**UNITED
      STATES**


**SECURITIES
      AND EXCHANGE COMMISSION**


WASHINGTON,
      D.C. 20549


**_______________**





**FORM
      10-QSB/A**





**X**   **QUARTERLY
      REPORT UNDER SECTION 13 OR 15(d)**


**OF
      THE SECURITIES
      EXCHANGE ACT OF 1934**





**** **For the Quarterly Period Ended March 31, 2007**





**OR**





**TRANSITION
      REPORT UNDER SECTION
      13 OR 15(d)**


**OF
      THE EXCHANGE ACT**





**____________________**





Commission
      File Number 000-30479


**ETELCHARGE.COM,
      INC.**


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




**Nevada**
              **75-2847699**(State
                  or other jurisdiction of
              (I.R.S.
                  Employerincorporation
                  or organization)
              Identification
                  No.)
 
 **1636
                  N. Hampton, Suite 270, Desoto, Texas******
              **75115**(Address
                  of principal executive office)
              Zip
                  Code)







Issuer’s
      telephone number: **(972)298-3800**





Indicate
      by check mark whether the registrant (1) has filed all reports required to
      be
      filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
      the
      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 shell company (as defined in Rule
      12b-2 of the Exchange Act). Yes [ ] No [ X ]





The
      number of shares of the issuer’s common stock outstanding as of May 16, 2007 was
      221,906,459.


Transitional
      Small Business Disclosure Format (Check One): Yes  No X





-1-


**Item
        1. Financial Statements**
 
 **These
        financial have not been reviewed by our independent auditors.**
 
  **ETELCHARGE.COM,
                  INC.****(A
                  Development Stage Company)****BALANCE
                  SHEET****(Unaudited)**
  March
                  31,
              
              December
                  31,2007
              
              2006**ASSETS**Current
                  assets:Cash
              
              
              
              
              $
              9,353
              
              $
              1,672Fixed
                  assets, net of accumulated depreciation of $51,497 and
                  $50,821
              
              
              
              
              
              2,942
              
              
              3,618Deposits
              
              
              
              
              
              1,980
              
              
              1,980Total
                  assets
              
              
              
              
              $
              14,275
              
              $
              7,270**LIABILITIES
                  AND STOCKHOLDERS' DEFICIT**Current
                  liabilities:Accrued
                  expenses
              
              
              
              
              $
              71,377
              
              $
              82,009Payroll
                  tax obligation
              
              
              
              
              
              182,990
              
              
              172,517Accounts
                  payable
              
              
              
              
              
              127,143
              
              
              122,933Note
                  payable to shareholder
              
              
              
              
              
              326,008
              
              
              336,279Short
                  term debt
              
              
              
              
              
              2,277
              
              
              152,763Pending
                  stock subscriptions
              
              
              
              
              
              40,000
              
              
              -Total
                  current liabilities
              
              
              
              
              
              749,795
              
              
              866,501Commitments
                  and contingencies
              
              
              
              
              
              -Stockholders'
                  deficit:Common
                  stock, $.003 par value, 250,000,000 shares authorized,205,906,459
                  and 138,430,059 shares issued and outstanding
              
              
              
              
              
              617,719
              
              
              415,290Additional
                  paid in capital
              
              
              
              
              
              12,296,025
              
              
              11,471,239Deficit
                  accumulated during the development stage
              
              
              
              
              
              (13,649,264
              )
              
              (12,745,760
              )Total
                  stockholders' deficit
              
              
              
              
              
              (735,520
              )
              
              (859,231
              )Total
                  liabilities and stockholders' deficit
              
              
              
              
              $
              14,275
              
              $
              7,270
  
  **ETELCHARGE.COM,
                    INC.****(A
                    Development Stage Company)****STATEMENTS
                    OF OPERATIONS****(Unaudited)**
  June
                    7, 1999Three
                    months ended
                
                
                
                (Inception)
                    toMarch
                    31,
                
                
                
                March
                    31,2007
                
                2006
                
                2007Revenues
                
                $
                11,550
                
                $
                7,521
                
                $
                65,492Operating
                    expenses
                
                
                907,127
                
                
                122,600
                
                
                13,678,239Net
                    loss from operations
                
                
                (895,577
                )
                
                (115,079
                )
                
                (13,612,747
                )Other
                    income
                
                
                -
                
                
                -
                
                
                60,200Interest
                    expense
                
                
                (7,927
                )
                
                (6,547
                )
                
                (96,717
                )Net
                    loss
                
                $
                (903,504
                )
                $
                (121,626
                )
                $
                (13,649,264
                )Basic
                    and diluted net loss per share
                
                $
                (0.00
                )
                $
                (0.00
                )Weighted
                    average shares outstanding
                
                
                194,678,011
                
                
                129,648,153
  
  **ETELCHARGE.COM,
                  INC.****(A
                  Development Stage Company)****STATEMENTS
                  OF CASH FLOWS****(Unaudited)**
  June
                  7, 1999Three
                  months ended
              
              
              
              (Inception)
                  toMarch
                  31,
              
              
              
              March
                  31,2007
              
              2006
              
              2007CASH
                  FLOWS FROM OPERATING ACTIVITIES:Net
                  loss
              
              $
              (903,504
              )
              $
              (121,626
              )
              $
              (13,649,264
              )Adjustments
                  to reconcile net loss to netcash
                  used in operating activities:Amortization
                  and depreciation
              
              
              676
              
              
              611
              
              
              114,497Issuance
                  of common stock for services
              
              
              193,760
              
              
              -
              
              
              8,118,890Imputed
                  interest
              
              
              6,623
              
              
              5,608
              
              
              44,964Loss
                  on extinguishment of debt
              
              
              642,754
              
              
              -
              
              
              642,754Changes
                  in:Other
                  assets
              
              
              -
              
              
              -
              
              
              (1,980
              )Accounts
                  payable
              
              
              8,864
              
              
              1,764
              
              
              131,796Accrued
                  expenses
              
              
              (3,699
              )
              
              41,558
              
              
              2,737,451Payroll
                  tax obligation
              
              
              10,473
              
              
              4,070
              
              
              182,991Net
                  cash used in operating activities
              
              
              (44,053
              )
              
              (68,015
              )
              
              (1,677,901
              )CASH
                  FLOWS FROM INVESTING ACTIVITIESPurchase
                  of property and equipment
              
              
              -
              
              
              -
              
              
              (49,639
              )Net
                  cash used in investing activities
              
              
              -
              
              
              -
              
              
              (49,639
              )CASH
                  FLOWS FROM FINANCING ACTIVITIES:Proceeds
                  from sales of common stock
              
              
              66,832
              
              
              -
              
              
              1,379,449Net
                  loan proceeds from shareholder
              
              
              (10,271
              )
              
              57,147
              
              
              326,008Proceeds
                  from note payable-other
              
              
              -
              
              
              -
              
              
              153,233Payments
                  on notes payable-other
              
              
              (173
              )
              
              -
              
              
              (643
              )Payment
                  on payable to related party for asset purchase
              
              
              -
              
              
              -
              
              
              (116,500
              )Bank
                  overdraft
              
              
              (4,654
              )
              
              -
              
              
              (4,654
              )Net
                  cash provided by financing activities
              
              
              51,734
              
              
              57,147
              
              
              1,736,893NET
                  CHANGE IN CASH AND CASH EQUIVALENTS
              
              
              7,681
              
              
              (10,868
              )
              
              9,353CASH
                  AND CASH EQUIVALENTS, beginning of period
              
              
              1,672
              
              
              13,671
              
              
              -CASH
                  AND CASH EQUIVALENTS, end of period
              
              $
              9,353
              
              $
              2,803
              
              $
              9,353Supplemental
                  schedule of non-cash financing activities:Issuance
                  of common stock in exchange forreceivable
                  from shareholder
              
              $
              -
              
              $
              -
              
              $
              1,000Issuance
                  of payable to related party in exchangefor
                  proprietary rights
              
              
              -
              
              
              -
              
              
              116,500Property
                  and equipment acquired throughissuance
                  of common stock
              
              
              -
              
              
              -
              
              
              4,800Issuance
                  of common stock for accrued compensation
              
              
              1,760
              
              
              36,000
              
              
              2,713,733Issuance
                  of common stock for pending stocksubscriptions
              
              
              5,213
              
              
              5,213
              
              
              153,220Supplemental
                  cash flow disclosures:Cash
                  paid for income taxes
              
              
              -
              
              
              -
              
              
              -Cash
                  paid for interest
              
              
              -
              
              
              939
              
              
              10,672


**ETELCHARGE.COM,
      INC.**


**(A
      Development Stage Company)**


**NOTES
      TO FINANCIAL STATEMENTS**










**NOTE
      1-BASIS OF PRESENTATION**




The
      accompanying unaudited interim consolidated financial statements of
      Etelcharge.com, Inc. have been prepared in accordance with accounting principles
      generally accepted in the United States of America and the rules of the
      Securities and Exchange Commission, and should be read in conjunction with
      the
      audited financial statements and notes thereto contained in Etelcharge’s Annual
      Report filed with the SEC on Form 10-KSB. In the opinion of management, all
      adjustments, consisting of normal recurring adjustments, necessary for a fair
      presentation of financial position and the results of operations for the interim
      periods presented have been reflected herein. The results of operations for
      interim periods are not necessarily indicative of the results to be expected
      for
      the full year. Notes to the financial statements that would substantially
      duplicate the disclosure contained in the audited financial statements for
      2006
      as reported in the 10-KSB have been omitted.




**NOTE
      2 - ACCRUED COMPENSATION AND PENDING STOCK SUBSCRIPTIONS**




During
      the three months ending March 31, 2007, Etelcharge received $40,000 in cash
      under a pending stock subscription agreement for the purchase of 8,000,000
      shares of common stock.




During
      the three months ending March 31, 2007, Etelcharge issued 110,000 shares of
      common stock valued at $1,760 to employees for accrued compensation.




As
      of
      March 31, 2007, there were 546,446 shares of common stock valued at $31,021
      accrued for compensation and $36,606 accrued for cash compensation.




**NOTE
      3 - NOTE PAYABLE**





In
      March
      2007, after receiving a demand notice for the payment of its promissory note
      payable to American Home Market, Etelcharge negotiated the retirement of the
      note payable, including accrued interest, in exchange for 50,000,000 shares
      of
      Etelcharge common stock, which were issued on March 20, 2007. The outstanding
      balance of the note payable at the time of settlement was $157,246, which
      included $6,933 of accrued interest. The agreement, entered into on March 14,
      2007, represents a final settlement of the note payable. Etelcharge recognized
      a
      loss on extinguishment of debt in the amount of $642,754 in regard to this
      settlement in the quarter ended March 31, 2007.




-2-




**NOTE
      4 - EQUITY**




During
      the three months ended March 31, 2007, Etelcharge issued 12,000,000 shares
      of
      common stock valued at $192,000 in connection with a consulting agreement
      covering the period from March 20, 2007 through April 20, 2008. During the
      three
      months ended March 31, 2007 Etelcharge also issued 110,000 shares of common
      stock for services valued at $1,760 and 5,366,400 shares of common stock for
      cash in the amount of $26,832.




On
      March
      20, 2007, issued 50,000,000 shares of common stock valued at $800,000 for
      extinguishment of debt (see Note 3).







**NOTE
      5- SUBSEQUENT EVENTS**







*Common
      Stock and Pending Stock Subscriptions*




Subsequent
      to March 31, 2007, Etelcharge issued 8,000,000 shares of common stock under
      a
      pending stock subscription agreement in the amount of $40,000. Etelcharge also
      issued an additional 8,000,000 shares of common stock for cash of
      $40,000.




In
      May
      2007, Etelcharge received $5,000 in cash under a pending stock subscription
      agreement for the purchase of 2,000,000 shares of common stock for a total
      of
      $10,000. No shares will be issued until the remaining $5,000 is paid in
      full.







**Item
      2. Plan of Operation.**




Plan
      of
      Operation contains various “ forward looking statements” within the meaning of
      Section 21E of the Securities Exchange Act of 1934, as amended, regarding future
      events or the future financial performance of the Company that involve risk
      and
      uncertainties. Certain statements included in this Form 10-QSB, including,
      without limitation, statements related to anticipated cash flow sources and
      uses, and words included but not limited to “ anticipates”, “believes”, “plans”,
“expects”, “continue”, “will”, and similar expressions are intended to identify
      forward- looking statements within the meaning of section 27A of the Securities
      Act of 1933 and Section 21E of the Securities act of 1934 regarding events,
      conditions, and financial trends that may affect our future plans of operations,
      business strategy, operation results and financial position. We caution readers
      that a variety of factors could cause our actual results to differ materially
      from the anticipated results or other matters expressed in forward-looking
      statements.




The
      following information should be read in conjunction with our financial
      statements and notes thereto appearing elsewhere in this Form
      10-QSB.




We
      had a
      net loss of $903,504 during the three months ended March 31, 2007, an increase
      of $781,878 compared to a loss of $121,626 for the three months ended March
      31,
      2006. The increased loss primarily resulted from loss on extinguishment of
      debt
      in the amount of $642,754 and the cost of common stock issued for
      services.




Our
      ability to operate profitably depends on generating sales and achieving
      sufficient gross profit margins. We cannot assure that we will achieve or
      maintain profitable operations in the future




-3-




**PLAN
      OF OPERATION**





We
      were
      organized in June 1999 to provide customers of online merchants with the ability
      to charge their Internet purchases to their local telephone bill, rather than
      to
      a credit card. In May of 2003, the company expanded its service by offering
      credit card processing for merchants and becoming a merchant service company.
      This move positioned the company to provide the traditional payment options
      such
      as Visa, MasterCard and American Express.





As
      we are
      in the development stage, the initial telephone billing payment option was
      retired for software improvement and further enhancements based on customer
      input; such enhancements shall focus primarily on speed of transaction and
      confirmation of charge approved to merchant. Once all improvements have been
      integrated and successfully tested the new 1.1 and 2.0 versions of the initial
      telephone payment option will be launched.





Initially,
      with the 1.0 version we targeted Internet merchants who offered CDs, video
      cassette tapes, computer software, books, flowers and food items to offer our
      telephone billing option. Under the initial version, following an online
      purchase by a customer, the charge was included on behalf of the merchant in
      the
      customer's next telephone bill. With AT&T Approximately 30 days after an
      online charge, the process was designed to provide an advance against the
      purchase price prior to the customer paying the telephone bill. After deducting
      our fees, we would forward payment directly to our online merchant. If the
      charge is not paid by the customer for any reason, including a default or
      refusal to pay due to a dispute, the telephone company will charge back its
      advance to us. In this event, our merchant and we will not receive the purchase
      price for the goods or services. Under our agreement with Billing Concepts
      Inc.,
      Billing Concepts will advance seventy percent (70%) of the amount determined
      on
      the first Tuesday after the sixtieth (60th) day from the date Billing Concepts
      receives billing records from eTelcharge.com; fifty percent (50%) of the
      remaining balance of the amount determined on the first Tuesday after the
      ninetieth (90th) day from the date Billing Concepts receives billing records
      from eTelcharge.com; and the remaining balance of the amounts so determined
      on
      the first Tuesday after one hundred twentieth (120th) day from the date Billing
      Concepts receives eTelcharge.com records. All payments to eTelcharge.com are
      subject to deductions from all assigned and allocated assessments and taxes
      charged to the Local Phone Companies.





We
      will
      establish a reserve of 3% of fees due to us from merchants to cover defaults,
      refusals to pay, disputes and other charge backs due to customer nonpayment.
      We
      will evaluate this reserve on an ongoing basis to reflect our
      experience.





In
      April
      2006, The Company signed a new agreement with AT&T to bill direct again for
      special services such as music, video and movie downloads to the customers
      home
      phone bill. This new agreement will initially commence billing in the SW region
      of the United States and cover all other regions of the US in roll out phases
      from the SE region to the West Coast territory within AT&T
      markets.





The
      privacy and security of our billing service could be breached by third parties
      seeking confidential account information such as passwords and financial account
      information. Such a breach could subject us to liability from customers and
      merchants and could harm our reputation, thereby inhibiting the use of our
      billing service. However, since the customer only provides a telephone number,
      and not charge card information, and since the maximum amount we allow any
      customer to charge in any month is only $60, we do not believe it likely that
      third parties will seek to access this information. In order to make any breach
      of our system more difficult, our system only approves charges that originate
      from the customer's home computer and verifies the charge through a telephone
      call that must be generated from the customer's telephone number.





-4-




STRATEGY





Our
      objective is to integrate our new on line telephone billing option by
      offering it with established traditional credit card payment
      options. We will contact online and offline merchants by offering
      their customers a new billing option which is safe, secure and confidential
      and
      which has been previously unavailable to customers who do not have credit cards.
      In order to achieve our objective we intend to:




·
            Improve
                our telephone billing software with technical enhancements to speed
                up the
                payment confirmation and approval timeframe prior to launching the
                next
                version of the telephone billing payment
                option;




·
            Seek
                to establish a faster payout schedule for merchants who accept the
                1.1 and
                2.0 version for initiating online charges to telephone
                bills;




·
            Continue
                to stress the security and privacy advantages of our telephone billing
                service;




·
            Provide
                responsive customer service to our online merchants through use of
                an
                employee assigned to each merchant.






The
      implementation of our plan of operation is dependent upon our raising sufficient
      working capital to allow us to institute the plan. However, there can be no
      assurance that we will be successful in doing so. Due to our lack of capital
      and
      our need for working capital to continue our business plan, our auditors issued
      a going concern qualification as part of their audit opinion of our financial
      statements for the year ended December 31, 2006. We have generated $65,492
      of
      revenue since our inception and since inception through the three months ended
      March 31, 2007 we incurred a cumulative net loss of $13,649,264 including a
      net
      loss of $903,504 for the three months ended March 31, 2007.





On
      March
      31, 2006, Etelcharge executed an unsecured promissory note to American Home
      Market in the amount of $250,000. Of this amount, the lender advanced $86,301
      and $64,012 during the quarters ended June 30 and September 30, 2006,
      respectively. In March 2007, Etelcharge negotiated the retirement of the note
      payable, including accrued interest, in exchange for 50,000,000 shares of
      Etelcharge common stock, which were issued on March 20, 2007. The outstanding
      balance of the note payable at the time of settlement was $157,246, which
      included $6,933 of accrued interest.




Prior
      to
      this borrowing our operations have been funded solely through the issuance
      of
      our common shares and advances from our CEO. Total cash proceeds for the
      issuance of common shares totaled $1,379,449 from inception through March 31,
      2007. In order to institute our business plans we must continue to raise
      capital, as revenue from operations will be insufficient in the short run to
      meet our working capital needs. However, we cannot assure that any such capital
      will be available to us. Based upon our current cash resources, we cannot meet
      our cash requirements or institute our business plan for more than six months
      unless we raise additional funds from the sale of our securities, as we have
      done in the past, or unless our revenue grows significantly.




-5-




**Item
      3. Controls and Procedures**




As
      required by Rule 13a-15 under the Securities Exchange Act of 1934 (the
“Exchange Act”), we carried out an evaluation of the effectiveness of the design
      and operation of our disclosure controls and procedures as of March 31, 2007.
      This evaluation was carried out under the supervision and with the participation
      of our Chief Executive Officer and Chief Financial Officer. Based on their
      evaluation of our disclosure controls and procedures we concluded that such
      disclosure controls and procedures were not effective to ensure that information
      required to be disclosed by us in reports that we file or submit under the
      Exchange Act is recorded, processed, summarized and reported within the time
      periods specified in Securities and Exchange Commission rules and forms. We
      are
      in the process of improving our internal controls in an effort to remediate
      these deficiencies through improving supervision and training of our accounting
      staff. We are continuing our efforts to improve and strengthen our control
      processes and procedures to fully remedy these deficiencies. Our management
      and
      directors will continue to work with our auditors and other outside advisors
      to
      ensure that our controls and procedures are adequate and effective. There have
      been no significant changes in our internal controls or in other factors that
      could significantly affect internal controls subsequent to the date we carried
      out our evaluation.




-6-




**SIGNATURES**







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







**ETELCHARGE.COM,
      INC.**














May
      21,
      2007     /s/
      Carl O. Sherman


Carl
      O.
      Sherman


Chief
      Executive Officer





/s/
      Michelle R. Sherman


May
      21,
      2007       Michelle
      R. Sherman


Principal
      Financial Officer




-7-