SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549


                                    FORM 10-Q


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

                  For the quarterly period ended: July 31, 2008
                                       or

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


      For the transition period from ________________ to __________________


                        Commission File Number 333-143750


                                 BARRICODE, INC.
        _________________________________________________________________
        (Exact name of small business issuer as specified in its charter)


        Nevada                                                   20-4662814
_______________________                                      ___________________
(State of Incorporation                                       (I.R.S. Employer
   or organization)                                          Identification No.)


                             112 North Curry Street
                           Carson City, Nevada, 89703
                    ________________________________________
                    (Address of principal executive offices)


                                 (775) 284-3769
                           ___________________________
                           (Issuer's telephone number)


Indicate by check whether the registrant  (1) has filed all reports  required to
be filed by Section 13 or 15 (d) of the  Securities  Exchange Act of 1934 during
the  preceding 12 months (or for such  shorter  period that the  registrant  was
required  to file  such  reports),  and  (2) has  been  subject  to such  filing
requirements for the past 90 days.                                Yes [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.

Large accelerated filer [ ]                                Accelerated filer [ ]
Non-accelerated filer [ ]                          Smaller reporting company [X]
(Do not check if a smaller reporting company)

Indicate by check mark whether the registrant is a shell company (as defined in
rule 12b-2 of the Exchange Act). Yes |X] No |_|

State the number of shares outstanding of each of the issuer's classes of common
equity,  as of the latest  practicable date: As of July 31, 2008, the registrant
had 17,475,000 shares of common stock, $0.001 par value, issued and outstanding.


<PAGE>


                                      Index

                                                                           Page
                                                                          Number

PART I - FINANCIAL INFORMATION

ITEM 1. Financial Statements..............................................   3

Balance Sheets as of July 31, 2008 and April 30, 2008(audited)............   4

Interim  Statements  of Operations  for three months ended July 31, 2008;
three months ended July 31, 2007 and cumulative from inception
(April 7, 2006) to July 31, 2008..........................................   5

Interim Statement of Stockholders' Equity (Deficit)
From inception (April 7, 2006) to July 31, 2008...........................   6

Interim  Statements  of Cash Flows for three months  ended July 31, 2008;
three months ended July 31, 2007 and cumulative results from inception
(April 7, 2006) to July 31, 2008..........................................   7

Notes to Interim Financial Statements to July 31, 2008....................   8

Item 2. Management's Discussion and Analysis or Plan of Operation.........  12

Item 3. Quantitative and Qualitative Disclosure about Market Risk.........  14

Item 4. Controls and Procedures...........................................  14

Item 4T. Controls and Procedures..........................................  14

PART II - OTHER INFORMATION

Item 1. Legal Proceedings.................................................  16

Item 1A. Risk Factors.....................................................  16

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.......  16

Item 3. Defaults Upon Senior Securities ..................................  16

Item 4. Submission of Matters to a Vote of Security Holders...............  16

Item 5. Other Information.................................................  17

Item 6. Exhibits..........................................................  17


<PAGE>













                                 BARRICODE, INC.
                          (A DEVELOPMENT STAGE COMPANY)

                              FINANCIAL STATEMENTS

                                  JULY 31 2008

                                   (UNAUDITED)















BALANCE SHEETS

STATEMENTS OF OPERATIONS

STATEMENTS OF STOCKHOLDERS' EQUITY (DEFICIT)

STATEMENTS OF CASH FLOWS

NOTES TO FINANCIAL STATEMENTS


<PAGE>

<TABLE>
<CAPTION>

                                 BARRICODE, INC.
                          (A DEVELOPMENT STAGE COMPANY)

                                 BALANCE SHEETS
                                   (UNAUDITED)

                                                    July 31, 2008       April 30, 2008
                                                                          (Audited)
______________________________________________________________________________________
<S>                                                   <C>                 <C>

ASSETS

CURRENT ASSETS
   Cash                                               $  2,880            $  8,729
______________________________________________________________________________________

TOTAL ASSETS                                          $  2,880            $  8,729
======================================================================================

LIABILITIES AND STOCKHOLDERS EQUITY (DEFICIT)

CURRENT LIABILITIES
   Due to related party (Not5)                           1,279               1,279
   Accrual of Expense                                    7,778               8,828
______________________________________________________________________________________

TOTAL CURRENT LIABILITIES                             $  9,057            $ 10,107
______________________________________________________________________________________

STOCKHOLDER'S EQUITY (DEFICIT)
   Capital stock (Note 4)
   Authorized
      75,000,000 shares of common stock,
         $0.001 par value,
   Issued and outstanding
      17,475,000 shares of common stock at
         April 30, 2008 and July 31, 2008               17,475              17,475
   Additional paid-in capital                            9,900               9,900
   Deficit accumulated during the exploration
      stage                                            (33,552)            (28,753)
______________________________________________________________________________________

   Total stockholder's deficit                        $( 6,177)           $( 1,378)
______________________________________________________________________________________

   Total Liabilities and Stockholder's Equity         $  2,880            $  8,729
======================================================================================


   The accompanying notes are an integral part of these financial statements.

</TABLE>

<PAGE>

<TABLE>
<CAPTION>

                                 BARRICODE, INC.
                          (A DEVELOPMENT STAGE COMPANY)

                            STATEMENTS OF OPERATIONS

                                   (UNAUDITED)
                                                                             Cumulative
                                                                             results of
                                                                           operations from
                                                                            April 3, 2006
                                    Three months        Three months          (date of
                                       ended               ended            inception) to
                                   July 31, 2008       July 31, 2007        July 31, 2008
__________________________________________________________________________________________
<S>                                 <C>                 <C>                   <C>

EXPENSES

Office and general                  $    (1,687)        $      (964)          $  (8,040)
Professional fees                        (3,112)             (4,000)            (25,512)
__________________________________________________________________________________________

NET LOSS BEFORE INCOME TAXES        $    (4,799)        $    (4,964)          $ (33,552)


PROVISION FOR INCOME TAXES                    -                   -                   -
__________________________________________________________________________________________

NET LOSS AFTER INCOME TAXES         $    (4,799)        $    (4,964)          $ (33,552)
==========================================================================================

BASIC AND DILUTED NET LOSS
PER COMMON SHARE                    $      0.00         $      0.00
===================================================================

WEIGHTED AVERAGE NUMBER OF
BASIC AND DILUTED COMMON
SHARES OUTSTANDING                   17,475,000         16,100,671
===================================================================


   The accompanying notes are an integral part of these financial statements.

</TABLE>


<PAGE>

<TABLE>
<CAPTION>

                                 BARRICODE, INC.
                          (A DEVELOPMENT STAGE COMPANY)

                  STATEMENTS OF STOCKHOLDERS' EQUITY (DEFICIT)

           FROM INCEPTION (APRIL 3, 2006) TO JULY 31, 2008 (UNAUDITED)


                                                                                                     Deficit
                                            Common Stock                                           Accumulated
                                       _______________________     Additional        Share         During the
                                       Number of                    Paid-in       Subscription     Exploration
                                         shares        Amount       Capital        Receivable         Stage         Total
___________________________________________________________________________________________________________________________
<S>                                    <C>            <C>            <C>            <C>             <C>            <C>

Common stock issued for cash at
$0.001 per share

- April 6, 2006                        15,000,000     $ 15,000       $    -         $(15,000)       $       -      $      -

Net Loss for the year ended April
30, 2006                                        -            -            -                -           (1,279)       (1,279)
___________________________________________________________________________________________________________________________

Balance, April 30, 2006                15,000,000       15,000            -          (15,000)          (1,279)       (1,279)

Share Subscription Received                                  -            -           15,000                -        15,000

Common stock issued for cash at
$0.005 per share (May 1, 2006 to
April 30, 2007)                         2,475,000        2,475        9,900                -                         12,375

Net loss for year ended April 30,
2007                                            -            -            -                -           (8,691)       (8,691)
___________________________________________________________________________________________________________________________

Balance, April 30, 2007                17,475,000       17,475        9,900                -           (9,970)       17,405

Net loss for year ended April 30,
2008                                                                                                  (18,783)      (18,783)
___________________________________________________________________________________________________________________________

Balance, April 30, 2008                17,475,000       17,475        9,900                -          (28,753)       (1,378)

Net loss for three months ended
July 31, 2008                                   -            -            -                -           (4,799)       (4,799)
===========================================================================================================================

Balance, July 31, 2008                 17,475,000     $ 17,475       $9,900         $      -        $ (33,552)     $ (6,177)
===========================================================================================================================


   The accompanying notes are an integral part of these financial statements.

</TABLE>


<PAGE>

<TABLE>
<CAPTION>

                                 BARRICODE, INC.
                          (A DEVELOPMENT STAGE COMPANY)

                            STATEMENTS OF CASH FLOWS
                                   (UNAUDITED)

                                                                                                    Cumulative results
                                                                                                    of operations from
                                                                                                       April 3, 2006
                                                  Three months ended       Three months ended       (date of inception)
                                                    July 31, 2008            July 31, 2007           to July 31, 2008
_______________________________________________________________________________________________________________________
<S>                                                    <C>                      <C>                      <C>

OPERATING ACTIVITIES
Net loss                                               $ (4,799)                $ (4,964)                $ (33,552)
Changes in operating assets and liabilities
   Prepaid Expense                                            -                     (145)                        -
   Accrual of Expenses                                   (1,050)                  (4,928)                    7,778
_______________________________________________________________________________________________________________________

NET CASH FROM OPERATING ACTIVITIES                       (5,849)                 (10,037)                  (25,774)




FINANCING ACTIVITIES
   Proceeds from sale of common stock                         -                        -                    27,375
   Amounts due to related part                                -                        -                     1,279
_______________________________________________________________________________________________________________________

NET CASH FROM FINANCING ACTIVITIES                            -                        -                    28,654
_______________________________________________________________________________________________________________________

NET INCREASE (DECREASE) IN CASH                          (5,849)                 (10,037)                    2,880

CASH, BEGINNING                                           8,729                   26,112                         -
_______________________________________________________________________________________________________________________

CASH, ENDING                                              2,880                   16,075                     2,880
=======================================================================================================================

Supplemental cash flow information:
Cash paid for:
   Interest                                                   -                        -                         -
   Income Taxes                                               -                        -                         -
=======================================================================================================================

NON-CASH ACTIVITIES
Stock issued for services                                     -                        -                         -
Stock issued for accounts payable                             -                        -                         -
Stock issued for notes payable                                -                        -                         -
Stock issued for convertible debentures and
   interest                                                   -                        -                         -
Convertible debentures issued for services                    -                        -                         -
Warrants issued                                               -                        -                         -
Stock issued for penalty on default of
   convertible debenture                                      -                        -                         -
Note payable issued for finance charges                       -                        -                         -
Forgiveness of not payable and accrued
   interest                                                   -                        -                         -
Stock issued for investment                                   -                        -                         -


   The accompanying notes are an integral part of these financial statements.

</TABLE>


<PAGE>


                                 BARRICODE, INC.
                          (A DEVELOPMENT STAGE COMPANY)

                        NOTES TO THE FINANCIAL STATEMENTS
                                   (UNAUDITED)

                                  JULY 31, 2008
________________________________________________________________________________

NOTE 1 - NATURE OF OPERATIONS AND BASIS OF PRESENTATION
________________________________________________________________________________

Barricode,  Inc.  (the  "Company") is in the initial  development  stage and has
incurred losses since inception totaling $33,552 The Company was incorporated on
April 3, 2006 in the State of  Nevada.  The  fiscal  year end of the  Company is
April 30. The Company was organized to enter into the Computer  Network Security
Software industry with two planned  proprietary  technologies,  ChainMail Pro, a
document and email  encryption  software and Impasse which is a computer network
intrusion monitor.

The  ability of the  Company to  continue  as a going  concern is  dependent  on
raising  capital to fund its business plan and  ultimately to attain  profitable
operations.  Accordingly,  these  factors  raise  substantial  doubt  as to  the
Company's  ability to  continue as a going  concern.  The Company is funding its
initial  operations  by way of  issuing  Founders'  shares and  entering  into a
private placement  offering for 2,550,000 shares at $0.005 per share. As of July
31, 2008, the Company had issued 15,000,000  Founders shares at $0.001 per share
for proceeds of $15,000,  and 2,475,000  shares at $0.005 per share for proceeds
of $12,375, which have been received by the Company.

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
________________________________________________________________________________

BASIS OF PRESENTATION

These financial  statements are presented in United States dollars and have been
prepared in accordance  with  accounting  principles  generally  accepted in the
United States.

SEGMENTED REPORTING

SFAS  Number  131,  "Disclosure  About  Segments  of an  Enterprise  and Related
Information", changed the way public companies report information about segments
of their business in their  quarterly  reports issued to  shareholders.  It also
requires  entity-wide  disclosures  about the  products  and services the entity
provides,  the material  countries in which it holds assets and reports revenues
and its major customers.

For the period ended July 31, 2008 all operations took place in Ontario, Canada.

COMPREHENSIVE LOSS

SFAS No. 130, "Reporting  Comprehensive  Income," establishes  standards for the
reporting and display of comprehensive  loss and its components in the financial
statements.  As at July 31, 2007 and July 31, 2008 the Company has no items that
represent a comprehensive  loss and,  therefore,  has not included a schedule of
comprehensive loss in the financial statements.

USE OF ESTIMATES AND ASSUMPTIONS

Preparation of the financial  statements in conformity  with generally  accepted
accounting principles requires management to make estimates and assumptions that
affect  certain  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 period.  Accordingly,
actual results could differ from those estimates.

FINANCIAL INSTRUMENTS

All significant  financial assets,  financial liabilities and equity instruments
of the Company are either  recognized or disclosed in the  financial  statements
together with other information  relevant for making a reasonable  assessment of
future cash flows,  interest rate risk and credit risk. Where practical the fair
values of financial  assets and financial  liabilities  have been determined and
disclosed; otherwise only available information pertinent to fair value has been
disclosed.


<PAGE>


                                 BARRICODE, INC.
                          (A DEVELOPMENT STAGE COMPANY)

                        NOTES TO THE FINANCIAL STATEMENTS
                                   (UNAUDITED)

                                  JULY 31, 2008
________________________________________________________________________________

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
________________________________________________________________________________

LOSS PER COMMON SHARE

Basic earnings (loss) per share includes no dilution and is computed by dividing
income (loss) available to common stockholders by the weighted average number of
common shares  outstanding  for the period.  Dilutive  earnings (loss) per share
reflect the potential dilution of securities that could share in the earnings of
the  Company.   Because  the  Company  does  not  have  any  potential  dilutive
securities, the accompanying presentation is only on the basic loss per share.

INCOME TAXES

The Company follows the liability  method of accounting for income taxes.  Under
this method,  deferred tax assets and  liabilities are recognized for the future
tax  consequences  attributable to differences  between the financial  statement
carrying  amounts of existing assets and  liabilities  and their  respective tax
balances and tax loss  carry-forwards.  Deferred tax assets and  liabilities are
measured using enacted or  substantially  enacted tax rates expected to apply to
the taxable  income in the years in which those  differences  are expected to be
recovered  or settled.  The effect on deferred tax assets and  liabilities  of a
change in tax rates is recognized in income in the period that includes the date
of enactment or substantive enactment.

STOCK-BASED COMPENSATION

The Company accounts for stock-based  compensation  issued to employees based on
SFAS No. 123R "Share Based Payment". SFAS No. 123R is a revision of SFAS No. 123
"Accounting  for Stock-Based  Compensation",  and supersedes APB Opinion No. 25,
"Accounting  for  Stock  Issued to  Employees"  and its  related  implementation
guidance. SFAS 123R establishes standards for the accounting for transactions in
which an entity exchanges its equity instruments for goods or services.  It also
addresses  transactions  in which an entity incurs  liabilities  in exchange for
goods or  services  that are  based on the  fair  value of the  entity's  equity
instruments or that may be settled by the issuance of those equity  instruments.
SFAS 123R focuses  primarily on accounting for  transactions  in which an entity
obtains employee services in share-based  payment  transactions.  SFAS 123R does
not change the accounting  guidance for share-based  payment  transactions  with
parties  other than  employees  provided  in SFAS 123 as  originally  issued and
Emerging Issues Task Force Issue No. 96-18,  "Accounting for Equity  Instruments
That Are Issued to Other Than  Employees for Acquiring,  or in Conjunction  with
Selling, Goods or Services".

SFAS 123R does not address the accounting for employee  share  ownership  plans,
which are subject to AICPA  Statement of Position 93-6,  "Employers'  Accounting
for Employee Stock Ownership Plans".

SFAS 123R requires an entity to measure the cost of employee  services  received
in exchange  for an award of equity  instruments  based on the  grant-date  fair
value of the award (with limited exceptions).  That cost will be recognized over
the period  during which an employee is required to provide  service in exchange
for the award - the requisite service period (usually the vesting period).  SFAS
123R  requires  that the  compensation  cost  relating  to  share-based  payment
transactions be recognized in financial  statements.  That cost will be measured
based on the fair value of the equity or liability instruments issued. The scope
of SFAS 123R  includes a wide  range of  share-based  compensation  arrangements
including share options, restricted share plans, performance-based awards, share
appreciation rights, and employee share purchase plans.

As at July 31, 2008 the  Company had not adopted a stock  option plan nor had it
granted any stock  options.  Accordingly no  stock-based  compensation  has been
recorded to date.


<PAGE>


                                 BARRICODE, INC.
                          (A DEVELOPMENT STAGE COMPANY)

                        NOTES TO THE FINANCIAL STATEMENTS
                                   (UNAUDITED)

                                  JULY 31, 2008
________________________________________________________________________________

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
________________________________________________________________________________

RECENT ACCOUNTING PRONOUNCEMENTS

In February  2007,  the FASB issued  SFAS No.  159,  "The Fair Value  Option for
Financial Assets and Financial Liabilities".  This Statement permits entities to
choose to measure many financial assets and financial liabilities at fair value.
Unrealized  gains and losses on items for which the fair  value  option has been
elected are  reported in earnings.  SFAS No. 159 is  effective  for fiscal years
beginning after November 15, 2007.

In  September  2006,  the FASB issued SFAS No.  157,  "Fair Value  Measurements"
("SFAS No. 157").  SFAS 155  establishes  framework for measuring fair value and
expands  disclosures  about  fair  value  measurements.  The  changes to current
practice  resulting  from  the  application  of  this  statement  relate  to the
definition  of fair value,  the  methods  used to measure  fair  value,  and the
expanded  disclosures about fair value measurements.  The statement is effective
for fiscal years beginning after November 15, 2007 and periods with those fiscal
years.

The Financial Accounting Standards Board has issued SFAS No. 155 "ACCOUNTING FOR
CERTAIN HYBRID FINANCIAL INSTRUMENTS AN AMENDMENT OF FASB STATEMENTS NO. 133 AND
140" and No. 156 "ACCOUNTING FOR SERVICING OF FINANCIAL ASSETS - AN AMENDMENT OF
FASB STATEMENT NO. 140", but they will not have a material effect in the

COMPANYS' RESULTS OF OPERATIONS OR FINANCIAL POSITION.

The  adoption  of these new  pronouncements  is not  expected to have a material
effect on the Company's financial position or results of operations

NOTE 3 - FAIR VALUE OF FINANCIAL INSTRUMENTS
________________________________________________________________________________

In accordance with the  requirements of SFAS No. 107, the Company has determined
the  estimated  fair  value of  financial  instruments  using  available  market
information and appropriate valuation methodologies. The fair value of financial
instruments  classified  as  current  assets or  liabilities  approximate  their
carrying value due to the short-term maturity of the instruments.

NOTE 4 - CAPITAL STOCK
________________________________________________________________________________

The Company's  capitalization  is  75,000,000  common shares with a par value of
$0.001 per share. No preferred shares have been authorized or issued.

As of July 31, 2008,  the sole Director had purchased  15,000,000  shares of the
common  stock in the  Company at $0.001 per share with  proceeds  to the Company
totalling $15,000.

PRIVATE PLACEMENT

On April 26, 2006, the Company  authorized a private placement offering of up to
2,550,000  shares of  common  stock at a price of $0.005  per  share.  The total
amount to be raised in this  financing  is  $12,750.  As of July 31,  2008,  the
Company had issued  2,475,000  shares at $0.005 per share and  received  $12,375
from the sale of its private placement stock.

NOTE 5 - RELATED PARTY TRANSACTIONS
________________________________________________________________________________

As of July 31, 2008, the Company received advances from a Director in the amount
of $1,279 to pay for  incorporation  costs. The amounts due to the related party
are unsecured and non-interest bearing with no set terms of repayment.


<PAGE>


                                 BARRICODE, INC.
                          (A DEVELOPMENT STAGE COMPANY)

                        NOTES TO THE FINANCIAL STATEMENTS
                                   (UNAUDITED)

                                  JULY 31, 2008
________________________________________________________________________________

NOTE 6 - INCOME TAXES
________________________________________________________________________________

As of July 31,  2008,  the  Company  had net  operating  loss carry  forwards of
approximately  $33,552  that may be available to reduce  future  years'  taxable
income and will expire commencing in 2026. Availability of loss usage is subject
to change of ownership  limitations  under Internal Revenue Code 382. Future tax
benefits which may arise as a result of these losses have not been recognized in
these  financial  statements,  as their  realization is determined not likely to
occur and, accordingly,  the Company has recorded a full valuation allowance for
the deferred tax asset relating to these tax loss carryforwards.





















<PAGE>


ITEM 2: MANAGEMENT DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

Overview

Barricode,  Inc. (" the Company," "we," "us," "it" and "our" refer to Barricode,
Inc.) was  incorporated in the State of Nevada as a for-profit  company on April
3, 2006.  Barricode is a  development-stage  company organized to enter into the
computer  security  software  industry  specializing  in the  packaging,  sales,
distribution and support of user-friendly open-source network security software.
Our low  cost  security  software  products  and  services  will  add  value  to
open-source code supplied by independent third party providers.

The Company's  goal is to become a major  supplier and supporter of  easy-to-use
open-source network security software that works seamlessly in the background to
protect  computers  and computer  networks.  Our "set it and forget it" approach
frees uses to concentrate on the work that makes them more productive  while the
security  of their  systems is  monitored  automatically  without the user being
required to actively monitor the process.

Barricode plans to provide three network  security  products.  The first will be
ChainMail, an easy to use freeware document protection (encryption) application.
ChainMail  will allow  users to encrypt  outgoing  email  messages  and  decrypt
incoming  messages.  The second  product is ChainMail  Pro, a retail  version of
ChainMail  that will have more  features  and  functionality  than the  freeware
version.  The third is Impasse, a network intrusion detection  application which
monitors  networks  and  detects  activity  that  indicates  the  presence of an
intruder on the network.

We did not earn any revenues during the three-month period ending July 31, 2008.
During  the  period we  incurred  operating  expenses  of $4,799  comprising  of
professional fees in the amount of $3,112 and office and administrative expenses
of $1,687.

Plan of Operation

The following  discussion and analysis of our financial condition and results of
operations  should be read in  conjunction  with our  financial  statements  and
related notes included elsewhere in this report.

This  interim  report  contains  forward  looking  statements  relating  to  our
Company's  future economic  performance,  the plans and objectives of management
for future operations, projections of revenue mix and other financial items that
are based on the  beliefs  of, as well as  assumptions  made by and  information
currently known to, our management. The words "expects", "intends",  "believes",
"anticipates",  "may", "could",  "should" and similar expressions and variations
thereof are  intended to identify  forward-looking  statements.  The  cautionary
statements  set forth in this  section  are  intended to  emphasize  that actual
results  may differ  materially  from those  contained  in any  forward  looking
statement.

We anticipate that our current cash and cash equivalents and cash generated from
operations,  if any, will be insufficient to satisfy our liquidity  requirements
for at least the next 12 months. We will require  additional funds prior to such
time and the Company will seek to sell additional capital through private equity


<PAGE>


placements,  debt or other  sources  of  financing.  If we are  unable to obtain
sufficient additional  financing,  we may be required to reduce the scope of our
business plan, which could harm our business,  financial condition and operating
results.  Additional  funding to meet our  requirements  may not be available on
favourable terms, if at all.

Over the next 12 months the company must raise capital and start the procurement
of our security software  systems.  We plan to first obtain  open-source  e-mail
encryption and network intrusion software  applications that we can customize to
provide  initial  freeware  security  applications to a wide variety of computer
users. The estimated cost to customize these applications is $7,000.

The company's  primary revenue stream will be derived from  subscribers who will
pay a  recurring  monthly fee to obtain  security  threat  updates and  computer
protection software enhancements. We expect the majority of subscribers will pay
for the material by using a credit card. A small  percentage of the subscribers,
less than two percent (2%), are expected to pay using a money order sent via the
post office. We will contract with a third party e-commerce  gateway provider to
support our e-commerce  transactions software required to distribute and receive
payment for our  proposed  software  products.  We expect  this  license to cost
$7,000.

Barricode,  Inc intends to develop and operate a website  which will feature the
current  products  and  news  of  our  future  products.  Product  documentation
including   user's   manuals,   product   registration   and  other   supporting
documentation will also be delivered  electronically  from our web site in Adobe
PDF format. Website development and content is anticipated to cost $6,000

The final activity will be to procure client  functionality  modules in order to
augment  the  network  intrusion  systems  with  automatic  periodic  updates of
resident  threat  signatures  and website  integration  at an estimated  cost of
$8,000.

We also plan to  initiate  our  marketing  initiative  out of which we expect to
attract a large number of customers (personal and institutional computer network
users) for our security systems.  The marketing plan, which includes advertising
in trade journals and  attendance at industry trade shows,  is estimated to cost
$15,000.

At the present time, we have not made any  arrangements  to raise any additional
cash to support and enhance product development.  If we need additional cash but
are unable to raise it, we will either suspend marketing  operations until we do
raise the cash, or cease  operations  entirely.  Other than as described in this
paragraph, we have no other financing plans.

If we are unable to complete any phase of our systems  development  or marketing
efforts because we don't have enough money, we will cease our development and or
marketing  operations  until we raise  sufficient  funding.  Attempting to raise
capital  after  failing in any phase of our software  procurement  plan would be
difficult.  As such,  if we cannot  secure  additional  proceeds we will have to
cease operations.

Management  does not plan to hire  employees at this time.  Our sole officer and
director  will be  responsible  for the initial  product  development.  Once the
company  has product to market over the  Internet,  we will hire an  independent
consultant  to build  our  website.  The  company  also  intends  to hire  sales
representatives  initially  on a  commission  only basis to keep  administrative
overhead to a minimum.


<PAGE>


We do not expect to purchase or sell plant or significant  equipment in the next
twelve months.

Off Balance Sheet Arrangements.

As of the date of this  quarterly  report,  the current  funds  available to the
Company will not be sufficient to continue operations. The cost to establish the
Company and begin operations is estimated to be  approximately  $43,000 over the
next twelve months and the cost of maintaining our reporting status is estimated
to be $12,000 over this same period.  The officer and director,  Mr. Delaney has
undertaken to provide the Company with initial  operating capital to sustain our
business  over the next twelve  month period as the expenses are incurred in the
form of a non-secured  loan.  However,  there is no contract in place or written
agreement  securing  this  agreement.  Management  believes  that if the Company
cannot raise  sufficient  revenues or maintain its reporting status with the SEC
it will have to cease all efforts  directed  towards the Company.  As such,  any
investment previously made would be lost in its entirety.

Other  than  the  above  described  situation  the  Company  does  not  have any
off-balance  sheet  arrangements  that have or are  reasonably  likely to have a
current  or future  effect on the  Company's  financial  condition,  changes  in
financial  condition,  revenues or expenses,  results of operations,  liquidity,
capital expenditures or capital resources that are material to investors.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

We are a smaller  reporting  company as defined by Rule 12b-2 of the  Securities
Act of 1934 and are not required to provide the information under this item.

ITEM 4. CONTROLS AND PROCEDURES

Within  90 days  prior  to the end of the  period  covered  by this  report  the
registrant  carried out an  evaluation  of the  effectiveness  of the design and
operation  of its  disclosure  controls and  procedures  pursuant to Rule 13a-15
under the Securities  Exchange Act of 1934, as amended  ("Exchange  Act").  This
evaluation  was  done  under  the  supervision  and  the  participation  of  the
registrant's   President  and  Principal  Financial  Officer.  Based  upon  that
evaluation, he identified that the lack of segregation of accounting duties as a
result of limited personal  resources to be a material weakness the registrant's
disclosure  controls and  procedures.  Other than for this exception he believes
that the Company's disclosure controls are effective in gathering, analyzing and
disclosing information needed to satisfy the registrant's disclosure obligations
under the Exchange Act. Management believes that the material weaknesses did not
have an affect on the Company's financial results.

ITEM 4T. CONTROLS AND PROCEDURES

The management of the Company is responsible  for  establishing  and maintaining
adequate   internal   control   over   financial   reporting,   as  required  by
Sarbanes-Oxley  (SOX)  Section  404  A.  The  Company's  internal  control  over
financial reporting is a process designed under the supervision of the Company's
Chief  Executive  Officer  and Chief  Financial  Officer to  provide  reasonable


<PAGE>


assurance  regarding the reliability of financial  reporting and the preparation
of the Company's  financial  statements for external purposes in accordance with
U.S. generally accepted accounting principles.

As of July 31, 2008  management  assessed  the  effectiveness  of the  Company's
internal  control over financial  reporting  based on the criteria for effective
internal  control  over  financial  reporting  established  in SEC  guidance  on
conducting  such  assessments.  Based on that  evaluation,  they concluded that,
during the period covered by this report,  such internal controls and procedures
were not effective to detect the  inappropriate  application of US GAAP rules as
more fully described  below.  This was due to  deficiencies  that existed in the
design or operation  of our  internal  control  over  financial  reporting  that
adversely  affected  our  internal  controls  and that may be  considered  to be
material weaknesses.

The matters  involving  internal  controls  and  procedures  that the  Company's
management  considered  to be material  weaknesses  under the  standards  of the
Public Company Accounting  Oversight Board were: (1) lack of a functioning audit
committee and lack of a majority of outside  directors on the Company's board of
directors,   resulting  in  ineffective   oversight  in  the  establishment  and
monitoring  of  required  internal  controls  and  procedures;   (2)  inadequate
segregation  of duties  consistent  with control  objectives;  (3)  insufficient
written  policies and procedures  for  accounting  and financial  reporting with
respect  to the  requirements  and  application  of US GAAP  and SEC  disclosure
requirements;  and (4) ineffective controls over period end financial disclosure
and reporting processes.  The aforementioned material weaknesses were identified
by the Company's  Chief  Financial  Officer in connection with the review of our
financial  statements  as of July 31, 2008 and  communicated  the matters to our
management.

Management believes that the material weaknesses set forth in items (2), (3) and
(4) above did not have an affect on the Company's  financial  results.  However,
management believes that the lack of a functioning audit committee and lack of a
majority of outside directors on the Company's board of directors,  resulting in
ineffective  oversight in the  establishment and monitoring of required internal
controls  and  procedures  can  result  in the  Company's  determination  to its
financial statements for the future years.

We are  committed  to  improving  our  financial  organization.  As part of this
commitment,  we will  create a position  to  segregate  duties  consistent  with
control  objectives  and will  increase our  personnel  resources  and technical
accounting  expertise within the accounting function when funds are available to
the  Company:  i)  Appointing  one or more  outside  directors  to our  board of
directors who shall be appointed to the audit committee of the Company resulting
in a fully  functioning  audit committee who will undertake the oversight in the
establishment and monitoring of required  internal controls and procedures;  and
ii) Preparing and implementing  sufficient written policies and checklists which
will set forth procedures for accounting and financial reporting with respect to
the requirements and application of US GAAP and SEC disclosure requirements.

Management  believes that the appointment of one or more outside directors,  who
shall be appointed to a fully functioning audit committee,  will remedy the lack
of a functioning  audit committee and a lack of a majority of outside  directors
on the Company's  Board.  In addition,  management  believes that  preparing and


<PAGE>


implementing   sufficient  written  policies  and  checklists  will  remedy  the
following material  weaknesses (i) insufficient  written policies and procedures
for accounting  and financial  reporting  with respect to the  requirements  and
application of US GAAP and SEC  disclosure  requirements;  and (ii)  ineffective
controls  over period end  financial  close and  reporting  processes.  Further,
management  believes  that  the  hiring  of  additional  personnel  who have the
technical  expertise and knowledge will result proper  segregation of duties and
provide more checks and balances  within the  department.  Additional  personnel
will also provide the cross training  needed to support the Company if personnel
turn over issues within the department  occur. This coupled with the appointment
of additional  outside directors will greatly decrease any control and procedure
issues the company may encounter in the future.

We will  continue to monitor and  evaluate  the  effectiveness  of our  internal
controls and procedures and our internal controls over financial reporting on an
ongoing  basis and are  committed  to taking  further  action  and  implementing
additional enhancements or improvements, as necessary and as funds allow.

There have been no  significant  changes in our internal  control over financial
reporting  that  occurred  during  the  quarter  ended  July 31,  2008  that has
materially affected,  or is reasonably likely to materially affect, our internal
control over financial reporting.

PART II. OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

The  Company  is not a  party  to any  pending  legal  proceedings,  and no such
proceedings are known to be contemplated.

No  director,  officer,  or  affiliate  of the  issuer and no owner of record or
beneficiary  of more than 5% of the  securities  of the issuer,  or any security
holder  is a party  adverse  to the  small  business  issuer  or has a  material
interest adverse to the small business issuer.

ITEM 1A. RISK FACTORS

We are a smaller  reporting  company as defined by Rule 12b-2 of the  Securities
Act of 1934 and are not required to provide the information under this item.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

 None.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

None

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

None


<PAGE>


ITEM 5. OTHER INFORMATION

None

ITEM 6. EXHIBITS

31.1     Rule 13(a)-14(a)/15(d)-14(a) Certification of Chief Executive Officer

31.2     Rule 13(a)-14(a)/15(d)-14(a) Certification of Chief Financial Officer *

32.1     Section 1350 Certification of Chief Executive Officer

32.2     Section 1350 Certification of Chief Financial Officer **

*     Included in Exhibit 31.1
**    Included in Exhibit 32.1


                                   SIGNATURES


Pursuant to the requirements of the Exchange Act of 1934, the registrant  caused
this  report to be  signed on its  behalf  by the  undersigned,  thereunto  duly
authorized.


                                BARRICODE, INC.


                                By: /s/ TOM DELANEY
                                    ____________________________________________
                                        Tom Delaney
                                        President, Secretary Treasurer,
                                        Principal Executive Officer,
                                        Principal Financial Officer and Director

Dated: September  5, 2008