UNITED
STATES


SECURITIES
AND EXCHANGE COMMISSION


Washington,
D.C.  20549





Form
10-Q





(Mark
One)





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





For
the quarterly period ended March 31, 2009





 ̈
            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:  000-50898





INverso
Corp.


(Exact
name of registrant as specified in its charter)





Delaware
              
              34-1996527(State
      or other jurisdiction of
              
              (I.R.S.
      Employerincorporation
      or organization)
              
              Identification
      No.)155
      Revere Drive, Suite 10,Northbrook,
      IL
              
              60062(Address
      of principal executive offices)
              
              (Zip
      Code)





(847)
291-7711


(Registrant’s
telephone number, including area code)





(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 xNo  ̈





Indicate by check mark whether the
registrant has submitted electronically and posted on its corporate Web site, if
any, every Interactive Data File required to be submitted and posted pursuant to
Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12
months (or for such shorter period that the registrant was required to submit
and post such files).  Yes  ̈No  x.





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 a smaller reporting company)





Indicate by check mark whether the
registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
Yes xNo  ̈





Applicable
only to issuers involved in bankruptcy proceedings during the preceding five
years:





Indicate by check mark whether the
registrant filed all documents and reports required to be filed by Sections 12,
13 or 15(d) of the Exchange Act of 1934 subsequent to the distribution of
securities under a plan confirmed by a
court.   Yes   ̈No  ̈





Applicable
only to corporate issuers:





Indicate the number of shares
outstanding of each of the issuer’s classes of common stock, as of the latest
practicable date.  As of May 15, 2009, there were 47,864,883 shares of
common stock, no par value, issued and outstanding.








INverso
Corp.





TABLE OF
CONTENTS





PART
      IITEM
      1
                        FINANCIAL
      STATEMENTS
                        1ITEM
      2
                        MANAGEMENTS
      DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
      OPERATIONS
                        9ITEM
      3
                        QUANTITATIVE
      AND QUALITATIVE DISCLOSURES ABOUT MARKET  RISK
                        10ITEM
      4T
                        CONTROLS
      AND PROCEDURES.
                        10PART
      IIITEM
      1
                        LEGAL
      PROCEEDINGS
                        12ITEM
      1A
                        RISK
      FACTORS
                        12ITEM
      2
                        UNREGISTERED
      SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
                        12ITEM
      3
                        DEFAULTS
      UPON SENIOR SECURITIES
                        12ITEM
      4
                        SUBMISSION
      OF MATTERS TO A VOTE OF SECURITY HOLDERS.
                        12ITEM
      5
                        OTHER
      INFORMATION
                        12ITEM
      6
                        EXHIBITS
                        12









PART
I – FINANCIAL INFORMATION





This Quarterly Report includes
forward-looking statements within the meaning of the Securities Exchange Act of
1934 (the “Exchange Act”).  These statements are based on management’s
beliefs and assumptions, and on information currently available to
management.  Forward-looking statements include the information
concerning our possible or assumed future results of operations set forth
under the heading “Management’s Discussion and Analysis of Financial Condition
and Results of Operations.”  Forward-looking statements also include
statements in which words such as “expect,” “anticipate,” “intend,” “plan,”
“believe,” “estimate,” “consider” or similar expressions are used.





Forward-looking statements are not
guarantees of future performance.  They involve risks, uncertainties
and assumptions.  Our future results and shareholder values may differ
materially from those expressed in these forward-looking
statements.  Readers are cautioned not to put undue reliance on any
forward-looking statements.





ITEM
      1
            Financial
      Statements


1





INverso
Corp. and Subsidiary


(A
Development Stage Company)


Consolidated
Balance Sheets


As
of March 31, 2009 and June 30, 2008


(Unaudited)





3/31/2009
                                                      
                                                      
                                                      6/30/2008(Unaudited)
                                                      
                                                      
                                                      (Audited)ASSETSCurrent
      assetsCash
                                                      
                                                      $
                                                      2,594
                                                      
                                                      
                                                      $
                                                      -Total
      assets
                                                      
                                                      $
                                                      2,594
                                                      
                                                      
                                                      $
                                                      -3/31/2009
                                                      
                                                      
                                                      6/30/2008(Unaudited)
                                                      
                                                      
                                                      (Audited)LIABILITIES
      AND STOCKHOLDERS' DEFICITCurrent
      liabilitiesAccounts
      payable
                                                      
                                                      $
                                                      1,853
                                                      
                                                      
                                                      $
                                                      37,144Notes
      payable
                                                      
                                                      
                                                      18,000
                                                      
                                                      
                                                      
                                                      15,284Total
      liabilities
                                                      
                                                      
                                                      19,853
                                                      
                                                      
                                                      
                                                      52,428Stockholders'
      deficitCommon
      stock (par 0.000001, 100,000,000 shares authorized, and 47,864,883 issued
      and outstanding)
                                                      
                                                      
                                                      48
                                                      
                                                      
                                                      
                                                      14Additional
      paid in capital
                                                      
                                                      
                                                      141,601
                                                      
                                                      
                                                      
                                                      13,200Accumulated
      deficit during the development stage
                                                      
                                                      
                                                      (154,677
                                                      )
                                                      
                                                      
                                                      (65,642
                                                      )Subscription
      receivable
                                                      
                                                      
                                                      (4,231
                                                      )
                                                      
                                                      
                                                      -Total
      stockholders' deficit
                                                      
                                                      
                                                      (17,259
                                                      )
                                                      
                                                      
                                                      (52,428
                                                      )Total
      liabilities and stockholders' deficit
                                                      
                                                      $
                                                      2,594
                                                      
                                                      
                                                      $
                                                      -





See
accompanying notes to the financial statements.


2





INverso
Corp. and Subsidiary


(A
Development Stage Company)


Consolidated
Statements of Income


For
the Periods Ended March 31, 2009 and 2008


(Unaudited)





From May 28,Three Months
                
                
                Three Months
                
                
                Nine Months
                
                
                Nine Months
                
                
                2004 (Inception)Ended
                
                
                Ended
                
                
                Ended
                
                
                Ended
                
                
                ThroughMarch 31, 2009
                
                
                March 31, 2008
                
                
                March 31, 2009
                
                
                March 31, 2008
                
                
                March 31, 2009Revenue:Fees
                
                $
                -
                
                
                $
                -
                
                
                $
                -
                
                
                $
                -
                
                
                $
                -Expenses:Accounting
                
                
                2,117
                
                
                
                3,780
                
                
                
                13,480
                
                
                
                13,189
                
                
                
                39,619Consulting
                
                
                -
                
                
                
                -
                
                
                
                -
                
                
                
                -
                
                
                
                10,000Dues
      and subscriptions
                
                
                -
                
                
                
                350
                
                
                
                605
                
                
                
                377
                
                
                
                1,458Finance
      charges
                
                
                -
                
                
                
                -
                
                
                
                53,075
                
                
                
                -
                
                
                
                53,075Legal
                
                
                19,853
                
                
                
                2,340
                
                
                
                21,840
                
                
                
                8,964
                
                
                
                48,404Office
      expenses
                
                
                -
                
                
                
                -
                
                
                
                35
                
                
                
                -
                
                
                
                40Taxes
                
                
                -
                
                
                
                -
                
                
                
                -
                
                
                
                -
                
                
                
                18521,970
                
                
                
                6,470
                
                
                
                89,035
                
                
                
                22,530
                
                
                
                152,781Other
      income / (expense):Gain
      on sale of subsidiary
                
                
                -
                
                
                
                -
                
                
                
                -
                
                
                
                4,900
                
                
                
                4,900Goodwill
      impairment
                
                
                -
                
                
                
                -
                
                
                
                -
                
                
                
                -
                
                
                
                (6,796
                )Total
      other income / (expense)
                
                
                -
                
                
                
                -
                
                
                
                -
                
                
                
                4,900
                
                
                
                (1,896
                )Net
      Ioss
                
                $
                (21,970
                )
                
                $
                (6,470
                )
                
                $
                (89,035
                )
                
                $
                (17,630
                )
                
                $
                (154,677
                )Weighted
      average number of common shares outstanding
                
                
                47,864,883
                
                
                
                13,500,000
                
                
                
                43,264,563
                
                
                
                13,500,000
                
                
                
                22,203,164Basis
      loss per common share
                
                $
                (0.00
                )
                
                $
                (0.00
                )
                
                $
                (0.00
                )
                
                $
                (0.00
                )
                
                $
                (0.01
                )





See
accompanying notes to the financial statements.


3


INverso
Corp. and Subsidiary


(A
Development Stage Company)


Consolidated
Statements of Cash Flows


For
the Periods Ended March 31, 2009 and 2008


(Unaudited)





From May 28,Three Months
                
                
                Three Months
                
                
                Nine Months
                
                
                Nine Months
                
                
                2004 (Inception)Ended
                
                
                Ended
                
                
                Ended
                
                
                Ended
                
                
                ThroughMarch31,2009
                
                
                March31,2008
                
                
                March 31,
                  2009
                
                
                March 31, 2008
                
                
                March31,2009OPERATING ACTIVITIESNet
      loss
                
                $
                (21,970
                )
                
                $
                (6,470
                )
                
                $
                (89,035
                )
                
                $
                (17,630
                )
                
                $
                (154,677
                )Adjustment
      to reconcile net loss to net cash used in operations:Non-cash
      finance charge
                
                
                -
                
                
                
                -
                
                
                
                53,075
                
                
                
                -
                
                
                
                53,075Goodwill
      impairment
                
                
                -
                
                
                
                
                
                
                
                -
                
                
                
                -
                
                
                
                6,796Change
      in accounts payable
                
                
                1,505
                
                
                
                6,470
                
                
                
                (35,291
                )
                
                
                12,774
                
                
                
                1,853Net
      cash used in operating activities
                
                
                (20,465
                )
                
                
                -
                
                
                
                (71,251
                )
                
                
                (4,856
                )
                
                
                (92,953
                )INVESTING
      ACTIVITIESPurchase
      of goodwill related related to merger on 9/25/06
                
                
                -
                
                
                
                -
                
                
                
                -
                
                
                
                -
                
                
                
                (6,796
                )FINANCING
      ACTIVITIESChange
      in short-term notes payable
                
                
                18,000
                
                
                
                -
                
                
                
                2,716
                
                
                
                (16
                )
                
                
                18,000Issuance
      of common stock
                
                
                -
                
                
                
                -
                
                
                
                34
                
                
                
                -
                
                
                
                48Proceeds
      from paid in capital
                
                
                -
                
                
                
                -
                
                
                
                52,605
                
                
                
                -
                
                
                
                82,691Accounts
      payable reduction for shares
                
                
                -
                
                
                
                -
                
                
                
                18,490
                
                
                
                -
                
                
                
                18,490Purchase
      of treasury shares
                
                
                -
                
                
                
                -
                
                
                
                -
                
                
                
                -
                
                
                
                (16,886
                )Net
      cash provided by financing activities
                
                
                18,000
                
                
                
                -
                
                
                
                73,845
                
                
                
                (16
                )
                
                
                102,343Net
      cash increase / (decrease) for the period
                
                
                (2,465
                )
                
                
                -
                
                
                
                2,594
                
                
                
                (4,872
                )
                
                
                2,594Cash
      at the beginning of period
                
                
                5,059
                
                
                
                -
                
                
                
                -
                
                
                
                4,872
                
                
                
                -Cash
      at the end of period
                
                $
                2,594
                
                
                $
                -
                
                
                $
                2,594
                
                
                $
                -
                
                
                $
                2,594





See
accompanying notes to the financial statements.


4


INverso
Corp. and Subsidiary


(A
Development Stage Company)


Consolidated
Statement of Changes in Stockholders’ Equity/(Deficit)


For
the Period May 28, 2004 (Inception) to March 31, 2009


(Unaudited)





TotalAdditional
                          
                          
                          Shares
                          
                          
                          
                          
                          
                          
                          
                          
                          Stockholders'Common Stock
                          
                          
                          Paid-in
                          
                          
                          Held in
                          
                          
                          Accumulated
                          
                          
                          Subscription
                          
                          
                          Equity/Shares
                          
                          
                          Amount
                          
                          
                          Capital
                          
                          
                          Treasury
                          
                          
                          Deficit
                          
                          
                          Receivable
                          
                          
                          (Deficit)May
      28, 2004Stock
      issuance for cash
                          
                          
                          22,000,000
                          
                          
                          $
                          22
                          
                          
                          $
                          78
                          
                          
                          $
                          -
                          
                          
                          $
                          
                          
                          
                          $
                          
                          
                          
                          $
                          100Net
      (loss)May
      28, 2004 (inception) to June 30, 2004
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          (1,244
                          )
                          
                          
                          
                          
                          
                          
                          (1,244
                          )Balance,
      June 30, 2004
                          
                          
                          22,000,000
                          
                          
                          
                          22
                          
                          
                          
                          78
                          
                          
                          
                          -
                          
                          
                          
                          (1,244
                          )
                          
                          
                          -
                          
                          
                          
                          (1,144
                          )Net
      (loss)July
      1, 2004 to June 30, 2005
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          (1,370
                          )
                          
                          
                          
                          
                          
                          
                          (1,370
                          )Balance,
      June 30, 2005
                          
                          
                          22,000,000
                          
                          
                          
                          22
                          
                          
                          
                          78
                          
                          
                          
                          -
                          
                          
                          
                          (2,614
                          )
                          
                          
                          -
                          
                          
                          
                          (2,514
                          )Net
      (loss)July
      1, 2005 to June 30 , 2006
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          (500
                          )
                          
                          
                          
                          
                          
                          
                          (500
                          )Balance,
      June 30, 2006
                          
                          
                          22,000,000
                          
                          
                          
                          22
                          
                          
                          
                          78
                          
                          
                          
                          -
                          
                          
                          
                          (3,114
                          )
                          
                          
                          -
                          
                          
                          
                          (3,014
                          )Issuance
      of common stock related to merger on September 25, 2006
                          
                          
                          11,500,000
                          
                          
                          
                          12
                          
                          
                          
                          29,988
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          30,000Purchase
      of treasury shares related to merger on September 25, 2006
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          16,886
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          (16,886
                          )Retirement
      of treasury shares related to merger on September 25, 2006
                          
                          
                          (20,000,000
                          )
                          
                          
                          (20
                          )
                          
                          
                          (16,866
                          )
                          
                          
                          (16,886
                          )Net
      (loss)July
      1, 2006 to June 30, 2007
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          (31,284
                          )
                          
                          
                          
                          
                          
                          
                          (31,284
                          )Balance,
      June 30, 2007
                          
                          
                          13,500,000
                          
                          
                          
                          14
                          
                          
                          
                          13,200
                          
                          
                          
                          -
                          
                          
                          
                          (34,398
                          )
                          
                          
                          -
                          
                          
                          
                          (21,184
                          )Net
      (loss)July
      1, 2007 to June 30, 2008
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          (31,244
                          )
                          
                          
                          
                          
                          
                          
                          (31,244
                          )Balance,
      June 30, 2008
                          
                          
                          13,500,000
                          
                          
                          
                          14
                          
                          
                          
                          13,200
                          
                          
                          
                          -
                          
                          
                          
                          (65,642
                          )
                          
                          
                          -
                          
                          
                          
                          (52,428
                          )Issuance
      of common stock related to share exchange agreement on August 5,
      2008
                          
                          
                          19,148,458
                          
                          
                          
                          19
                          
                          
                          
                          71,546
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          71,565Issuance
      of common stock for cash and subscription in August and September of
      2008
                          
                          
                          15,216,425
                          
                          
                          
                          15
                          
                          
                          
                          56,855
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          (4,231
                          )
                          
                          
                          52,639Net
      (loss)July
      1, 2008 to March 31, 2009
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          (89,035
                          )
                          
                          
                          
                          
                          
                          
                          (89,035
                          )Balance,
      March 31, 2009
                          
                          
                          47,864,883
                          
                          
                          $
                          48
                          
                          
                          $
                          141,601
                          
                          
                          $
                          -
                          
                          
                          $
                          (154,677
                          )
                          
                          $
                          (4,231
                          )
                          
                          $
                          (17,259
                          )





See
accompanying notes to the financial statements.


5




INverso
Corp. and Subsidiary


Notes
to Financial Statements





1.
            Description of
      Business





The
consolidated financial statements include the accounts of INverso Corp. (the
“Company”), which is a Delaware corporation and its wholly owned subsidiary,
Genesi, Inc. (“Genesi”), which is an Illinois corporation.





As of
March 31, 2009, the Company has no inventory, property or
equipment.  Additionally, the Company has no revenue or cost of
sales.  The expenses incurred as of the date of the review are the
start-up costs of the Company.  Therefore, the Company is considered
to be in the development stage.





2.
            Summary of Significant
      Accounting Policies





Basis of
accounting





The
Company’s policy is to prepare its financial statements on the accrual basis of
accounting in conformity with generally accepted accounting principles in the
United States of America (U.S. GAAP).





Cash and cash
equivalents





The
Company considers all highly liquid investments, with a maturity of three months
or less when purchased, to be cash equivalents.





Loss per
share





Loss per
share is computed by dividing the net income by the weighted average number of
common shares outstanding of 47,864,883 for the three months ended March 31,
2009, 13,500,000 for the three months ended March 31, 2008, 43,264,563 for the
nine months ended March 31, 2009, 13,500,000 for the nine months ended March 31,
2008 and 22,203,164 for the period from May 28, 2004 (inception) through March
31, 2009.  There are no outstanding derivatives as of March 31, 2009
and therefore no adjustment for fully diluted weighted average number of common
shares outstanding.





Use of
estimates





The
preparation of financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions that
affect the reported amounts of assets and liabilities and disclosure of
contingent assets and liabilities at the date of the financial statements and
reported amounts of revenue and expenses during the reporting
period.  Actual results could differ from those
estimates.


6


Income
taxes





Deferred
tax assets and liabilities are computed based upon the difference between the
financial statement and income tax basis of assets and liabilities using the
enacted marginal tax rate applicable when the related asset or liability is
expected to be realized or settled.  Deferred income tax expenses or
benefits are based on the changes in the asset or liability each
period.  If available evidence suggests that it is more likely than
not that some portion or all of the deferred tax assets will not be realized, a
valuation allowance is required to reduce the deferred tax assets to the amount
that is more likely than not to be realized.  Future changes in such
valuation allowance are included in the provision for deferred income taxes in
the period of change.





3.
            Going
      Concern





Due to
the development stage of the Company and since there have been no revenues as of
March 31, 2009, there is substantial doubt as to the Company’s ability to
continue as a going concern.  In order to meet its upcoming and
continuing obligations, additional financing or new revenues will be
needed.  The financial statements do not include any adjustments that
might be necessary should the Company be unable to continue as a going
concern.





4.
            Notes
      Payable





The
Company has received money from investors that have been classified as
loans.  One loan was exchanged for common stock as part of the August
6, 2008 private placement.  This loan came from The Nutmeg Group, LLC
and its affiliates (“TNG”).  Randall S. Goulding, the president of
INverso, is the managing member of TNG and owns 100% of the LLC.  A
new loan came in on March 15, 2009.  The loan came from an investor
who also has an interest in becoming an officer of the Company.  It is
expected that stock will be issued to settle this loan, but the terms of the
investment have not been finalized.  No interest has been paid or
accrued.





5.
            Related Party
      Transactions





The
Company issued 14,348,946 shares of stock to TNG in exchange for $53,628, made
up of cash of $34,113, release of a note payable valued at $15,284, and a
subscription receivable of $4,231.  Randall S. Goulding, the president
of INverso, is the managing member of The Nutmeg Group and owns 100% of the
LLC.





6.
            Significant
      Transactions





On August
5, 2008, the Company entered into a share exchange agreement with
Genesi.  The Company issued 19,148,458 shares, in exchange for 71,565
newly issued shares of Genesi.  The value of the shares was determined
to be $71,565, the same price per share as the private placement offering on
August 6, 2008.  INverso had owed Genesi $18,490, which was eliminated
in the transaction.  No cash was exchanged, but a $53,075 finance
charge was recorded as a result of the transaction.  Shortly
thereafter, Genesi gave all of its shares of INverso to its three shareholders
in exchange for their shares of Genesi.  This made Genesi a 100%
subsidiary of the INverso.





On August
6, 2008, the Company did a private placement offering to current shareholders to
issue 27,500,000 shares at $0.003737391 for a maximum raise of
$102,778.  15,216,425 shares were issued for
$56,870.  $37,355 of cash was collected, $15,284 of debt was relieved
and $4,231 is still due from an investor as of the date of the
review.


7


7.
            Subsequent
      Events





There are
no material subsequent events that have occurred since the date of the
review.


8


ITEM
      2
            Managements
      Discussion and Analysis of Financial Condition and Results of
      Operations.





We have
no operations or revenues.  We are classified as a 'blank check'
company under rules of the SEC and certain states. Under these regulations, the
public sale of securities of blank check companies is limited.  We
will not make any efforts to cause a market to develop in our securities until
such time as we have successfully implemented a business plan and we are no
longer classified as a blank check company.  We anticipate that
additional securities may be registered and issued subsequent to a successful
business transaction. The issuance of substantial additional securities and
their potential sale into any trading market which may develop in our securities
may have a depressive effect on the future value of our securities, if such a
market develops, of which there is no assurance.





We
currently have no employees.  Our management expects to confer with
consultants, attorneys and accountants as necessary.  We do not
anticipate a need to engage any full-time employees so long as we are seeking
and evaluating business opportunities.  We will determine the need for
employees based upon the specific opportunity.  The amount of time
spent by Mr. Goulding on the activities of INverso is not
predictable.





Since
inception, we have had no revenues or sales and primarily financed our
operations through funding from funds managed by Mr. Goulding.  We
believe that our current cash needs can be met by loans from, or sale of equity
to, our director, officer and shareholders for at least the next twelve months.
However, if we encounter a business opportunity, it may be necessary to raise
additional capital.  This may be accomplished by selling our common
stock to others.  Currently, we have no future contractual
obligations.  Our management intends to actively seek business
opportunities during the next twelve months.





Our
management is currently in discussions as to the future direction of the
company.  As of the date of this filing, no concrete plans have been
determined.





Results
of Operations for the Three Months Ended March 31, 2009 and 2008





We generated no revenues during the
three months ended March 31, 2009 and 2008.  We expect to have no
revenues until such time as we find a new business opportunity to
pursue.





We had expenses of $21,970 for the
three months ended March 31, 2009, compared to $6,470 for the three months ended
March 31, 2008, an increase of $15,500 or 240% from the prior
period.  The increase in expenses was mainly due to increased legal
expenses, which expenses were not present during the prior period.





We had a net loss of $21,970 for the
three months ended March 31, 2009, compared to a net loss of $6,470 for the
three months ended March 31, 2008, an increase in net loss of $15,500 or 240%
from the prior period.  The increase was attributable to the increase
in expenses, as described above.





Liquidity
and Capital Resources





We had total assets, consisting solely
of current assets of cash and cash equivalents of $2,594 as of March 31,
2009.





We had total liabilities consisting
solely of current liabilities of $19,853 as of March 31, 2009, which included
$1,853 of accounts payable and $18,000 of notes payable.


9


We had net cash used in operating
activities of $20,465 for the three months ended March 31, 2009, which was due
to $21,970 of net loss, partially offset by a $1,505 increase in accounts
payable.





We had $18,000 of net cash provided by
financing activities for the three months ended March 31, 2009, which was due to
$18,000 of proceeds from short term notes payable.





ITEM
      3
            Quantitative
      and Qualitative Disclosures About Market
Risk





As a
smaller reporting company, we are not required to provide the information
required by this Item.





ITEM
      4T
            Controls
      and Procedures





We conducted an evaluation, with the
participation of our Chief Executive Officer and Chief Financial Officer, of the
effectiveness of the design and operation of our disclosure controls and
procedures, as defined in Rules 13a-15(e) and 15d-15(e) under the Securities
Exchange Act of 1934, as amended, or the Exchange Act, as of March 31, 2009, to
ensure that information required to be disclosed by us in the reports filed or
submitted by us under the Exchange Act is recorded, processed, summarized and
reported, within the time periods specified in the Securities Exchange
Commission’s rules and forms, including to ensure that information required to
be disclosed by us in the reports filed or submitted by us under the Exchange
Act is accumulated and communicated to our management, including our principal
executive and principal financial officers, or persons performing similar
functions, as appropriate to allow timely decisions regarding required
disclosure.  Based on that evaluation, our Chief Executive Officer and
Chief Financial Officer have concluded that as of March 31, 2009, our disclosure
controls and procedures were not effective at the reasonable assurance level due
to the material weaknesses described below.





In light of the material weaknesses
described below, we performed additional analysis and other post-closing
procedures to ensure our consolidated financial statements were prepared in
accordance with generally accepted accounting
principles.  Accordingly, we believe that the consolidated financial
statements included in this report fairly present, in all material respects, our
financial condition, results of operations and cash flows for the periods
presented.





A material weakness is a control
deficiency (within the meaning of the Public Company Accounting Oversight Board
(PCAOB) Auditing Standard No. 2) or combination of control deficiencies, that
result in more than a remote likelihood that a material misstatement of the
annual or interim financial statements will not be prevented or
detected.  Management has identified the following material weaknesses
which have caused management to conclude that, as of March 31, 2009, our
disclosure controls and procedures were not effective at the reasonable
assurance level:





1.           We
do not have written documentation of our internal control policies and
procedures.  Written documentation of key internal controls over
financial reporting is a requirement of Section 404 of the Sarbanes-Oxley Act
and will be applicable to us for the year ending June 30,
2009.  Management evaluated the impact of our failure to have written
documentation of our internal controls and procedures on our assessment of our
disclosure controls and procedures and has concluded that the control deficiency
that resulted represented a material weakness.





2.           We
do not have sufficient segregation of duties within accounting functions, which
is a basic internal control.  Due to our size and nature, segregation
of all conflicting duties may not always be possible and may not be economically
feasible.  However, to the extent possible, the initiation of
transactions, the custody of assets and the recording of transactions should be
performed by separate individuals.  Management evaluated the impact of
our failure to have segregation of duties on our assessment of our disclosure
controls and procedures and has concluded that the control deficiency that
resulted represented a material weakness.


10


To address these material weaknesses,
management performed additional analyses and other procedures to ensure that the
financial statements included herein fairly present, in all material respects,
our financial position, results of operations and cash flows for the periods
presented.





Remediation of Material
Weaknesses





We have attempted to remediate the
material weaknesses in our disclosure controls and procedures identified above
by working with our independent registered public accounting firm and refining
our internal procedures.





Changes in Internal Control
over Financial Reporting





Except as
noted above, there were no changes in our internal control over financial
reporting, as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act,
during our most recently completed fiscal quarter that have materially affected,
or are reasonably likely to materially affect, our internal control over
financial reporting.





Commencing
with our annual report for the year ending June 30, 2009, we will be required to
include a report of management on our internal control over financial reporting.
The internal control report must include a statement





·
            of
      management’s responsibility for establishing and maintaining adequate
      internal control over our
  financial reporting;





·
            of
      management’s assessment of the effectiveness of our internal control over
      financial reporting as of year end;
and





·
            of
      the framework used by management to evaluate the effectiveness of our
      internal control over financial
reporting.





Furthermore,
we will be required to file the auditor’s attestation report separately on our
internal control over financial reporting on whether we believe that we have
maintained, in all material respects, effective internal control over financial
reporting.


11


PART
II – OTHER INFORMATION





ITEM
      1
            Legal
      Proceedings





In the
ordinary course of business, we may be from time to time involved in various
pending or threatened legal actions.  The litigation process is
inherently uncertain and it is possible that the resolution of such matters
might have a material adverse effect upon our financial condition and/or results
of operations.  However, in the opinion of our management, matters
currently pending or threatened against us are not expected to have a material
adverse effect on our financial position or results of operations.





ITEM
      1A
            Risk
      Factors





As a
smaller reporting company, we are not required to provide the information
required by this Item.





ITEM
      2
            Unregistered
      Sales of Equity Securities and Use of
Proceeds





There
were no unregistered sales of equity securities by the Company during the three
month period ended March 31, 2009.





ITEM
      3
            Defaults
      Upon Senior Securities





There
have been no events that are required to be reported under this
Item.





ITEM
      4
            Submission
      of Matters to a Vote of Security
Holders





There
have been no events that are required to be reported under this
Item.





ITEM
      5
            Other
      Information





None.





ITEM
      6
            Exhibits





3.1
      (1)
                
                Certificate
      of Incorporation3.2
      (2)
                
                Bylaws31.1
                
                Rule
      13a-14(a)/15d-14(a) Certification of Chief Executive
    Officer31.2
                
                Rule
      13a-14(a)/15d-14(a) Certification of Chief Financial
    Officer32.1
                
                Chief
      Executive Officer Certification Pursuant to 18 USC, Section 1350, as
      Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of
      200232.2
                
                Chief
      Financial Officer Certification Pursuant to 18 USC, Section 1350, as
      Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of
      2002





(1)
            Incorporated
      by reference from our Current Report on Form 8-K, filed with the
      Commission on November1, 2004.





(2)
            Incorporated
      by reference from our Registration Statement on Form 10-SB, filed with the
      Commission on August 10, 2004.


12


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.





INverso
      Corp.Dated:  May
      15, 2009
              
              /s/
      Randall S. GouldingBy:
              Randall
      S. GouldingChief
      Executive Officer,
                President,
      Chief FinancialOfficer,
      and Director




13