UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q  { X } QUARTERLY REPORT UNDER SECTION 13 OR 15 (D) OF THE SECURITIESEXCHANGE ACT OF 1934 FOR THE PERIOD ENDED: MARCH 31, 2009 { } TRANSITION REPORT UNDER SECTION 13 OR 15 (D) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM ____ TO _____.  BidGive International, Inc. (Name of small business issuer in its charter)


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|Delaware                                                        | 0-49999                | 13-4025362                          
|(State or other jurisdiction of 
incorporation or organization) | Commission file number | (I.R.S. Employer Identification No.)

3538 Caruth Blvd., Suite 200
Dallas, Texas 75225 (Address of principal executive office including zip code)  (972) 943-4185
(Registrant's telephone number)  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 past 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 [X]   No [   ]  Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company.  See 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   ̈ (Do not check if a smaller reporting company) Smaller reporting company x  Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).  Yes [ ]  No [X]  The number of shares outstanding of the registrant's common stock on March 31, 2009: 8,891,870    - 1 -  BIDGIVE INTERNATIONAL, INC. INDEX  Part I.Financial InformationPageItem 1.Financial StatementsCondensed Consolidated Balance Sheets3Condensed Consolidated Statements of Operations (Unaudited)4Condensed Consolidated Statements of Cash Flows (Unaudited)5Notes to Condensed Consolidated Financial Statements (Unaudited)6Item 2.Managements Discussion and Analysis of Financial Condition and Results of Operations8Item 4T.Controls and Procedures11Part II.Other InformationItem 1.Legal Proceedings12Item 2.Unregistered Sales of Equity Securities and Use of Proceeds12Item 3.Defaults Upon Senior Securities12Item 4.Submission of Matters to a Vote of Security Holders12Item 5.Other Information12Item 6.Exhibits13Signatures15    - 2 -  Part IFINANCIAL INFORMATION Item 1.  Financial Statements  BIDGIVE INTERNATIONAL, INC. CONDENSED CONSOLIDATED BALANCE SHEETS


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|                                                                                                 |                                                                                                                                  |           | March 31, 2009 |   |           | December 31, 2008
|                                                                                                 |                                                                                                                                  |           | (Unaudited)    |   |           |                  
|ASSETS                                                                                          
|Current assets                                                                                   |                                                                                                                                  |           |                |   |          
|                                                                                                 | Cash                                                                                                                             | $         | 4,292          |   | $         | 1,139            
|Total current assets                                                                             |                                                                                                                                  | 4,292     |                |   | 1,139    
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|Total assets                                                                                     | $                                                                                                                                | 4,292     |                | $ | 1,139    
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|LIABILITIES AND STOCKHOLDERS' (DEFICIT)                                                         
|Current liabilities                                                                              |                                                                                                                                  |           |                |   |          
|                                                                                                 | Accounts payable and accrued liabilities                                                                                         | $         | 191,501        |   | $         | 187,779          
|                                                                                                 | Accrued interest                                                                                                                 |           | 41,078         |   |           | 36,674           
|                                                                                                 | Lines of credit                                                                                                                  |           | 76,102         |   |           | 78,499           
|                                                                                                 | Loans payable                                                                                                                    |           | 15,934         |   |           | 15,934           
|                                                                                                 | Loans from shareholder                                                                                                           |           | 45,897         |   |           | 43,967           
|                                                                                                 | Short term convertible debt - related party, net                                                                                 |           | 127,600        |   |           | 126,808          
|Total current liabilities                                                                        |                                                                                                                                  | 498,112   |                |   | 489,661  
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|Total liabilities                                                                                |                                                                                                                                  | 498,112   |                |   | 489,661  
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|Common stock subject to rescission rights, $.001 par value; 32,400 shares issued and outstanding |                                                                                                                                  | 40,500    |                |   | 40,500   
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|Stockholders' (deficit):                                                                         |                                                                                                                                  |           |                |   |          
|                                                                                                 | Common stock: $.001 par value; 20,000,000 shares authorized; 8,859,470 and 7,279,470 shares issued and outstanding, respectively |           | 8,859          |   |           | 7,279            
|                                                                                                 | Additional paid in capital                                                                                                       |           | 948,494        |   |           | 934,274          
|                                                                                                 | Accumulated deficit                                                                                                              |           | (1,491,673)    |   |           | (1,470,575)      
|                                                                                                 |                                                                                                                                  |           |                |   |           |                  
|Total stockholders'  (deficit)                                                                   |                                                                                                                                  | (534,320) |                |   | (529,022)
|                                                                                                 |                                                                                                                                  |           |                |   |           |                  
|Total liabilities and stockholders' (deficit)                                                    | $                                                                                                                                | 4,292     |                | $ | 1,139    

The Accompanying Notes are an Integral Part of these Condensed Consolidated Financial Statements   - 3 -  BIDGIVE INTERNATIONAL, INC. CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)   Three Months ended March 31,20092008RevenuesSales revenues$3,872$3,802Cost of goods sold--Gross Profit3,8723,802Operating expensesConsulting fees15,800-Professional fees75917,126Office expenses/administrative4091,807Other expenses1,4119,659Total operating expenses18,37928,592Loss from operations(14,507)(24,790)Other income (expense)Interest expense  accretion of debt discount(792)-Interest expense(5,799)(3,917)Total other income (expense)(6,591)(3,917)Net loss before income taxes(21,098)(28,707)Provision for income taxes--NET LOSS$(21,098)$(28,707)Basic and fully diluted net loss per share$(0.00)$(0.00)Basic and fully diluted weighted average number of shares outstanding, including shares subject to rescission7,873,6486,910,497            The Accompanying Notes are an Integral Part of these Condensed Consolidated Financial Statements   - 4 -  BIDGIVE INTERNATIONAL, INC. CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)   Three Months ended March 31,20092008Cash flows from operating activities:Net loss$(21,098)$(28,707)Adjustments to reconcile net loss to  net cash used in operations:Accrued interest4,4022,991Accretion of debt discount792-Stock issued for services15,800-Changes in operating assets and liabilities:Accounts payable and accrued liabilities3,72311,368Credit cards payable(2,396)-Net cash provided by (used in) operations1,223(14,348)Cash flows from investing activities:--Cash flows from financing activities:Issuance of convertible debt-10,000Payments on loans from shareholder(16,500)(100)Loans from shareholder18,43012,291Net cash provided by financing activities1,93022,191Increase (decrease) in cash and cash equivalents3,1537,843Cash and cash equivalents, beginning of period1,1392,055Cash and cash equivalents, end of period$4,292$9,898Supplemental disclosures of cash flow information:Interest paid in cash$-$-Income taxes paid in cash$-$-Stock issued for services$15,800$-           The Accompanying Notes are an Integral Part of these Condensed Consolidated Financial Statements   - 5 -  BIDGIVE INTERNATIONAL, INC. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) MARCH 31, 2009  NOTE 1 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES  Quarterly Financial Statements  The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes.  Actual results could differ from those estimates.  The accompanying unaudited financial statements have been prepared in accordance with the instructions to Form 10-Q but do not include all of the information and footnotes required by generally accepted accounting principles and should, therefore, be read in conjunction with the Companys 2008 financial statements in Form 10-K.  These statements do include all normal recurring adjustments which the Company believes necessary for a fair presentation of the statements.  The interim operating results are not necessarily indicative of the results for a full year.  Nature of Business  The consolidated financial statements presented are those as of March 31, 2009 of BidGive International, Inc.,including the operations of MPublishing, LLC of which BidGive owns a 100% interest. Principal operations as an e-commerce marketing and retail organization, operating the www.BidGive.com website where customers could purchase discount retail, dining, travel and telecom offerings, began during the first quarter of 2004, so the Company is no longer in the development stage. The Company was incorporated as Rolfe Enterprises, Inc. under the laws of the state of Florida on May 6, 1996. The Company was reincorporated on April 12, 2004 in the state of Delaware as BidGive International, Inc. The purpose of the re-incorporation was to change the Companys name and state of domicile.  During 2005, and the first quarter of 2006, the Company provided consulting services to the American Montessori Society (AMS), a non-profit accrediting agency for Montessori schools, relating to establishing a sustainable revenue stream for it and its individual schools in conjunction with the upcoming 100th Anniversary Montessori Initiative.  The consulting services involved assistance in re-designing the AMS website to add pages devoted to the Montessori Initiative, assistance in formulating the Initiative as a whole as an outreach to the general public, and launching a new magazine devoted to Montessori teachings.   The magazine M: The Magazine for Montessori Families was owned, operated and published by MPublishing, LLC (a private entity formed in October 2005 which is owned 100% by BidGive) until May 2007, when the magazine and associated operations were sold to Creede Media, LLC.  The financial statements for MPublishing have been consolidated and included herein with the BidGive financial statements.  All intercompany accounts have been eliminated in consolidation.  We spent much of 2008 developing programs and projects, including (1) our proprietary Aggregated Purchasing Program wherein we negotiate extreme discounts with business vendors and pass the savings on to office and retail end-users; (2) a Merchant Services Program wherein we negotiate discounted credit card processing fees with merchant bank card processors and pass on the low fees to retail end-users; (3) our Shaolin Wellness Center and Chinese Tea Room at the Kingbridge Centre in Toronto, Canada; (4) the DotCom Film Festival; and (5) the MDG Awards Program and internationally broadcast gala event on behalf of and in association with the United Nations.     - 6 -    BIDGIVE INTERNATIONAL, INC. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Continued) MARCH 31, 2009  NOTE 1 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)  Business Combination  On October 10, 2003, the Company and BBG Acquisition Subsidiary, Inc., a Texas corporation and wholly-owned subsidiary of the Company (the Merger Sub), entered into a Merger Agreement and Plan of Reorganization (the Merger Agreement) with BidGive Group, LLC, a Texas limited liability company (BidGive). Pursuant to the Merger Agreement, effective as of December 4, 2003, BidGive was merged with and into the Merger Sub with the Merger Sub surviving the merger, and each 1% of membership interest in BidGive immediately prior to the effective time of the merger was converted into 57,446 shares of the Companys $.001 par value common stock. The merger was accounted for as a reverse acquisition. At the effective date of the merger, BidGive had no assets or liabilities.  In October 2003, the Companys board of directors, and stockholders representing a majority of the Companys outstanding common stock, approved a 2:1 stock split and a 1:25 reverse split of the Company's issued and outstanding common stock. All per share data in the accompanying financial statements have been adjusted to reflect the stock split and reverse stock split.  On October 4, 2005, MPublishing, LLC (MPub) a Texas limited liability company was formed by BidGive and the American Montessori Society (AMS) for the purpose of publishing the magazine M, a publication for Montessori families, and operating the associated website ( www.Mthemagazine.com) wherein a co-branded form of the Companys Rewards Program would be included.  MPub was 100% owned by the Company, and AMS was entitled to receive a 20% net profit royalty interest in the operation of MPub.   In May 2007, MPub sold all the assets and publishing operations, including the magazine and associated website, to Creede Media, LLC.  Basic and Fully Diluted Earnings Loss per Share  The computation of net (loss) per share of common stock is based on the weighted average number of shares outstanding during each period presented.  The Company utilizes the treasury stock method to calculate diluted loss per share, which considers potentially issuable shares on common stock equivalents.  In accordance with SFAS No. 128, "Earnings per Share," common stock warrants have a dilutive effect when the average market price of the common stock during the period exceeds the exercise price of the warrants.   Potentially issuable common shares related to warrants totaling 180,000 and 180,000 were considered but not included in the calculation of diluted earnings loss per share for the periods ended March 31, 2009 and March31, 2008, respectively, because their inclusion would be anti-dilutive..  The following data shows the amounts used in computing loss per share for the periods presented:  For the Three Months Ended March 31,20092008(Unaudited)(Unaudited)Net loss available to common stockholders (numerator)$              (21,098)$                 (28,707)Weighted average number of common shares outstanding used in loss per share for the period (denominator)7,873,6486,910,497Basic and fully diluted loss per share$                  (0.00)$                     (0.00)    - 7 -  BIDGIVE INTERNATIONAL, INC. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Continued) MARCH 31, 2009  NOTE 2 CONVERTIBLE DEBT AND COMMON STOCK SUBJECT TO RECISSION RIGHTS  There was no convertible debt issued in the first quarter of 2009. During 2008 and 2007 the Company issued additional short-term convertible debt to existing shareholders and officers in order to fund operations in the amounts of $78,697 and $64,900, respectively.  The notes are due three to six months from date of issuance, require no monthly payments, and bear interest at rates ranging from 2% to 10% per annum. The notes are convertible to common stock at share prices ranging from $0.02 per share to $0.75 per share. During 2006 and 2005, the Company also issued additional short-term convertible debt to existing shareholders and officers. The notes are due six to twelve months from date of issuance, require no monthly payments, and bear interest at rates ranging from 6%, to 12% per annum. The notes are convertible to common stock at share prices ranging from $1.25 per share to $ 1.75 per share. Per the convertible debt agreements the conversion price is to be calculated by dividing the amount of outstanding principal and interest that the holder elects to convert by the stated conversion price.   Since the convertible debt can be converted at anytime from the signing of the agreement forward, the closing prices of the convertible debt agreement dates were used for the calculation of the beneficial conversion feature, in accordance with EITF 98-5. There was no beneficial conversion feature associated with the convertible debt issued in for the year ended December 31, 2007. For the convertible debt issued during the year ended December 31, 2008, the value of the beneficial conversion feature was determined using the intrinsic value method.  The amount recorded as a discount to the convertible debt was $13,273. The discount is being amortized over the term of the convertible debt, accordingly, the Company recorded $12,481 in expense for the accretion of the discount during the years ended December 31, 2008 and $792 during the period ended March 31, 2009. During the years ended December 31, 2008 and 2007, the Company issued 313,083 and 49,290, of the Companys common stock for the conversion of $72,513 and $16,128, respectively of convertible debt and interest. Since these convertible notes were issued in reliance upon implied exemptions from any type of registration, the issuance of the convertible notes payable may also be subject to rescission immediately, or more appropriately stated, due on demand.  Since the notes are short-term, they have been classified as current on the balance sheet in the same manner as notes due on demand. All of the notes, have extended due dates, and none of the notes is currently in default.  During 2004, the Company issued 32,400 shares of common stock in a private placement after filing a registration statement on Form SB-2 with the Securities and Exchange Commission. These shares were issued in reliance upon claimed exemptions from registration, which, in retrospect, may not be available. As a result, the purchasers of these shares may have rescission rights for recovery of the purchase price paid for the shares with interest. Accordingly, the issuance of 32,400 shares for $40,500 has been recorded as common stock subject to rescission rights on the balance sheet. Interest to be paid contingent upon the possibility of rescission is considered immaterial.  NOTE 3 STOCK TRANSACTIONS  Common Stock  On February 27, 2009, the Company issued 1,580,000 shares of common stock valued at $.01 per share to several individuals for services rendered throughout the last few years.  The Company recognized $15,800 in consulting expenses for these services during the three months ending March 31, 2009.  Warrants  During 2007, the Company granted 180,000 common stock warrants to consultants.  These warrants vested immediately and can be exercised at a price of $2.50 any time for a period of five years.  There were no warrants granted in 2008 or through March 31, 2009 and all warrants vested prior to 2008.  A summary of our common stock warrants as of December 31, 2008 and March 31, 2009, and the changes during these periods are presented below:   - 8 -  BIDGIVE INTERNATIONAL, INC. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Continued) MARCH 31, 2009  NOTE 3 STOCK TRANSACTIONS (Continued)  Warrants (Continued) Number of WarrantsWeighted Average Exercise PriceOutstanding at January 1, 2008180,000$     2.50Granted--Exercised--Forfeited--Outstanding at December 31, 2008180,000$    2.50Granted--Exercised--Forfeited--Outstanding at March 31, 2009180,000$    2.50  Effective January 1, 2006, we adopted the fair value recognition provisions of FASB Statement No. 123R, "Share-based Payment" (SFAS 123R), using the modified-prospective-transition method.  Under this transition method, total compensation cost for 2007 and 2008 includes compensation costs for all share-based payments granted prior to, but not yet vested as of January 1, 2006, based on the grant date fair value estimated in accordance with the original provisions of SFAS 123, and compensation costs for all share-based payments granted subsequent to January 1, 2006, based on the grant date fair value estimated in accordance with the provisions of SFAS 123R.  The aggregate intrinsic value of stock warrants outstanding and exercisable at March 31, 2009 and December 31, 2008 totals $0 and $0, and $0 and $0, respectively.  Common stock warrants outstanding and exercisable under this plan as of March 31, 2009 and December 31, 2008 are:


|                     |                      |                                                     |                                 |                    |                                
|-------------------- | -------------------- | --------------------------------------------------- | ------------------------------- | ------------------ | -------------------------------
|Warrants Outstanding | Warrants Exercisable
|Exercise Price       | Number Outstanding   | Weighted Average Remaining Contractual Life (Years) | Weighted Average Exercise Price | Number Exercisable | Weighted Average Exercise Price
|$2.50                | 180,000              | 3.00                                                | $2.50                           | 180,000            | $2.50                          
|                     | 180,000              |                                                     |                                 | 180,000            |                                

NOTE 4 REVENUE RECOGNITION  The financial statements are prepared based on the accrual method of accounting.  The Company recognizes revenues when it receives funds from vendors, usually via credit card transactions, checks, wire or account transfers. The Company also receives some cash payments from vendors and customers in payment for the advertising, marketing and management services it receives, which is recognized as revenue when services have been performed and milestones achieved, when applicable. Revenue is generally realized when persuasive evidence that an arrangement exists, delivery has occurred or services have been rendered, the Companys selling price is fixed and determinable, and collectability is reasonably assured. Deferred revenue for marketing and management services is recorded when payments are received in advance of substantial completion of services which may include the production of promotional materials and advertising.   - 9 -  BIDGIVE INTERNATIONAL, INC. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Continued) MARCH 31, 2009  NOTE 5 MATERIAL AGREEMENTS  On April 2, 2009, the Company entered into a confidential provisional letter of intent agreement with a third party for the potential sale of the Companys public trading vehicle to the potential purchaser.  Company was paid a nonrefundable $12,000 deposit in two installments in exchange for granting the third party a sixty-day exclusive period to perform its due diligence and complete a proposed transaction.  $10,000 of such deposit is included in Companys financials for the period ending March 31, 2009 as an accrued liability until the transaction is completed or the exclusive period expires.  NOTE 6 GOING CONCERN  The financial statements are presented on the basis that the Company will continue as a going concern, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business over a reasonable length of time. As of March 31, 2009, the Company has incurred accumulated deficits of $1,491,673 and only had cash of $4,292.  The Company has had recurring net losses and negative working capital.  The Company had a working capital deficit of $493,820 and $488,522 for March 31, 2009 and December 31, 2008, respectively.  While the Company experienced a positive cash flow from operations for the period ended March 31, 2009, historically, the Company has had negative cash flows from operations.  Management feels that the related revenues from operations and short-term loans will provide the Company with sufficient working capital to allow it to continue as a going concern.   - 10 -  Item 2.  Management's Discussion and Analysis of Financial Condition and Results of Operations.  The following discussion of the financial condition and results of operations of the Company should be read in conjunction with the Company's Condensed Consolidated Financial Statements and related Notes.  SAFE HARBOR REGARDING FORWARD LOOKING STATEMENTS Certain statements in this prospectus are what are known as forward-looking statements, which are basically statements about the future. For that reason, these statements involve risk and uncertainty since the future cannot be accurately predicted. Words such as plans, intends, hopes, seeks, anticipates, expects, and the like often identify such forward-looking statements, but are not the only indication that a statement is a forward-looking statement. Such forward-looking statements include statements concerning our plans and objectives with respect to our present and future operations, and statements that express or imply that such present and future operations will or may produce revenues, income or profits. In evaluating these forward-looking statements, you should consider various factors that may cause our actual results to differ materially from any forward-looking statement. We caution you not to place undue reliance on these forward-looking statements. Although we base these forward-looking statements on our expectations, assumptions and projections about future events, actual events and results may differ materially, and our expectations, assumptions and projections may prove to be inaccurate. The forward-looking statements speak only as of the date hereof, and we expressly disclaim any obligation to publicly release the results of any revisions to these forward-looking statements to reflect events or circumstances after the date of this filing.  Forward-looking statements reflect the current view of management with respect to future events and are subject to numerous risks, uncertainties and assumptions. We can give no assurance that such expectations will prove to be correct. Should any one or more of such risks or uncertainties materialize or should any underlying assumptions prove incorrect, actual results are likely to vary materially from those described in this Form 10-Q. There can be no assurance that the projected results will occur, that these judgments or assumptions will prove correct or that unforeseen developments will not occur. We are under no duty to update any of the forward-looking statements after the date of this Form 10-Q.  Background  BidGive International, Inc. (we or the Company) was originally incorporated as Rolfe Enterprises, Inc. under the laws of the State of Florida on May 6, 1996. We were formed as a blind pool or blank check company whose business plan was to seek to acquire a business opportunity through completion of a merger, exchange of stock, or other similar type of transaction. On April 12, 2004, Rolfe Enterprises, Inc. was merged (the Reincorporation Merger) with and into the Company, a Delaware corporation and prior to such date was a wholly-owned subsidiary of Rolfe Enterprises, Inc., with the Company surviving the Reincorporation Merger. The purpose of the Reincorporation Merger was to convert Rolfe Enterprises, Inc. from a Florida corporation to a Delaware corporation and to change its name to BidGive International, Inc.  On December 4, 2003, we acquired all of the business and assets of BidGive Group, LLC (BidGive) through the merger (the Acquisition Merger) of BidGive with and into a wholly-owned subsidiary of Rolfe Enterprises, Inc., with the subsidiary as the surviving corporation. The assets which we acquired in the Acquisition Merger consist of a development stage discount certificate business, the related website, and related proprietary technology. We intend to use the assets we acquired in the Acquisition Merger to further develop operations of an e-commerce website through which we will offer and sell discount shopping, dining and travel certificates, and numerous other products and services as opportunities arise.  During 2005, the Company acquired a majority interest in MPublishing, LLC, a newly formed entity created for the purpose (among other things) of producing and publishing the magazine M.  In the first quarter of 2006, AMS transferred its 20% ownership interest in MPublishing, LLC to the Company in exchange for a 20% net profits interest.  In May 2007, MPub sold all the assets and publishing operations, including the magazine and associated website, to Creede Media, LLC.  Our consolidated revenues were $3,872 for the three months ended March 31, 2009 (unaudited).  We derive our revenues from the sale of marketing brochures, and our project and program development and   - 11 -  management services.  Three Months Ended March 31, 2009 Compared to Three Months Ended March 31, 2008  Revenues.  Our revenues increased to $3,872 during the three months ended March 31, 2009 from $3,802 during the three months ended March 31, 2008.  The increase in revenue from 2008 was due to increased operations and expansion of programs and projects, discussed below.  Selling, general and administrative expenses.  Our selling, general and administrative expenses decreased $10,213 or 36% to $18,379 during the three months ended March 31, 2009 from $28,592 during the three months ended March 31, 2008.  The decrease was primarily due to cost-cutting measures implemented.  Net income/loss.  The net loss was $21,098 during the three months ended March 31, 2009 compared to a net loss of $28,707 during the three months ended March 31, 2008. The loss was primarily due to sales, general and administrative expenses exceeding revenues as the Company continues to expend monies for restructuring and expanding operations.  Total liabilities. Our total liabilities increased $8,541 or 2% to $498,112 at March 31, 2009 compared to $489,661 at December 31, 2008. The increase consisted primarily of increased credit card debt and loans from shareholders.  Liquidity and Capital Resources  For the three months ended March 31, 2009, the Companys consolidated balance sheet reflects current and total assets of $4,292 in comparison to $1,139 for December 31, 2008, and current liabilities of $498,112 for March 31, 2009 in comparison to $489,661for December 31, 2008.  The increase in current liabilities is due to the increase in loans to shareholders and credit card debt, interest expense, and inclusion of the deposit for the proposed public vehicle sale.  The Company does not presently have adequate cash or sources of financing to meet either its short-term or long-term capital needs. The Company has not currently identified any sources of available working capital, other than revenues generated by ongoing operations. The Company may not receive any significant amount of cash flow from operations. The Company may also be unable to locate other sources of capital or may find that capital is not available on terms that are acceptable to it. If the Company does not receive significant cash flow from operations and is unable to raise additional capital from other sources, it will be required to limit its operations to those which can be financed with the modest capital which is currently available and will be required to significantly curtail its expansion plans to the extent they can be financed with ongoing operations, proceeds provided by joint venture partners, and debt financing.  Plan of Operations  We plan to continue our efforts expanding our new programs and projects, including (1) our proprietary Aggregated Purchasing Program wherein we negotiate extreme discounts with business vendors and pass the savings on to office and retail end-users; (2) a Merchant Services Program wherein we negotiate discounted credit card processing fees with merchant bank card processors and pass on the low fees to retail end-users; (3) our Shaolin Wellness Center and Chinese Tea Room at the Kingbridge Centre in Toronto, Canada; (4) the DotCom Film Festival; and (5) the MDG Awards Program and internationally broadcast gala event on behalf of and in association with the United Nations.  The Aggregated Purchasing and the Merchant Services Programs are proprietary group purchasing affinity programs (see www.BidGive.com for more details). Members and supporters of associations, schools, and charitable organizations, as well as merchants that wish to support the above and various national not-for-profit organizations may enroll through BidGive to participate in each Program.  In the Aggregated Purchasing Program (APP) participants agree to purchase various goods and services at substantial discounts from participating vendors. These goods and services providers, such as Office Depot and Lyreco,agree to provide discounts to the program enrollees and to share a portion of the revenues generated with BidGive, which will then distribute   - 12 -  royalties to the participating association and not-for-profit parties, including commissions to the organizations that helped the Company bring the program to fruition. In the Merchant Services Program merchants that wish to support various schools, and not-for-profits may enroll through BidGive for a merchant account, and process all their credit and debit card transactions through BidGives merchant vendor partners. These vendor partners, such as First Data and EVO/GMS, in turn, agree to provide lower cost processing to the merchants and to share the net revenue fees generated with each transaction with BidGive, which will then distribute royalties to the participating parties, including commissions to organizations that helped the Company bring the program to fruition.  The Company has contracted with the Shaolin Monks of Henan, China to develop and market a Shaolin for the Corporate Warrior training program, and to also develop a permanent physical health and wellness training site in Toronto, Canada.  A four star corporate retreat near Toronto, the Kingbridge Centre, has contracted with the Company to further develop and market the Shaolin for the Corporate Warrior training program through its staff to their corporate clients and to transform the Kingbridges existing standard spa into the Shaolin Wellness Centre beginning September 2009. Working with the Shaolin and the Kingbridge, the Company is designing the program and facility to meet the needs and desires of the business person. In addition to the training program and wellness center, BidGive will also develop and operate with the Shaolin a traditional Chinese tea house at the Kingbridge, the Shaolin Tea House, which will serve as the prototype and proving ground for the potential roll-out of stand alone Shaolin Tea Houses across North America.  BidGive and its partners have developed an interactive DVD/Board Game and associated website, the DotCom Film Festival Board Game and the DotCom FilmFestival (DCFF) website, www.mydcff.com that is a unique user-generated second generation video website, which generates revenues from advertising and user fees.  Part of the proceeds of which will benefit the Screen Actors Guild Foundation (SAGF), participating film schools, film school charities, and local not-for-profits such as community theaters, as well as United Nations selected international organizations such as FilmAid. The website containing professional and user-generated video content is under development with completion scheduled for July 2009.  BidGive is also developing and operating on behalf of the UN the Millennium Development Goals Awards Program (the MDG Awards). Pursuant to an initial Memorandum of Understanding, the UN has tapped BidGive to be co-manager and co-executive producer for the inaugural MDG Awards program and international ceremony (designed as a cross between the Academy Awards and the Kennedy Center Honors).  A final contract is being prepared establishing BidGives rights and responsibilities, including responsibility to manage the entire MDG Awards Program and oversee the international ceremony and broadcast production contractors.  BidGive is to receive a management fee, as well as a potential bonus based on the success of the broadcast and program.  MDG stands for Millennium Development Goals, which are the eight goals espoused by the United Nations necessary to make the world a better place, and includes the eradication of AIDS, famine and war by 2015.  The MDG Awards Program is designed to bring the worlds awareness to the MDGs and to solicit support and participation for same. The Awards trophy will be a small-scale representation of the William Ho One Heart Beat sculpture, which was recently unveiled at the United Nations headquarters in Geneva.  Part of the Companys responsibilities will be to raise sponsorship funds for the Awards and ceremony from the international community. The MDG Awards Program (www.MDGAwards.org) is being designed and developed to not only bring recognition to the thousands of organizations around the world tirelessly working to achieve the MDGs, but to also garner these entities international support, including financial funding.  Events Subsequent to March 31, 2009  None.  Off-Balance Sheet Arrangements  During the three months ended March 31, 2009, the Company had no off balance sheet arrangements.    - 13 -  Item 4T.  Controls and Procedures  Disclosure Controls and Procedures  The Securities and Exchange Commission defines the term disclosure controls and procedures to mean a company's controls and other procedures of an issuer that are designed to ensure that information required to be disclosed in the reports that it files or submits under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported, within the time periods specified in the Securities and Exchange Commissions rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by an issuer in the reports that it files or submits under the Securities Exchange Act of 1934 is accumulated and communicated to the issuers management, including its principal executive and principal financial officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure.  The Company maintains such a system of controls and procedures in an effort to ensure that all information which it is required to disclose in the reports it files under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported within the time periods specified under the SEC's rules and forms and that information required to be disclosed is accumulated and communicated to principal executive and principal financial officers to allow timely decisions regarding disclosure.  As of the end of the period covered by this report, we carried out an evaluation, under the supervision and 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.  Based on this evaluation, our chief executive officer and principal accounting officer concluded that our disclosure controls and procedures are designed to provide reasonable assurance of achieving the objectives of timely alerting them to material information required to be included in our periodic SEC reports and of ensuring that such information is recorded, processed, summarized and reported with the time periods specified.  Our chief executive office and principal accounting officer also concluded that our disclosure controls and procedures were effective as of March 31, 2009 to provide reasonable assurance of the achievement of these objectives.  Changes in Internal Control over Financial Reporting  There was no change in the Company's internal control over financial reporting during the quarter ended March 31, 2009, that has materially affected, or is reasonably likely to materially affect, the Company's internal control over financial reporting.  Recent Accounting Pronouncements  In December 2007, the FASB issued SFAS No. 141 (revised 2007), BUSINESS COMBINATIONS. This revision to SFAS No. 141 requires an acquirer to recognize the assets acquired, the liabilities assumed, and any non-controlling interest in the acquiree at the acquisition date, at their fair values as of the acquisition date, with limited exceptions. This revision also requires that acquisition-related costs be recognized separately from the assets acquired and that expected restructuring costs be recognized as if they were a liability assumed at the acquisition date and recognized separately from the business combination. In addition, this revision requires that if a business combination is achieved in stages, that the identifiable assets and liabilities, as well as the non-controlling interest in the acquiree, be recognized at the full amounts of their fair values.  In December 2007, the FASB issued SFAS No. 160, NONCONTROLLING INTERESTS IN CONSOLIDATED FINANCIAL STATEMENTS, an amendment of ARB No. 51. The objective of this statement is to improve the relevance, comparability, and transparency of the financial statements by establishing accounting and reporting standards for the Noncontrolling interest in a subsidiary and for the deconsolidation of a subsidiary. The Company believes that this statement will not have any impact on its financial statements, unless it deconsolidates a subsidiary.  In March 2008, the FASB  issued SFAS  No. 161, DISCLOSURES ABOUT DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES (an amendment to SFAS No. 133). This statement is effective   - 14 -  for financial statements issued for fiscal years and interim periods beginning after November 15, 2008 and requires enhanced disclosures with respect to derivative and hedging activities. The Company will comply with the disclosure requirements of this statement if it utilizes derivative instruments or engages in hedging activities upon its effectiveness.  In April 2008, the FASB issued FASB Staff Position No. 142-3, DETERMINATION OF THE USEFUL LIFE OF INTANGIBLE ASSETS (FSP No. 142-3) to improve the consistency between the useful life of a recognized intangible asset (under SFAS No. 142) and the period of expected cash flows used to measure the fair value of the intangible asset (under SFAS No. 141(R)). FSP No. 142-3 amends the factors to be considered when developing renewal or extension assumptions that are used to estimate an intangible assets useful life under SFAS No. 142. The guidance in the new staff position is to be applied prospectively to intangible assets acquired after December 31, 2008. In addition, FSP No. 142-3 increases the disclosure requirements related to renewal or extension assumptions. The Company does not believe implementation of FSP No. 142-3 will have a material impact on its financial statements.  In May 2008, the FASB issued SFAS No. 162, THE HIERARCHY OF GENERALLY ACCEPTED ACCOUNTING PRINCIPLES.  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).  This statement is effective 60 days following the SECs approval of the Public Company Accounting Oversight Board amendments to AU Section 411, the Meaning of Present Fairly in Conformity With Generally Accepted Accounting Principles.  In May 2008, the FASB issued SFAS No. 163,ACCOUNTING FOR FINANCE GUARANTEE INSURANCE CONTRACTS  AN INTERPRETATION OF FASB STATEMENT NO. 60.The premium revenue recognition approach for a financial guarantee insurance contract links premium revenue recognition to the amount of insurance protection and the period in which it is provided. For purposes of this statement, the amount of insurance protection provided is assumed to be a function of the insured principal amount outstanding, since the premium received requires the insurance enterprise to stand ready to protect holders of an insured financial obligation from loss due to default over the period of the insured financial obligation.  This Statement is effective for financial statements issued for fiscal years beginning after December 15, 2008.  In June 2008, the FASB issued FASB Staff Position Emerging Issues Task Force (EITF) No. 03-6-1, DETERMINING WHETHER INSTRUMENTS GRANTED IN SHARE-BASED PAYMENT TRANSACTIONS ARE PARTICIPATING SECURITIES (FSP EITF No. 03-6-1).  Under FSP EITF No. 03-6-1, unvested share-based payment awards that contain rights to receive nonforfeitable dividends (whether paid or unpaid) are participating securities, and should be included in the two-class method of computing EPS. FSP EITF No. 03-6-1 is effective for fiscal years beginning after December 15, 2008, and interim periods within those years, and is not expected to have a significant impact on the Companys financial statements.  In November 2008, the Emerging Issues Task Force (EITF) issued Issue No. 08-7, ACCOUNTING FOR DEFENSIVE INTANGIBLE ASSETS (EITF 08-7). EITF 08-7 applies to all acquired intangible assets in which the acquirer does not intend to actively use the asset but intends to hold (lock up) the asset to prevent its competitors from obtaining access to the asset (a defensive asset), assets that the acquirer will never actually use, as well as assets that will be used by the acquirer during a transition period when the intention of the acquirer is to discontinue the use of those assets. EITF 08-7 is effective as of January 1, 2009. The Company does not expect the adoption of EITF 08-7 to have a material impact on its financial statements.  On January 12, 2009 the Financial Accounting Standards Board ("FASB") issued a final Staff Position ("FSP") amending the impairment guidance in EITF Issue No. 99-20, Recognition of Interest Income and Impairment on Purchased Beneficial Interests and Beneficial Interests That Continue to Be Held by a Transferor in Securitized Financial Assets to achieve more consistent determination of whether an other-than-temporary impairment has occurred. This FSP does not have an impact on the Company at the present time.  On April 1, 2009 the FASB issued FSP FAS 141(R)-1 that amends and clarifies FASB No. 141 (revised 2007), Business Combinations, to address application issues on initial recognition and measurement, subsequent   - 15 -  measurement and accounting, and disclosures of assets and liabilities arising from contingencies in a business combination.  On April 9, 2009 the FASB issued three FSPs intended to provide additional application guidance and enhance disclosures regarding fair value measurements and impairments of securities. FSP FAS 157-4, Determining Fair Value When the Volume and Level of Activity for the Asset or Liability Have Significantly Decreased and Identifying Transactions That Are Not Orderly, provides guidelines for making fair value measurements more consistent with the principles presented in FASB Statement No. 157, Fair Value Measurements. FSP FAS 107-1 and APB 28-1, Interim Disclosures about Fair Value of Financial Instruments, enhances consistency in financial reporting by increasing the frequency of fair value disclosures. FSP FAS 115-2 and FAS 124-2, Recognition and Presentation of Other-Than-Temporary Impairments, provides additional guidance designed to create greater clarity and consistency in accounting for and presenting impairment losses on securities. These FSPs do not have an impact on the Company at the present time.  None of these recently issued pronouncements are expected to have a material impact on the companys financial reporting.  Part II - Other Information  Item 1.      Legal Proceedings  None.  Item 2.      Unregistered Sales of Equity Securities and Use of Proceeds  None  Item 3.      Defaults Upon Senior Securities  None.  Item 4.      Submission of Matters to a Vote of Security Holders  None.  Item 5.      Other Information  None.  Item 6.      Exhibits (a) Exhibits.  2.1 Merger Agreement and Plan of Reorganization, dated October 10, 2003, entered by and among Rolfe Enterprises, Inc., BGG Acquisition Subsidiary, Inc., Mid-Continental Securities Corp., and BidGive Group, LLC (filed as Exhibit 2.1 to BidGive Internationals Form 10-QSB filed on November 10, 2003, and incorporated herein by reference).  2.2. Merger Agreement and Plan of Reorganization, dated March 10, 2004, entered by and between Rolfe Enterprises, Inc. and BidGive International, Inc. (filed as Exhibit 10 to BidGive Internationals Preliminary Information Statement on Schedule 14C filed on March 12, 2004, and incorporated herein by reference).  3.1 Certificate of Incorporation of BidGive International, Inc. (filed as Exhibit 3 to BidGive Internationals Preliminary Information Statement on Schedule 14C filed on March 12, 2004, and incorporated herein by reference).    - 16 -  3.2 Bylaws of BidGive International, Inc. (filed as Exhibit 3 to BidGive Internationals Preliminary Information Statement on Schedule 14C filed on March 12, 2004, and incorporated herein by reference).  10.1 Joint venture/revenue sharing letter agreement between BidGive International, Inc. and Personal Greetings, Inc., dated February 15, 2004 (filed as Exhibit 10.6 to BidGive Internationals Preliminary Registration Statement on Form SB-2 filed on April 28, 2004, and incorporated herein by reference).  10.2 Joint venture/revenue sharing letter agreement between BidGive International, Inc. and Leonard Pearl, dated February 15, 2004 (filed as Exhibit 10.5 to BidGive Internationals Preliminary Registration Statement on Form SB-2 filed on April 28, 2004, and incorporated herein by reference).  10.3 Joint venture/revenue sharing letter agreement between BidGive International, Inc. and Terry Byer, dated February 15, 2004 (filed as Exhibit 10.4 to BidGive Internationals Preliminary Registration Statement on Form SB-2 filed on April 28, 2004, and incorporated herein by reference).  10.4 Form of BidGive International, Inc. dining agreement (filed as Exhibit 10.4 to BidGive Internationals Preliminary Registration Statement on Form SB-2 filed on July 28, 2004, and incorporated herein by reference).  10.5 Form of BidGive International, Inc. retail agreement (filed as Exhibit 10.5 to BidGive Internationals Preliminary Registration Statement on Form SB-2 filed on July 28, 2004, and incorporated herein by reference).  10.6 Agreement between BidGive and Coventry Travel dated January 5, 2004 (filed as Exhibit 10.6 to BidGive Internationals Preliminary Registration Statement on Form SB-2 filed on July 28, 2004, and incorporated herein by reference).  10.7 Agreement between BidGive VarTec Telecom/Excel Communications and i2 Foundation - Aidmatrix, dated January 27, 2003 (filed as Exhibit 10.7 to BidGive Internationals Preliminary Registration Statement on Form SB-2 filed on July 28, 2004, and incorporated herein by reference).  10.8 Agreement between BidGive and Data Mountain Solutions, dated December 2, 2003. (filed as Exhibit 10.8 to BidGive Internationals Preliminary Registration Statement on Form SB-2 filed on October 5, 2004, and incorporated herein by reference).  10.9 Form of BidGive International, Inc. confidentiality agreement for Independent Sales Consultants (filed as Exhibit 10.4 to BidGive Internationals Preliminary Registration Statement on Form SB-2 filed on July 28, 2004, and incorporated herein by reference).  10.10 Form of BidGive International advertising participation agreement (filed as Exhibit 10.10 to BidGive Internationals Preliminary Registration Statement on Form SB-2 filed on October 5, 2004, and incorporated herein by reference).  21.1 Subsidiaries of BidGive International. (filed as Exhibit 21.1 to BidGive Internationals Preliminary Registration Statement on Form SB-2 filed on October 5, 2004, and incorporated herein by reference).  31.1 Certification of Chief Executive Officer of BidGive International, Inc. Pursuant to Rule 13a-14(a)/15d-14(a).*  31.2 Certification of Chief Financial Officer of BidGive International, Inc. Pursuant to Rule 13a-14(a)/15d-14(a).*  32.1 Certification of Chief Executive Officer of BidGive International, Inc. Pursuant to 18 U.S.C. Section 1350.*  32.2 Certification of Chief Financial Officer of BidGive International, Inc. Pursuant to 18 U.S.C. Section 1350.* __________   - 17 -  (*) Filed herewith.                        - 18 -  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.    BIDGIVE INTERNATIONAL, INC.   Dated:  May 20, 2009  By: /s/ James P. Walker, Jr., President and Chief Executive Officer Dated:  May 20, 2009 By: /s/ Rebecca Richardson-Blanchard Interim Chief Financial Officer     - 19 -