SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549



FORM 10-Q





(Mark One)



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



For the quarterly period ended June 30, 2011



OR



[    ] TRANSITION REPORT
UNDER SECTION 13 OF 15(d) OF THE EXCHANGE ACT OF 1934



From the transition period from ___________
to ____________.



Commission File Number 333-145831



SURFACE COATINGS, INC.

(Exact name of small business issuer as specified
in its charter)



|Nevada                                                         |  | 20-8611799                       
|-------------------------------------------------------------- |  | ---------------------------------
|(State or other jurisdiction of incorporation or organization) |  | (IRS Employer Identification No.)



2007 Industrial Blvd., Suite A, Rockwall,
Texas 75087

(Address of principal executive offices)



(972) 722-7351

(Issuer's telephone number)



N/A

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



Indicate by check mark whether the registrant (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 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 the definitions of “large accelerated
filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act:



reporting company” in Rule 12b-2 of the Exchange Act:



| | Large Accelerated Filer | [   ] |  | Accelerated Filer         | [   ]
| | ----------------------- | ----- |  | ------------------------- | -----
| |                         |       |  |                           |      
| | Non-Accelerated Filer   | [   ] |  | Smaller Reporting Company | [X]  



Indicate by a check mark whether the company is a shell company
(as defined by Rule 12b-2 of the Exchange Act:  Yes [    ]   No [ X ].



As of August 8, 2011, there were 5,429,000 shares of Common
Stock of the issuer outstanding.



1









TABLE OF CONTENTS





|        | PART I FINANCIAL STATEMENTS                               |   
|------- | --------------------------------------------------------- | --
|        |                                                           |   
|Item 1. | Financial Statements                                      | 3 
|Item 2. | Management's Discussion and Analysis or Plan of Operation | 16



|        | PART II OTHER INFORMATION                           |   
|------- | --------------------------------------------------- | --
|        |                                                     |   
|Item 1. | Legal Proceedings                                   | 19
|Item 2. | Changes in Securities                               | 19
|Item 3. | Default upon Senior Securities                      | 19
|Item 4. | Submission of Matters to a Vote of Security Holders | 19
|Item 5. | Other Information                                   | 19
|Item 6. | Exhibits and Reports on Form 8-K                    | 19













2











|SURFACE COATINGS, INC.
        Consolidated Balance Sheets
        As of June 30, 2011 and December
        31, 2010
|--------------------------------------------------------------------------------------------------------------------



|                                                                                                                                                           |  | As of
        June 30, 2011
        (Unaudited) |          |   | As of
        December 31, 2010
        (Audited) |  
|---------------------------------------------------------------------------------------------------------------------------------------------------------- |  | ----------------------------------------------- | -------- | - | ------------------------------------------------- | -
|Assets                                                                                                                                                     | 
|Current Assets                                                                                                                                             |  |                                                 |          |   |                                                   |  
|Cash and Cash Equivalents                                                                                                                                  |  | $                                               | 121,044  |   |                                                   | $
|Accounts Receivable (Net of Allowance for Doubtful
        Accounts of  $1,937
        and $7,220)                                                         |  |                                                 | 109,160  |   |                                                   |  
|Allowance for Estimated Returns                                                                                                                            |  |                                                 | (1,400   | ) |                                                   |  
|Prepaid Expenses                                                                                                                                           |  |                                                 | 6,285    |   |                                                   |  
|Inventory                                                                                                                                                  |  |                                                 | 71,789   |   |                                                   |  
|Total Current Assets                                                                                                                                       |  |                                                 | 306,878  |   |                                                   |  
|Fixed Assets:                                                                                                                                              |  |                                                 |          |   |                                                   |  
|Machinery and Equipment                                                                                                                                    |  |                                                 | 18,327   |   |                                                   |  
|Leasehold Improvements                                                                                                                                     |  |                                                 | 1,406    |   |                                                   |  
|Less: Accumulated Depreciation                                                                                                                             |  |                                                 | (12,727  | ) |                                                   |  
|Total Fixed Assets                                                                                                                                         |  |                                                 | 7,006    |   |                                                   |  
|                                                                                                                                                           |  |                                                 |          |   |                                                   |  
|Total Assets                                                                                                                                               |  | $                                               | 313,884  |   |                                                   | $
|                                                                                                                                                           |  |                                                 |          |   |                                                   |  
|Liabilities and Stockholders’ Equity                                                                                                                       | 
|Current Liabilities                                                                                                                                        |  |                                                 |          |   |                                                   |  
|Accounts Payable                                                                                                                                           |  | $                                               | 53,209   |   |                                                   | $
|Accrued Expenses                                                                                                                                           |  |                                                 | 57,126   |   |                                                   |  
|Due to Related Parties                                                                                                                                     |  |                                                 | 22,047   |   |                                                   |  
|Customer Deposits                                                                                                                                          |  |                                                 | 0        |   |                                                   |  
|Current Portion of Notes Payable to Shareholders                                                                                                           |  |                                                 | 20,274   |   |                                                   |  
|Current Portion of Capital Lease Obligation                                                                                                                |  |                                                 | 2,784    |   |                                                   |  
|Line-of-Credit                                                                                                                                             |  |                                                 | 19,506   |   |                                                   |  
|Total Current Liabilities                                                                                                                                  |  |                                                 | 174,946  |   |                                                   |  
|Long-Term Liabilities                                                                                                                                      |  |                                                 |          |   |                                                   |  
|Capital Lease Obligation - Equipment                                                                                                                       |  |                                                 | 0        |   |                                                   |  
|Notes Payable to Related Parties (net of current portion)                                                                                                  |  |                                                 | 46,049   |   |                                                   |  
|Total Long-Term Liabilities                                                                                                                                |  |                                                 | 46,049   |   |                                                   |  
|Total Liabilities                                                                                                                                          |  |                                                 | 220,995  |   |                                                   |  
|Stockholders’ Equity:                                                                                                                                      |  |                                                 |          |   |                                                   |  
|Preferred stock, $.001 par value, 20,000,000 shares
        authorized, -0- shares issued and outstanding                                                  |  |                                                 | 0        |   |                                                   |  
|Common stock, $.001 par value, 50,000,000 shares
        authorized, 5,429,000 and 5,429,000  shares
        issued
        and outstanding,  respectively |  |                                                 | 5,429    |   |                                                   |  
|Paid In Capital                                                                                                                                            |  |                                                 | 265,563  |   |                                                   |  
|Accumulated Deficit                                                                                                                                        |  |                                                 | (178,103 | ) |                                                   |  
|Total Stockholders’ Equity                                                                                                                                 |  |                                                 | 92,889   |   |                                                   |  
|Total Liabilities and Stockholders’ Equity                                                                                                                 |  | $                                               | 313,884  |   |                                                   | $







The Accompanying Notes are an Integral Part
of these Consolidated Financial Statements.



3











|SURFACE COATINGS, INC.
        Consolidated Statements of Operations
        For the Three and Six Months Ended June 30,
        2011 and 2010
        (Unaudited)
|------------------------------------------------------------------------------------------------------------------------------------------------------------------





|                                            |  | Three Months Ended |           |   | Six Months Ended |  
|------------------------------------------- |  | ------------------ | --------- | - | ---------------- | -
|                                            |  | June 30, 2011      |           |   | June 30, 2010    |  
|Revenue                                     |  | $                  | 400,084   |   |                  | $
|Cost of Sales                               |  |                    | 238,476   |   |                  |  
|Gross Profit                                |  |                    | 161,608   |   |                  |  
|Operating Expenses:                         |  |                    |           |   |                  |  
|Depreciation Expense                        |  |                    | 1,005     |   |                  |  
|Advertising Expense                         |  |                    | 15,435    |   |                  |  
|General and Administrative                  |  |                    | 94,872    |   |                  |  
|Total Operating Expenses                    |  |                    | 111,312   |   |                  |  
|                                            |  |                    |           |   |                  |  
|Net Operating Income (Loss)                 |  |                    | 50,296    |   |                  |  
|                                            |  |                    |           |   |                  |  
|Other Income (Expense)                      |  |                    |           |   |                  |  
|Loss on Sale of Asset                       |  |                    | 0         |   |                  |  
|Interest Expense                            |  |                    | (712      | ) |                  |  
|Total Other Income (Expense)                |  |                    | (712      | ) |                  |  
|                                            |  |                    |           |   |                  |  
|Net Income (Loss)                           |  | $                  | 49,584    |   |                  | $
|                                            |  |                    |           |   |                  |  
|                                            |  |                    |           |   |                  |  
|Basic and Diluted Earnings (Loss) per share |  | $                  | 0.01      |   |                  | $
|                                            |  |                    |           |   |                  |  
|Weighted Average Shares Outstanding:        |  |                    |           |   |                  |  
|Basic and Diluted                           |  |                    | 5,429,000 |   |                  |  





The Accompanying Notes are an Integral Part
of these Consolidated Financial Statements.







4













|                                                |  | Common Stock |           |  | Additional
        Paid-in |   |       | Accumulated |  |   |        
|----------------------------------------------- |  | ------------ | --------- |  | -------------------------- | - | ----- | ----------- |  | - | -------
|                                                |  | Shares       |           |  | Par  Value                 |   |       | Capital     |  |   | Deficit
|                                                |  |              |           |  |                            |   |       |             |  |   |        
|Stockholders’ Equity,
        December 31, 2009 |  |              | 5,429,000 |  |                            | $ | 5,429 |             |  | $ | 265,563
|Net (Loss)                                      |  |              |           |  |                            |   |       |             |  |   |        
|                                                |  |              |           |  |                            |   |       |             |  |   |        
|Stockholders’ Equity,
        December 31, 2010 |  |              | 5,429,000 |  |                            | $ | 5,429 |             |  | $ | 265,563
|                                                |  |              |           |  |                            |   |       |             |  |   |        
|Net Income                                      |  |              |           |  |                            |   |       |             |  |   |        
|                                                |  |              |           |  |                            |   |       |             |  |   |        
|Stockholders’ Equity,
        June 30, 2011     |  |              | 5,429,000 |  |                            | $ | 5,429 |             |  | $ | 265,563
|                                                |  |              |           |  |                            |   |       |             |  |   |        











The Accompanying Notes are an Integral Part
of these Consolidated Financial Statements.





5













|SURFACE COATINGS, INC.
        Consolidated Statements of Cash Flows
        For the Six Months Ended June 30, 2011 and
        June 30, 2010
        (Unaudited)
|-----------------------------------------------------------------------------------------------------------------------------------------------------------------



|                                                                           |  | Six Months Ended June 30, 2011 |         |   | Six Months Ended June 30, 2010 |  
|-------------------------------------------------------------------------- |  | ------------------------------ | ------- | - | ------------------------------ | -
|CASH FLOWS FROM OPERATING ACTIVITIES                                       |  |                                |         |   |                                |  
|Net Income (Loss)                                                          |  | $                              | 79,015  |   |                                | $
|                                                                           |  |                                |         |   |                                |  
|Adjustments to reconcile net deficit to cash used by operating activities: |  |                                |         |   |                                |  
|Depreciation                                                               |  |                                | 2,082   |   |                                |  
|Bad Debt Expense                                                           |  |                                | (13,414 | ) |                                |  
|Allowance for Estimated Returns                                            |  |                                | (5,445  | ) |                                |  
|Change in Assets and Liabilities:                                          |  |                                |         |   |                                |  
|(Increase) Decrease in Accounts Receivable                                 |  |                                | (7,283  | ) |                                |  
|(Increase)   in Inventory                                                  |  |                                | (14,325 | ) |                                |  
|Decrease   in Other Assets                                                 |  |                                | 0       |   |                                |  
|Increase   in Accounts Payable                                             |  |                                | 20,181  |   |                                |  
|(Increase) in Prepaid Expense                                              |  |                                | (6,285  | ) |                                |  
|Increase   in Accrued Expenses                                             |  |                                | (15,924 | ) |                                |  
|Increase (Decrease) in Other Liabilities                                   |  |                                | (33,462 | ) |                                |  
|Increase (Decrease) in Line-of-Credit                                      |  |                                | (9,997  | ) |                                |  
|CASH FLOWS PROVIDED BY (USED) IN OPERATING ACTIVITIES                      |  |                                | (4,857  | ) |                                |  
|                                                                           |  |                                |         |   |                                |  
|CASH FLOWS FROM INVESTING ACTIVITIES                                       |  |                                |         |   |                                |  
|None                                                                       |  |                                | 0       |   |                                |  
|CASH FLOWS PROVIDED BY INVESTING ACTIVITIES                                |  |                                | 0       |   |                                |  
|                                                                           |  |                                |         |   |                                |  
|CASH FLOWS FROM FINANCING ACTIVITIES                                       |  |                                |         |   |                                |  
|Payments on Shareholder Note                                               |  |                                | 0       |   |                                |  
|Note Payable from Sharehoder                                               |  |                                | 20,000  |   |                                |  
|Payments on Capitalized Lease Commitment                                   |  |                                | (1,668  | ) |                                |  
|Payments on Note to President                                              |  |                                | 0       |   |                                |  
|Payments on Note to Related Parties                                        |  |                                | (6,925  | ) |                                |  
|CASH FLOWS PROVIDED BY  (USED IN) FINANCING ACTIVITIES                     |  |                                | 11,407  |   |                                |  
|                                                                           |  |                                |         |   |                                |  
|NET (DECREASE) IN CASH                                                     |  |                                | 6,550   |   |                                |  
|                                                                           |  |                                |         |   |                                |  
|Cash, beginning of period                                                  |  |                                | 114,494 |   |                                |  
|Cash, end of period                                                        |  | $                              | 121,044 |   |                                | $
|                                                                           |  |                                |         |   |                                |  
|                                                                           |  |                                |         |   |                                |  
|                                                                           |  |                                |         |   |                                |  
|SUPPLEMENTAL CASH FLOW INFORMATION                                         |  |                                |         |   |                                |  
|Interest paid                                                              |  | $                              | 1,512   |   |                                | $
|Income taxes paid                                                          |  | $                              | 0       |   |                                | $
|                                                                           |  |                                |         |   |                                |  



| |  |  |  |  |  |  |  |  | 
| |  |  |  |  |  |  |  |  | 

The Accompanying Notes are an Integral Part
of these Consolidated Financial Statements.

6











|SURFACE COATINGS, INC.
        Notes to the Consolidated Financial Statements
        June 30, 2011
        (Unaudited)
|-----------------------------------------------------------------------------------------------------------------------





NOTE 1 – NATURE OF ACTIVITIES AND SIGNIFICANT ACCOUNTING
POLICIES



Nature of Activities, History and Organization:



Surface Coatings, Inc. (“Surface Coatings”,
the “Company”) is the parent company of Surface Armor, LLC, (“Surface Armor”) a company incorporated under
the laws of the State of Texas on July 19, 2005.  The Company operates as a converter and distributor of temporary surface
protection tapes, mainly to the construction industry and for the past five years has been developing its business. The Company
is located in Texas and sells its product locally as a distributor and throughout the U.S. over the internet.



Surface Coatings is a private holding company
established under the laws of Nevada on February 12, 2007, and was formed in order to acquire 100% of the outstanding membership
interests of Surface Armor.  On February 15, 2007, Surface Coatings issued 5,000,000 shares of common stock in exchange
for a 100% equity interest in Surface Armor.  As a result of the share exchange, Surface Armor became the wholly owned
subsidiary of Surface Coatings.  As a result, the members of Surface Armor owned a majority of the voting stock of Surface
Coatings.  The transaction was accounted for as a reverse merger whereby Surface Armor was considered to be the accounting
acquirer as its members retained control of Surface Coatings after the exchange, although Surface Coatings is the legal parent
company.  The share exchange was treated as a recapitalization of Surface Coatings.  As such, Surface Armor,
(and its historical financial statements) is the continuing entity for financial reporting purposes. The financial statements have
been prepared as if Surface Coatings had always been the reporting company and then on the share exchange date, had changed its
name and reorganized its capital stock.  The share exchange transaction was effected to change the state of incorporation
to allow the opportunity for a reduction of franchise taxes under the new Texas franchise tax calculations and to facilitate the
initial public offering.  At the time of the exchange transaction, Surface Coatings had no assets or liabilities and
Surface Armor had assets of approximately $57,000 with equity of approximately $19,500.



The capital structure of Surface Coatings is
presented as a consolidated entity as if the transaction had been effected in 2005 to consistently reflect the number of shares
outstanding. However, the capital structure as presented is different that the capital structure that appears in the historical
statements of Surface Armor, LLC in earlier periods due to the recapitalization accounting.



During 2008, the Company filed a Form S-1 to
register the sale of their common stock.  The registration was declared effective on Ocotber 14, 2008.  Since
then the Company has filed a post effective amendment reducing their minimum amount under the registration from $75,000 to $50,000
which was approved on September 30, 2009.  As of June 30, 2011 and December 31, 2010, the Company raised $214,500 by
selling 429,000 shares at $.50 per share.



The Company operates on a calendar year-end.  Due to the
nature of their operations, the Company operates in only one business segment.









7









Unaudited Interim Financial Statements:



The accompanying unaudited interim financial
statements have been prepared in accordance with accounting principles generally accepted in the United States and applicable Securities
and Exchange Commission (“SEC”) regulations for interim financial information. These financial statements are unaudited
and, in the opinion of management, include all adjustments (consisting of normal recurring accruals) necessary to present fairly
the balance sheets, statements of operations and statements of cash flows for the periods presented in accordance with accounting
principles generally accepted in the United States. Certain information and footnote disclosures normally included in financial
statements prepared in accordance with accounting principles generally accepted in the United States have been condensed or omitted
pursuant to SEC rules and regulations. It is presumed that users of this interim financial information have read or have access
to the audited financial statements and footnote disclosure for the preceding fiscal year contained in the fiscal year 2010 Form
10-K.   Operating results for the interim periods presented are not necessarily indicative of the results that may
be expected for the year ending December 31, 2011 and should be read in conjunction with the Company’s Form 10-K filing for
2010.



Significant Accounting Policies:



The Company’s management selects accounting
principles generally accepted in the United States of America and adopts methods for their application.  The application
of accounting principles requires the estimating, matching and timing of revenue and expense.



The financial statements and notes are representations
of the Company’s management which is responsible for their integrity and objectivity. Management further acknowledges that
it is solely responsible for adopting sound accounting practices, establishing and maintaining a system of internal accounting
control and preventing and detecting fraud.  The Company's system of internal  accounting control is designed
to assure, among other items, that  1) recorded  transactions  are valid;  2) valid  transactions  are
recorded;  and  3) transactions  are  recorded in the proper  period in a timely  manner
to produce financial  statements which present fairly the financial  condition,  results of operations  and
cash  flows of the  Company  for the  respective  periods  being presented.



FASB Accounting Standards Codification:



In June 2009, the Financial Accounting Standards
Board (“FASB”) issued new guidance concerning the organization of authoritative guidance under U.S. Generally Accepted
Accounting Principles (“GAAP”). This new guidance created the FASB Accounting Standards Codification (“Codification”).  The
Codification has become the source of authoritative U.S. GAAP recognized by the FASB to be applied by nongovernmental entities.
Rules and interpretive releases of the SEC under authority of federal securities laws are also sources of authoritative U.S. GAAP
for SEC registrants. The Codification became effective for the Company in its quarter ended September 30, 2009. As the Codification
is not intended to change or alter existing U.S. GAAP, it did not have any impact on the Company’s consolidated financial
statements. On its effective date, the Codification superseded all then-existing non-SEC accounting and reporting standards. All
other nongrandfathered non-SEC accounting literature not included in the Codification will become nonauthoritative.



Basis of Presentation:



The Company prepares its financial statements
on the accrual basis of accounting.  All intercompany balances and transactions are eliminated.  Investments
in subsidiaries are reported using the equity method.



Cash and Cash Equivalents:



Cash and cash equivalents includes cash in
banks with original maturities of three months or less and are stated at cost which approximates market value, which in the opinion
of management, are subject to an insignificant risk of loss in value.









8









Fair Value of Financial Instruments:



In accordance with the reporting requirements
of ASC 820, “Fair Value Measurements” the Company  calculates the fair value of its assets and  liabilities
which qualify as financial  instruments  under this statement and includes this additional information in the
notes to the financial statements  when the fair value is different  than the  carrying  value
of those financial instruments.



The carrying amounts of cash, cash equivalents,
accounts receivable, accounts payable and notes payable approximate  their fair values due to the short-term maturities
of these instruments.  The carrying amount of the Company’s marketable securities and capital leases approximate
fair value due to the stated interest rates approximating market rates.



Accounts Receivable:



Accounts receivable are carried at their face
amount, less an allowance for doubtful accounts.  On a periodic basis, the Company evaluates accounts receivable and
establishes the allowance for doubtful accounts based on a combination of specific customer circumstances and credit conditions,
based on a history of write offs and collections. The Company’s policy is generally not to charge interest on trade receivables
after the invoice becomes past due.  A receivable is considered past due if payments have not been received within agreed
upon invoice terms and a provision is made for all accounts greater than 60 days from invoice date.   Write-offs
are recorded at a time when a customer receivable is deemed uncollectible.  The Company has a large number of customers
in various industries and geographies and establishes reasonable credit lines to limit credit risk.



Inventory Valuation:



Inventory is comprised of goods purchased for
resale; therefore the Company has no raw materials or work in process.  The Company uses the specific identification
and FIFO (“First In, First Out”) methods for inventory tracking and valuation.    Inventory is
stated at the lower of cost or market value.



Fixed Assets:



Fixed assets are stated at cost less accumulated
depreciation. Major renewals and improvements are capitalized; minor replacements, maintenance and repairs are charged to current
operations.  Depreciation is calculated on a straight-line basis over five to seven years.



Revenue Recognition:



The Company recognizes revenue from the sale
of products in accordance with ASC 605-15 “Revenue Recognition” (formerly  Securities and Exchange Commission
Staff Accounting Bulletin No. 104 ("SAB 104")), "Revenue Recognition in Financial Statements."     Revenue
will be recognized only when all of the following criteria have been met:



| | ● | Persuasive evidence of an arrangement exists;                                                    
| | - | -------------------------------------------------------------------------------------------------
| | ● | Ownership and all risks of loss have been transferred to buyer, which is generally upon shipment;
| | ● | The price is fixed and determinable; and                                                         
| | ● | Collectability is reasonably assured                                                             



All inventory is shipped to customers FOB shipping
point.  The risk of loss transfers to the customer at the time of shipment.  Currently all revenue is generated
from the sale of products and no revenue is earned from services rendered.









9









The Company’s return policy allows customers
to return products for up to 15 days after shipment.  Customer returns were $1,400 and $6,845 for the three months ended
June 30, 2011 and December 31, 2010, respectively. In accordance with ASC740-10, revenue is recorded net of a reserve to estimate
returns, markdowns, price concessions and warranty costs. Such reserve is based on management's evaluation of historical experience
and company and industry trends.  As of June 30, 2011, the allowance for estimated returns was $1,400.



Revenue is recorded net of any sales taxes charged to customers.



Cost of Goods Sold:



The types of costs included in Cost of Goods Sold are:



| | ● | Direct material costs               
| | - | ------------------------------------
| | ● | Purchasing, receiving and inspection
| | ● | Ingoing and outgoing freight        



Advertising:



The Company incurred $15,435 and $7,303 in
advertising costs for the three months ended June 30, 2011 and 2010, respectively and $24,778 and $19,930 for the six months ended
June 30, 2011 and 2010, respectively.



Income Taxes:



The Company has adopted ASC 740-10 “Income
Taxes”, which requires the use of the liability method in the computation of income tax expense and the current and deferred
income taxes payable.   There are no provisions for current taxes due to net available operating losses.



Comprehensive Income:



ASC 220 “Comprehensive Income”,
establishes standards for reporting and display of comprehensive income and its components in a full set of general purpose financial
statements.  For the quarters ended June 30, 2011 and 2010, the Company had no items of other comprehensive income. Therefore,
the net profit equals comprehensive profit for the periods then ended.



Reclassification:



Certain prior year amounts have been reclassified
in the consolidated balance sheets, consolidated statements of operations and consolidated statements of cash flows to conform
to current period presentation.  These reclassifications were not material to the consolidated financial statements and
had no effect on net earnings reported for any period.



Earnings per Share:



Earnings per share (basic) is calculated by
dividing the net income (loss) by the weighted average number of common shares outstanding for the period covered.  As
the Company has no potentially dilutive securities, fully diluted earnings per share is identical to earnings per share (basic).



Recently Issued Accounting Pronouncements:



The Company  does not expect  the  adoption  of  recently  issued  accounting
pronouncements  to have a significant  impact on the Company’s  results of  operations,
financial position or cash flow.



Use of Estimates:



The preparation of financial statements in
conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect certain
reported amounts and disclosures.  Accordingly, actual results could differ from those estimates.





10





NOTE 2 – FIXED ASSETS



Fixed Assets at June 30, 2011 and December 31, 2010 are as follows:



|                                 |  | June 30, |         |   | December 31, |  
|-------------------------------- |  | -------- | ------- | - | ------------ | -
|                                 |  | 2011     |         |   | 2010         |  
|Property & Equipment             |  | $        | 18,327  |   |              | $
|Telephone System                 |  |          | 1,406   |   |              |  
|Less:   Accumulated Depreciation |  |          | (12,727 | ) |              |  
|Total Fixed Assets               |  | $        | 7,006   |   |              | $





The Company’s fixed assets are depreciated
on a straight-line basis over the asset’s useful lives, ranging from five to seven years.   Depreciation expense
was $1,005 and $1,075 for the three months ended June 30, 2011 and 2010, respectively and $1,361 and $2,152 for the six months
ended June 30, 2011 and 2010.  Capitalized lease amortization expense for the six months ended June 30, 2011 and 2010 was
$571.



At June 30, 2011, there was a $8,775 capital
lease asset included in fixed assets with a remaining capitalized lease obligation of $2,784.  At June 30, 2011, capitalized
interest associated with the lease was $951.



On May 9, 2011 the Company entered into a capital
lease agreement with an affiliate of the President for machinery. The equipment will be delivered in August and payments will commence
on August 9, 2011. The capital lease is for $69,200, payable over 36 months at 12% interest, with monthly payments of principal
and interest of $2,278. The Company has the option to buy the equipment for $1 at the end of the lease.







NOTE 3 – DUE TO RELATED PARTIES



The Company had $22,047 due to a minority shareholder as of June
30, 2011 and December 31, 2010.



In May 2011, the Company entered into a lease with an affiliate
of the Company’s president. See Note 5 for additional information.



Additionally, in May 2011, an affiliate of the Company’s president
loaned the Company $20,000. See Note 4 for additional information.





NOTE 4 – NOTES PAYABLE TO RELATED PARTIES



Note Payable to Shareholder:



The Company’s President has loaned the
Company $33,028 since inception and the balance was converted into a note on January 2, 2007.  This note bears interest
at a rate of 10% and requires monthly payments of $1,066 for 36 months. The total amount owed at June 30, 2011 was $0 and at December
31, 2010 was $0.



On May 31, 2011, the Company’s President
loaned the Company $20,000. This note bears interest at a rate of 6% and requires monthly payments of $607 for 36 months. The total
amount owed at June 30, 2011 was $20,000, of which $6,468 was classified as short-term as it is due within one year.



Notes Payable to Related Parties:



As of December 31, 2008, the Company owed $74,596
under two note agreements with Trinity Heritage Construction, L.L.C (“Trinity”), a related party:



●	$54,596 was advanced
from Trinity to fund operations (“Trinity Operations Note”).  This note had an interest rate of 10% and was
due in full on March 1, 2010.



●	$20,000 was borrowed
from Trinity in 2005 and 2006 as start-up capital (“Trinity Advance Note”).  This note had an interest of
10% and was due in full on March 1, 2010.







11









On July 31, 2009 the Company, one of its Vice
Presidents and Directors, John Donahue and Trinity (of which Mr. Donahue is also an officer and shareholder), agreed to combine
the Trinity Operations Note and the Trinity Advance Note into one note.  The new note is for a total of $73,000, ($63,594
of principal and $9,406 of accrued interest) at an interest rate of 6% per annum, payable over five years with monthly payments
of $1,405.90 beginning on August 1, 2009 and ending on July 1, 2014.  At June 30, 2011 the balance on the note was $46,323
with $13,806 classified as short-term as it is due within one year.  The current portion as of December 31, 2010 was
$16,669.





NOTE 5 – CAPITAL LEASE OBLIGATION



In June 2008, the Company entered into a capital
lease agreement for the lease of equipment.  The lease requires monthly payments of $278 for four years.  At
the end of the lease term, the Company is entitled to purchase the equipment for $1.  The total amount owed at June 30,
2011 and December 31, 2010 was $2,784 and $4,452 respectively, of which $2,784 is due during the next 12 months and is classified
as a current liability. At June 30, 2011, capitalized interest associated with the lease was $951 and is included in fixed
assets.



On May 9, 2011 the Company entered into a capital
lease agreement with an affiliate of the President for machinery. The equipment will be delivered in August and payments will commence
on August 9, 2011. The capital lease is for $69,200, payable over 36 months at 12% interest, with monthly payments of principal
and interest of $2,278. The Company has the option to buy the equipment for $1 at the end of the lease.





NOTE 6 – LINE OF CREDIT



The Company has a line of credit (“LOC”)
with Bank of America.  The LOC has a $36,000 credit limit, and bears an interest rate of 7.24% per annum.  The
Company is required to make monthly payments equal to 1% of the outstanding balance plus the interest expense for the previous
month.    As of June 30, 2011 and December 31, 2010, the amounts outstanding under this line of credit were
$19,506 and $29,503, respectively.





NOTE 7 – EQUITY



The Company is authorized to issue 20,000,000
preferred shares at a par value of $.001 per share.  There were no preferred shares outstanding as of June 30, 2011 and
December 31, 2010.



The Company is authorized to issue 50,000,000
common shares at a par value of $.001 per share.  These shares have full voting rights.  There were 5,429,000
and 5,429,000 shares issued and outstanding as of June 30, 2011 and December 31, 2010, respectively.



On June 29, 2009 the Company’s post-effective
amendment, to the registration statement which became effective in October, 2008, became effective.  As of December 31,
2009, the Company raised $214,500 by selling 429,000 shares at $.50 per share.



The Company does not have any stock option
plans or stock warrants.





NOTE 8 – COMMITMENTS AND CONTINGENCIES



The Company leases a 7,500 square foot office
and warehouse facility in Rockwall, Texas.  The Company signed a five year lease in November 2009 at a rate of $2,250
per month.    The lease expense for the three months ended June 30, 2011 and 2010 were $6,750 and $6,750, respectively
and the lease expense for the six months ended June 30, 2011 and 2010 were $13,500 and $13,500, respectively. The Company has no
other lease obligations.





NOTE 9 – INCOME TAXES



The Company has adopted ASC 740-10 “Income
Taxes” (formerly SFAS No. 109), which requires the use of the liability method in the computation of income tax expense
and the current and deferred income taxes payable (deferred tax liability) or benefit (deferred tax asset).   Valuation
allowances are established when necessary to reduce deferred tax assets to the amount expected to be realized.







12









The cumulative tax effect at the expected tax
rate of 25% of significant items comprising the Company’s net deferred tax amounts as of June 30, 2011 and December 31, 2010
are as follows:



Deferred tax asset related to:



|                                |  | June 30, |         |   | December 31, |  
|------------------------------- |  | -------- | ------- | - | ------------ | -
|                                |  | 2011     |         |   | 2010         |  
|Prior Year                      |  | $        | 85,430  |   |              |  
|Tax Benefit for Current Period  |  |          | 0       |   |              |  
|Utilization of NOL              |  |          | (19,750 | ) |              |  
|Net Operating Loss Carryforward |  | $        | 65,680  |   |              | $
|Less: Valuation Allowance       |  |          | (65,680 | ) |              |  
|Net Deferred Tax Asset          |  | $        | 0       |   |              | $





The cumulative net operating loss carry-forward is approximately
$178,000 at June 30, 2011 and $257,000 at December 31, 2010, and will expire in the years 2025 through 2031.    The
realization of deferred tax benefits is contingent upon future earnings, therefore, the net deferred tax asset has been fully reserved.





13









NOTE 10 – FINANCIAL CONDITION AND GOING CONCERN



The Company has an accumulated deficit through
June 30, 2011 totaling $178,103 and had working capital of $131,932.  Because of this accumulated deficit, the Company
will require additional working capital to develop its business operations.



The Company has experienced no loan defaults,
labor stoppages, legal proceedings or any other operating interruption in 2010.  Therefore, these items will not factor
into whether the business continues as a going concern, and accordingly, Management has not made any plans to dispose of assets
or factor receivables to assist in generating working capital.



The Company intends to raise additional working
capital either through private placements, public offerings and/or bank financing, or additional loans from Management if there
is need for liquidity.   Management may also consider reducing administrative costs and suspending all bonus and
incentive programs.  There are no assurances that the Company will be able to either (1) achieve a level of revenues
adequate to generate sufficient cash flow from operations; or (2) obtain additional financing through either private placement,
public offerings and/or bank financing necessary to support the Company’s working capital requirements.  To the
extent that funds generated from private placements, public offerings and/or bank financing are insufficient, the Company will
have to raise additional working capital.   No assurance can be given that additional financing will be available,
or if available, will be on terms acceptable to the Company.  If adequate working capital is not generated from operations,
financing is not available, or the Management cannot loan sufficient funds, the Company may not be able to continue its operations.



Management believes that the efforts it has
made to promote its operation will continue for the foreseeable future.  These conditions raise substantial doubt about
the Company’s ability to continue as a going concern.  The financial statements do not include any adjustments
relating to the recoverability and classification of asset carrying amounts or the amount and classification of liabilities that
might be necessary should the Company be unable to continue as a going concern.

















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NOTE 11 – SUBSEQUENT EVENTS



In May 2009, the FASB issued ASC 855-10, “Subsequent
Eventswhich establishes general standards for accounting for and disclosure of events that occur after the balance sheet date
but before the financial statements are issued or are available to be issued. The pronouncement requires the disclosure of the
date through which an entity has evaluated subsequent events and the basis for that date, whether that date represents the date
the financial statements were issued or were available to be issued.  In conjunction with the preparation of these financial
statements, an evaluation of subsequent events was performed through August 15, 2011, which is the date the financial statements
were issued. No reportable events were noted.



15









Item 2.  MANAGEMENT’S DISCUSSION AND ANALYSIS



This report contains forward looking
statements within the meaning of Section 27A of the Securities Act of 1933, as amended and Section 21E of the Securities Exchange
Act of 1934, as amended. The Company’s actual results could differ materially from those set forth on the forward looking
statements as a result of the risks set forth in the Company’s filings with the Securities and Exchange Commission, general
economic conditions, and changes in the assumptions used in making such forward looking statements.



General



Surface Armor, LLC was formed in 2005 and our
stated goal is to serve the ever-expanding market of protecting expensive finishes and all types of surfaces from damage during
manufacturing processes, shipping, handling and installation.   In February 2007 Surface Coatings, Inc. was created
with the express purpose to acquire Surface Armor, LLC.  The shareholders are the same as Surface Armor, LLC and therefore
there was no cash consideration in the transaction.  Consequently the Surface Armor, LLC operations became Surface Coatings,
Inc.



The company offers the most progressive and
complete solutions to our customers’ temporary surface protection needs.  Our business model is set-up to serve
The Americas from our facility in Rockwall, Texas where we inventory and convert all our materials and products.  Our
warehouse is climate controlled ensuring consistent quality in the Texas heat in the summer and the freeze/thaw weather pattern
in the winter.



In 2008, we filed a registration statement
with the U.S. Securities & Exchange Commission in order to raise funds to expand our business and execute our business plan.
The filing became effective in October 2008 which gave us the opportunity to sell up to 1,000,000 shares of common stock at $0.50
per share. On June 29, 2009 the Company’s post-effective amendment, to the registration statement became effective lowering
the minimum required shares sold to 100,000 or $50,000.  As of December 31, 2009, the Company raised $214,500 by selling
429,000 shares at $.50 per share.



The first six months of 2011 have been strong
as the economy continues to rebound. Sales have been strong through the second quarter and we expect this trend to continue throughout
the summer as the weather improves. A strong advertising campaign last year has generated many leads. We are confident in the current
business environment and expect volume to continue increasing.





RESULTS FOR THE QUARTER ENDED June 30, 2011



Our quarter ended on June 30, 2011.  Any
reference to the end of the fiscal quarter refers to the end of the first quarter for the period discussed herein.



REVENUE.  Revenue for the three months
ended June 30, 2011, was $400,084 compared to $176,926 for the period ended June 30, 2010 and revenue for the six months ended
June 30, 2011, was $793,089 compared to $312,325 for the period ended June 30, 2010.  The increases of $223,158 and $480,764
for the three months and six months ended June 30, 2011, respectively, was due to increased marketing efforts, particularly web-based
banner advertisements, and a strong rebound in the construction supply in the three and six month periods versus the same periods
last year.



GROSS PROFIT.  Gross profit for the
three months ended June 30, 2011 was $161,608 compared to $75,144 for the three month period ended June 30, 2010.  Gross profit
increase of $86,464 is due to volume (increased sales) of $94,800 and offset by reduced margins of $8,400. Margins decreased in
the quarter ended June 30, 2011 versus the same period in 2010 from 42.5% to 40.4%. This decrease of 2.1% is attributable to product
mix. .



Gross profit for the six months ended June
30, 2011 was $295,882 compared to $140,352 for the six month period ended June 30, 2010.  Gross profit increase of $155,530
is due to volume (increased sales) of $215,900 and offset by reduced margins of $60,400. Margins decreased year-to-date versus
the same period in 2010 from 44.9% to 37.3%. This decrease of 7.6% is attributable to product mix and lower price points on high
volume sales (volume discounts).



OPERATING EXPENSES. Total operating expenses,
for the three months ended June 30, 2011, were $110,307 compared to expenses for the period ended June 30, 2010 of $73,437.  The
increase in cost in the three month period ended June 30, 2011 of about $36,870 is due to increased computer costs $12,000 (added
workstations), advertising $8,000, bonus $7,000, fees $6,000 and state franchise taxes $3,000. All but the increased computer expenses
are variable and change in relation to sales.  The above expenses do not include depreciation which was $1,005 and $1,075
for the three months ended June 30, 2011 and 2010, respectively.





16









Total operating expenses, for the six
months ended June 30, 2011, were $213,995 compared to expenses for the period ended June 30, 2010 of $168,724.  The increase
in cost in the six month period ended June 30, 2011 of about $47,400 is due to increased bonus $16,000, computer expenses $13,000,
other facilities fees and state franchise taxes $6,000.  The above expenses do not include depreciation which was $1,360
and $2,152 for the six months ended June 30, 2011 and 2010, respectively.



NET INCOME (LOSS). Net income for the three
months ended June 30, 2011 was $49,584 compared to net loss for the period ended June 30, 2010 of ($1,182).   Net
income for the six months ended June 30, 2011 was $79,015 compared to a net loss for the period ended June 30, 2010 of ($31,185).
The increases of $50,766 and $110,200 for both the three and six month periods, respectively, is due to increased volume as discussed
above.



LIQUIDITY AND CAPITAL RESOURCES. Surface Coatings
filed on Form S-1, a registration statement with the U.S. Securities & Exchange Commission in order to raise funds to develop
their business. The registration statement became effective in October 14, 2008, and the post-effective amendment became effective
on June 29, 2009.  The offering was closed in 2009 and through  December 31, 2009, the Company raised $214,500
by selling 429,000 shares at $.50 per share.



In addition to the preceding, the Company plans
for liquidity needs on a short term and long term basis as follows:



Short Term Liquidity:

The company relies on funding operations
through operating cash flows.  When this is not plausible the Company looks to shareholder advances, and if necessary,
related party advances. Net Cash from Operating Activities for the six months ended June 30, 2011 was negative $4,857.



Long Term Liquidity:

The long term liquidity needs of
the Company are projected to be met primarily through the Net Cash from Operating Activities. If there is a need the Company will
seek additional working capital either through private placements, public offerings and/or bank financing, or additional loans
from Management if there is need for liquidity.





Capital Resources



In June 2008, the Company entered into a capital
lease agreement that has a term of four years, ending May 2012.  The general purpose of the loan agreement was to purchase
a cutting machine that the company uses in daily operations.  As of June 30, 2011 the Company owes $2,784.



With the limited operating history of our Company
and the strong growth recorded in 2008 and the recession in 2009/2010 and and a rebound in the construction market in 2011 we have
not been able to track true seasonal trends.  We expect our business to trend with the construction market which
typically sees improvements in the second and third quarters as the weather improves.



We do not expect any significant change to our debt structure
and do not anticipate entering into any off-balance sheet arrangements.



Material Changes in Financial Condition



WORKING CAPITAL: Working Capital increased
by about $87,000 to $131,932 from December 31, 2010 to June 30, 2011.  This increase is mainly attributable to favorable
changes in accounts receivable $21,000, inventory $14,000, accrued expenses $16,000, customer deposits $33,000, allowances and
other assets $12,000, the line-of-credit $10,000 and cash of approximately $7,000; offset by an unfavorable changes in accounts
payable $19,000.



STOCKHOLDER’S EQUITY: Stockholder’s
Equity increased by approximately $79,000, as a result of the net income for the period.



Employees



At June 30, 2011, the Company had five and a half equivalent full
time employees.





Item 3: Quantitative and Qualitative Disclosures About Market
Risk



Not applicable.







17









Item 4. Controls and Procedures



Evaluation of Disclosure Controls and Procedures



We carried out an evaluation of the effectiveness
of the design and operation of our disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e))
as of June 30, 2011.  This evaluation was accomplished under the supervision and with the participation of our chief
executive officer / principal executive officer, and chief financial officer / principal financial officer who concluded that our
disclosure controls and procedures are not effective to ensure that all material information required to be filed in the quarterly
Form 10-Q has been made known to them.



For purposes of this section, the term disclosure
controls and procedures means controls and other procedures of an issuer that are designed to ensure that information required
to be disclosed by the issuer in the reports that it files or submits under the Act (15 U.S.C. 78a et seg.) is recorded, processed,
summarized and reported, within the time periods specified in the 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 in our reports filed under the Securities Exchange Act of 1934, as amended (the "Act") 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.



Based upon an evaluation conducted for the
period ended June 30, 2011, our Chief Executive and Chief Financial Officer as of June 30, 2011 and as of the date of this Report,
has concluded that as of the end of the periods covered by this report, we have identified the following material weakness of our
internal controls:



●	Reliance upon independent
financial reporting consultants for review of critical accounting areas and disclosures and material non-standard transaction.



●	Lack of sufficient accounting
staff which results in a lack of segregation of duties necessary for a good system of internal control.



In order to remedy our existing internal control deficiencies,
as our finances allow, we will hire additional accounting staff.





Changes in Internal Controls over Financial Reporting



We have not yet made any changes in our internal
controls over financial reporting that occurred during the period covered by this report on Form 10-Q that has materially
affected, or is reasonably likely to materially affect, our internal control over financial reporting.











18









PART II



Items No. 1, 2, 3, 4, 5 - Not Applicable.





Item No. 6 - Exhibits and Reports on Form 8-K



(a)     None



(b)   Exhibits



|Exhibit Number |                                                                                                                                                                                    | Name of Exhibit
|-------------- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ---------------
|               |                                                                                                                                                                                   
|31.1           | Certification of Chief Executive Officer, pursuant to Rule 13a-14(a) of the Exchange Act, as enacted by Section 302 of the Sarbanes-Oxley Act of 2002.                            
|               |                                                                                                                                                                                   
|31.2           | Certification of Chief Financial Officer, pursuant to Rule 13a-14(a) of the Exchange Act, as enacted by Section 302 of the Sarbanes-Oxley Act of 2002.                            
|               |                                                                                                                                                                                   
|32.1           | Certification of Chief Executive Officer and Chief Financial Officer, pursuant to 18 United States Code Section 1350, as enacted by Section 906 of the Sarbanes-Oxley Act of 2002.











SIGNATURES



In accordance with the requirements of the Securities Exchange Act
of 1934, the Registrant has duly caused this Report to be signed on its behalf by the undersigned, thereunto duly authorized.



Surface Coatings, Inc.



By /s/  Rick Pietrykowski



Rick Pietrykowski, President, CFO



Date: August 15, 2011







19