SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q

[x]     Quarterly Report Pursuant to Section 13 or 15(d) Securities
Exchange Act of 1934 for Quarterly Period Ended September 30, 2008

-OR-

[ ]     Transition Report Pursuant to Section 13 or 15(d) of the
Securities And Exchange Act of 1934 for the transaction period from
_________  to________

Commission File Number             333-123910


        Proguard Acquisition Corp.
--------------------------------------------
   (Exact name of registrant as specified in its charter)

   FLORIDA                                   33-1093761
----------------------------------------------------------
(State or other jurisdiction    (I.R.S. Employer Identification Number)
of incorporation or organization

3040 E. Commercial Blvd.
Ft. Lauderdale, FL                33308
--------------------------------------------
     (Address of principal executive offices, Zip Code)

           954-491-0704
--------------------------------------------
    (Registrant's telephone number, including area code)

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

Yes  [ X ]      No [   ]

Indicate by check mark whether the registrant is a large accelerated
filer, an accelerated filer, a non-accelerate filer, or a small
reporting company as defined by Rule 12b-2 of the Exchange Act):

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

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

Yes  [ x ]      No [   ]

The number of outstanding shares of the registrant's common stock,
October 31, 2008:  Common Stock  -  3,000,000

<PAGE>2


PART I -- FINANCIAL INFORMATION


Item 1.   Financial Statements                                 Page
                                                               ----

Balance Sheets,
   September 30, 2008(unaudited) and December 31, 2007(audited)  3
Statements of Operations for the
   three and nine months ended September 30, 2008 and 2007
   (unaudited)                                                   4-5
Statements of Cash Flows for the
   nine months ended September 30, 2008
   and 2007 (unaudited)                                          6-7
Notes to financial statements                                    8

Item 2.   Management's Discussion and
           Analysis or Plan of Operation                         9

Item 3.  Quantitative and Qualitative Disclosures about
           Market Risk                                          10

Item 4T.   Controls and Procedures                              10

PART II - OTHER INFORMATION

Item 1.   Legal Proceedings                                     11

Item 2.   Unregistered Sales of Equity Securities
           and Use of Proceeds                                  11

Item 3.   Default Upon Senior Securities                        11

Item 4.   Submission of Matters to a Vote of
           Security Holders                                     11

Item 5.   Other Information                                     11

Item 6.   Exhibits                                              11

Signatures                                                      12




<PAGE>3
PROGUARD ACQUISITION CORP.
BALANCE SHEETS

ASSETS
<TABLE>
<CAPTION>
                                                    September 30,         December 31,
                                                          2008                2007
                                                       ------------       ------------
                                                        (unaudited)            (1)

                                                         <c>                <c>
Current assets:
  Cash                                                  $  155,667        $  208,406
  Accrued interest receivable                               13,445             7,474
  Due from affiliates                                      105,000           113,000
                                                        ----------        ----------
    Total Current Assets                                $  274,112        $  328,880
                                                        ==========        ==========

LIABILITIES AND STOCKHOLDERS' EQUITY

Current liabilities:
  Accounts Payable                                      $    5,275        $    2,250
                                                        ----------        ----------
    Total Current Liabilities                                5,275             2,250
                                                        ----------        ----------
Stockholders' equity:
  Preferred stock, $0.001 par value, 5,000,000 shares
    authorized, no shares issued or outstanding                  -                 -
  Common stock, $0.001 par value, 50,000,000 shares
      authorized, 3,000,000 shares issued and outstanding    3,000             3,000
  Additional Paid in capital                               701,647           701,647
  Accumulated deficit                                     (435,810)         (378,017)
                                                        ----------        ----------
                                                           268,837           326,630
                                                        ----------        ----------
          TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY    $  274,112        $  328,880
                                                        ==========        ==========
</TABLE>
(1)  derived from audited financial statements

See accompanying notes to the unaudited financial statements.



<PAGE>4

PROGUARD ACQUISITION CORP.
STATEMENTS OF OPERATIONS
FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2008 and 2007
(UNAUDITED)

                                                 2008         2007
                                              ----------   ----------
SELLING, GENERAL AND ADMINISTRATIVE EXPENSES   $(16,489)    $(136,076)

OTHER INCOME:
  Interest Income                                 3,201         8,122
                                               --------     ---------

NET (LOSS)                                     $(13,288)    $(127,954)
                                               =========    =========
Basic and diluted (loss)
  per common share                             $  (0.00)    $  (0.04)
                                               =========    =========
Weighted average number of common shares
 and common equivalent shares
    Basic                                      3,000,000    2,947,762
                                               =========    =========
    Diluted                                    3,000,000    2,947,762
                                               =========    =========


See accompanying notes to the unaudited financial statements.



<PAGE>5

PROGUARD ACQUISITION CORP.
STATEMENTS OF OPERATIONS
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2008 and 2007
(UNAUDITED)

                                                 2008         2007
                                              ----------   ----------
SELLING, GENERAL AND ADMINISTRATIVE EXPENSES   $(67,950)   $(186,103)

OTHER INCOME:
  Interest Income                                10,157        15,764
                                               --------     ---------

NET (LOSS)                                     $(57,793)    $(170,339)
                                               =========    =========
Basic and diluted (loss)
  per common share                             $  (0.02)     $  (0.06)
                                               =========     ========
Weighted average number of common shares
 and common equivalent shares
    Basic                                      3,000,000    2,836,479
                                               =========    =========
    Diluted                                    3,000,000    2,836,479
                                               =========    =========


See accompanying notes to the unaudited financial statements.



<PAGE>6

PROGUARD ACQUISITION CORP.
STATEMENTS OF CASH FLOWS
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2008 and 2007
(UNAUDITED)

                                                 2008         2007
                                              ----------   ----------
Cash flows from operating activities:
  Net (loss)                                    $(57,793)   $(170,339)
                                                --------    ---------

 Adjustments to reconcile net (loss)
  to net cash provided by (used in)
Operating activities:
  Stock based compensation                             -       60,074
  (Decrease)Increase in accounts payable and
     Accrued expenses                              3,025          (26)
  (Increase) in accrued interest receivable       (5,971)           -
                                                --------     --------
             Total adjustments to net (loss)      (2,946)      60,048
                                                --------     --------
  Net cash (used in) operating activities        (60,739)    (110,291)
                                                --------     --------
Cash flows from investing activities                   -            -
                                                --------     --------
Cash flows from financing activities:
  Proceeds from exercise of warrants                   -       19,513
  Advances to affiliates                          (4,000)    (120,174)
  Repayments of advances to affiliates            12,000            -
  Proceeds from sales of common stock                  -        5,462
                                                --------     --------
    Net cash provided by (used in) financing
      activities                                   8,000      (95,199)
                                                --------     --------

    Net increase (decrease) in cash and
      cash equivalents                           (52,739)    (205,490)
  Cash and cash equivalents, beginning of
    Year                                         208,406      453,942
                                                --------     --------
  Cash and cash equivalents, end of period      $155,667     $248,452
                                                ========     ========



<PAGE>7



Supplemental cash flow information:
  Cash paid for interest                      $        -   $        -
                                              ==========   ==========
  Cash paid for income taxes                  $        -   $        -
                                              ==========   ==========







See accompanying notes to the unaudited financial statements.




<PAGE>8
PROGUARD ACQUISITION CORP.
NOTES TO FINANCIAL STATEMENTS
SEPTEMBER 30, 2008
(UNAUDITED)

NOTE 1.  BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING
POLICIES

The accompanying unaudited financial statements have been prepared in
accordance with generally accepted accounting principles for interim
financial statements and pursuant to the rules and regulations of the
Securities and Exchange Commission ("SEC").  The accompanying financial
statements for the interim periods are unaudited and reflect all
adjustments (consisting only of normal recurring adjustments) which
are, in the opinion of management, necessary for a fair presentation of
the financial position and operating results for the periods presented.
These financial statements should be read in conjunction with the
December 31, 2007 financial statements and notes thereto contained in
the Report on Form 10-KSB as filed with the Securities and Exchange
Commission.  The results of operations for the three and nine months
ended September 30, 2008 are not necessarily indicative of the results
for the full fiscal year ending December 31, 2008.

Certain prior period amounts have been reclassified to conform with
current period presentation.

NOTE 2.  RELATED PARTY TRANSACTIONS

During the nine months ended September 30, 2008 and 2007, the Company
paid affiliated entities $33,300 and $77,750 respectively for rent,
office expenses, and consulting fees.

During the three months ended September 30, 2008 and 2007, the Company
paid affiliated entities $13,750 and $50,000, respectively for rent,
office expenses, and consulting fees.

During the nine months ended September 30, 2008, the Company advanced
$4,000 to related parties.  The note was repaid prior to September 30,
2008.

During the three months ended September 30, 2007, the Company advanced
$105,000 to related parties.  The notes are payable on demand and bear
interest at 8% per annum.

NOTE 3.  Stockholders' Equity

(a) On March 9, 2006, the Company successfully completed its public
offering.  In conjunction therewith, the Company issued 360,400 units
which consisted of one common share and one warrant exercisable at
$1.75 per common share.

(b) During the quarter ended March 31, 2007, 11,150 warrants were
exercised at a price of $1.75 per warrant and converted into 11,150
shares of common stock for a total price of $19,513.



<PAGE>9

ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION.

Financing Activities.
---------------------
For the nine months ended September 30, 2008, Proguard Acquisition
received $12,000 on repayments of advances to affiliates and made
advances in the amount of $4,000 to affiliates.

For the nine months ended September 30, 2007, Proguard Acquisition
received $24,975 from the proceeds from sales of our common stock and
the exercise of warrants.  For the nine months ended September 30,
2007, Proguard Acquisition received proceeds for the benefit of
stockholders of $94,000.  This amount was repaid to stockholders during
the quarter ended September 30, 2007.  In addition, Proguard
Acquisition made advances to affiliates of $120,174 including interest.
As a result, Proguard Acquisition had net cash used by financing
activities of $(95,199) for the nine months ended September 30, 2007.

Results of Operations.
----------------------

The three and nine months ended September 30, 2008 compared to three
and nine months ended September 30, 2007.

For the three months ended September 30, 2008, Proguard Acquisition had
interest income of $3,201 and selling, general and administrative
expenses of $16,489 resulting in a net loss of $(13,288).

Comparatively, for the three months ended September 30, 2007, Proguard
Acquisition had interest income of $8,122 and selling, general and
administrative expenses of $136,076 resulting in a net loss of
$(127,954).

For the nine months ended September 30, 2008, Proguard Acquisition had
interest income of $10,157 and selling, general and administrative
expenses of $67,950 resulting in a net loss of $(57,793).

Comparatively, for the nine months ended September 30, 2007, Proguard
Acquisition had interest income of $15,764 and selling, general and
administrative expenses of $186,103 resulting in a net loss of
$(170,339).

Critical Accounting Policies.
-----------------------------
Proguard Acquisition has adopted various accounting policies, which
govern the application of accounting principles generally accepted in
the United States of America in the preparation of Proguard
Acquisition's financial statements.  The significant accounting
policies of Proguard Acquisition are described in the notes to the
unaudited consolidated financial statements included in this report and
in the notes to the audited consolidated financial statements included
in Proguard Acquisition's 2007 Annual Report.



<PAGE>10

Certain accounting policies involve significant estimates and
assumptions by management, which have a material impact on the carrying
value of certain assets and liabilities; management considers such
accounting policies to be critical accounting policies.  The estimates
and assumptions used by management are based on historical experience
and other factors, which are believed to be reasonable under the
circumstances.  Because of the nature of the judgments and assumptions
made by management, actual results could differ from these judgments
and estimates, which could have a material impact on the carrying value
of assets and liabilities and the results of operations of Proguard
Acquisition.


Item 3.  Quantitative and Qualitative Disclosures about Market Risk

We do not consider the effects of interest rate movements to be a
material risk to our financial condition.  We do not hold any
derivative instruments and do not engage in any hedging activities.


Item 4T.  Controls and Procedures.

During the three months ended September 30, 2008, there were no changes
in our internal controls over financial reporting (as defined in Rule
13a-15(f) and 15d-15(f) under the Exchange Act) that have materially
affected, or are reasonably likely to materially affect, our internal
control over financial reporting.

Evaluation of Disclosure Controls and Procedures

Under the supervision and with the participation of our management,
including our chief executive officer and chief financial officer, we
conducted an evaluation of our disclosure controls and procedures, as
such term is defined under Rule 13a-15(e) and Rule 15d-15(e)
promulgated under the Securities Exchange Act of 1934, as amended, as
of September 30, 2008.  Based on this evaluation, our chief executive
officer and chief principal financial officers have concluded such
controls and procedures to be effective as of September 30, 2008 to
ensure that information required to be disclosed by the issuer in the
reports that it files or submits under the Act is recorded, processed,
summarized and reported, within the time periods specified in the
Commission's rules and forms and to ensure that information required to
be disclosed by an issuer in the reports that it files or submits under
the Act is accumulated and communicated to the issuer's management,
including its principal executive and principal financial officers, or
persons performing similar functions, as appropriate to allow timely
decisions regarding required disclosure.



<PAGE>11
PART II - OTHER INFORMATION

Item 1. Legal Proceedings. Not Applicable.

Item 2. Unregistered Sale of Securities and Use of Proceeds.
        Not Applicable

Item 3. Defaults Upon Senior Securities.
        Not Applicable.

Item 4. Submission of Matters to a Vote of Security Holders.
         Not Applicable.

Item 5. Other Information. Not Applicable.

Item 6. Exhibits

         31 - 302 Certifications
         32 - 906 Certifications


<PAGE>12

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.

Dated:  November 10, 2008

Proguard Acquisition Corp.

By  /s/Frank Bauer
    ------------------------
    Frank Bauer
    President
    Director