---

UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWashington, DC 20549

FORM 10-QSB

[ x ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIESEXCHANGE ACT OF 1934

For the quarterly period ended July 31, 2007

[   ] TRANSITION REPORT PURSUANT TO SECTION 13 OR
15(d) OF THE SECURITIESEXCHANGE ACT OF 1934

For the transition period from ______________________To
______________________

Commission file number 333-141271

K-CARE NUTRITIONAL PRODUCTS
INC.(Exact name of registrant as specified in its charter)

|Nevada                                           | N/A                                 
|------------------------------------------------ | ------------------------------------
|(State or other jurisdiction of incorporation or | (I.R.S. Employer Identification No.)
|organization)                                    |                                     
|                                                 |                                     
|Unit D  1275 East 27thStreet                    |                                     
|North Vancouver, British Columbia                | V7J 1S5                             
|(Address of principal executive offices)         | (Zip Code)                          

(604) 986-0016(Registrants telephone
number, including area code)

Check whether the issuer (1) filed all reports required to be
filed by Section 13 or 15(d) of the Exchange Act during the past 12 months (or
for such shorter period that the registrant was require 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 shell company
(as defined in Rule 12b-2 of the Exchange Act). [ x ] Yes [   ] No

APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS
DURING THE PRECEDING FIVE YEARS:

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

APPLICABLE ONLY TO CORPORATE ISSUERS

As of September 11, 2007, the registrants outstanding common
stock consisted of 7,377,450 shares.

---

Table of Contents

|PART I  FINANCIAL INFORMATION | 1                                                                                   
|------------------------------ | ------------------------------------------------------------------------------------
|Item 1.                        | Financial Statements                                                                
|Item 2.                        | Management Discussion And Analysis Of Financial Condition
      / Plan Of Operations
|Item 3.                        | Control And Procedures                                                              
|                               |                                                                                     
|PART II  OTHER INFORMATION    | 9                                                                                   
|Item 1.                        | Legal Proceedings:                                                                  
|Item 2.                        | Unregistered Sales Of Equity Securities:                                            
|Item 3.                        | Defaults Upon Senior Securities:                                                    
|Item 4.                        | Submission Of Matters To A Vote Security Holders:                                   
|Item 5.                        | Other Information:                                                                  
|Item 6.                        | Exhibits                                                                            

---

PART I  FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

The unaudited financial statements of K-Care Nutritional Products
  Inc. (the Company, K-Care, we, our,
  us) follow. All currency references in this report are in US dollars
  unless otherwise noted.

3

---

K-Care Nutritional Products Inc.
  (A Development Stage Company)
  (Unaudited)

July 31, 2007

|                                  | Index
|--------------------------------- | -----
|Balance Sheets                    | F1  
|                                  |      
|Statements of Expenses            | F2  
|                                  |      
|Statements of Cash Flows          | F3  
|                                  |      
|Notes to the Financial Statements | F4  

---

K-Care Nutritional Products Inc.(A Development Stage
Company)Balance Sheets(Unaudited)

|                                                                           |   | July 31, |   |   | October 31, |  
|-------------------------------------------------------------------------- | - | -------- | - | - | ----------- | -
|                                                                           |   | 2007     |   |   | 2006        |  
|                                                                           |   |          |   |   |             |  
|ASSETS                                                                     |   |          |   |   |             |  
|Current Assets                                                             |   |          |   |   |             |  
|Cash                                                                       | $ | 49,193   |   | $ | 9,810       |  
|Inventory                                                                  |   | 331      |   |   |            |  
|Prepaid expenses                                                           |   | 1,000    |   |   | 5,000       |  
|Total Assets                                                               | $ | 50,524   |   | $ | 14,810      |  
|                                                                           |   |          |   |   |             |  
|LIABILITIES AND STOCKHOLDERS EQUITY (DEFICIT)                             |   |          |   |   |             |  
|Current Liabilities                                                        |   |          |   |   |             |  
|Accounts payable and accrued liabilities                                   | $ | 19,102   |   | $ | 12,984      |  
|Due to related parties                                                     |   | 8,228    |   |   | 10,000      |  
|Total Current Liabilities                                                  |   | 27,330   |   |   | 22,984      |  
|                                                                           |   |          |   |   |             |  
|Contingencies and Commitments                                              |   |         |   |   |            |  
|Stockholders Equity (Deficit)                                             |   |          |   |   |             |  
|Preferred stock, 20,000,000 shares authorized, par value of
      $0.0001; |   |          |   |   |             |  
|No shares issued and outstanding                                           |   |         |   |   |            |  
|Common stock, 80,000,000 shares authorized, par value of
      $0.0001;    |   |          |   |   |             |  
|7,377,450 and 6,395,500 shares issued and
      outstanding, respectively  |   | 738      |   |   | 640         |  
|Additional paid-in capital                                                 |   | 126,627  |   |   | 19,530      |  
|Deficit accumulated during the development
      stage                     |   | (104,171 | ) |   | (28,344     | )
|Total Stockholders Equity (Deficit)                                       |   | 23,194   |   |   | (8,174      | )
|Total Liabilities and Stockholders Equity
      (Deficit)                 | $ | 50,524   |   | $ | 14,810      |  

F-1

---

K-Care Nutritional Products Inc.(A Development Stage
Company)Statements of Expenses(Unaudited)

|                                       |   |              |   |   | May 8, 2006 |   |   |             |   |   | May 8, 2006 |  
|-------------------------------------- | - | ------------ | - | - | ----------- | - | - | ----------- | - | - | ----------- | -
|                                       |   | Three Months |   |   | (Inception) |   |   | Nine Months |   |   | (Inception) |  
|                                       |   | Ended        |   |   | Through     |   |   | Ended       |   |   | Through     |  
|                                       |   | July 31,     |   |   | To July 31, |   |   | July 31,    |   |   | July 31,    |  
|                                       |   | 2007         |   |   | 2006        |   |   | 2007        |   |   | 2007        |  
|                                       |   |              |   |   |             |   |   |             |   |   |             |  
|Expenses                               |   |              |   |   |             |   |   |             |   |   |             |  
|                                       |   |              |   |   |             |   |   |             |   |   |             |  
|Consulting fees                        | $ | 3,312        |   | $ | 5,300       |   | $ | 9,063       |   | $ | 14,363      |  
|General and administrative             |   | 5,108        |   |   | 1,675       |   |   | 27,567      |   |   | 31,496      |  
|Product development costs              |   |             |   |   |            |   |   | 3,209       |   |   | 4,696       |  
|Professional fees                      |   | 10,471       |   |   | 3,937       |   |   | 35,988      |   |   | 53,616      |  
|                                       |   |              |   |   |             |   |   |             |   |   |             |  
|Total Expenses                         |   | 18,891       |   |   | 10,912      |   |   | 75,827      |   |   | 104,171     |  
|                                       |   |              |   |   |             |   |   |             |   |   |             |  
|Net Loss                               | $ | (18,891      | ) | $ | (10,912     | ) | $ | (75,827     | ) | $ | (104,171    | )
|                                       |   |              |   |   |             |   |   |             |   |   |             |  
|Net Loss Per Share  Basic and Diluted | $ | (0.00        | ) | $ | (0.00       | ) | $ | (0.01       | ) |   | n/a         |  
|                                       |   |              |   |   |             |   |   |             |   |   |             |  
|Weighted Average Shares Outstanding    |   | 7,180,000    |   |   | 5,933,000   |   |   | 6,780,408   |   |   | n/a         |  

F-2

---

K-Care Nutritional Products Inc.(A Development Stage
Company)Statements of Cash Flows(Unaudited)

|                                                      |   |             |   |   | May 8, 2006 |   |   | May 8, 2006 |  
|----------------------------------------------------- | - | ----------- | - | - | ----------- | - | - | ----------- | -
|                                                      |   | Nine Months |   |   | (Inception) |   |   | (Inception) |  
|                                                      |   | Ended       |   |   | Through     |   |   | Through     |  
|                                                      |   | July 31,    |   |   | July 31     |   |   | July 31     |  
|                                                      |   | 2007        |   |   | 2006        |   |   | 2007        |  
|Operating Activities                                  |   |             |   |   |             |   |   |             |  
|Net loss                                              | $ | (75,827     | ) | $ | (10,912     | ) | $ | (104,171    | )
|Adjustments to reconcile net loss to net cash used in |   |             |   |   |             |   |   |             |  
|operating activities:                                 |   |             |   |   |             |   |   |             |  
|Donated rent and services                             |   | 9,000       |   |   | 1,500       |   |   | 12,750      |  
|Changes in operating assets
      and liabilities:    |   |             |   |   |             |   |   |             |  
|Prepaid expenses                                      |   | 4,000       |   |   | (1,203      | ) |   | (1,000      | )
|Inventory                                             |   | (331        | ) |   | -           |   |   | (331        | )
|Accounts payable and
      accrued liabilities        |   | 6,118       |   |   | 2,500       |   |   | 19,102      |  
|Net Cash Used in Operating Activities                 |   | (57,040     | ) |   | (8,115      | ) |   | (73,650     | )
|Financing Activities                                  |   |             |   |   |             |   |   |             |  
|Net borrowings (repayments) to
      related parties  |   | (1,772      | ) |   | 7,500       |   |   | 8,228       |  
|Proceeds from issuance of shares                      |   | 98,195      |   |   | 16,426      |   |   | 114,615     |  
|Net Cash Provided by Financing Activities             |   | 96,423      |   |   | 23,926      |   |   | 122,843     |  
|Increase In Cash                                      |   | 39,383      |   |   | 15,811      |   |   | 49,193      |  
|Cash - Beginning of Period                            |   | 9,810       |   |   | -           |   |   |            |  
|Cash - End of Period                                  | $ | 49,193      |   |   | 15,811      |   | $ | 49,193      |  
|Supplemental Disclosures                              |   |             |   |   |             |   |   |             |  
|Interest paid                                         | $ |            |   | $ |            |   | $ |            |  
|Income tax paid                                       |   |            |   |   |            |   |   |            |  

F-3

---

NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Nature of Operations and Continuance of Business

K-Care was incorporated in Nevada on May 8, 2006, under the
name Pooch Pal Beverages Inc., and changed its name to K-Care Nutritional
Products Inc. on October 31, 2006. K-Care focuses on developing a range of
nutritional products for dogs including flavoured bottled water products. The
products are for sale over the internet on K-Cares website.

Basis of Presentation

The accompanying unaudited interim financial statements of
K-Care have been prepared in accordance with accounting principles generally
accepted in the United States of America and the rules of the Securities and
Exchange Commission, and should be read in conjunction with K-Cares audited
2006 annual financial statements and notes thereto filed with the SEC on Form
SB-2, which was declared effective March 28, 2007. In the opinion of management,
all adjustments, consisting of normal recurring adjustments necessary for a fair
presentation of financial position and the results of operations for the interim
periods presented, have been reflected herein. The results of operations for
interim periods are not necessarily indicative of the results to be expected for
the full year. Notes to the financial statements, which would substantially
duplicate the disclosure required in K-Cares 2006 annual financial statements
have been omitted.

Use of Estimates

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

NOTE 2 - GOING CONCERN

These financial statements have been prepared on a going concern
  basis, which implies K-Care will continue to meet its obligations and continue
  its operations for the next fiscal year. Realization value may be substantially
  different from carrying values as shown and these financial statements do not
  include any adjustments to the recoverability and classification of recorded
  asset amounts and classification of liabilities that might be necessary should
  K-Care be unable to continue as a going concern. At July 31, 2007, K-Care has
  not generated revenues and has accumulated losses since inception. These conditions
  raise substantial doubt as to K-Care’s ability to continue as a going
  concern. The continuation of K-Care as a going concern is dependent upon the
  continued financial support from its shareholders, the ability of K-Care to
  obtain necessary equity financing to continue operations, and the attainment
  of profitable operations.

NOTE 3 - RELATED PARTY TRANSACTIONS

|(a) | As of July 31, 2007, K-Care was indebted to the President
      of K-Care for $5,928 and to the Director of K-Care for $2,300 representing
      expenditures paid on behalf of K-Care. The amounts due are non-interest
      bearing, unsecured and due on demand.
|--- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|    |                                                                                                                                                                                                                                                                     
|(b) | During the period ended July 31, 2007, K-Care recognized
      a total of $4,500 for donated services at $500 per month and $4,500 for
      donated rent at $500 per month, provided by the President of K-
    Care.                                              

NOTE 4 - COMMON STOCK

For the nine months ended July 31, 2007, K-Care sold 981,950
shares of common stock at $0.10 per share for cash proceeds of $98,195.

F-4

---

ITEM 2. MANAGEMENT DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION / PLAN OF OPERATIONS

Forward Looking Statements

This report on Form 10-QSB contains certain forward-looking
statements. All statements other than statements of historical fact are
forward-looking statements for purposes of these provisions, including any
projections of earnings, revenues, or other financial items; any statements of
the plans, strategies, and objectives of management for future operation; any
statements concerning proposed new products, services, or developments; any
statements regarding future economic conditions or performance; statements of
belief; and any statement of assumptions underlying any of the foregoing. Such
forward-looking statements are subject to inherent risks and uncertainties, and
actual results could differ materially from those anticipated by the
forward-looking statements.

Overview

K-Care Nutritional Products Inc. was incorporated in Nevada on
May 8, 2006 with our former name Pooch Pal Beverages Inc. On November 6, 2006 we
changed our name to K-Care Nutritional Products Inc. We do not have any
subsidiaries.

We have only recently begun our operation, and since our
inception we have not yet earned any revenues and have accumulated operational
losses. As of July 31, 2007, we had net losses since inception of $104,171 and
an accumulated deficit of $104,171.

On August 2, 2007 our common stock became eligible for trading
on the OTC Bulletin Board under the ticker symbol KCNU.OB.

On September 14, 2007, our Vice President of Marketing
submitted his resignation to us, effective immediately. The resignation was not
due to any disagreement with the Company.

We expect to begin generating revenues in autumn 2007. We
intend to generate revenues from the sale of premium pet products including
liquid vitamin supplements and nutritional water products for dogs. We expect to
add additional products over the next 12 months.

We currently produce and intend to distribute water for dogs
that contain nutritional supplements with added flavors. We have developed a
website (www.poochpalpowerwater.com) to sell
our water. We intend to develop further websites to market our products. We have
reserved www.gourmetpetproducts.com in
anticipation of developing another website to market our products.

We have limited quantities of our first three flavors of
bottled water for dogs available for sale and for distribution as samples. We
intend to expand our marketing efforts for these products over the next few
months.

4

---

For the nine months ended July 31, 2007 we used $57,040 cash in
operating activities and we estimate that over the next 12 months, beginning
September 2007, we will incur business operating expenses of approximately
$90,000, which will include $80,000 for our operations and development and
$10,000 for additional financing costs. We have generated no revenues, have
incurred losses since inception and have relied upon the sale of our securities
to fund operations. We will be dependent on receiving suitable financing in
order to maintain our operations and carry out our business plan. We currently
do not have sufficient financing to undertake our business plan and there is no
assurance that we will be able to obtain the necessary financing. Accordingly,
there is uncertainty about our ability to continue in operation.

Our auditors have issued a going concern opinion. This means
that there is substantial doubt regarding our ability to continue as a going
concern. The financial statements do not include any adjustments that might
result from the uncertainty about our ability to continue in business. As such
we may have to cease operations and you could lose your investment.

Description of Property

Our principal office is located at Unit D  1275 East
27th Street, North Vancouver, British Columbia, Canada V7J 1S5,and our telephone number is (604) 986-0016.

Results of Operations for the Three Months and Nine Months
ended July 31, 2007, and for the period from May 8, 2006 (Date of Inception) to
July 31, 2007

Lack of Revenues / Net Loss

Since our inception on May 8, 2006 to July 31, 2007, we have
not generated any revenues. For the three months ended July 31, 2007 we incurred
a net loss of $18,891. For the nine months ended July 31, 2007 we incurred a net
loss of $75,827. From May 8, 2006 (date of inception) to July 31, 2007 we
incurred a net loss of $104,171; compared to a net loss of $10,912 from May 8,
2006 (inception) until July 31, 2006. Our net loss per share was $0.01 for the
nine months ended July 31, 2007.

Expenses

Our total expenses were $18,891 for the three months ended July
  31, 2007, including $10,471 in professional fees, $3,312 in consulting fees
  and $5,108 in general and administrative fees. Our total expenses were $75,827
  for the nine months ended July 31, 2007, including $35,988 in professional fees,
  $3,209 in product development costs, $9,063 in consulting fees and $27,567 in
  general and administrative fees. Our total expenses from May 8, 2006 (date of
  inception) to July 31, 2007 were $104,171, including $53,616 in professional
  fees, $4,696 in product development costs, $14,363 in consulting fees and $31,496
  in general and administrative fees.

We had no product development costs for the three months ended
July 31, 2007, but incurred $3,209 of product development costs for the nine
months ended July 31, 2007 and $4,696 from May 8, 2006 (date of inception) to
July 31, 2007. Our product development costs consisted primarily of costs
associated with the production of the first three flavors of our flavored dog
water.

5

---

Our general and administrative fees were $5,108 for the three
months ended July 31, 2007, $27,567 for the nine months ended July 31, 2007 and
$31,496 for the period from May 8, 2006 (date of inception) to July 31, 2007.
Our general and administrative expenses consist of rent, marketing and
promotion, tradeshow costs, travel, meals and entertainment, office maintenance,
communication expenses (cellular, internet, fax, telephone), office supplies,
courier and postage costs, web development and office supplies.

For the three months ended July 31, 2007 our professional fees
were $10,471. For the nine months ended July 31, 2007 our professional fees were
$35,988. Our professional fees for the period from May 8, 2006 (date of
inception) to July 31, 2007 were $53,616. Our professional fees consisted
primarily of legal, accounting and auditing fees.

For the three months ended July 31, 2007 our consulting fees
were $3,312, for the nine months ended July 31, 2007 our consulting fees were
$9,063 and from May 8, 2006 (date of inception) to July 31, 2007 our consulting
fees were $14,363.

Liquidity and Capital Resources

As of July 31, 2007, we had a working capital surplus of
$23,194 and cash of $49,193. Our accumulated deficit was $104,171 as of July 31,
2007. Our net loss of $104,171 from May 8, 2006 (date of inception) to July 31,
2007 was mostly funded by our equity financing. During the nine months ended
July 31, 2007, we raised a total of $98,195 in equity financing ($19,745 from
common stock subscribed and $78,450 from the issuance of shares). Whereas, for
the period from May 8, 2006 (date of inception) to July 31, 2006 we raised a
total of $23,920 from equity financing ($7,500 from common stock subscribed and
$16,420 from the issuance of shares). There was an increase in cash during the
nine months ended July 31, 2007 of $39,383, versus the increase in cash of
$17,014 for the period from May 8, 2006 (date of inception) to July 31, 2006.

We registered, on a Form SB-2, declared effective on March 28,
2007, a minimum of 800,000 and a maximum of 1,600,000 common shares for sale at
a price of $0.10 per share. Pursuant to the offering we issued 861,950 common
shares for cash proceeds of $86,195. On May 15, 2007, we closed our offering,
having exceeded the minimum financing amount.

For the nine months ended July 31, 2007, we used net cash of
$57,040 in operations. For the nine months ended July 31, 2007, we received net
cash of $1,771 from related parties and $78,450 from the issuance of our common
stock, and $19,745 of proceeds from common stock subscribed. During the nine
months ended July 31, 2007, our monthly cash requirement was approximately
$6,338 in operating activities. We currently do not have any investing
activities. As at July 31, 2007 we had cash of $49,193, which we anticipate will
cover our costs for approximately seven months according to our current monthly
burn rate.

We anticipate that after September 2007 our monthly expenses
will increase to approximately $7,500. We estimate that over the next 12 months,
beginning September 2007, we will incur business operating expenses of
approximately $90,000, which will include $80,000 for our operations and
development and $10,000 for additional financing costs.

6

---

Plan of Operation

We intend to lease on a month to month basis a small amount of
shared office to store inventory and conduct operations.

We have reserved the domain www.gourmetpetproducts.com and intend to further
develop a website to market our existing and future products. However, we do not
have sufficient funds to continue development at this time, so we have placed
any further development efforts on hold for an indefinite period. We plan on
resuming development efforts if and when we have sufficient capital to do
so.

We plan to grow our business by marketing our liquid
nutritional supplements, including our supplemented water for dogs as well as
any new products that we may develop or gain marketing rights to from time to
time. We intend to increase the distribution of our products throughout North
America by entering into agreements with a limited amount of distributors on the
West Coast. As yet no such agreements have been reached.

Our corporate strategy for the next 12 months (beginning
September 2007) includes the following:

- develop and refine further products;
- conduct further marketing research;
- improve packaging of our products;
- raise additional capital;
- develop marketing materials; and
- develop distribution channels for our products.

We anticipate that we will incur substantial losses over the
next two years and as such, we intend to secure additional equity or debt
financing to help maintain our operations. If we are unable to raise equity or
obtain alternative financing, and we spend more than anticipated over the next
12 months, we may have to curtail or cease operations, product development,
marketing activities or other business activities.

If our sales and marketing efforts are successful, we believe
operations and cash flow will improve through these efforts and management
believes that we can continue to operate. However, no assurance can be given
that management's actions will result in profitable operations or the resolution
of our liquidity problems. The threat of our ability to continue as a going
concern will be removed only when revenues have reached a level that sustains
our business operations.

We estimate that we will fully begin distributing our products
and promoting our business over the next 12 months beginning September 2007.
Total cash requirements to complete those steps will be approximately $90,000
set out as follows:

7

---

Expense
    Amount ($)Travel and
      Promotion
    5,000Sales and
      Marketing
    10,000Inventory
    2,000Office Equipment
    1,000Product
      Development and Testing
    2,000Website
      Development
    5,000Office, Rent and
      Miscellaneous
    5,000Professional Fees
    40,000Consulting Fees
    10,000Financing Costs
    10,000Total
    90,000


Of the approximate $90,000 we need over the next 12 months, we
had $49,193 in cash as of July 31, 2007. This is not enough to carry out our
current plans. We will need to raise an additional $60,000 if we wish to fully
carry out our business plan. We intend to raise money from private placements,
shareholder loans or possibly a registered public offering (either
self-underwritten or through a broker-dealer) within the next few months. At
this time we do not have any commitments from any broker-dealer to provide us
with financing.

Employees

As of September 11, 2007 we have no part time or full time employees.
  Once sales have reached an acceptable level to pay our President a full time
  salary, she will begin devoting herself to our business full-time. Our President
  currently spends about 10 hours a week on our business and the rest of her working
  time is spent as a realtor. We do not anticipate any conflict of interest from
  her other activities.

Limited operating history; need for additional capital

There is limited historical financial information about us upon
which to base an evaluation of our performance. We are a development stage
company and have generated no revenues. We cannot guarantee we will be
successful in our business operations. Our business is subject to risks inherent
in the establishment of a new business enterprise, including limited capital
resources and possible cost overruns due to price and cost increases in services
and products.

8

---

We have no assurance that future financing will be available to
us on acceptable terms. Obtaining additional financing will be subject to a
number of factors including market conditions, investor acceptance of our
business plan and investor sentiment. These factors may make the timing, amount,
terms and conditions of additional financing unattractive or unavailable to us.
If financing is not available on satisfactory terms, we may be unable to
continue, develop or expand our operations. If we are unable to raise additional
financing, we will have to significantly reduce our spending, delay or cancel
planned activities or substantially change our current corporate structure. In
such an event, we intend to implement expense reduction plans in a timely
manner. However, these actions would have material adverse effects on our
business, revenues, operating results, and prospects, resulting in a possible
failure of our business. If we raise funds through equity or convertible
securities, our existing stockholders may experience dilution and our stock
price may decline.

We have incurred operating losses from our inception and we are
dependent upon our ability to raise capital from stockholders or other sources
to sustain operations. These factors raise substantial doubt about our ability
to continue as a going concern.

Known Material Trends and Uncertainties

As of July 31, 2007, we had no off balance sheet transactions
that have or are reasonably likely to have a current or future effect on our
financial condition, changes in our financial condition, revenues or expenses,
results of operations, liquidity, capital expenditures or capital resources.

In view of the uncertainties concerning our continued existence
as a going concern, management intends to take the following steps in the event
that we are not able to raise sufficient funds to meet the needs of our business
plans:

- continue our equity financing;
- negotiate with our management and consultants to pay parts of salaries and
  fees with stock and stock options instead of cash; and
- curtail the development and marketing of new products and our new website
  www.gourmetpetproducts.com.

We believe that the above discussion contains a number of
forward-looking statements. Our actual results and our actual plan of operations
may differ materially from what is stated above. Factors which may cause our
actual results or our actual plan of operations to vary include, among other
things, decision of the Board of Directors not to pursue a specific course of
action based on a re-assessment of the facts or new facts, or changes in general
economic conditions.

9

---

Critical Accounting Policies

The preparation of financial statements in conformity with U.S.
generally accepted accounting principles requires management to make estimates
and assumptions that affect the reported amounts of assets and liabilities and
disclosure of contingent assets and liabilities at the date of the financial
statements and the reported amounts of revenues and expenses during the
reporting period. Actual results could differ from those estimates. An
accounting policy is considered to be critical if it requires an accounting
estimate to be made based on assumptions about matters that are highly uncertain
at the time the estimate is made, and if different estimates that reasonably
could have been used, or changes in the accounting estimates that are reasonably
likely to occur periodically, could materially impact the financial statements.
Financial Reporting Release No. 60 requires all companies to include a
discussion of critical accounting policies or methods used in the preparation of
financial statements. Note 1 to the financial statements, includes a summary of
the significant accounting policies and methods used in the preparation of our
financial statements. The following is a brief discussion of the more
significant accounting policies and methods used by us.

Website Development Costs

We capitalize website development costs in accordance with the
American Institute of Certified Public Accountants (AICPA) Statement of
Position (SOP) No. 98-1, Accounting for the Costs of Computer Software
Developed or Obtained for Internal Use and Emerging Issues Task Force (EITF)
No. 00-2, Accounting for Website Development Costs, whereby costs related to
the preliminary project stage of development are expensed and costs related to
the application development stage are capitalized. Any additional costs for
upgrades and enhancements which result in additional functionality will be
capitalized. Capitalized costs will be amortized based on their estimated useful
life over three years. Internal costs related to the development of website
content are charged to operations as incurred.

ITEM 3. CONTROL AND PROCEDURES

|(a) | Evaluation of disclosure controls and
  procedures
|--- | --------------------------------------------------

Our Chief Executive Officer and Chief Financial Officer
evaluated our disclosure controls and procedures (as defined in Rule 13a-14
(c) of the Securities Exchange Act of 1934 (the Exchange Act) as of a date
within 90 days before the filing date of this report and has concluded that as
of the evaluation date, our disclosure controls and procedures are effective to
ensure that information we are required to disclose in reports that we file or
submit under the Exchange Act is recorded, processed, summarized and reported
within the time periods specified in the Securities and Exchange Commissions
rules and forms.

|(b) | Changes in internal controls
|--- | ----------------------------

Subsequent to the date of their evaluation, there were no
significant changes in our internal controls over financial reporting or in
other factors that could significantly affect these controls. There were no
significant deficiencies or material weaknesses in our internal controls so no
corrective actions were taken.

10

---

PART II  OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS:

Management is not aware of any legal proceedings contemplated
by any governmental authority or any other party against us. None of our
directors, officers or affiliates are (i) a party adverse to us in any legal
proceedings, or (ii) have an adverse interest to us in any legal proceedings.
Management is not aware of any other legal proceedings that have been threatened
against us.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES:

None.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES:

None.

ITEM 4. SUBMISSION OF MATTERS TO A VOTE SECURITY
HOLDERS:

None.

ITEM 5. OTHER INFORMATION:

On September 14, 2007, Kim Symons, our Vice President of Marketing,
  submitted his resignation to us, effective immediately. The resignation was
  not due to any disagreements with the Company.

**ITEM 6. EXHIBITS**

|Exhibit Number | Exhibit **Description**                                                                                                                                                                                   
|-------------- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|               |                                                                                                                                                                                                           
|10.1           | Product Marketing and Web Design
      Agreement dated June 5, 2006 (1)                                                                                                                                   
|               |                                                                                                                                                                                                           
|31.1           | Certification
      of the Chief Executive Officer and Chief Financial Officer Pursuant to Rule
      13a-14 or 15d-14 of the Exchange Act pursuant to Section 302 of the Sarbanes-Oxley
      Act of 2002
|               |                                                                                                                                                                                                           
|32.1           | Certification
      of the Chief Executive Officer and Chief Financial Officer Pursuantto
      18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-
      Oxley Act of 2002        

(1)  Included
as exhibits on our Form SB-2 filed March 14, 2007

11

---

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.

|                         | K-Care Nutritional Products Inc.             
|------------------------ | ---------------------------------------------
|                         | (Registrant)                                 
|                         |                                              
|                         | /s/ Eva Dudas                                
|Date: September 14, 2007 | Eva Dudas                                    
|                         | Director , President, Chief Executive Officer
|                         | Chief Financial Officer                      
|                         | Principal Accounting Officer                 

12

---