UNITED
STATES


SECURITIES
AND EXCHANGE COMMISSION


Washington,
D.C. 20549





FORM
10-K





(Mark
One)





x ANNUAL
REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
1934





For the
fiscal year ended September 30, 2009





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





Commission
file number 333-156611





Custom
Q, Inc





(Exact
name of Registrant as specified in its charter)





Nevada
            
            5900
            
            26-2903011(State
      or other jurisdiction of
              incorporation
      or organization)
            
            (Primary
      Standard Industrial
              Classification
      Code)
            
            (I.R.S.
      Employer Identification
              No.)





1133 Old
Bridge Place


Fort
Wayne, IN  46825





Tel:         317-524-1551





Securities
registered under Section 12(b) of the Exchange
Act:         None





Securities
registered under Section 12(g) of the Exchange
Act:         None





Indicate
by check mark if the registrant is a well-known seasoned issuer, as defined in
Rule 405 of the Securities Act.


Yes o                       No
x


Indicate
by check mark if the registrant is not required to file reports pursuant to
Section 13 or 15(d) of the Act.


Yes x                      No
 ̈


Indicate
by check mark whether the issuer (1) filed all reports required to be filed
by Section 13 or 15(d) of the Exchange Act during the past 12 months (or
for such shorter period that the registrant was required to file such reports),
and (2) has been subject to such filing requirements for the past 90
days. Yes x No o




Indicate
by check mark if disclosure of delinquent filers pursuant to Item 405 of
Regulation S-K (§229.405 of this chapter) is not contained herein, and
 will not be contained, to the best of registrant’s knowledge, in
definitive proxy or information statements incorporated by reference in Part III
of this Form 10-K or any amendment to this Form 10-K.  ̈





Indicate
by check mark whether the registrant is a large accelerated filer, an
accelerated filer, a non-accelerated filer, or a smaller reporting company.
 Set the definitions of “large accelerated filer,” “accelerated filer,” and
“smaller reporting company” in Rule 12b-2 of the Exchange Act.





Large
accelerated filer  ̈  Accelerated
filer  ̈
Non-accelerated filer  ̈   Smaller
reporting company
x





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


Yes x  No





The
aggregate market value of the issuer’s voting and non-voting common equity held
by non-affiliates computed by reference to the price of $.10 at November 1, 2009
was $24,000.





As of,
November 1, 2009 there were 4,240,000 outstanding shares of the issuer’s common
stock, $.001 par value per share.





Documents
incorporated by reference:  None.








TABLE
OF CONTENTS




PART I
                          
                          3Item
1.  Business.
                          
                          3Item
    2.  Properties.
                          
                          6Item 3.  Legal
      Proceedings.
                          
                          6Item 4.  Submission of Matters to a Vote
      of Security Holders.
                          
                          6PART II
                          
                          6Item 5.  Market for Common Equity and
      Related Stockholder Matters and Issuer Purchases of Equity
      Securities
                          
                          6Item 6.  Selected Consolidated Financial
      Data
                          
                          7Item 7.  Management’s Discussion and
      Analysis of Financial Condition and Results of
      Operations.
                          
                          7Item 7A.  Quantitative and Qualitative
      Disclosures About Market Risk
                          
                          10Item 8.  Financial Statements and
      Supplementary Data.
                          
                          10Item 9.  Changes in and Disagreements
      with Accountants on Accounting and Financial
      Disclosure.
                          
                          11Item 9A(T). Controls and
      Procedures.
                          
                          11Item 9B.  Other
      Information
                          
                          11PART III
                          
                          11ITEM 10.  Directors, Executive Officers
      And Corporate Governance
                          
                          11Item 11.  Executive
      Compensation.
                          
                          12Item 12.  Security Ownership of Certain
      Beneficial Owners and Management and Related Stockholder
      Matters.
                          
                          14Item 13.  Certain Relationships and
      Related Transactions and Director Independence.
                          
                          14Item 14.  Principal Accountant Fees and
      Services.
                          
                          15PART IV
                          
                          15Item
    15.  Exhibits.
                          
                          15


2





PART
I





Item
1.    Business.





Organization




Custom Q,
Inc. was incorporated in Nevada on June 20, 2008, however our business conducted
underMy Custom Shops is actually an offshoot of company that began in business
in 1987.  Early on, our management Cindy Kostoff and consultant
Michelle Nead each worked from there respective home offices, embroidering and
screen-printing for their local school and church groups.  Their
quality workmanship and attention to detail had earned them an ever growing
customer base that necessitated their move to a large, off-site facility in
1990.  In 1996, Cindy and Michelle made the joint decision to cut
their work load, so as to have time to spend with their growing
families.  Fast forward to early 2008 - With children grown, talks
grew to developing a new business plan to build their company. The final draft
of business plan revolved around a web portal that led to what management
believes is one of the most comprehensive personalized product offerings
available on the internet today.




Custom
Q’s address is 1133 Old Bridge Place, Fort Wayne,
IN  46825.  We do business under the name “My Custom
Shops.”  Our telephone number is 317-524-1551.





We have a
website at www.MyCustomShops.com.  Nothing on this website is part of
this prospectus.





Business





We offer
certain customizable products on various web portal sites.  The first
three sites are:





o
            MyCustomBlankets.com,
      offering embroidered and screen printed blankets, towels and
      bathrobes.o
            MyCustomBabyGifts.com,
      offering a wide assortment of personalized, and non-personalized product
      for Mom and the newborn.o
            MyCustomExpressions.comoffering corporate and school personalized
  products.





We were
in the process of developing our business at inception, and we have continued
thereafter developing our business as follows:





o
            A
      business plan and rough projections of financial statements were created
      based on that business plan and optimistic, pessimistic, and expected
      levels of performanceo
            Bank
      accounts for the company were created once the company was
      incorporatedo
            A
      programmer was hired to consult on and construct the website in tandem
      with the owner, through which all of the business’ services are
      providedo
            A
      public relations freelancer was hired to consult on and execute a
      marketing/PR plan, in tandem with the ownero
            The
      owner, programmer, and another consultant created the database through
      which customers are stored, contacted, and matched and began online
      advertisingo
            The
      owner is setting up an online payment system for credit cards and an
      additional online payment method known as
  ‘PayPal’




We made
our first sale on July 20, 2008, and have generated $19,611 in revenues from
inception through December 31, 2008.


3





Products





MyCustomBlankets.com





We offer
embroidered and screen printed blankets, towels and bathrobes on this
site.





MyCustomBabyGifts.com





We offer
a wide assortment of personalized, and non-personalized product for Mom and the
newborn, such as receiving blankets, bibs, and other imprinted
items.





MyCustomExpressions.com





We offer
corporate and school personalized products, such as Active Wear, Promotional
Products and Advertising Specialty type items.





Suppliers





We secure
the products we sell from the following suppliers:





Name of
              Supplier
            
            Product LineGarden
      Lane
            
            Baby
      Blankets, Towels and Bibs.Holloway
      Sportswear
            
            Sports
      and stadium blankets, apparel and outerwear.Alpha
      Shirt Company
            
            Apparel,
      Bath robes,  Bags, Tee Shirts and Hats.  Miscellaneous
      other Ad Specialty Products.Monogram
      Magic
            
            Primary
      contract provider of artwork, design, screen printing and embroidery
      services.





We have
no written agreements in place with any supplier, and any supplier can cease
supplying us products at any time.





Back Up
Suppliers





We have
the following back up suppliers:





o
            Garden
      Lane:  Alpha Shirt Company and One Stop, Inc. carry blankets
      bibs and all products sourced by Garden
Lane.





o
            Holloway
      Sportwear:  Alpha Shirt Company and One Stop, Inc. carry most of
      the products offered by Holloway.  San Mar would be a backup
      provider of Stadium blankets.





o
            Alpha
      Shirt Company:  One Stop, San Mar and several other vendors
      carry similar products to Alpha.





o
            Monogram
      Magic:  Previous relationships with other vendors has been
      established.  At this time the primary back up vendor would be
      Goodsports Athletic.


4





We have
no written agreements in place with these back up suppliers.  We do
not anticipate any significant disruptions in sales or increases in costs that
we would not pass on to our customers if we have to use any of these back up
suppliers.





Fulfillment





Suppliers
provide product on an “as needed” basis. Orders are paid by credit card or check
at time of order.





It is
expected that over 95% of orders are received by e-mail, with the remaining
orders arriving by mail, and paid by check. As orders are received, they are
reviewed and forwarded by e-mail to the appropriate supplier. Confirmation is
obtained on each order.  The distribution partners generally ship
orders within 5 working days, accompanied with a packing slip listing us as the
provider.





PDG
Commerce is our shopping cart provider.  There is no contract or
written agreement. The shopping cart is on outright purchase of $399
complete.





Payments
are made through authorize.net, our payment gateway Using Key Bank as our
financial institution. Visa, MasterCard, American Express and Discover are
accepted.





Marketing
Plan





We plan
to market our websites and their products as follows:





Search Engine
Marketing:  We will use keyword advertising on search engines
such as Google, promoting the one site for all keywords set up so each keyword
is directed to the correct landing page for increased user
satisfaction.





E-Newletter:A
quarterly e-newsletter will be sent to all past customers, alerting them to
specials, and new products in each of our product categories.





We will
also market on Amazon.





Return
Policies





Our
return policy will only cover defective items, since most of our products will
be personalized.  Certain other conditions may be considered by
management on a case by case basis.





Insurance





We have
no products liability or other insurance.





Intellectual
Property





We hold
no patents, trademarks or licenses that are material to our
business.





Environmental
Issues





The sale
of our products is not governed by any environmental
regulation.


5





Competition





The
industry of selling customizable products is highly competitive. Many of our
competitors have substantially greater financial, marketing, personnel and other
resources than we do. Competitors include traditional sellers of customizable
products from a physical location as well as competitors on the
internet.   If additional competitors enter the field, our market
share may fail to increase or may decrease.





We intend
to compete by paying particular attention to the look and feel of our web sites.
On our sites:





o
            Our
      customer will not need to sign in in order to check
out.o
            Shipping
      will either be included in the price (i.e. “Free Shipping”) or, in worse
      case, know their total cost with shipping prior to entering personal
      information at check out.o
            We
      will keep the site simple and clean. We will not duplicate products and
      services to the point of confusion.





With the
exception of pre-approved institutions, all of our sales will be pre-paid. We
accept all major charge cards, as well as check and money orders.





Employees





We
currently have no other employees other than two members of
management.  Michelle Nead acts as a consultant to us.




Item
      2.  Properties.





Our
office is in the residence of our president and supplied at no
charge.  As a result, we have recorded $3,600 for the year ended
September 30, 2009 as the estimated fair market value of the rent for the
space.  The offset to the expense is recorded as additional paid in
capital.





We do not
intend to renovate, improve, or develop properties. We are not subject to
competitive conditions for property and currently have no property to insure. We
have no policy with respect to investments in real estate or interests in real
estate and no policy with respect to investments in real estate mortgages.
Further, we have no policy with respect to investments in securities of or
interests in persons primarily engaged in real estate activities.





Item
3.  Legal Proceedings.





None





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





We did
not submit any matters to a vote of our security holders, through the
solicitation of proxies or otherwise, during the fourth year of the fiscal year
covered by this report.





PART
II





Item
5.  Market for Common Equity and Related Stockholder Matters and
Issuer Purchases of Equity Securities





Market
Information





We
completed the necessary SEC filings and began trading as a publicly held company
on May 21, 2009.  There has been no trading activity in our
securities.


6





Holders of
Record





As of
November 1, 2009 there were approximately 34 shareholders of record of our
common stock.





Dividends





We have
not declared any cash dividends on our common stock since our inception and do
not anticipate paying such dividends in the foreseeable future. We plan to
retain any future earnings for use in our business. Any decisions as to future
payments of dividends will depend on our earnings and financial position and
such other facts, as the Board of Directors deems relevant.





Recent Sales of Unregistered
Securities





None





Item
6.  Selected Consolidated Financial Data





Not
required.





Item
7.  Management’s Discussion and Analysis of Financial Condition and
Results of Operations.





In
addition to historical information, this report contains forward-looking
statements within the meaning of Section 27A of the Securities Act of 1933 and
Section 21E of the Securities Exchange Act of 1934. These statements include,
among other things, statements concerning our expectations regarding our future
financial performance, business strategy, milestones, projected plans and
objectives. Statements preceded by, followed by or that otherwise include the
words "believes", "expects", "anticipates", "intends", "projects", "estimates",
"plans", "may increase", "may fluctuate" and similar expressions or future or
conditional verbs such as "should", "would", "may" and "could" are generally
forward-looking in nature and not historical facts. These forward-looking
statements were based on various factors and were derived utilizing numerous
important assumptions and other important factors that could cause actual
results to differ materially from those in the forward-looking statements.
Factors that could cause or contribute to such differences include, but are not
limited to, those discussed in this report, and in particular, the risks
discussed in this section under the heading "Risk Factors." Although we believe
that the expectations reflected in the forward-looking statements are
reasonable, we cannot guarantee future results, levels of activity, performance
or achievements including milestones. Most of these factors are difficult to
predict accurately and are generally beyond our control. We undertake no
obligation to revise or publicly release the results of any revision to these
forward-looking statements. Given these risks and uncertainties, readers are
cautioned not to place undue reliance on such forward-looking
statements.





Overview





We offer
certain customizable products on various web portal sites.  The first
three sites are:





o
            MyCustomBlankets.com,
      offering embroidered and screen printed blankets, towels and
      bathrobes.


7





o
            MyCustomBabyGifts.com,
      offering a wide assortment of personalized, and non-personalized product
      for Mom and the newborn.o
            MyCustomExpressions.comoffering corporate and school personalized
  products.





We were
in the process of developing our business at inception, and we have continued
thereafter developing our business as follows:





o
            A
      business plan and rough projections of financial statements were created
      based on that business plan and optimistic, pessimistic, and expected
      levels of performanceo
            Bank
      accounts for the company were created once the company was
      incorporatedo
            A
      programmer was hired to consult on and construct the website in tandem
      with the owner, through which all of the business’ services are
      providedo
            A
      public relations freelancer was hired to consult on and execute a
      marketing/PR plan, in tandem with the ownero
            The
      owner, programmer, and another consultant created the database through
      which customers are stored, contacted, and matched and began online
      advertisingo
            The
      owner is setting up an online payment system for credit cards and an
      additional online payment method known as ‘PayPal’o
            New
      marketing plans including Facebook Groups and email newsletters utilizing
      Constant Contact have been initialized this quarter.  Lists of
      customers and potential customers continues to grow.o
            A
      plan to utilized grass roots marketing efforts has been undertaken and a
      plan to reduce the reliance on Search Engine Advertising is
      underway.o
            Thank
      you cards are now inserted into each order.  Our thought is that
      many recipients of our products are receiving these items as
      gifts.  The card indicates that we appreciate the opportunity to
      provide the “gift” and our contact information is provided.  We
      believe that this will generate new business as
  well.




Results of
Operation




We made
our first sale on July 20, 2008, and have generated $57,275 in revenues from
inception through September 30, 2009.  We had cost of revenues during
the period from inception on June 20, 2008 to September 30, 2009 of $46,333
consisting of purchases of product and services.




Development
stage operating expenditures during the period from inception on June 20, 2008
to September 30, 2009 were $97,039 which consisted primarily of $46,863 of
professional expenses, $22,363 of advertising expenses, and $27,701 of general
and administrative expenses.





During
the period from inception on June 20, 2008 to September 30, 2009 we had a net
loss of $88,486.


8





Milestones





We plan
to continue to develop our business during the next 12 months as
follows:





Event
            
            Actions
            
            Time
            
            Total
              Estimated
              CostContinue
      to develop web sites
            
            Add
      new products and services to current sites, we added several products to
      the Custom Expressions site for custom desk
      accessories.  Additionally, we have added custom robes and golf
      towels as new categories to the Custom Expressions
    site.
            
            On
      going
            
            $2,000
      per month charge from Contract Web DeveloperContinue
      to develop Search Engine advertising campaign
            
            Daily
      development of keywords and placement of ads on search engine
      sites
            
            On
      going
            
            $3,000
      per month to be done by managem entReview
      opportunities for additional web sites
            
            At
      this point, we are continuing to improve our product base to current
      websites.  We have postponed new websites until performance of
      existing sites improves to acceptable levels.  We continue to
      add new products to the current websites in lieu of adding new
      websites.
            
            On
      going
            
            Included
      in above estimates.





Liquidity and Capital
Resources





Our
principal capital resources have been acquired through the sale of shares of our
common stock and advances from our founder and president.





At
September 30, 2009, we had total assets of $12,235 consisting of cash, accounts
receivable, and property and equipment.





At
September 30, 2009, our total liabilities were $84,221 consisting of accounts
payable, accrued interest, and stockholder loan.





We intend
to provide funding for our activities, if any, through a combination of
operating revenues, the private placement of equity securities, the public sale
of equity securities and borrowing from commercial
lenders.





We are a
development stage company.  We have generated $88,486 of losses
through September 30, 2009.  These conditions raise substantial doubt
as to the Company’s ability to continue as a going concern.  We need
approximately $100,000 during the next 12 months to implement our business plan
as described above. At September 30, 2009, we had $5,117 in cash, which is
enough to sustain operations for less than 30 days. We have no
agreement, commitment or understanding to secure any such funding from any
source other than operating revenues and loans from our
president.  However, our president has orally agreed to provide all
necessary funding to meet all of our obligations necessary to continue
operations at our current level and obligations in connection with on-going
SEC reporting requirements for the next 12 months.





There is
uncertainty regarding our ability to commence operations or implement our
business plan without additional financing.  We have a history of operating
losses, limited funds and no agreements, commitments or understandings to secure
additional financing. Our future success is dependent upon our ability to
commence operations, generate cash from operating activities and obtain
additional financing. There is no assurance that we will be able to generate
sufficient cash from operations, sell additional shares of common stock or
borrow additional funds. Our inability to obtain additional cash could have a
material adverse effect on our ability to continue in business and implement our
business plan.






9





Off-Balance Sheet
Arrangements





We do not
have any off balance sheet arrangements that have or are reasonably likely to
have a current or future effect on our financial condition, changes in financial
condition, revenues or expenses, results of operations, liquidity, capital
expenditures or capital resources.





Item
7A.  Quantitative and Qualitative Disclosures About Market
Risk





Not
applicable.





Item
8.  Financial Statements and Supplementary Data.





FINANCIAL
STATEMENTS





Custom Q,
Inc.





September
30, 2009





IndexReport
      of Independent Registered Public Accounting FirmBalance
      Sheets as of September 30, 2009 and 2008
                                      F-1Statements
      of Operations for the twelve month period ending September 30, 2009 and
      thePeriod
      From June 20, 2008 (inception) Through September 30, 2008 and
      2009
                                      F-2Statements
      of Cash Flows for the year ended September 30, 2009 and
thePeriod
      From June 20, 2008 (inception) Through September 30, 2008 and
      2009
                                      F-3Statement
      of Changes in Stockholders’ Deficit for the Period From June 20, 2008
      (inception)Through
      September 30, 2009
                                      F-4Notes
      to the Financial Statements
                                      F-5
      –
F-7


10


REPORT
OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM




To
the Board of Directors





Custom Q,
Inc.




We have
audited the accompanying balance sheets of Custom Q, Inc. (a development stage
company) as of September 30, 2009 and 2008 and the related statements of
operations, changes in stockholders' deficit, and cash flows for the periods
then ended and the period from June 20, 2008 (inception) through September 30,
2009. These financial statements are the responsibility of the Company's
management. Our responsibility is to express an opinion on these financial
statements based on our audits.




We
conducted our audits in accordance with the standards of the Public Company
Accounting Oversight Board (United States). Those standards require that we plan
and perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. The Company is not required to
have, nor were we engaged to perform, an audit of its internal control over
financial reporting. Our audit included consideration of internal control over
financial reporting as a basis for designing audit procedures that are
appropriate in the circumstances, but not for the purpose of expressing an
opinion on the effectiveness of the Company's internal control over financial
reporting. Accordingly, we express no such opinion. An audit also includes
examining, on a test basis, evidence supporting the amounts and disclosures in
the financial statements, assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall
financial statement presentation. We believe that our audit provides a
reasonable basis for our opinion.




In our
opinion, the financial statements referred to above present fairly, in all
material respects, the financial position of Custom Q as of September 30,
2009  and 2008, and the results of its operations, changes in
stockholders' deficit and cash flows for the periods described above in
conformity with accounting principles generally accepted in the United States of
America.




The
accompanying financial statements have been prepared assuming that the Company
will continue as a going concern. As discussed in Note 2 to the financial
statements, the Company has suffered a net loss from operations and has a net
capital deficiency, which raises substantial doubt about its ability to continue
as a going concern. Management's plans regarding those matters also are
described in Note 2. The consolidated financial statements do not include any
adjustments that might result from the outcome of this uncertainty.




/s/
M&K CPAS, PLLC




www.mkacpas.com




Houston,
Texas




November
18, 2009


CUSTOM
Q, INC
 (A
DEVELOPMENT STAGE COMPANY)
 BALANCE
SHEETS
 AS
OF SEPTEMBER 30, 2009 AND SEPTEMBER 30, 2008
 
 September
      30,
                        
                        
                        September
      30,2009
                        
                        
                        2008ASSETSCURRENT
      ASSETSCash
                        
                        $
                        5,117
                        
                        
                        $
                        12,714Accounts
      receivable
                        
                        
                        6,647
                        
                        
                        
                        -Total
      current assets
                        
                        
                        11,764
                        
                        
                        
                        12,714FIXED
      ASSETSComputer
      equipment and office furniture
                        
                        
                        583
                        
                        
                        
                        583Accumulated
      depreciation
                        
                        
                        (112
                        )
                        
                        
                        (10
                        )Total
      fixed assets
                        
                        
                        471
                        
                        
                        
                        573TOTAL
      ASSETS
                        
                        $
                        12,235
                        
                        
                        $
                        13,287LIABILITIES
      AND STOCKHOLDERS' DEFICITCURRENT
      LIABILITIESAccounts
      payable
                        
                        $
                        47,203
                        
                        
                        $
                        2,530Accrued
      interest
                        
                        
                        1,768
                        
                        
                        
                        252Total
      current liabilities
                        
                        
                        48,971
                        
                        
                        
                        2,782LONG
      TERM LIABILITIESLong
      term portion of stockholder loan
                        
                        
                        35,250
                        
                        
                        
                        25,250Total
      long term liabilities
                        
                        
                        35,250
                        
                        
                        
                        25,250TOTAL
      LIABILITIES
                        
                        
                        84,221
                        
                        
                        
                        28,032STOCKHOLDERS'
      DEFICITPreferred
      stock, $0.001 par value, 10,000,000 shares authorized,none
      issued and outstanding
                        
                        
                        
                        
                        
                        
                        -Common
      stock, $0.001 par value, 100,000,000 shares authorized,
      4,240,000and
      4,025,000 shares issued and outstanding at September 30, 2009 and
      September 30, 2008, respectively
                        
                        
                        4,240
                        
                        
                        
                        4,025Additional
      paid in capital
                        
                        
                        12,260
                        
                        
                        
                        (625
                        )Deficit
      accumulated during the development stage
                        
                        
                        (88,486
                        )
                        
                        
                        (18,145
                        )Total
      stockholders' deficit
                        
                        
                        (71,986
                        )
                        
                        
                        (14,745
                        )TOTAL
      LIABILITIES AND STOCKHOLDERS' DEFICIT
                        
                        $
                        12,235
                        
                        
                        $
                        13,287
 
 See the
accompanying summary of accounting policies and notes to the financial
statements
  F-1
 
 CUSTOM
Q, INC.
 (A
DEVELOPMENT STAGE COMPANY)
 STATEMENTS
OF OPERATIONS
 FOR
THE TWELVE MONTH PERIOD ENDED SEPTEMBER 30, 2009, AND
 FOR
THE PERIOD FROM JUNE 20, 2008 (INCEPTION) THROUGH SEPTEMBER 30, 2008 and
2009
 
 For
      the twelve months
                    
                    
                    June
      20, 2008
                    
                    
                    June
      20, 2008ended
                    
                    
                    (Inception)
      through
                    
                    
                    (Inception)
      throughSeptember
      30, 2009
                    
                    
                    September
      30, 2008
                    
                    
                    September
      30, 2009REVENUE
                    
                    $
                    47,713
                    
                    
                    $
                    9,562
                    
                    
                    $
                    57,275COST
      OF REVENUES
                    
                    
                    39,008
                    
                    
                    
                    7,325
                    
                    
                    
                    46,333GROSS
      PROFIT
                    
                    
                    8,705
                    
                    
                    
                    2,237
                    
                    
                    
                    10,942OPERATING
      EXPENSESAdvertising
      expenses
                    
                    
                    22,362
                    
                    
                    
                    3,054
                    
                    
                    
                    22,363Professional
      fees
                    
                    
                    32,363
                    
                    
                    
                    14,500
                    
                    
                    
                    46,863General
      and administrative
                    
                    
                    21,830
                    
                    
                    
                    2,565
                    
                    
                    
                    27,701Depreciation
      and amortization
                    
                    
                    102
                    
                    
                    
                    10
                    
                    
                    
                    112Total
      operating expenses
                    
                    
                    76,657
                    
                    
                    
                    20,129
                    
                    
                    
                    97,039NET
      LOSS BEFORE OTHER INCOME (EXPENSE)
                    
                    
                    (67,952
                    )
                    
                    
                    (17,892
                    )
                    
                    
                    (86,097
                    )OTHER
      (EXPENSE)Interest
      expense
                    
                    
                    (2,389
                    )
                    
                    
                    (252
                    )
                    
                    
                    (2,389
                    )Total
      other (expense)
                    
                    
                    (2,389
                    )
                    
                    
                    (252
                    )
                    
                    
                    (2,389
                    )NET
      (LOSS)
                    
                    $
                    (70,341
                    )
                    
                    $
                    (18,144
                    )
                    
                    $
                    (88,486
                    )(LOSS)
      PER SHARE-BASIC AND DILUTED
                    
                    $
                    (0.02
                    )
                    
                    $
                    (0.00
                    )WEIGHTED
      AVERAGE NUMBER OF SHARES OUTSTANDING
                    
                    
                    4,234,821
                    
                    
                    
                    4,000,245
 
 See the
accompanying summary of accounting policies and notes to the financial
statements
  F-2
 
 CUSTOM
Q, INC
 (A
DEVELOPMENT STAGE COMPANY)
 STATEMENT
OF CHANGES IN STOCKHOLDERS' DEFICIT
 FOR
THE PERIOD FROM JUNE 20, 2008 (INCEPTION) THROUGH SEPTEMBER 30,
2009
 
 AdditionalCommon
      Stock
                  
                  
                  Paid-in
                  
                  
                  AccumulatedShares
                  
                  
                  Amount
                  
                  
                  Capital
                  
                  
                  Deficit
                  
                  
                  TotalBalance
      at June 20, 2008
                  
                  
                  -
                  
                  
                  $
                  -
                  
                  
                  $
                  -
                  
                  
                  $
                  -
                  
                  
                  $
                  -Issuance
      of founders shares
                  
                  
                  4,000,000
                  
                  
                  
                  4,000
                  
                  
                  
                  (4,000
                  )
                  
                  
                  -
                  
                  
                  
                  -Contribution
      of office space
                  
                  
                  -
                  
                  
                  
                  -
                  
                  
                  
                  900
                  
                  
                  
                  -
                  
                  
                  
                  900Shares
      issued for subscriptions
                  
                  
                  25,000
                  
                  
                  
                  25
                  
                  
                  
                  2,475
                  
                  
                  
                  -
                  
                  
                  
                  2,500Net
      loss
                  
                  
                  -
                  
                  
                  
                  -
                  
                  
                  
                  -
                  
                  
                  
                  (18,145
                  )
                  
                  
                  (18,145
                  )Balance
      at September 30, 2008
                  
                  
                  4,025,000
                  
                  
                  
                  4,025
                  
                  
                  
                  (625
                  )
                  
                  
                  (18,145
                  )
                  
                  
                  (14,745
                  )Contribution
      of office space
                  
                  
                  -
                  
                  
                  
                  -
                  
                  
                  
                  3,600
                  
                  
                  
                  -
                  
                  
                  
                  3,600Shareholder
      distributions
                  
                  
                  -
                  
                  
                  
                  -
                  
                  
                  
                  (12,000
                  )
                  
                  
                  -
                  
                  
                  
                  (12,000
                  )Shares
      issued for subscriptions
                  
                  
                  215,000
                  
                  
                  
                  215
                  
                  
                  
                  21,285
                  
                  
                  
                  -
                  
                  
                  
                  21,500Net
      loss
                  
                  
                  -
                  
                  
                  
                  -
                  
                  
                  
                  -
                  
                  
                  
                  (70,341
                  )
                  
                  
                  (70,341
                  )Balance
      at September 30, 2009
                  
                  
                  4,240,000
                  
                  
                  $
                  4,240
                  
                  
                  $
                  12,260
                  
                  
                  $
                  (88,486
                  )
                  
                  $
                  (71,986
                  )
 
 See the
accompanying summary of accounting policies and notes to the financial
statements
  F-3
 
 CUSTOM
Q, INC
 (A
DEVELOPMENT STAGE COMPANY)
 STATEMENTS
OF CASH FLOWS
 FOR
THE YEAR ENDED SEPTEMBER 30, 2009, AND
 THE
PERIOD FROM JUNE 20, 2008 (INCEPTION) THROUGH SEPTEMBER 30, 2008 and
2009
 For
      the
                  
                  
                  June
      20, 2008
                  
                  
                  June
      20, 2008year
      ended
                  
                  
                  (Inception)
      through
                  
                  
                  (Inception)
      throughSeptember
      30, 2009
                  
                  
                  September
      30, 2008
                  
                  
                  September
      30, 2009Operating
      ActivitiesNet
      loss
                  
                  $
                  (70,341
                  )
                  
                  $
                  (18,145
                  )
                  
                  $
                  (88,486
                  )Adjustments
      to reconcile net loss to net cash used in operating
    activitiesDepreciation
                  
                  
                  102
                  
                  
                  
                  10
                  
                  
                  
                  112Contribution
      of office space by Founder
                  
                  
                  3,600
                  
                  
                  
                  900
                  
                  
                  
                  4,500Changes
      in accounts receivable
                  
                  
                  (6,647
                  )
                  
                  
                  -
                  
                  
                  
                  (6,647
                  )Changes
      in accrued interest
                  
                  
                  1,516
                  
                  
                  
                  252
                  
                  
                  
                  1,768Changes
      in accounts payable
                  
                  
                  44,673
                  
                  
                  
                  2,530
                  
                  
                  
                  47,203Net
      Cash Used in Operating Activities
                  
                  
                  (27,097
                  )
                  
                  
                  (14,453
                  )
                  
                  
                  (41,550
                  )Investing
      ActivitiesPurchase
      of equipment and furniture
                  
                  
                  -
                  
                  
                  
                  (583
                  )
                  
                  
                  (583
                  )Net
      Cash Used in Investing Activities
                  
                  
                  -
                  
                  
                  
                  (583
                  )
                  
                  
                  (583
                  )Financing
      ActivitiesStockholder
      loan
                  
                  
                  10,000
                  
                  
                  
                  25,250
                  
                  
                  
                  35,250Proceeds
      from sale of stock subscription
                  
                  
                  21,500
                  
                  
                  
                  2,500
                  
                  
                  
                  24,000Shareholders
      distribution
                  
                  
                  (12,000
                  )
                  
                  
                  -
                  
                  
                  
                  (12,000
                  )Net
      Cash Provided by Financing Activities
                  
                  
                  19,500
                  
                  
                  
                  27,750
                  
                  
                  
                  47,250Increase
      in Cash
                  
                  
                  (7,597
                  )
                  
                  
                  12,714
                  
                  
                  
                  5,117Cash
      - Beginning of Period
                  
                  
                  12,714
                  
                  
                  
                  -
                  
                  
                  
                  -Cash
      - End of Period
                  
                  $
                  5,117
                  
                  
                  $
                  12,714
                  
                  
                  $
                  5,117Supplemental
      Disclosures of Cash Flow InformationCash
      paid for income taxes
                  
                  $
                  -
                  
                  
                  
                  
                  
                  
                  $
                  -Cash
      paid for interest
                  
                  
                  -
                  
                  
                  
                  
                  
                  
                  
                  -
 
 See the
accompanying summary of accounting policies and notes to the financial
statements


F-4





Custom Q,
Inc.


(A
Development Stage Company)


Notes to
the Financial Statements





NOTE
1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES




NATURE OF
BUSINESS




Custom Q,
Inc. was incorporated on June 20, 2008, under the laws of the State of Nevada,
as a development stage company. The Company intends to commence operations as an
on-line seller of baby items.




BASIS OF
PRESENATATION




The
Company follows accounting principles generally accepted in the United States of
America.  In the opinion of management, all adjustments, consisting of
normal recurring adjustments, necessary for a fair presentation of financial
position and the results of operations for the periods presented have been
reflected herein.




REVENUE
RECOGNITION




Revenue
is recognized when it is realized or realizable and earned. Custom Q considers
revenue realized or realizable and earned when persuasive evidence of an
arrangement exists, services have been provided, and collectability is
reasonably assured. These criteria are assumed to have been met if a customer
orders an item, payment for the item clears, and the goods have been shipped or
delivered to the customer.  Revenue that is billed in advance such as
recurring weekly or monthly services are initially deferred and recognized as
revenue over the period the services are provided.  There was no such
deferred revenue as of September 30, 2009 and 2008.




USE OF
ESTIMATES




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




CASH AND
CASH EQUIVALENTS




For
purposes of the statement of cash flows, the Company considers all highly liquid
investments purchased with an original maturity of three months or less to be
cash equivalents. As of September 30, 2009 and 2008, there were no cash
equivalents.




DEVELOPMENT
STAGE COMPANY





The
Company is considered a development stage company, having limited operating
revenues during the period presented, as defined by Statement of Financial
Accounting Standards (“SFAS”) No. 7.  SFAS No. 7 requires companies to
report their operations, shareholders equity and cash flows since inception
through the date that revenues are generated from management’s intended
operations, among other things.




FIXED
ASSETS
 
 Fixed
assets consist of computer equipment and office furniture recorded at cost, with
amortization provided over the estimated useful life of the asset, 3 to 5 years,
straight-line.




FAIR
VALUE OF FINANCIAL INSTRUMENTS





SFAS No.
157 “Fair Value Measurements” requires an entity to maximize the use of
observable inputs and minimize the use of unobservable inputs when measuring
fair value. SFAS No. 157 establishes a fair value hierarchy based on the level
of independent, objective evidence surrounding the inputs used to measure fair
value. A financial instrument’s categorization within the fair value hierarchy
is based upon the lowest level of input that is significant to the fair value
measurement. SFAS No. 157 prioritizes the inputs into three levels that may be
used to measure fair value:





Level
1





Level 1
applies to assets or liabilities for which there are quoted prices in active
markets for identical assets or liabilities.


F-5





Level
2





Level 2
applies to assets or liabilities for which there are inputs other than quoted
prices that are observable for the asset or liability such as quoted prices for
similar assets or liabilities in active markets; quoted prices for identical
assets or liabilities in markets with insufficient volume or infrequent
transactions (less active markets); or model-derived valuations in which
significant inputs are observable or can be derived principally from, or
corroborated by, observable market data.





Level
3





Level 3
applies to assets or liabilities for which there are unobservable inputs to the
valuation methodology that are significant to the measurement of the fair value
of the assets or liabilities.





Our
financial instruments consist principally of cash, accounts payable, accrued
liabilities, and amounts owed to related parties. Pursuant to SFAS No. 157, the
fair value of our cash equivalents is determined based on “Level 1” inputs,
which consist of quoted prices in active markets for identical assets. We
believe that the recorded values of all of our other financial instruments
approximate their current fair values because of their nature and respective
maturity dates or durations.





INCOME
TAXES




The
Company provides for income taxes under Statement of Financial Accounting
Standards No. 109, Accounting for Income Taxes. SFAS No. 109 requires the use of
an asset and liability approach in accounting for income taxes. Deferred tax
assets and liabilities are recorded based on the differences between the
financial statement and tax bases of assets and liabilities and the tax rates in
effect when these differences are expected to reverse.




SFAS No.
109 requires the reduction of deferred tax assets by a valuation allowance if,
based on the weight of available evidence, it is more likely than not that some
or all of the deferred tax assets will not be realized.




September
                    30,
                  
                  
                  September
                    30,2009
                  
                  
                  2008Income
      tax expense at statutory rate
                  
                  $
                  23,916
                  
                  
                  $
                  6,169Valuation
      allowance
                  
                  
                  (23,916
                  )
                  
                  
                  (6,169
                  )Income
      tax expense per books
                  
                  $
                  -0-
                  
                  
                  $
                  -0-





Net
deferred tax assets consist of the following components as of:




September
                    30,
                  
                  
                  September
                    30,2009
                  
                  
                  2008NOL
      Carryover
                  
                  $
                  30,085
                  
                  
                  $
                  6,169Valuation
      allowance
                  
                  
                  (30,085
                  )
                  
                  
                  (6,169
                  )Net
      deferred tax asset
                  
                  $
                  -0-
                  
                  
                  $
                  -0-





BASIC AND
DILUTED NET LOSS PER COMMON SHARE





Basic
(loss) per share is calculated by dividing the Company’s net loss applicable to
common shareholders by the weighted average number of common shares during the
period. Diluted earnings per share is calculated by dividing the Company’s net
income available to common shareholders by the diluted weighted average number
of shares outstanding during the year. The diluted weighted average number of
shares outstanding is the basic weighted number of shares adjusted for any
potentially dilutive debt or equity. There are no such common stock equivalents
outstanding as of September 30, 2009 and September 30, 2008, and as such diluted
EPS is equal to basic EPS.




At
September 30, 2009, there were 4,240,000 weighted average number of shares
outstanding and the loss per share, both basic and diluted, was
0.00.


F-6


STOCK
BASED COMPENSATION





The
Company accounts for stock-based employee compensation arrangements using the
fair value method in accordance with the provisions of Statement of Financial
Accounting Standards no.123(R) or SFAS No. 123(R), Share-Based Payments, and
Staff Accounting Bulletin No. 107, or SAB 107, Share-Based Payments.  The
company accounts for the stock options issued to non-employees in accordance
with the provisions of Statement of Financial Accounting Standards No. 123, or
SFAS No. 123, Accounting for Stock-Based Compensation, and Emerging Issues Task
Force No. 96-18, Accounting for Equity Instruments with Variable Terms That Are
Issued for Consideration other Than Employee Services under FASB Statement No.
123.




CREDIT
RISK
 
 We are
subject to credit risk relative to our trade receivables. However, credit risk
with respect to trade receivables is minimized due to the nature of our customer
base.




The
Company did not grant any stock options or warrants during the period ended
September 30, 2009 and 2008.





RECENT
ACCOUNTING PRONOUNCEMENTS





The
Company does not expect the adoption of any recently issued accounting
pronouncements to have a significant effect on its material position or results
of operations.





In May
2009, the FASB issued SFAS 165 (“SFAS 165”), “Subsequent Events.” This
pronouncement establishes standards for accounting for and disclosing subsequent
events (events which occur after the balance sheet date but before financial
statements are issued or are available to be issued). SFAS 165 requires an
entity to disclose the date subsequent events were evaluated and whether that
evaluation took place on the date financial statements were issued or were
available to be issued. It is effective for interim and annual periods ending
after June 15, 2009. The Company adopted SFAS 165 effective June 30, 2009 and
the adoption did not have a material impact on its consolidated financial
statements. The date through which subsequent events have been evaluated is
November 24, 2009, the date on which the financial statements were
issued.




In June
2009, the FASB issued SFAS 168 (“SFAS 168”), “The FASB Accounting Standards
Codification and the Hierarchy of Generally Accepted Accounting Principles.”
SFAS 168 will become the source of authoritative U.S. generally accepted
accounting principles (GAAP) recognized by the FASB to be applied by
nongovernmental entities. Rules and interpretive releases of the Securities and
Exchange Commission (SEC) under authority of federal securities laws are also
sources of authoritative GAAP for SEC registrants. On the effective date of this
Statement, the Codification will supersede all then-existing non-SEC accounting
and reporting standards. All other non grandfathered non-SEC accounting
literature not included in the Codification will become non authoritative. This
statement is effective for financial statements issued for interim and annual
periods ending after September 15, 2009.  We adopted the requirements of
the new standard in the third quarter of fiscal year 2009, and the adoption did
not have a material impact on our financial statements.




In
September 2006, the SEC staff issued Staff Accounting
Bulletin No. 108, Considering the Effects of Prior Year Misstatements
when Quantifying Misstatements in Current Year Financial
Statements  (“SAB 108”). SAB 108 establishes an approach
that requires quantification of financial statement misstatements based on the
effects of the misstatements on each of the Company’s consolidated financial
statements and the related financial statement disclosures. SAB 108 is
effective for the year ending August 31, 2009.




In
December 2007, the Financial Accounting Standards Board issued FASB Statement
No. 141 (Revised 2007), Business Combinations (“SFAS 141R”). SFAS 141R
provides additional guidance on improving the relevance, representational
faithfulness, and comparability of the financial information that a reporting
entity provides in its financial reports about a business combination and its
effects. This Statement applies prospectively to business combinations for
which the acquisition date is on or after the beginning of the first annual
reporting period beginning on or after December 15, 2008.





The
FASB’s SFAS No. 159, The Fair Value Option for Financial Assets and Financial
Liabilities, including an Amendment of SFAS 115   became effective for
us at inception. SFAS 159 establishes a fair value option that permits entities
to choose to measure eligible financial instruments and certain other items at
fair value at specified election dates. A business entity shall report
unrealized gains and losses on items for which the fair value options have been
elected in earnings at each subsequent reporting date. For the period ended
August 31, 2009, there were no applicable items on which the fair value option
was elected. SFAS 159 may impact our consolidated financial statements in the
future.


F-7





In
December 2007, the Financial Accounting Standards Board issued FASB Statement
No. 160, Noncontrolling Interests in Consolidated Financial Statements—an
amendment of ARB No. 51  (“SFAS 160”). SFAS 160 amends ARB
No. 51 to establish accounting and reporting standards for the
noncontrolling interest in a subsidiary and for the deconsolidation of a
subsidiary. This Statement is effective for fiscal years and interim
periods within those fiscal years, beginning on or after December 15, 2008.
The Company is currently evaluating the impact of adopting SFAS 160 on our
financial statements.





In
December 2007, the Financial Accounting Standards Board issued FASB Statement
No. 141 (Revised 2007), Business Combinations (“SFAS 141R”). SFAS 141R
provides additional guidance on improving the relevance, representational
faithfulness, and comparability of the financial information that a reporting
entity provides in its financial reports about a business combination and its
effects. This Statement applies prospectively to business combinations for
which the acquisition date is on or after the beginning of the first annual
reporting period beginning on or after December 15, 2008.





In May
2008, the FASB issued FSP APB 14-1, Accounting for Convertible Debt Instruments
That May Be Settled in Cash upon Conversion (Including Partial Cash
Settlement)  ("FSP APB 14-1"). FSP APB 14-1 requires issuers of
convertible debt instruments that may be settled in cash upon conversion to
account separately for the liability and equity components in a manner that will
reflect the entity's nonconvertible debt borrowing rate when interest cost is
recognized in subsequent periods. FSP APB 14-1 is effective for financial
statements issued for fiscal years beginning after December 15, 2008, and
interim periods within those fiscal years. We do not anticipate that the
adoption of FSP APB 14-1 will have a material effect on our results of
operations or financial position.





NOTE
2 - GOING CONCERN




Custom
Q’s financial statements have been prepared on a going concern basis, which
contemplates the realization of assets and settlement of liabilities and
commitments in the normal course of business for the foreseeable future. Since
inception, the Company has accumulated losses aggregating to $88,486 and has
insufficient working capital to meet operating needs for the next twelve months
as of September 30, 2009, all of which raise substantial doubt about Custom Q’s
ability to continue as a going concern.  The Company intends to
continue to secure funds from management and focus on marketing efforts to
increase revenues to address this issue.





NOTE
3 - RELATED PARTY TRANSACTIONS




The
President, Cindy Kostoff, loaned the company $25,250 during the period of July
2, 2008 through July 23, 2008.  Mrs. Kostoff loaned the company an
additional $10,000 on March 30, 2009 for a total loan of
$35,250.  This loan is accruing interest at the rate of 5% per annum
and is due September 30, 2013.




Our
office is in the residence of our president and is supplied at no charge. As a
result, we have recorded $3,600 as the estimated for market value of the rent
for the space, which is recorded as additional paid in
capital.





NOTE
4 - COMMON STOCK




Custom Q
issued 4,000,000 shares of common stock (founder’s shares) on June 20, 2008 to
the President and Director of the Company. In October through December of 2008,
we issued 240,000 shares of common stock to 24 U.S. investors and 8 non-U.S.
investors at $.10 per share in a private placement raising an aggregate of
$24,000 cash.




Shareholders distributions balance
relates to monies paid toCindy Kostoff. The money represents payment
similar to that of a salary.




NOTE
5 – SUBSEQUENT EVENTS




There
were no reportable subsequent events from September 30, 2009 through the date
this report is filed.


F-8





Item
9.  Changes in and Disagreements with Accountants on Accounting and
Financial Disclosure.





None.





Item
9A(T). Controls and Procedures.





Evaluation
of Disclosure Controls and Procedures





Our
management, with the participation of our president and chief financial officer,
carried out an evaluation of the effectiveness of our “disclosure controls and
procedures” (as defined in the Exchange Act Rules 13a-15(e) and 15-d-15(e)) as
of the end of the period covered by this report (the “Evaluation Date”). Based
upon that evaluation, the president and chief financial officer concluded that
as of the Evaluation Date, our disclosure controls and procedures are not
effective to ensure that information required to be disclosed by us in the
reports that we file or submit under the Exchange Act (i) is recorded,
processed, summarized and reported, within the time periods specified in the
SEC’s rules and forms and (ii) is accumulated and communicated to our
management, including our president and chief financial officer, as appropriate
to allow timely decisions regarding required disclosure since our auditor had to
make audit adjustments.    Our management intends to work more
closely with our auditors to correct this ineffectiveness.





Changes
in Internal Control over Financial Reporting





There
were no changes in our internal controls over financial reporting that occurred
during the last fiscal quarter covered by this report that has materially
affected, or is reasonably likely to materially affect, our internal control
over financial reporting.





Item
9B.  Other Information





None




PART
III





ITEM
10.  Directors, Executive Officers And Corporate
Governance





The board
of directors elects our executive officers annually.  A majority vote
of the directors who are in office is required to fill
vacancies.  Each director shall be elected for the term of one year,
and until her successor is elected and qualified, or until her earlier
resignation or removal. Our directors and executive officers are as
follows:





Cindy
Kostoff, age 50, has been president and director since inception. She has been
president and founding member of Athletic Edge, Inc. which provides branded or
personalized sports apparel and active wear to schools, businesses and other
organizations from April 1991 to date.  In May 1981 she received an
Bachelor of Science Degree from University of Saint Francis.





Mary Ann
Netser, age 50, has been secretary and Director since
inception.  Since June 2008, she has been in customer service with
Harris Glass, a distributor of glass products.  From July 2007 to July
2008, she was an administrative assistant with Ivy Tech, a higher education
company. From March 2006 to July 2007, she had no position with any company.
From October 1998 to March 2006, she was also in customer service with Harris
Glass.


11
 
 Family
Relationships
 
 There are
no family relationships among our officers and directors.
 
 Item
11.  Executive Compensation.
 
 Summary Compensation
Table
  The table
below summarizes all compensation awarded to, earned by, or paid to our
Principal Executive Officer, our two most highly compensated executive officers
other than our CEO who occupied such position at the end of our latest fiscal
year and up to two additional executive officers who would have been included in
the table below except for the fact that they were not executive officers at the
end of our latest fiscal year, by us, or by any third party where the purpose of
a transaction was to furnish compensation, for all services rendered in all
capacities to us or our subsidiary for the latest fiscal years ended September
30, 2008 and 2009.
  Name
                              
                              Title
                              
                              Year
                              
                              Salary
                              
                              
                              Bonus
                              
                              
                              Stock
                                awards
                              
                              
                              Option
                                awards
                              
                              
                              Non
                                equity
                                Incen-
                                tive
                                plan
                                com-
                                pen-
                                sation
                              
                              
                              Non
                                qualified
                                deferred
                                compensa-
                                tion
                              
                              
                              All other
                                Compensa-
                                tion
                              
                              
                              TotalCindy
                              
                              CEO
                              
                              2008
                              
                              
                              0
                              
                              
                              
                              0
                              
                              
                              
                              0
                              
                              
                              
                              0
                              
                              
                              
                              0
                              
                              
                              
                              0
                              
                              
                              
                              0
                              
                              
                              
                              0Kostoff
                              
                              
                              
                              2009
                              
                              
                              0
                              
                              
                              
                              0
                              
                              
                              
                              0
                              0
                              
                              
                              0
                              
                              
                              
                              0
                              
                              
                              
                              0
                              0
                              
                              
                              0
                              
                              
                              
                              0
                              0
 
 Summary Equity Awards
Table
  The
following table sets forth certain information for our executive officers
concerning unexercised options, stock that has not vested, and equity incentive
plan awards as of September 30, 2008.
 
 OUTSTANDING EQUITY AWARDS AT FISCAL YEAR-END September 30, 2008Name
                      
                      Number of
                        Securities
                        Underlying
                        Unexercised
                        Options
                        (#)
                        Exercisable
                      
                      
                      Number of
                        Securities
                        Underlying
                        Unexercised
                        Options
                        (#)
                        Unexercisable
                      
                      
                      Equity
                        Incentive
                        Plan
                        Awards:
                        Number of
                        Securities
                        Underlying
                        Unexercised
                        Unearned
                        Options (#)
                      
                      
                      Option
                        Exercise
                        Price
                        ($)
                      
                      
                      Option
                        Expiration
                        Date
                      
                      
                      Number of
                        Shares or
                        Units of
                        Stock That
                        Have Not
                        Vested
                        (#)
                      
                      
                      Market
                        Value of
                        Shares or
                        Units of
                        Stock That
                        Have Not
                        Vested
                        ($)
                      
                      
                      Equity
                        Incentive
                        Plan
                        Awards:
                        Number
                        Of
                        Unearned
                        Shares,
                        Units or
                        Other
                        Rights That
                        Have Not
                        Vested
                        (#)
                      
                      
                      Equity
                        Incentive
                        Plan
                        Awards:
                        Market or
                        Payout
                        Value of
                        Unearned
                        Shares,
                        Units or
                        Other
                        Rights
                        That Have
                        Not
                        Vested
                        ($)Cindy
      Kostoff
                      
                      
                      0
                      
                      
                      
                      0
                      
                      
                      
                      0
                      
                      
                      
                      0
                      
                      
                      
                      0
                      
                      
                      
                      0
                      
                      
                      
                      0
                      
                      
                      
                      0
                      
                      
                      
                      0
  12
 
 Narrative disclosure to
summary compensation and option tables
  Set forth
below are the material terms of each named executive officer's employment
agreement or arrangement,:
  We have
not entered into employment arrangements with our officers, written or
unwritten.
  At no
time during the last fiscal year with respect to any person listed in the Table
above was there:
  o
              any
      outstanding option or other equity-based award repriced or otherwise
      materially modified (such as by extension of exercise periods, the change
      of vesting or forfeiture conditions, the change or elimination of
      applicable performance criteria, or the change of the bases upon which
      returns are determined;o
              any
      waiver or modification of any specified performance target, goal or
      condition to payout with respect to any amount included in non-stock
      incentive plan compensation or payouts;o
              any
      option or equity grant;o
              any
      non-equity incentive plan award made to a named executive
      officer;o
              any
      nonqualified deferred compensation plans including nonqualified defined
      contribution plans; oro
              any
      payment for any item to be included under All Other Compensation in the
      Summary Compensation Table.
  Board of
Directors
  Director
Compensation
  Name
                        
                        Year
                          ended
                          September
                          30
                        
                        Fees
                          earned or
                          paid in
                          cash
                          ($)
                        
                        
                        Stock
                          awards
                          ($)
                        
                        
                        Option
                          awards
                          ($)
                        
                        
                        Non-equity
                          incentive plan
                          compensation
                          ($)
                        
                        
                        Nonqualified
                          deferred
                          compensation
                          earnings
                          ($)
                        
                        
                        All other
                          compensation
                          ($)
                        
                        
                        Total
                          ($)Cindy Kostoff and
                          MaryAnn
      Netser
                        
                        2009
                        
                        
                        0
                        
                        
                        
                        0
                        
                        
                        
                        0
                        
                        
                        
                        0
                        
                        
                        
                        0
                        
                        
                        
                        0
                        
                        
                        
                        0
  Narrative
to Director Compensation Table
  We have
no compensation arrangements (such as fees for retainer, committee service,
service as chairman of the board or a committee, and meeting attendance) with
directors.
  13
 
 Item
12.  Security Ownership of Certain Beneficial Owners and Management
and Related Stockholder Matters.
 
 The
following tables set forth the ownership, as of the date of this prospectus, of
our common stock by each person known by us to be the beneficial owner of more
than 5% of our outstanding common stock, our directors, and our executive
officers and directors as a group.  To the best of our knowledge, the
persons named have sole voting and investment power with respect to such shares,
except as otherwise noted. As part of our plan to augment our financial
resources and consider attractive business opportunities, our president has
entered into discussions with an unnamed, unaffiliated third party with respect
to a potential merger transaction which could result in the discontinuance of
our current operations, change of control/ownership and new
management.
  The
information presented below regarding beneficial ownership of our voting
securities has been presented in accordance with the rules of the Securities and
Exchange Commission and is not necessarily indicative of ownership for any other
purpose. Under these rules, a person is deemed to be a "beneficial owner" of a
security if that person has or shares the power to vote or direct the voting of
the security or the power to dispose or direct the disposition of the security.
A person is deemed to own beneficially any security as to which such person has
the right to acquire sole or shared voting or investment power within 60 days
through the conversion or exercise of any convertible security, warrant, option
or other right. More than one person may be deemed to be a beneficial owner of
the same securities. The percentage of beneficial ownership by any person as of
a particular date is calculated by dividing the number of shares beneficially
owned by such person, which includes the number of shares as to which such
person has the right to acquire voting or investment power within 60 days, by
the sum of the number of shares outstanding as of such date plus the number of
shares as to which such person has the right to acquire voting or investment
power within 60 days. Consequently, the denominator used for calculating such
percentage may be different for each beneficial owner. Except as otherwise
indicated below and under applicable community property laws, we believe that
the beneficial owners of our common stock listed below have sole voting and
investment power with respect to the shares shown.  The business
address for all persons is 1133 Old Bridge Place, Fort Wayne,
IN  46825.
 
 Shareholders
                      
                      # of Shares
                      
                      
                      PercentageCindy
      Kostoff
                      
                      
                      4,000,000
                      
                      
                      
                      94.33
                      %All
      directors and named executive officers as a group 2
    persons]
                      
                      
                      4,000,000
                      
                      
                      
                      94.33
                      %
 
 This
table is based upon information derived from our stock records. Unless otherwise
indicated in the footnotes to this table and subject to community property laws
where applicable, each of the shareholders named in this table has sole or
shared voting and investment power with respect to the shares indicated as
beneficially owned.  Applicable percentages are based upon 4,240,000
shares of common stock outstanding as of September 30, 2009.
 
 Item
13.  Certain Relationships and Related Transactions and Director
Independence.
 
 Director
Independence
 
 Our board
of directors has determined that we do not have a board member that qualifies as
“independent” as the term is used in Item 7(d)(3)(iv)(B) of Schedule 14A under
the Securities Exchange Act of 1934, as amended, and as defined by Rule
4200(a)(15) of the NASDAQ Marketplace Rules.
  14
 
 Item
14.  Principal Accountant Fees and Services.
 
 The
aggregate fees billed by our principal accountant for each of the last two
fiscal years for Audit Fees, Audit-Related Fees, Tax Fees and All Other Fees are
as follows:
 
 Fiscal Year Ended
                      September 30,2008
                    
                    
                    2009Audit
      and Review Fees
                    
                    $
                    8,500
                    
                    
                    $
                    8,500Audit-Related
      Fees
                    
                    $
                    -
                    
                    
                    $
                    -Tax
      Fees
                    
                    $
                    0
                    
                    
                    $
                    -All
      Other Fees
                    
                    $
                    0
                    
                    
                    $
                    -
 
 PART
IV
 
 Item
15.  Exhibits.
 
 The
following exhibits are filed with this Annual Report on Form 10-K:
 
 Exhibit
                No.
              
              Description of Exhibit31.1
              
              CEO
      Certification pursuant to Section 302 of the Sarbanes-Oxley Act of
      200232.1
              
              CEO
      Certification pursuant to Section 906 of the Sarbanes-Oxley Act of
      2002
  15
  SIGNATURES
  Pursuant
to the requirements of Section 13 or 15(d) 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.
  CUSTOM
      Q, INC.By:
                /s/Cindy
      KostoffName:
      Cindy KostoffTitle:
      Chief Executive Officer and PresidentDate:
      November 22, 2009
 
 Pursuant
to the requirements of the Securities Exchange Act of 1934, this report has been
signed below by the following persons on behalf of the registrant and in the
capacities and on the dates indicated.
 
 Title
                  
                  Name
                  
                  Date
                  
                  SignaturePrincipal
      ExecutiveOfficer
                  
                  Cindy
      Kostoff
                  
                  November
      22, 2009
                  
                  /s/
      Cindy KostoffPrincipal
      Accounting
                  
                  Cindy
      Kostoff
                  
                  November
      22, 2009
                  
                  /s/
      Cindy KostoffOfficerPrincipal
      FinancialOfficer
                  
                  Cindy
      Kostoff
                  
                  November
      22, 2009
                  
                  /s/
      Cindy Kostoff
 
 In
accordance with the Exchange Act, this report has been signed below by the
following persons and in the capacities and on the dates indicated.
 
 SIGNATURE
                
                NAME
                
                TITLE
                
                DATE/s/
      Cindy Kostoff
                
                Cindy
      Kostoff
                
                Director
                
                November
      22, 2009/s/
      Mary Ann Netser
                
                Mary
      Ann Netser
                
                Director
                
                November
      22, 2009
  16