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, 2008

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

         For the transition period from                to
                                        --------------    ------------------

                               Commission File No.
                                    000-50892

                            Hangman Productions, Inc.
                           ------------------------
       (Name of Small Business Issuer as specified in its charter)

        UTAH                                        87-0638511
        ----                                        -----------
(State or other jurisdiction of                  (Employer I.D. No.)
       organization)

                            1338 S FOOTHILL DR. #200
                            SALT LAKE CITY, UT 84108
                                -----------------
                     (Address of Principal Executive Office)

         Issuer's Telephone Number, including Area Code: (801) 649-3519

          (Former Name or Former Address, if changed since last Report)

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.

(1)  Yes  X    No              (2)  Yes  X      No
         ----     ----                  ----         ----

Indicate by check mark whether the registrant is a large  accelerated  filer, an
accelerated filer, a non-accelerated  filer, or a smaller reporting company. (as
defined 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 |_| No |X|

APPLICABLE  ONLY TO  ISSUERS  INVOLVED  IN  BANKRUPTCY  PROCEEDINGS  DURING  THE
PRECEDING FIVE YEARS

     None, Not Applicable;

Indicate  by check mark  whether  the  registrant  has filed all  documents  and
reports  required  to be filed by  Sections  12,  13 or 15(d) of the  Securities
Exchange Act of 1934 subsequent to the  distribution of securities  under a plan
confirmed by court. 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 11, 2008

                                    1,490,000

                                       1
<PAGE>
PART I - FINANCIAL INFORMATION

Item 1.Financial Statements.

     The Financial  Statements of the Registrant  required to be filed with this
Quarterly Report were prepared by management and commence on the following page,
together  with  related  Notes.  In the  opinion of  management,  the  Financial
Statements  fairly  present  the  financial  condition  of the  Registrant.  The
Financial Statements are on file with the Company's Auditor.


                                       2
<PAGE>
<TABLE>
<CAPTION>

                            HANGMAN PRODUCTIONS, INC.
                          [A Development Stage Company]
                      CONDENSED CONSOLIDATED BALANCE SHEETS
                              As of June 30, 2008
                              and December 31, 2007

                                                         6/30/2008         12/31/2007
                                                     -------------------------------------
                                                        [Unaudited]         [Audited]

        ASSETS

Assets

     Current Assets
<S>                                                            <C>               <C>
         Cash                                                  $ 25,922          $ 12,461
         Prepaid Expenses                                             -               684
                                                     -------------------------------------
     Total Current Assets                                        25,922            13,145

     Non-Current Assets

         Film Costs                                                   -            77,448
                                                     -------------------------------------
     Total Non-Current Assets                                         -            77,448


Total Assets                                                   $ 25,922          $ 90,593
                                                     =====================================

       LIABILITIES AND STOCKHOLDERS' DEFICIT

Liabilities

     Current Liabilities

         Accounts Payable                                      $ 10,634           $10,990
         Franchise Taxes Payable                                    100               100
         Accrued Interest - Related Party                           981               981
         Unearned Revenue                                         3,395
         Accrued Director Compensation                            2,320             3,013
                                                     -------------------------------------

     Total Current Liabilities                                   17,430            15,084
                                                     -------------------------------------

     Long Term Liabilities

         Note Payable - Shareholders                           $ 48,343          $ 46,020
                                                     -------------------------------------

     Total Long Term Liabilities                                 48,343            46,020
                                                     -------------------------------------

Total Liabilities                                              $ 65,773          $ 61,104


         Noncontrolling Interest                                      -            90,000


     Stockholders' Deficit

         Common Stock, $.01 par value;
             50,000,000 shares authorized;
             1,490,000 shares issued and outstanding             14,900            14,900

         Paid-in Capital                                        102,997            45,400

         Deficit Accumulated during the development stage      (157,748)         (120,811)
                                                     -------------------------------------

     Total Stockholders' Deficit                                (39,851)          (60,511)
                                                     -------------------------------------

Total Liabilities and Stockholders' Deficit                    $ 25,922          $ 90,593
                                                     =====================================

</TABLE>
                 See accompanying notes to financial statements

                                       3
<PAGE>

<TABLE>
<CAPTION>


                            HANGMAN PRODUCTIONS, INC.
                          [A Development Stage Company]
                 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
     For the Three Month and Six Month Periods Ended June 30, 2008 and 2007
            and for the period from inception through June 30, 2008

                                      For the           For the        For the           For the     Since Inception
                                     Three Months     Three Months     Six Months       Six Months     [8/11/99]
                                       Ended             Ended          Ended             Ended         through
                                      6/30/08          6/30/2007       6/30/08          6/30/2007      6/30/2008
                                    ------------      ------------   ------------      ------------   -------------

<S>                                         <C>               <C>            <C>               <C>        <C>
Revenues                                    $ -               $ -            $ -               $ -        $ 16,509
 Cost Of Sales                                -                 -              -                 -           5,750
                                    ------------      ------------   ------------      ------------   -------------

     Gross Margin                             -                 -              -                 -          10,759

General and Administrative Expenses      13,181             5,719         23,395            11,913         129,402
                                    ------------      ------------   ------------      ------------   -------------

Operating Loss                          (13,181)           (5,719)       (23,395)          (11,913)       (118,643)

Interest Income                               -                 -              -                 -              32
Interest Expense                         (1,205)             (696)        (2,380)           (1,096)         (6,327)
                                    ------------      ------------   ------------      ------------   -------------

Net Loss from Continuing Operations
before Income Taxes                     (14,386)           (6,415)       (25,775)          (13,009)       (124,938)

Provision for Income Taxes                    -                 -              -                 -             400
                                    ------------      ------------   ------------      ------------   -------------
Net Loss from Continuing Operations     (14,386)           (6,415)       (25,775)          (13,009)       (125,338)

Discontinued Operations:

     Gain/(Loss) from discontinued
     operations, net of tax              (6,044)           (5,326)       (11,162)           (5,326)        (32,410)
                                    ------------      ------------   ------------      ------------   -------------
Loss from Discontinued Operations         6,044            (5,326)       (11,162)           (5,326)        (32,410)
                                    ------------      ------------   ------------      ------------   -------------
Net Income/(Loss)                       (20,430)          (11,741)       (36,937)          (18,335)       (157,748)
                                    ============      ============   ============      ============   =============
Income/(Loss) Per Share                  $(0.01)           $(0.01)        $(0.02)          $ (0.01)        $ (0.17)
                                    ============      ============   ============      ============   =============


Weighted Average Shares Outstanding   1,490,000         1,490,000      1,490,000         1,490,000         912,083
                                    ============      ============   ============      ============   =============

</TABLE>
                 See accompanying notes to financial statements

                                       4
<PAGE>

<TABLE>
<CAPTION>
                            HANGMAN PRODUCTIONS, INC.
                          [A Development Stage Company]
                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
            For the Three Month Periods Ended June 30, 2008 and 2007
            and for the period from inception through June 30, 2008

                                                        For the       For the   Since Inception
                                                      Six Months    Six Months     [8/11/99]
                                                         Ended         Ended        through
                                                       6/30/2008      6/30/2007     6/30/2008
                                                      -----------   -----------   -----------
Cash Flows Provided by (used for)
Operating activities

<S>                                                       <C>          <C>          <C>
Net Income/(Loss)                                        (36,937)      (18,335)     (157,748)
    (Gain)/Loss from Discontinued Operations              11,162         5,326        32,410
                                                      -----------   -----------   -----------
     Loss from Continuing Operations                     (25,755)      (13,009)     (125,338)

     Adjustments to reconcile net loss to net cash
     Provided/(Used) by Operating Activities:

         Non-cash Contributed by Shareholder                 600           600         2,400
         (Increase)/Decrease in prepaid expenses             684             -             -
         Increase / (Decrease) accounts payable            3,601         2,958        10,634
         Increase / (Decrease) in income taxes payable         -           197           100
         Increase / (Decrease) in Salaries payable            57            54        39,820
         Increase / (Decrease) in accrued interest -
         related party                                     2,323         1,042         4,324
         Increase / (Decrease) in unearned revenue         3,395             -         3,395
                                                     -----------   -----------   -----------
  Net Cash Provided by (used) in continuing operations   (15,115)       (8,158)      (64,665)
  Net Cash Provided by (used) in discontinued operations (26,224)      (62,870)     (120,213)
                                                     -----------   -----------   -----------
Net Cash Provided by (used) in Operating Activities      (41,339)      (71,028)     (184,878)
                                                     -----------   -----------   -----------
Cash Flows Provided by Investing Activities

  Net Cash Provided by (used) in continuing
  Investing Activities                                         -             -             -
  Net Cash Provided by (used) in discontinued
  Investing Activities                                    29,800             -        29,800
                                                     -----------   -----------   -----------
Net Cash Provided by Investing Activities                 29,800             -        29,800
                                                     -----------   -----------   -----------
Cash Flows Provided by Financing Activities

         Proceeds from loans from shareholder                  -        15,000        49,000
         Repayment on loans from shareholder                   -             -        (4,000)
         Issued Stock for cash                                 -             -        21,000
                                                     -----------   -----------   -----------
  Net Cash Provided by (used) in continuing
  Financing Activities                                         -        15,000        66,000
  Net Cash Provided by (used) in discontinued
  Financing Activities                                    25,000        90,000       115,000
                                                     -----------   -----------   -----------
Net Cash Provided by Financing Activities                 25,000       105,000       181,000
                                                     -----------   -----------   -----------

         Net Increase in cash                             13,461        33,972        25,922

Beginning Cash Balance                                    12,461            68             -
                                                      -----------   -----------   -----------

Ending Cash Balance                                     $ 25,922      $ 34,040        25,922
                                                      ===========   ===========   ===========

Supplemental Schedule of Cash Flow Activities

     Cash paid for
         Interest                                       $      -      $     -      $       -
         Income taxes                                   $      -      $     -      $     884
         Stock issued for accrued liabilities           $      -      $     -      $  37,500
         Non-cash gain from disposal of subsidiary      $ 27,197      $     -      $       -

</TABLE>
                 See accompanying notes to financial statements

                                       5
<PAGE>

                            HANGMAN PRODUCTIONS, INC.
                          [A Development Stage Company]
            Notes to the Condensed Consolidated Financial Statements


NOTE 1- BASIS OF PRESENTATION

          The accompanying unaudited,  condensed financial statements of Hangman
          Productions,  Inc. have been prepared in accordance with the rules and
          regulations  of the  Securities  and Exchange  Commission  ("SEC") and
          disclosures  normally included in the financial statements prepared in
          accordance  with generally  accepted  accounting  principles have been
          condensed or omitted.  It is suggested that these condensed  financial
          statements be read in  conjunction  with the financial  statements and
          notes thereto  contained in the Company's Annual Report on Form 10-KSB
          for the period ended  December 31, 2007.  In the opinion of management
          these interim  financial  statements  contain all  adjustments,  which
          consist  of  normal  recurring  adjustments,   necessary  for  a  fair
          presentation of financial position.  The results of operations for the
          interim  period are not  necessarily  indicative  of the results to be
          expected for the full year.

          Reclassifications - Certain  reclassifications have been made to prior
          period balances in order to conform to current period classifications.

NOTE 2- LIQUIDITY/GOING CONCERN

          The  Company  has  accumulated  losses  since  inception,  has minimal
          assets,  and has a net loss from continuing  operations of $14,386 for
          the three months ended June, 2008. Because the Company has accumulated
          losses from it operations since inception,  has minimal liquid current
          assets,  and has limited sales  activity  there is  substantial  doubt
          about the Company's ability to continue as a going concern. Management
          plans  include  continuing  to develop its  screenplay  contests.  The
          financial  statements do not include any adjustments that might result
          from the outcome of this uncertainty.

NOTE 3- DIRECTOR COMPENSATION EXPENSES / RELATED PARTY TRANSACTIONS

          On April 1, 2006, the Company's Board of Directors resolved to suspend
          officer and director  salaries  until the Company  generates  positive
          operating  cash  flows.  Accordingly,  there  was no  officer  expense
          recorded for the three months ended June 30, 2008.  Should  operations
          produce positive cash flow,  compensation will resume with one officer
          receiving $1,000 per month,  another receiving $500 per month, and the
          third receiving $100 per month.

          Beginning July 1, 2006 salaries  payable began accruing  interest at a
          rate of 5% per annum.  The amounts owed are  unsecured  and are due on
          December 31, 2008.  The Company has accrued  interest  relating to the
          salaries payable of $220 at June 30, 2008.

          During the year ended December 31, 2007,  James Doolin,  the Company's
          President  and  director,  loaned the Company  $13,500 on an unsecured
          debenture.  The Note accrues  interest at 10% per annum and matures on
          December 31, 2010. As of June 30, 2008, the  outstanding  note payable
          to the  shareholder  was $28,025.  For the quarter ended June 30, 2008
          the Company accrued interest of $682 on the note.

          During the year ended  December  31, 2007,  a  shareholder  loaned the
          Company $18,500 on an unsecured  debenture.  The Note accrues interest
          at 10% per annum and  matures on  December  31,  2010.  As of June 30,
          2008, the outstanding note payable to the shareholder was $20,318. For
          the quarter ended June 30, 2008, the Company accrued  interest of $494
          on the note.

          As of June 30, 2008,  approximately  68% of the Company's  issued and
          outstanding  common  stock was  controlled  by one family  giving them
          effective power to control the vote on  substantially  all significant
          matters without the approval of other stockholders.

          During the quarter ended June 30, 2008, management has provided office
          space,   telephone  service,   and  computer  usage  to  the  Company.
          Management  has  estimated a percentage  of usage of the  resources to
          calculate  and record the expenses and  believes  this  estimate to be
          reasonable.  Any  difference  between  this  estimate  and the cost of
          resources if procured on a stand alone basis is considered immaterial.
          The amount  allocated,  charged  to  expense  and equity for the three
          months ended June 30, 2008 equates to $300.

                                       6
<PAGE>
                            HANGMAN PRODUCTIONS, INC.
                          [A Development Stage Company]
            Notes to the Condensed Consolidated Financial Statements


Note 4 -  Discontinued Operations

          On June 1, 2008,  Hangman sold its entire interest in 4th Grade Films,
          Inc.,  745,000  common  shares  of  stock,  at $0.04  per share for an
          aggregate  price of $29,800,  to Michael  Doolin,  the father of James
          Doolin,  the President and a director of the Company.  Hangman's total
          investment   in  the   shares  of  common   stock  of  4th  Grade  was
          approximately   $5,200.  Due  to  the  related  party  nature  of  the
          transaction, no gain was recognized and additional paid in capital was
          increased by $56,997. The results of operations of 4th Grade have been
          retroactively restated as discontinued operations.

Note 5 -  Recent Accounting Pronouncements

          In February 2007, the FASB issued SFAS No. 159, "The Fair Value Option
          for  Financial  Assets and  Financial  Liabilities"  (SFAS 159).  This
          Statement  provides  companies  with  an  option  to  report  selected
          financial  assets and  liabilities at fair value.  Generally  accepted
          accounting principles have required different  measurement  attributes
          for  different  assets  and  liabilities  that can  create  artificial
          volatility in earnings.  The  Statement's  objective is to reduce both
          complexity in accounting for financial  instruments and the volatility
          in  earnings  caused  by  measuring  related  assets  and  liabilities
          differently.  SFAS 159 was effective for the Company beginning January
          1,  2008  with  no  impact  on the  Company's  condensed  consolidated
          financial statements.

          In March  2008,  the FASB  issued  SFAS No.  161,  "Disclosures  about
          Derivative  Instruments and Hedging Activities.  "SFAS 161 is intended
          to  improve  financial  reporting  about  derivative  instruments  and
          hedging  activities  by  requiring  enhanced   disclosures  to  enable
          investors to better understand their effects on an entity's  financial
          position, financial performance, and cash flows. SFAS 161 is effective
          for financial  statements  issued for fiscal years and interim periods
          beginning after November 15, 2008, with early application  encouraged.
          We do not anticipate a material impact upon adoption.

          In May 2008,  the FASB issued SFAS No. 162, The Hierarchy of Generally
          Accepted  Accounting  Principles.  The new  standard  is  intended  to
          improve financial reporting by identifying a consistent framework,  or
          hierarchy, for selecting accounting principles to be used in preparing
          financial  statements  that are presented in conformity with generally
          accepted accounting  principles ("GAAP") for nongovernmental  entities
          in the United  States.  SFAS 162 is  effective 60 days  following  SEC
          approval of the Public  Company  Accounting  Oversight  Board Auditing
          amendments  to AU Section  411,  "The  Meaning  of  Present  Fairly in
          Conformity with Generally Accepted Accounting Principles." The Company
          is currently  evaluating  the impact,  if any, of adopting FAS 162, on
          its Consolidated Financial Statements

          In May 2008,  the FASB issued SFAS No. 163,  Accounting  for Financial
          Guarantee  Insurance  Contracts - an  interpretation of FASB Statement
          No. 60 ("SFAS  163").  SFAS 163  clarifies how Statement 60 applies to
          financial guarantee insurance contracts, including the recognition and
          measurement of premium revenue and claim  liabilities.  This Statement
          also requires expanded disclosures about financial guarantee insurance
          contracts.  SFAS 163 is  effective  for fiscal  years  beginning on or
          after  December  15,  2008,  and interim  periods  within those fiscal
          years.  The Company does not expect that the adoption of SFAS 163 will
          have a material impact on its consolidated financial statements.

          The  Company  has  reviewed  all other  recently  issued,  but not yet
          adopted,  accounting standards in order to determine their effects, if
          any, on its consolidated  results of operation,  financial position or
          cash flows.  Based on that review,  the Company  believes that none of
          these   pronouncements   will  have  a   significant   effect  on  its
          consolidated financial statements.


                                       7
<PAGE>
Item 2. Management's  Discussion and Analysis of Financial Condition and Results
of Operations.

     PLAN OF OPERATION

     The Company's  plan of operation for the next 12 months is to continue with
its current business of hosting screenplay contests. The latest iteration of the
ScreenplayShootout!  began in December 2007 and the call for submissions  closed
June 30, 2008. The winners of this contest will be announced August 31, 2008, at
which time the Company will  recognize the revenue  generated  from the contest.
This year Hangman will also begin developing  additional  contests to supplement
the ScreenplayShootout!  The  ScreenplayShootout!  welcomes submissions from all
genres,  whereas the new contests will focus on individual genres. By the fourth
quarter of 2008, the Company will introduce a horror-themed contest.  Although a
genre-specific  contest may reduce  marketability to a broad participation base,
it will attract a greater concentration of participants within a specific genre,
due to a standardization of judgment parameters.

     The Company has accumulated  losses from operations since inception and has
not been able to  generate  profits  from  operations.  The  Company  intends to
generate  revenue  through two areas.  The  Company's  management  believes  the
Company can generate  significant  revenue through  contest  submission fees and
sponsor  participation.   Sponsor  participation  includes  companies  who  will
advertise on our web properties and other promotional  materials,  targeting our
participant demographic.  However, the Company can provide no assurances that it
will be able to generate  any revenue from the film or its  contests.  Operating
capital,  including the proceeds to finance the Company's first film project has
been raised through the Company's shareholders.


     The  Company  has not  been  able  to  generate  positive  cash  flow  from
operations  since inception.  This along with the above mentioned  factors raise
substantial doubt about the Company's ability to continue as a going concern.

     MANAGEMENT'S  DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
     OPERATION

     OPERATING RESULTS - OVERVIEW

     The three month  period  ended June 30,  2008,  resulted in a net loss from
continuing operations of $14,386. The Company generated a Net Loss per Share for
the three month  period  ended June 30,  2008 of $(0.01).  Details of changes in
revenues and expenses can be found below.

     OPERATING RESULTS - REVENUES

     The  Company  has not  generated  a profit  since  inception.  The  Company
generated a net loss of $20,430 and no revenue for the three  months  ended June
30, 2008. For the period ended June 30, 2007 the Company generated a net loss of
$11,545 on no revenue.  The  Company  was unable to  generate  revenue in either
period due to the timing on the  Company's  screenplay  contests.  The Company's
current screenplay contest,  the  ScreenplayShootout!  comes to an end on August
31,  2008.  The Company  will not provide any  forecasts  of future  earnings or
profitability.  The future success of the Company cannot be ascertained with any
certainty,  and if and  until  the  Company  obtains  distribution  of its  film
projects, no such forecast or guidance will be formulated or provided.


                                       8
<PAGE>
     OPERATING RESULTS - COST OF SALES

     Cost of sales was $0 for the three  month  period  ended June 30,  2008 and
June 30, 2007.  The Company did not  recognize  any revenue for the period ended
June 30, 2008 or June 30, 2007,  and  therefore  did not  recognize any expenses
related to revenue.  As mentioned  above the Company will  recognize the revenue
from its  screenplay  contest  after the contest  concludes  and the winners are
announced and the prize money is paid. The winners will be announced  August 31,
2008.

     OPERATING RESULTS - OPERATING EXPENSES

     Operating  expense for the three month  period  ended June 30,  2008,  was
$13,181  compared  with $5,719 for the period  ended June 30,  2007.  Operating
expenses  included  director   compensation,   professional  fees,  and  general
administrative expenses.

     - The Company's  professional  fees include  accounting and legal fees. The
     net accounting and legal expenses  incurred in the three month period ended
     June 30, 2008 totaled  $12,318.  In comparison the net accounting and legal
     expenses  incurred in the three month  period  ended June 30, 2007  totaled
     $5,390. The Company's legal and accounting expenses increased this year due
     to the  additional  costs  associated  with  Sarbanes  Oxley.  The  Company
     estimates  annual   accounting   expenses  to  be  approximately   $14,000.
     Management's  estimate  for  legal  expenses  for  the  fiscal  year  to be
     approximately $5,000.

     - The Company  incurred  $300 in rent for the three month period ended June
     30, 2008 and 2007.

     - Other  general and  administrative  expenses  for the  quarter  ended was
     approximately  $563 compared to $133 for the same period a year prior.  The
     increase  in general  and  administrative  is due to the  additional  costs
     associated with managing the ScreenplayShootout!

     OPERATING RESULTS - INTEREST EXPENSES

     The Company  incurred $1,205 in interest expense for the quarter ended June
30, 2008 and $696 for the quarter ended June 30, 2007.  The increase in interest
for the three  month  period  ended  June 30,  2008,  was  because  the  Company
maintained an significantly  higher outstanding loan balance for the most recent
quarter.

     LIQUIDITY

     As of June 30, 2008, the Company maintained a cash balance of $25,922,  and
an outstanding balance of $17,430 in current liabilities. The Company also has a
note  payable to the  Company's  President  and a  shareholder  in the amount of
$48,343. The Company had no inventory as of June 30, 2008.

     The Company has a cash balance of $25,922 as of June 30,  2008.  Management
anticipates  that the  Company's  existing cash balance will cover the Company's
general  expenses  of  operation  for the  next  twelve  months.  The  Company's
management  will continue to advance the Company monies not to exceed  $100,000,
as loans to the Company, if needed. A loan will be on terms no less favorable to
the Company than would be available from a commercial  lender in an arm's length
transaction.  If the Company needs funds in excess of $100,000, it will be up to
the  Company's  management  to raise such  monies.  These funds may be raised as
either debt or equity,  but management does not have any plans or  relationships
currently  in place to raise such funds.  The Company can provide no  assurances
that if  additional  funds  are  needed  the  Company  will  be  able to  obtain
financing.

     The  Company's  ability to  continue  as a going  concern is  dependent  on
management's  ability to generate revenue and to manage the Company's  expenses.
Management  will  continue  to seek  opportunities  to enhance  the value of the
Company and its profitability.

                                       9
<PAGE>
     CRITICAL ACCOUNTING POLICIES - ESTIMATES

     Our  discussion  herein and  analysis  thereof is based upon our  financial
statements  in Item 1 above,  which have been  prepared in  accordance  with the
rules  and  regulations  of the  Securities  and  Exchange  Commission("SEC")for
interim  financial  reporting.  The  preparation  of these  statements  requires
management  to make  estimates  and best  judgments  that  affect  the  reported
amounts.

     OFF-BALANCE SHEET ARRANGMENTS

     We do not have any off-balance sheet arrangements as of June 30, 2008.

Item 3. Quantitative and Qualitative Disclosures About Market Risk.

     This item is not applicable to smaller reporting companies.

Item 4(T). Controls and Procedures

     Evaluation of Disclosure Controls and Procedures

     Disclosure  controls and procedures (as defined in Rule 13a-15(e) under the
Exchange Act) are designed to ensure that  information  required to be disclosed
in reports  filed or submitted  under the  Exchange Act is recorded,  processed,
summarized,  and reported  within the time periods  specified in rules and forms
adopted  by the  Securities  and  Exchange  Commission  ("SEC"),  and that  such
information  is  accumulated  and  communicated  to  management,  including  the
President  and Vice  President,  to allow timely  decisions  regarding  required
disclosures.

     Under  the  supervision  and  with  the  participation  of our  management,
including our President and Vice President,  we evaluated the  effectiveness  of
the design and operation of our  disclosure  controls and procedures (as defined
in Rule  13a-15(e)  under the  Securities  Exchange  Act of 1934 (the  "Exchange
Act")).  Based upon that evaluation,  our President and Vice President concluded
that,  as of the end of the  period  covered  by  this  report,  our  disclosure
controls and procedures were effective.

     Changes in Internal Control Over Financial Reporting

     During the most recent  fiscal  quarter  covered by this report,  there has
been no change in our internal  control over financial  reporting (as defined in
Rule  13a-15(f)  under the Exchange  Act) that has  materially  affected,  or is
reasonably  likely to materially  affect,  our internal  control over  financial
reporting.


                                       10
<PAGE>
                          PART II - OTHER INFORMATION

Item 1. Legal Proceedings.

        None; not applicable.

Item 1A. Risk Factors

        This item is not applicable to smaller reporting companies.

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

        None; not applicable

Item 3. Defaults Upon Senior  Securities.

        None; not applicable.

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

        None; not applicable

Item 5. Other Information.

        None; applicable

Item 6. Exhibits.

        (a) Exhibits

        31.1 302 Certification of James Doolin

        31.2 302 Certification of Shane Thueson

        32 906 Certification

        (b)Reports on Form 8-K.

        We filed a Form 8-K Current Report on June 5, 2008, reporting:

          - that the  Company  sold its entire  interest  in 4th Grade,  745,000
          common shares of stock,  at $0.04 per share for an aggregate  price of
          $29,800,  to Michael Doolin, the father of James Doolin, the President
          and a director of the Company.  The Company's total  investment in the
          shares of common stock of 4th Grade was approximately $5,200. The Sale
          of  Effective  June 1, 2008,  4th Grade is no longer a  subsidiary  of
          Hangman Productions, Inc.

                                   SIGNATURES

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

                                HANGMAN PRODUCTIONS, INC.

Date: 08/11/08                  /S/ JAMES DOOLIN
                                --------------------------------------------
                                James Doolin, President and Director


     Pursuant to the  requirements  of the  Securities  Exchange Act of 1934, as
amended,  this  Report has also been  signed  below by the  following  person on
behalf of the Registrant and in the capacities and on the dates indicated.



Date: 08/11/08                  /S/ SHANE THUESON
                                --------------------------------------------
                                Shane Thueson, Vice President and Director


                                       11