEM 4. CONTROLS AND PROCEDURES
    
    
    5PART II. OTHER INFORMATION
    
    
    5ITEM 6. EXHIBITS
    
    
    5SIGNATURES
    
    
    6EX-31.1EX-31.2EX-32.1EX-32.2




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Odimo, Incorporated
 BALANCE SHEETS
 (in thousands, except par value)
 March 31,
    
    
    December 31,2011
    
    
    2010ASSETSCurrent Assets:Cash
    
    $
    5
    
    
    $
    3Total Assets
    
    $
    5
    
    
    $
    3LIABILITIES AND STOCKHOLDERS DEFICIENCYCurrent Liabilities:Accounts payable
    
    $
    
    
    
    $
    230Accrued liabilities
    
    
    16
    
    
    
    10Note payable, related party
    
    
    3
    
    
    
    3Total current liabilities
    
    
    19
    
    
    
    243Stockholders Deficiency:Preferred stock, $0.001 par value, 50 million shares
authorized, none issued and outstanding
    
    
    
    
    
    
    Common stock, $0.001 par value, 300 million shares
authorized, 11,086 shares issued and outstanding
    
    
    10
    
    
    
    10Additional paid-in capital
    
    
    104,597
    
    
    
    104,583Accumulated deficit
    
    
    (104,621
    )
    
    
    (104,833
    )Total stockholders deficiency
    
    
    (14
    )
    
    
    (240
    )Total liabilities and stockholders deficiency
    
    $
    5
    
    
    $
    3
  F-1




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Odimo, Incorporated
 STATEMENTS OF OPERATIONS
 (in thousands, except per share data)
(Unaudited)
 Three Months Ended March 31,2011
    
    
    2010Revenues
    
    $
    
    
    
    $
    Operating expenses
    
    
    18
    
    
    
    25Total operating expenses
    
    
    18
    
    
    
    25Loss from Operations
    
    
    (18
    )
    
    
    (25
    )Other Income (Expense):Gain on cancellation of liability
    
    
    230
    
    
    
    Net Income (Loss)
    
    $
    212
    
    
    $
    (25
    )Net Income (Loss) per Common ShareBasic and diluted
    
    $
    0.02
    
    
    $
    (0.00
    )Weighted Average Number of Shares:Basic and diluted
    
    
    11,086
    
    
    
    11,086
  F-2




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Odimo, Incorporated
 STATEMENTS OF CASH FLOWS
 (in thousands)
(Unaudited)
 Three Months Ended March 31,2011
    
    
    2010Cash Flows from Operating Activities:Net Income (Loss)
    
    $
    212
    
    
    $
    (25
    )Adjustments to reconcile net loss to net cash
provided by (used) in operating activities:Charge in lieu of compensation contributed by officer and related party
    
    
    14
    
    
    
    14Gain on cancellation of liability
    
    
    (230
    )
    
    
    Changes in operating assets and liabilities:(Increase) decrease in:Increase (decrease) in:Accrued liabilities
    
    
    6
    
    
    
    Net cash provided by (used in) operating activities
    
    
    2
    
    
    
    (11
    )Cash Flows from Investing Activities:
    
    
    
    Net cash provided by investing activities
    
    
    
    
    
    
    Cash Flows from Financing Activities:
    
    
    
    Net cash provided by financing activities
    
    
    
    
    
    
    Net Increase (decrease) in Cash and Cash Equivalents
    
    
    2
    
    
    
    (11
    )Cash and Cash Equivalents, Beginning
    
    
    3
    
    
    
    122Cash and Cash Equivalents, Ending
    
    $
    5
    
    
    $
    111Supplemental Disclosures of Cash Flow Information:Cash paid during the period for:Interest
    
    $
    
    
    
    $
    Taxes
    
    $
    
    
    
    $
    
  F-3




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ODIMO INCORPORATED
Notes to Unaudited Condensed Financial Statements
 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
 Unaudited Interim Financial Statements 
 Business
 Use of Estimates
 General and Administrative Expenses
 Loss Per Share
 2. GOING CONCERN CONSIDERATIONS
   F-4




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ODIMO INCORPORATED
Notes to Unaudited Condensed Financial Statements
 3. REVERSE MERGER
      F-5




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ODIMO INCORPORATED
Notes to Unaudited Condensed Financial Statements
 4. RELATED PARTY TRANSACTIONS
 Note Payable to Related Party
 Services Contributed by Stockholders
 5. GAIN ON CANCELLATION OF LIABILITY
  6. SUBSEQUENT EVENTS
  F-6




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PART I. FINANCIAL INFORMATION
 
 ITEM 1.
    
    Financial Statements
 
 ITEM 2.
    
    Managements Discussion and Analysis of Financial Condition and Results of Operations
 The following discussion should be read in conjunction with Odimo Incorporateds (Odimo, the
Company, we, our, us,) Condensed Consolidated Financial Statements and the related Notes
contained elsewhere in this quarterly report on Form 10-Q . All statements in the following
discussion that are not reports of historical information or descriptions of current accounting
policy are forward-looking statements. Please consider our forward-looking statements in light of
the factors that may affect operating results set forth herein.
 Non-Operating Shell Company
  Rescission of Reverse Merger and Cessation of Online Retailing Business of the Company
   1




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Going Concern
    Comparison of Quarter Ended March 31, 2011 to Quarter Ended March 31, 2010
  General and Administrative Expenses.
 2




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Net Loss.
 Liquidity and Capital Resources
   Discussion of Cash Flows
  Liquidity Sources
     3




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Off Balance Sheet Arrangements
  Critical Accounting Policies and Estimates
   Income Taxes
  Recent Accounting Developments
  
 ITEM 3.
    
    Quantitative and Qualitative Disclosures about Market Risk
  4




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ITEM 4.
    
    Controls and Procedures
   
 PART II. OTHER INFORMATION
 
 ITEM 6.
    
    Exhibits
  Exhibit
    
    Description31.1
    
    Certification of Chief Executive Officer pursuant to Rules 13a-14(a) and 15d-14(a) promulgatedpursuant to the Securities Exchange Act of 1934, as amended31.2
    
    Certification of Chief Financial Officer pursuant to Rules 13a-14(a) and 15d-14(a) promulgatedpursuant to the Securities Exchange Act of 1934, as amended32.1
    
    Certification of Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 200232.2
    
    Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
 5




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SIGNATURES
  ODIMO INCORPORATED
RegistrantDate: May 16, 2011
    /s/ Amerisa KornblumAmerisa KornblumChief Financial Officer (Principal Financial Officer
and Duly Authorized Officer) 6