U. S. SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D. C. 20549

                                    FORM 10-Q

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

                  For the quarterly period ended June 30, 2009

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


                  For the transition period from _____ to _____


                           Commission File No. 0-50863


                                  NEXXNOW, INC.
                       ___________________________________
                       (Name of Registrant in its Charter)


           NEW YORK                                              30-0299889
_______________________________                              ___________________
(State or Other Jurisdiction of                               (I.R.S. Employer
 incorporation or organization)                              Identification No.)


                  6040-A 135 SIX FORKS ROAD, RALEIGH, NC 27609
                  ____________________________________________
                    (Address of Principal Executive Offices)


                     Issuer's Telephone Number: 919-604-4887


Indicate by check mark whether the Registrant (1) has filed all reports required
to be filed by Sections 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 has submitted electronically and
posted on its corporate Web site, if any, every Interactive Data File required
to be submitted and posted pursuant to Rule 405 of Regulation S-T (ss.232.405 of
this chapter) during the preceding 12 months (or for such shorter period that
the registrant was required to submit and post such files.)

                                 Yes [ ] No [ ]

Indicate by check mark whether the registrant is a large accelerated filer, an
accelerated filer, a non-accelerated filer, or a smaller reporting company. See
the definitions of "large accelerated filer," "accelerated filer" and "smaller
reporting company" in Rule 12b-2 of the Exchange Act. (Check One)

Large accelerated filer [ ]                          Accelerated filer [ ]

Non-accelerated filer   [ ]                          Small reporting company [X]


<PAGE>


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

APPLICABLE ONLY TO CORPORATE ISSUERS: Indicate the number of shares outstanding
of each of the Registrant's classes of common stock, as of the latest
practicable date:
                                 August 12, 2009
                     Common Voting Stock: 49,419,448 shares




























                                      -2-


<PAGE>


                                  NEXXNOW, INC.

                                    Form 10-Q
                               Table of Contents


                                                                            Page

Part 1.   FINANCIAL INFORMATION                                                4

Item 1.   FINANCIAL STATEMENTS
             Balance Sheets                                                    5
             Statements of Operations                                          6
             Statements of Cash Flows                                          7
             Notes to Financial Statements                                     8

Item 2.   Management's Discussion and Analysis of Financial Condition and
          Results of Operations                                               13

Item 3.   Quantitative and Qualitative Disclosures About Market Risk          14

Item 4.   Controls and Procedures                                             14

Part II.  OTHER INFORMATION                                                   15

Item 6.   Exhibits                                                            15

Signatures                                                                    16










                                       -3-


<PAGE>


PART I  FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS











                                  NEXXNOW, INC.


                              FINANCIAL STATEMENTS


                                  JUNE 30, 2009
                                   (UNAUDITED)

















                                       -4-


<PAGE>

<TABLE>
<CAPTION>

                                  NEXXNOW, INC.
                           CONSOLIDATED BALANCE SHEETS
                        JUNE 30, 2009 AND MARCH 31, 2009
                                    UNAUDITED

                                                              06/30/09           03/31/09
                                                             ___________        ___________
<S>                                                           <C>               <C>

ASSETS
   Current Assets
      Cash and Cash Equivalents                                       23             15,119
                                                             ___________        ___________

TOTAL ASSETS                                                          23             15,119
                                                             ===========        ===========
LIABILITIES & STOCKERHOLDERS' EQUITY (DEFICIT)
   Current Liabilities
      Accounts Payable                                            96,358             91,599
      Accrued Expenses                                                 0              1,250
      Loans Payable                                               25,000             70,758
      L/P -Stockholders                                          102,001             99,301
      Payroll Tax Liabilities                                     14,211             14,211
                                                             ___________        ___________

   Total Current Liabilities                                     237,570            277,119
                                                             ___________        ___________

   Total Liabilities                                             237,570            277,119
                                                             ___________        ___________

   Stockholders' Equity (Deficit)
      Common Stock:  $.01 Par, 250,000,000 Authorized            494,194            494,194
         49,419,448 and 49,419,448 Shares Issued and
         Outstanding as of June 30, 2009 and March 31,
         2009 Respectively
      Additional Paid In Capital                              10,887,007         10,887,007
      Accumulated Deficit                                    (11,618,748)       (11,643,201)
                                                             ___________        ___________

   Total Stockholders' Equity (Deficit)                         (237,547)          (262,000)
                                                             ___________        ___________

TOTAL LIABILITIES & STOCKHOLDERS' EQUITY (DEFICIT)                    23             15,119
                                                             ===========        ===========

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

</TABLE>


                                      -5-


<PAGE>

<TABLE>
<CAPTION>


                                  NEXXNOW, INC.
                      CONSOLIDATED STATEMENTS OF OPERATIONS
                    THREE MONTHS ENDED JUNE 30, 2009 and 2008
                                   (UNAUDITED)

                                                   June 30, 2009       June 30, 2008
                                                   _____________       _____________
<S>                                                 <C>                  <C>

REVENUES                                                     0                   0

EXPENSES
   Advertising                                           3,152               4,499
   Amortization                                              0              13,998
   Consulting Services                                   6,950             213,624
   Insurance Expense                                     2,195                 675
   Interest Expense                                      2,700              17,294
   Loan Fees                                                 0             115,000
   Office Expense                                          204               7,117
   Professional Services                                 5,609              15,249
   Rent                                                      0              12,000
   Travel Expense                                        1,747              17,433
                                                   _____________       _____________

      Total Expense                                     22,557             416,889
                                                   _____________       _____________

Loss from Operations                                   (22,557)           (416,889)

Other Income/(Expense)
   Other Income / (Expense)                             47,010                   0
                                                   _____________       _____________

         NET INCOME (LOSS)                              24,453            (416,889)
                                                   =============       =============

PROFIT PER SHARE:

   Basic                                                0.0005               (0.06)
                                                   _____________       _____________

   Fully Diluted                                        0.0005               (0.06)
                                                   _____________       _____________

WEIGHTED ADVERAGE COMMON SHARES OUTSTANDING:

   Basic                                            49,419,448           7,541,169
                                                   _____________       _____________

   Fully Diluted                                    49,419,448           7,541,169
                                                   _____________       _____________


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

</TABLE>


                                      -6-


<PAGE>

<TABLE>
<CAPTION>

                                   NEXXNOW, INC.
                       CONSOLIDATED STATEMENTS OF CASH FLOWS
                     THREE MONTHS ENDED JUNE 30, 2009 and 2008
                                    (UNAUDITED)

                                                               June 30, 2009       June 30, 2008
                                                               _____________       _____________
<S>                                                                <C>               <C>

CHANGES IN ASSETS AND LIABILITIES
   Net Income (Loss)                                               24,453            (416,889)

NON-CASH ADJUSTMENTS
   Amortization                                                         0              13,998
   Common Stock issued in exchange for services                         0             312,760
   Common Stock issued in exchange for loan fee                         0             115,000
   Debt Forgiveness                                               (45,758)                  0

Cash Flows from Operating Activities
   Loan Receivable                                                      0             (50,000)
   Accounts Payable                                                 4,759              (4,786)
   Accrued Expenses                                                (1,250)             37,866
                                                               _____________       _____________

Net cash provided by Operating Activities                         (17,796)              7,949

Cash Flows from Financing Activities
   Proceeds of Loans to Stockholders                                2,700             121,738
   Repayment of Loan Payable                                            0            (154,840)
   Proceeds from Issuance of Common Stock                               0              25,000
                                                               _____________       _____________

Net cash provided by Financing Activities                           2,700              (8,102)
                                                               _____________       _____________

NET CHANGE IN CASH AND CASH EQUIVALENTS                           (15,096)               (153)
CASH AND CASH EQUIVALENTS -BEGINNING OF PERIOD                     15,119                 292
                                                               _____________       _____________
CASH AND CASH EQUIVALENTS - END OF PERIOD                              23                 139
                                                               =============       =============

      Income Taxes and Interest Paid                                    0                   0
                                                               _____________       _____________

SUPPLEMENTAL DISCLOSURE OF NON-CASH INVESTING
   AND FINANCING ACTIVITIES

   Common Stock issued in Satisfaction of Notes Payable                 -             508,495
                                                               =============       =============

   Common Stock Issued In Exchange for Investment in Sub                -             430,100
                                                               =============       =============


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

</TABLE>

                                      -7-


<PAGE>


                                  NEXXNOW, INC.
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
               AS OF AND FOR THE THREE MONTHS ENDED JUNE 30, 2009


NOTE A - THE COMPANY

HISTORY

     The Company was incorporated under the laws of the State of New York on
November 12, 1998 as Safe Harbour Health Care Properties, Ltd. In July 2004, the
Company changed its name to Centale, Inc. The Company was engaged in the
business of leasing real estate to health care facilities. During 1999, the
Company ceased its operations and commenced actions to voluntarily seek
protection from creditors under the bankruptcy code. During 2003, the Company
distributed its assets to the creditors in satisfaction of its outstanding
liabilities. The bankruptcy was subsequently dismissed. The Company remained
dormant until 2004, when one of the Company's shareholders purchased a
controlling interest. In February 2004, the Company began its development stage
as an internet based marketing company. The development stage ended within the
fiscal year ended March 31, 2006. The Company, as of December 2007 discontinued
its internet marketing due to difficulties with service providers and subsequent
cancellations by customers. Both Florida and the former Advance Theory, Inc.
offices were closed as a result, in an attempt to reduce future overhead
expenses.

     On March 28, 2008, the Company entered into a Share Exchange Agreement with
the shareholders of NexxNow China, Inc., a Delaware corporation. The
shareholders transferred to the Company all of the outstanding capital stock of
NexxNow China, and the Company issued 43 million shares of its common stock to
the shareholders. The new direction of the Company will be to engage in the
business of marketing sporting events in The People's Republic of China.

NEW PRONOUNCEMENTS

     In March 2008, the Financial Accounting Standards Board ("FASB") issued
Statement of Financial Accounting Standard ("SFAS") No. 161, "DISCLOSURES ABOUT
DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES--AN AMENDMENT OF FASB STATEMENT
NO. 133". SFAS 161 requires enhanced disclosures about an entity's derivative
and hedging activities. SFAS 161 is effective for financial statements issued
for fiscal years and interim periods beginning after November 15, 2008 with
early application encouraged. As such, the Company is required to adopt this
standard in the current period. Adoption of SFAS 161 did not have a significant
effect on the Company's financial statements.

     In May 2008, the Financial Accounting Standards Board ("FASB") issued
Statement of Financial Accounting Standard ("SFAS") No. 163, "ACCOUNTING FOR
FINANCIAL GUARANTEE INSURANCE CONTRACTS - AN INTERPRETATION OF FASB STATEMENT
NO. 60" ("SFAS 163"). SFAS 163 interprets Statement 60 and amends existing
accounting pronouncements to clarify their application to the financial
guarantee insurance contracts included within the scope of that Statement. SFAS
163 is effective for financial statements issued for fiscal years beginning
after December 15, 2008, and all interim periods within those fiscal years. As
such, the Company is required to adopt this standard in the current period.
Adoption of SFAS 163 did not have a significant effect on the Company's
financial statements.


                                      -8-


<PAGE>


                                  NEXXNOW, INC.
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
               AS OF AND FOR THE THREE MONTHS ENDED JUNE 30, 2009


     In May 2009, the Financial Accounting Standards Board ("FASB") issued
Statement of Financial Accounting Standard ("SFAS") No. 165, "Subsequent Events"
("SFAS 165"). SFAS 165 establishes principles and requirements for subsequent
events. SFAS 165 is effective for interim or annual financial periods ending
after June 15, 2009. As such, the Company is required to adopt this standard in
the current period. Adoption of SFAS 165 did not have a significant effect on
the Company's consolidated financial statements.

     In June 2009, the Financial Accounting Standards Board ("FASB") issued SFAS
No. 166 "Accounting for Transfers of Financial Assets--an amendment of FASB
Statement No. 140" ("SFAS 166"). SFAS 166 improves the relevance,
representational faithfulness, and comparability of the information that a
reporting entity provides in its financial statements about a transfer of
financial assets; the effects of a transfer on its financial position, financial
performance, and cash flows; and a transferor's continuing involvement, if any,
in transferred financial assets. SFAS 166 is effective as of the beginning of
each reporting entity's first annual reporting period that begins after November
15, 2009, for interim periods within that first annual reporting period and for
interim and annual reporting periods thereafter. As such, the Company is
required to adopt this standard in 2010. The Company is evaluating the impact
the adoption of SFAS 166 will have on its consolidated financial statements.

     In June 2009, the Financial Accounting Standards Board ("FASB") issued SFAS
No. 167 "Amendments to FASB Interpretation No. 46(R)" ("SFAS 167"). SFAS 167
improves financial reporting by enterprises involved with variable interest
entities and to address (1) the effects on certain provisions of FASB
Interpretation No. 46 (revised December 2003), "Consolidation of Variable
Interest Entities", as a result of the elimination of the qualifying
special-purpose entity concept in SFAS 166 and (2) constituent concerns about
the application of certain key provisions of Interpretation 46(R), including
those in which the accounting and disclosures under the Interpretation do not
always provide timely and useful information about an enterprise's involvement
in a variable interest entity. SFAS 167 is effective as of the beginning of each
reporting entity's first annual reporting period that begins after November 15,
2009, for interim periods within that first annual reporting period, and for
interim and annual reporting periods thereafter. As such, the Company is
required to adopt this standard in 2010. The Company is evaluating the impact
the adoption of SFAS 167 will have on its consolidated financial statements.

     In June 2009, the Financial Accounting Standards Board issued Statement of
Financial Accounting Standard ("SFAS") No. 168, "The FASB Accounting Standards
Codification and the Hierarchy of Generally Accepted Accounting Principles".
SFAS 168 replaces SFAS 162 and establishes the FASB Accounting Standards
Codification as the source of authoritative accounting principles recognized by


                                      -9-


<PAGE>


                                  NEXXNOW, INC.
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
               AS OF AND FOR THE THREE MONTHS ENDED JUNE 30, 2009


the FASB to be applied by nongovernmental entities in the preparation of
financial statements in conformity with GAAP. SFAS 168 is effective for
financial statements issued for interim and annual periods ending after
September 15, 2009. The Company is currently evaluating the impact of SFAS 168
on its consolidated financial statements but does not expect it to have a
material effect.

     Subsequent events were evaluated through August 12, 2009, the date these
financial statements were issued.

NOTE B - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

METHOD OF ACCOUNTING

     The financial statements of NexxNow, Inc. (the "Company" included herein)
have been prepared by the Company pursuant to the rules and regulations of the
Security Exchange Commission (the "SEC"). The Company maintains its books and
prepares its financial statements on the accrual basis of accounting.

     The accompanying financial statements reflect all adjustments of a normal
and recurring nature which are, in the opinion of management, necessary to
present fairly the financial position, results of operations and cash flows of
the Company as of and for the three months ended June 30, 2009. Factors that
affect the comparability of financial data from year to year include
nonrecurring expenses associated with the Company's registration with the SEC,
costs incurred to raise capital and stock awards.

     On March 28, 2008, the Company entered into a Share Exchange Agreement with
the shareholders of NexxNow China, Inc., a Delaware corporation. The
shareholders transferred to the Company all of the outstanding capital stock of
NexxNow China, and the Company issued 43 million shares of its common stock to
the shareholders. The new direction of the Company will be to engage in the
business of marketing sporting events in The People's Republic of China.

CASH AND CASH EQUIVALENTS

     Cash and cash equivalents include time deposits, certificates of deposits
and all highly liquid debt instruments with original maturities of three months
or less.

     The Company maintains cash and cash equivalents at financial institutions,
which periodically may exceed federally insured amounts.

INCOME TAXES

     The Company accounts for income taxes in accordance with SFAS No. 109
"Accounting for Income Taxes" using the asset and liability approach, which


                                      -10-


<PAGE>


                                  NEXXNOW, INC.
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
               AS OF AND FOR THE THREE MONTHS ENDED JUNE 30, 2009


requires recognition of deferred tax liabilities and assets for the expected
future tax consequences of temporary differences between the carrying amounts
and the tax basis of such assets and liabilities. This method utilizes enacted
statutory tax rates in effect for the year in which the temporary differences
are expected to reverse and gives immediate effect to changes in the income tax
rates upon enactment. Deferred tax assets are recognized, net of any valuation
allowance, for temporary differences and net operating loss and tax credit carry
forwards. Deferred income tax expense represents the change in net deferred
assets and liability balances. The Company had no material deferred tax assets
or liabilities for the period presented. Deferred income taxes result from
temporary differences between the basis of assets and liabilities recognized for
differences between the financial statement and tax basis thereon, and for the
expected future benefits to be derived from net operating losses and tax credit
carry forwards. The Company has had significant operating losses and a valuation
allowance is recorded for the entire amount of the deferred tax assets.

LOSS PER COMMON SHARE

     Earnings (loss) per common share is computed in accordance with SFAS No.
128 "Earnings by Share" by dividing income available to common stockholders by
weighted average number of common shares outstanding for each period.

USE OF ESTIMATES

     The preparation of 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 revenue and expenses during the reported
period. Actual results can differ from those estimates.

REVENUE RECOGNITION

     Revenue from execution of license agreements consists of a one-time
development fee and periodic maintenance fees. The revenue is earned and
recognized in conjunction with the provisions of the agreements.

NOTE C - GOING CONCERN

     The Company's financial statements have been presented on the basis that it
is a going concern, which contemplates the realization of assets and the
satisfaction of liabilities in the normal course of business. The Company has
reported net losses and an accumulated deficit totaling $11,618,748 for the
period from date of inception (November 12, 1998) through June 30, 2009.


                                      -11-


<PAGE>


                                  NEXXNOW, INC.
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
               AS OF AND FOR THE THREE MONTHS ENDED JUNE 30, 2009


     The Company's continued existence is dependent upon its ability to raise
capital or to successfully market and sell its products. The Company plans to
raise working capital through equity offerings and future profitable operations.
The consolidated financial statements do not include any adjustments that might
be necessary should the Company be unable to continue as a going concern.

NOTE D - OTHER INCOME

     On June 16, 2009, Kenneth Keller forgave $45,760 in Loans Payable,
resulting in an increase in Other Income.

NOTE E - SUBSEQUENT EVENTS

     In August 2009 Gary Berthold purchased 35,013,540 shares of NexxNow common
stock from Kenneth Keller, representing a majority of the outstanding shares. In
connection with the purchase, all of the directors and officers of the Company
resigned from their positions, after first appointing Mr. Berthold to serve as
sole director and sole officer. Mr. Berthold then re-appointed Sterling Shepperd
to serve as Chief Financial Officer.

     In August 2009 NexxNow entered into two Secured Convertible Debentures that
were converted from existing loans, one to Kevin Brinkworth Sr. in the principal
amount of $102,600 and one to Thomas C. Reese in the principal amount of
$28,500. Each debenture is payable in six equal monthly installments commencing
on October 15, 2009. The holder of each debenture may convert the principal
amount into NexxNow common stock at $.005 per share. In the event of a default,
the debenture issued to Mr. Brinkworth may be converted into 70% of the
outstanding common stock of NexxNow and the debenture issued to Mr. Reese may be
converted into 20% of the outstanding common stock of NexxNow.


                                      -12-


<PAGE>


ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
        OF OPERATIONS

        FORWARD-LOOKING STATEMENTS: NO ASSURANCES INTENDED

     IN ADDITION TO HISTORICAL INFORMATION, THIS QUARTERLY REPORT CONTAINS
FORWARD-LOOKING STATEMENTS, WHICH ARE GENERALLY IDENTIFIABLE BY USE OF THE WORDS
"BELIEVES," "EXPECTS," "INTENDS," "ANTICIPATES," "PLANS TO," "ESTIMATES,"
"PROJECTS," OR SIMILAR EXPRESSIONS. THESE FORWARD-LOOKING STATEMENTS REPRESENT
MANAGEMENT'S BELIEF AS TO THE FUTURE OF NEXXNOW, INC. WHETHER THOSE BELIEFS
BECOME REALITY WILL DEPEND ON MANY FACTORS THAT ARE NOT UNDER MANAGEMENT'S
CONTROL. MANY RISKS AND UNCERTAINTIES EXIST THAT COULD CAUSE ACTUAL RESULTS TO
DIFFER MATERIALLY FROM THOSE REFLECTED IN THESE FORWARD-LOOKING STATEMENTS.
READERS ARE CAUTIONED NOT TO PLACE UNDUE RELIANCE ON THESE FORWARD-LOOKING
STATEMENTS. WE UNDERTAKE NO OBLIGATION TO REVISE OR PUBLICLY RELEASE THE RESULTS
OF ANY REVISION TO THESE FORWARD-LOOKING STATEMENTS.

        RESULTS OF OPERATIONS

     Due to our lack of funds, our operations are very limited. As a result, we
realized no revenue during the three months ended June 30, 2009. Likewise we
realized no revenue during the three months ended June 30, 2008.

     Our largest expense in the three months ended June 30, 2009 and the three
months ended June 30, 2008 was consulting fees, which totaled $6,950 in the
recent period and $213,624 in the three months ended June 30, 2008. Our business
activities during the three months ended June 30, 2009 resulted in $22,557 in
expenses. However, during the period, our majority shareholder forgave a loan of
$45,758 and some accrued expense were written-off, which resulted in "other
income" of $47,010. As a result we realized a net income of $24,453 for the
quarter, compared to a net loss of $416,889 for the three months ended June 30,
2008.

        LIQUIDITY AND CAPITAL RESOURCES

     Since we initiated our current business in 2004, our operations have been
funded primarily by the private sale of equity and debt to investors. During the
three months ended June 30, 2009, our operations were funded by loans from
shareholders in the amount of $2,700. Through June 30, 2009, however, we had
used virtually all of those funds for our operations.

     When the quarter ended on June 30, 2009, our balance sheet showed a working
capital deficit of $237,547, primarily consisting of loans payable to
stockholders. We currently have very little cash on hand and no other liquid
assets. Therefore, in order to carry on our business, we must obtain additional
capital.

     We continue to actively seek investment capital. At the present time,
however, no one has committed to provide us any additional funds.

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
or results of operations.


                                      -13-


<PAGE>


        IMPACT OF ACCOUNTING PRONOUNCEMENTS

     There were no recent accounting pronouncements that have had a material
effect on the Company's financial position or results of operations. There were
no recent accounting pronouncements that are likely to have a material effect on
the Company's financial position or results of operations.


ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Not applicable.

ITEM 4. CONTROLS AND PROCEDURES

     Gary Berthold, our Chief Executive Officer and Chief Financial Officer,
carried out an evaluation of the effectiveness of NexxNow's disclosure controls
and procedures as of June 30, 2009. Pursuant to Rule13a-15(e) promulgated by the
Securities and Exchange Commission pursuant to the Securities Exchange Act of
1934, "disclosure controls and procedures" means controls and other procedures
that are designed to insure that information required to be disclosed by NexxNow
in the reports that it files with the Securities and Exchange Commission is
recorded, processed, summarized and reported within the time limits specified in
the Commission's rules. "Disclosure controls and procedures" include, without
limitation, controls and procedures designed to insure that information NexxNow
is required to disclose in the reports it files with the Commission is
accumulated and communicated to our Chief Executive Officer and Chief Financial
Officer as appropriate to allow timely decisions regarding required disclosure.
In the course of that review, Mr. Berthold identified a material weakness (as
defined in Public Company Accounting Oversight Board Standard No. 2) in our
internal control over financial reporting.

     The material weakness consisted of inadequate staffing and supervision
within the bookkeeping and accounting operations of our company. The relatively
small number of employees who have bookkeeping and accounting functions prevents
us from segregating duties within our internal control system. The inadequate
segregation of duties is a weakness because it could lead to the untimely
identification and resolution of accounting and disclosure matters or could lead
to a failure to perform timely and effective reviews. In light of this
situation, management has considered adding personnel to the company's
bookkeeping and accounting operations. However, as there has been no instance
during fiscal 2009 or fiscal 2010 in which the company failed to identify or
resolve a disclosure matter or failed to perform a timely and effective review,
management determined that the addition of personnel to our bookkeeping and
accounting operations is not an efficient use of our limited resources at this
time.


                                      -14-


<PAGE>


     Based on his evaluation, Mr. Berthold concluded that NexxNow's system of
disclosure controls and procedures was not effective as of June 30, 2009 for the
purposes described in this paragraph.

     CHANGES IN INTERNAL CONTROLS. There was no change in internal controls over
financial reporting (as defined in Rule 13a-15(f) promulgated under the
Securities Exchange Act or 1934) identified in connection with the evaluation
described in the preceding paragraph that occurred during NexxNow's first fiscal
quarter that has materially affected or is reasonably likely to materially
affect NexxNow's internal control over financial reporting.


PART II. OTHER INFORMATION


ITEM 6. EXHIBITS

  31.1     Certification of Chief Executive Officer pursuant to Securities
           Exchange Act of 1934 Rule 13a-14(a) or 15d-14(a).

  31.2     Certification of Chief Financial Officer pursuant to Securities
           Exchange Act of 1934 Rule 13a-14(a) or 15d-14(a).

  32.1     Certifications pursuant to Securities Exchange Act of 1934
           Rule 13a-14(b) or 15d-14(b) and 18 U.S.C. Section 1350, as adopted
           pursuant to Section 906 of the Sarbanes- Oxley Act of 2002.












                                      -15-


<PAGE>


                                   SIGNATURES


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


                                    NEXXNOW, INC.


Date: August 12, 2009

                                    By: /s/ GARY BERTHOLD
                                        ___________________________
                                            Gary Berthold
                                            Chief Executive Officer





















                                      -16-