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 March 31, 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      0-50773


Pricester.com, Inc.
(Exact name of Registrant in its charter)

          Nevada                                       41-2137356
 (State or other jurisdiction                       (I.R.S. Employer
of incorporation or organization)                     Identification
                                                          number)

   5555 Hollywood Blvd., Suite 303
     Hollywood, Florida                                33021
(Address of principal executive offices)             (Zip Code)

Registrant's Telephone number, including area code: (972) 272-1200

Indicate by check mark 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,
May 14, 2008:

  Common Stock  -  40,758,456



<PAGE>2
PRICESTER.COM, INC.
FORM 10-Q
For the quarterly period ended March 31, 2008
INDEX

                                                             Page
                                                             ----

PART I - FINANCIAL INFORMATION
Item 1.  Financial Statements (Unaudited)                      3
Item 2.  Management's Discussion and Analysis of
           Financial Condition and Results of Operations      11
Item 3.  Quantitative and Qualitative Disclosure About
           Market Risk                                        13
Item 4T. Controls and Procedures                              13

PART II - OTHER INFORMATION
Item 1.  Legal Proceedings                                    15
Item 1A. Risk Factors                                         15
Item 2.  Unregistered Sales of Equity Securities and Use
           of Proceeds                                        15
Item 3.  Defaults upon Senior Securities                      15
Item 4.  Submission of Matters to a Vote of Security
           Holders                                            15
Item 5.  Other Information                                    15
Item 6.  Exhibits                                             15

SIGNATURES



<PAGE>3
PART I
FINANCIAL INFORMATION

Item I - FINANCIAL STATEMENTS

PRICESTER.COM, INC. AND SUBSIDIARY
CONSOLIDATED BALANCE SHEETS
<TABLE>
                                                                      Year ended
                                                   March 31,          December 31,
                                                     2008                2007
                                                 -------------       ------------
                                                  (UNAUDITED)           (AUDITED)

                                                   <c>                  <c>
ASSETS

CURRENT ASSETS:
   Cash                                           $     69,476       $        850
   Prepaid expense and other current asset              94,420            144,280
                                                  ------------       ------------
   Total current assets                                163,896            145,130
                                                  ------------       ------------
PROPERTY AND EQUIPMENT, net                              3,264              3,895
                                                  ------------       ------------
Total assets                                      $    167,160       $    149,025
                                                  ============       ============

LIABILITIES AND STOCKHOLDERS' DEFICIT

CURRENT LIABILITIES:
   Accounts payable and accrued expenses          $     54,487       $     73,421
   Loan payable                                              -            131,500
   Due to related parties                              116,185             63,285
   Deferred revenue                                      1,342              1,692
                                                  ------------       ------------
   Total current liabilities                            20,000             20,194
                                                  ------------       ------------

STOCKHOLDERS' DEFICIT:
   Common stock, par value $0.001,
    50,000,000 authorized, 40,758,456 and
     28,948,873 issued and outstanding at March 31,
     2008 and December 31, 2007, respectively           40,758             28,949
   Additional paid-in-capital                        4,834,079          4,287,378
   Accumulated deficit                              (4,849,691)        (4,437,200)
                                                  ------------       ------------
   Total stockholders' deficit                          (4,854)          (120,873)
                                                  ------------       ------------
Total liabilities and stockholders' deficit       $    167,160       $    149,025
                                                  ============       ============
</TABLE>
The notes to unaudited
consolidated financial statements



<PAGE>4
PRICESTER.COM, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF OPERATIONS
<TABLE>
                                                       For the Three Months Ended
                                                                March 31,
                                                       --------------------------
                                                         2008              2007
                                                         ----              ----
                                                      (Unaudited)       (Unaudited)

                                                       <c>               <c>
Net Sales                                           $    24,816       $    56,558
                                                    -----------       -----------

Operating expenses:
  Advertising                                               501               764
  Professional fees                                       2,250            19,025
  Consulting fees                                       141,808           331,500
  Compensation                                          247,270           406,650
  Other selling, general and administrative              45,403            56,182
                                                    -----------       -----------
   Total operating expenses                             437,232           814,121
                                                    -----------       -----------
Loss from operations                                   (412,416)         (757,563)
                                                    -----------       -----------
Other income (expense):
  Other expense                                             (75)                -
                                                    -----------       -----------
   Total other income (expense)                             (75)                -
                                                    -----------       -----------
Loss before provision for income taxes                 (412,491)         (757,563)
Provision for income taxes                                    -                 -
                                                    -----------       -----------
Net Loss                                            $  (412,491)      $  (757,563)
                                                    ===========      ============

Net loss per common share - basic and diluted       $     (0.01)      $     (0.03)
                                                    ===========       ===========
Weighted average number of shares outstanding
  - basic and diluted                                36,947,269        24,567,514
                                                    ===========       ===========
</TABLE>
The notes to unaudited
consolidated financial statements



<PAGE>5
PRICESTER.COM, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF CASH FLOWS
<TABLE>
                                                     For the Three Months Ended
                                                              March 31,
                                                     --------------------------
                                                       2008              2007
                                                       ----              ----
                                                    (Unaudited)       (Unaudited)

                                                     <c>               <c>
Cash flows from operating activities:
  Net loss                                            $ (412,491)      $ (757,563)
                                                      ----------       ----------
  Adjustments to reconcile net loss to net cash
   used in operations:
    Depreciation and amortization                            631              782
    Common stock issued for services                     266,000           99,000
    Amortization of prepaid expense in connection
      with deferred compensation                          84,958          328,500
    Donation of former officer's compensation                  -            6,500
  Changes in assets and liabilities:
    Accounts receivable                                        -             (360)
    Prepaid expenses and other                                 -            3,000
    Accounts payable and accrued expenses                (18,934)         259,404
    Deferred revenues                                       (350)          (2,858)
                                                       ---------        ---------
          Total adjustments                              332,305          692,968
                                                       ---------        ---------
Net cash used in operating activities                    (80,186)         (64,595)
                                                       ---------        ---------
Cash flows from financing activities:
  Proceeds from sale of common stock                     195,612            8,839
  Proceeds from related parties                            8,000           53,000
  Payments on related party advances                     (54,800)         (14,000)
                                                       ---------        ---------
Net cash provided by financing activities                148,812           47,839
                                                       ---------        ---------
Net decrease in cash                                      68,626          (16,756)
Cash - beginning of the year                                 850           27,828
                                                       ---------        ---------
Cash - end of the period                               $  69,476        $  11,072
                                                       =========        =========
Supplemental disclosure of cash flow information:
  Cash paid for:
    Interest                                           $       -        $       -
                                                       =========        =========
    Income taxes                                       $       -        $       -
                                                       =========        =========
NON-CASH INVESTING AND FINANCIAL ACTIVITIES:
  Common stock issued for future services              $  91,260        $       -
                                                       =========        =========
  Common stock issued for future services              $ 139,800        $       -
                                                       =========        =========



<PAGE>6

  Common stock issued for future services              $  90,000        $  94,000
                                                       =========        =========
</TABLE>
The notes to unaudited
consolidated financial statements



<PAGE>7
PRICESTER.COM, INC. AND SUBSIDIARY
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
March 31, 2008

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

Basis of presentation
The accompanying unaudited consolidated financial statements have been
prepared in accordance with generally accepted accounting principles
for interim financial information and with the instructions to Form 10-
Q.  Accordingly, the financial statements do not include all of the
information and footnotes required by generally accepted accounting
principles for complete financial statements.  In the opinion of
management, all adjustments considered necessary for a fair
presentation have been included and such adjustments are of a normal
recurring nature.  These consolidated financial statements should be
read in conjunction with the financial statements for the year ended
December 31, 2007 and notes thereto contained in the Report on Form 10-
KSB of Pricester.com, Inc. and Subsidiary ("our Company" or the
"Company") as filed with the Securities and Exchange Commission (the
"Commission").  The results of operations for the three months ended
March 31, 2008 are not necessarily indicative of the results for the
full fiscal year ending December 31, 2008.

The consolidated financial statements are prepared in accordance with
generally accepted accounting principles in the United States of
America ("US GAAP").  The consolidated statements include the accounts
of Pricester.com, Inc. and its wholly-owned subsidiary.  All
significant inter-company balances and transactions have been
eliminated.

Organization
The Company was incorporated under the name Pricester, Inc. on April
19, 2001 in the State of Florida. On October 20, 2002 the Company
changed its name to Pricester.com, Inc.

On February 11, 2005, Pricester.Com (the "Company") merged into
Pricester.com, Inc, ("BA22") a public non-reporting company (that was
initially incorporated in Nevada in March 1998 as Business Advantage
#22, Inc). BA22 acquired 100% of the Company's outstanding common stock
by issuing one share of its common stock for each share of the
Company's then outstanding common stock of 21,262,250 shares.  The
acquisition was treated as a recapitalization for accounting purposes.

Through December 31, 2005, the Company was a developmental stage e-
commerce company. The Company currently operates an e-commerce website
that enables any business to establish a fully functional online retail
presence.  Pricester.com is an Internet marketplace which allows
vendors to host their website with product and service listings and
allows consumers to search for listed products and services.



<PAGE>8
PRICESTER.COM, INC. AND SUBSIDIARY
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
March 31, 2008

NOTE 1 - BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING
POLICIES (Continued)

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 reporting period.  Actual results could differ
from those estimates. Significant estimates in 2008 and 2007 include
the valuation of stock-based compensation, and the useful life of
Property, equipment and website development.

Cash and Cash Equivalents
For purposes of the consolidated statements of cash flows, the Company
considers all highly liquid instruments purchased with a maturity of
three months or less and money market accounts to be cash equivalents.

Fair Value of Financial Instruments
Statement of Financial Accounting Standards No. 107, "Disclosures about
Fair Value of Financial Instruments," requires disclosures of
information about the fair value of certain financial instruments for
which it is practicable to estimate the value. For purpose of this
disclosure, the fair value of a financial instrument is the amount at
which the instrument could be exchanged in a current transaction
between willing parties, other than in a forced sale or liquidation.

The carrying amounts reported in the consolidated balance sheet for
cash, accounts payable and accrued expenses approximate their fair
market value based on the short-term maturity of these instruments.

Property and Equipment
Property and equipment are stated at cost. Depreciation and
amortization are provided using the straight-line method over the
estimated economic lives of the assets, which are from five to seven
years. Expenditures for major renewals and betterments that extend the
useful lives of property and equipment are capitalized. Expenditures
for maintenance and repairs are charged to expense as incurred.

Website Development
Costs that the Company has incurred in connection with developing the
Company's websites are capitalized and amortized using the straight-
line method over expected useful lives of three years.



<PAGE>9
PRICESTER.COM, INC. AND SUBSIDIARY
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
March 31, 2008

NOTE 1 - BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING
POLICIES (Continued)

Impairment of Long-lived Assets
In accordance with Statement of Financial Accounting Standards (SFAS)
No. 144, "Accounting for the Impairment or Disposal of Long-Lived
Assets," The Company periodically reviews its long-lived assets for
impairment whenever events or changes in circumstances indicate that
the carrying amount of the assets may not be fully recoverable. The
Company recognizes an impairment loss when the sum of expected
undiscounted future cash flows is less than the carrying amount of the
asset. The amount of impairment is measured as the difference between
the asset's estimated fair value and its book value. The Company did
not consider it necessary to record any impairment charges during the
three months ended March 31, 2008.

Non-employee Stock-Based Compensation
The cost of stock based compensation awards issued to non-employees for
services are recorded at either the fair value of the services rendered
or the instruments issued in exchange for such services, whichever is
more readily determinable, using the measurement date guidelines
enumerated in Emerging Issues Task Force Issue ("EITF") 96-18,
"Accounting for Equity Instruments That Are Issued to Other Than
Employees for Acquiring, or in Conjunction with Selling, Goods or
Services" ("EITF 96-18").

Stock-Based Compensation
Effective January 1, 2006, the Company adopted Statement of Financial
Accounting Standards No. 123 (revised 2004), Share Based Payment ("SFAS
No. 123R").  SFAS No. 123R establishes the financial accounting and
reporting standards for stock-based compensation plans.  As required by
SFAS No. 123R, the Company recognized the cost resulting from all
stock-based payment transactions including shares issued under its
stock option plans in the financial statements.

Prior to January 1, 2006, the Company accounted for stock-based
employee compensation plans (including shares issued under its stock
option plans) in accordance with APB Opinion No. 25 and followed the
pro forma net income, pro forma income per share, and stock-based
compensation plan disclosure requirements set forth in the Statement of
Financial Accounting Standards No. 123, Accounting for Stock-Based
Compensation ("SFAS No. 123").  For the three months ended March 31,
2008, the Company did not grant any stock options to employees.

Net Loss per Common Share
Basic loss per share is computed by dividing net loss by the weighted
average number of shares of common stock outstanding during the period.
The computation of diluted net earnings per share does not include
dilutive common stock equivalents in the weighted average shares



<PAGE>10
PRICESTER.COM, INC. AND SUBSIDIARY
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
March 31, 2008

NOTE 1 - BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING
POLICIES (Continued)

outstanding as they would be anti-dilutive.  As of March 31, 2008,
there were options to purchase 2,025,000 shares of common stock which
could potentially dilute future earnings per share.

Income Taxes
Income taxes are accounted for under Statement of Financial Accounting
Standards No. 109, "Accounting for Income Taxes," which is an asset and
liability approach that requires the recognition of deferred tax assets
and liabilities for the expected future tax consequences of events that
have been recognized in the Company's financial statements or tax
returns.

Research and Development
Research and development costs, if any, are expensed as incurred.

Revenue Recognition
The Company follows the guidance of the Securities and Exchange
Commission's Staff Accounting Bulletin 104 for revenue recognition. In
general, the Company records revenue when persuasive evidence of an
arrangement exists, services have been rendered or product delivery has
occurred, the sales price to the customer is fixed or determinable, and
collectibility is reasonably assured. The following policies reflect
specific criteria for the various revenues streams of the Company:

The Company has three primary revenue sources: website design,
transaction fees, and hosting fees.

     -    Website design revenue is recognized as earned when the
website is complete, control is transferred and the customer has
accepted its website, usually within seven days of the order.
     -    Transaction fee income comprises fees charged for use of
credit cards or other forms of payment in the purchase of items sold on
the customers' websites.  The transaction fee income is recognized as
earned when funds transfers (via credit card or other forms of
payments) between the buyer and seller has been authorized.
     -    Revenues from website hosting fees are recognized when
earned.  Web hosting fees received in advance are reflected as deferred
revenue on the accompanying balance sheet.

Recent accounting pronouncements
In February 2007, the FASB issued SFAS No. 159, "The Fair Value Option
for Financial Assets and Financial Liabilities, Including an Amendment
of FASB Statement No. 115", under which entities will now be permitted
to measure many financial instruments and certain other assets and
liabilities at fair value on an instrument-by-instrument basis.  This



<PAGE>11
PRICESTER.COM, INC. AND SUBSIDIARY
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
March 31, 2008

NOTE 1 - BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING
POLICIES (Continued)

Statement is effective as of the beginning of an entity's first fiscal
year that begins after November 15, 2007.  Early adoption is permitted
as of the beginning of a fiscal year that begins on or before November
15, 2007, provided the entity also elects to apply the provisions of
SFAS 157. The Company is currently assessing the impact, if any, the
adoption of SFAS 159 will have on its financial statements.

In May 2007, the FASB issued FASB Staff Position No. FIN 48-1,
Definition of Settlement in FASB Interpretation No. 48 ("the FSP"). The
FSP provides guidance about how an enterprise should determine whether
a tax position is effectively settled for the purpose of recognizing
previously unrecognized tax benefits.  Under the FSP, a tax position
could be effectively settled on completion of examination by a taxing
authority if the entity does not intend to appeal or litigate the
result and it is remote that the taxing authority would examine or re-
examine the tax position.  The Company does not expect that this
interpretation will have a material impact on its financial position,
results of operations, or cash flows.

In December 2007, the FASB issued SFAS No. 141(R), "Business
Combinations," which replaces SFAS No. 141,  "Business Combinations,"
which, among other things, establishes principles and requirements for
how an acquirer entity recognizes and measures in its financial
statements the identifiable assets acquired, the liabilities assumed
(including intangibles) and any noncontrolling interests in the
acquired entity. SFAS No. 141(R) applies prospectively to business
combinations for which the acquisition date is on or after the
beginning of the first annual reporting period beginning on or after
December 15, 2008.  We are currently evaluating what impact our
adoption of SFAS No. 141(R) will have on our financial statements.

In December 2007, the FASB issued SFAS No. 160, "Noncontrolling
Interests in Consolidated Financial Statements, an amendment of ARB No.
51."  SFAS No. 160 amends ARB 51 to establish accounting and reporting
standards for the noncontrolling interest in a subsidiary and for the
deconsolidation of a subsidiary. It also amends certain of ARB 51's
consolidation procedures for consistency with the requirements of SFAS
No. 141(R).  SFAS No. 160 is effective for fiscal years, and interim
periods within those fiscal years, beginning on or after December 15,
2008.  We are currently evaluating what impact our adoption of SFAS No.
160 will have on our financial statements.

Other accounting standards that have been issued or proposed by the
FASB or other standards-setting bodies that do not require adoption
until a future date are not expected to have a material impact on the
consolidated financial statements upon adoption.



<PAGE>12
PRICESTER.COM, INC. AND SUBSIDIARY
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
March 31, 2008

NOTE 1 - BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING
POLICIES (Continued)

Reclassification
Certain amounts in the 2007 consolidated financial statements have been
reclassified to conform to the 2008 presentation. Such
reclassifications had no effect on the reported net loss.


NOTE 2 - LOANS PAYABLE

The former chief technical officer advanced funds to the Company for
working capital purposes. The advances are non-interest bearing and are
payable on demand.  At December 31, 2007, the Company owed $131,500 as
reflected in the accompanying balance sheet.  In January 2008, the
related party affiliates of the Company assumed the total debt from the
former chief technical officer of the Company in exchange for shares of
stocks owned by such related party affiliate.  At March 31, 2008, the
Company owed $0 to the former chief technical officer.


NOTE 3 - RELATED PARTY TRANSACTIONS

Certain officers of the Company advance funds to the Company for
working capital purposes. The advances are non-interest bearing and are
payable on demand.  At March 31, 2008 and December 31, 2007, the
Company owed these related parties $116,185 and $63,285, respectively.


NOTE 4 - GOING CONCERN

The accompanying financial statements are prepared assuming the Company
will continue as a going concern. Going concern contemplates the
realization of assets and the satisfaction of liabilities in the normal
course of business over a reasonable length of time. The Company was in
the development stage through December 31, 2005 and has an accumulated
deficit of $4,849,691 at March 31, 2008, had net losses and negative
cash flows from operations for the three months ended March 31, 2008 of
$412,491 and $80,186, respectively.  While the Company is attempting to
increase revenues, the growth has not been significant enough to
support the Company's daily operations. During the three months ended
March 31, 2008, the Company sold 6,443,583 common shares for net
proceeds of $195,612.

Management intends to attempt to raise additional funds by way of a
public or private offering. While the Company believes in the viability
of its strategy to increase sales volume and in its ability to raise
additional funds, there can be no assurances to that effect. The
Company's limited financial resources have prevented the Company from
aggressively advertising its products and services to achieve consumer
recognition. These financial statements do not include any adjustments



<PAGE>13
PRICESTER.COM, INC. AND SUBSIDIARY
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
March 31, 2008

NOTE 4 - GOING CONCERN (Continued)

relating to the recoverability and classifications of recorded assets,
or the amounts and classification of liabilities that might be
necessary in the event the Company cannot continue in existence.

NOTE 5 - STOCKHOLDERS' DEFICIT

Common Stock and options
During the three months ended March 31, 2008, the Company received net
proceeds of $195,612 and subscription receivable of $30,000 from the
sale of 6,443,583 shares of the Company's common stock.

In January 2008, the Company issued 66,000 shares of common stock to
officers of the Company in connection with a settlement of related
party loans of $31,800.

In January 2008, in connection with a three month consulting agreement,
the Company issued 800,000 shares of common stock for investor
relations services.  The Company valued these common shares at the fair
market value on the date of grant at $.07 per share or $56,000.  In
connection with issuance of these shares, the Company recorded stock-
based consulting expense of $56,000 during the three months ended March
31, 2008.

In January 2008, the Company issued in aggregate 3,000,000 shares of
common stock to the Company's CEO and an officer of the Company in
connection with employment agreements dated January 14, 2008.  The
Company valued these common shares at the fair market value on the date
of grant at $.07 per share or $210,000 and has been recorded as stock-
based compensation.

In February 2008, in connection with a twelve month consulting
agreement, the Company issued 500,000 shares of common stock for
corporate advisory services.  The Company valued these common shares at
the fair market value on the date of grant at $.18 per share or
$90,000.  In connection with issuance of these shares, during the three
months ended March 31, 2008, the Company recorded stock-based
consulting expense of $15,000 and prepaid expense of $75,000 to be
amortized over the balance of the service period.

In February 2008, the Company amended a consulting agreement entered
into on June 28, 2007, whereby the consultant will no longer receive
the 1,000,000 options to purchase the Company's common stock but
instead shall receive 1,000,000 shares of the Company's common stock.
The Company valued these common shares at the fair market value on the
date of grant at $.10 per share or $100,000.  The Company has
recognized stock-based consulting expense of $80,668 during fiscal
2007, in connection with this agreement.  Accordingly, as a result of
this amended agreement, the Company has recognized stock-based



<PAGE>14
PRICESTER.COM, INC. AND SUBSIDIARY
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
March 31, 2008

NOTE 5 - STOCKHOLDERS' DEFICIT (Continued)

consulting expense of $19,332 and has reversed the unamortized portion
of $54,902 in prepaid expense related to the valuation of the stock
options during the three months ended March 31, 2008.

Stock Options
A summary of the stock options as of March 31, 2008 and changes during
the periods is presented below:
<TABLE>
                            Number of Options   Weighted Average Exercise Price

                                  <c>                  <c>
Balance at beginning of year      3,025,000              $   0.28
Granted                                   -                     -
Exercised                                 -                     -
Cancelled                        (1,000,000)                 0.05
Balance at end of period          2,025,000               $  0.40

Options exercisable at end of
  period                          2,025,000               $  0.40
</TABLE>

The following table summarizes the Company's stock option outstanding
at March 31, 2008:

                              OPTIONS OUTSTANDING AND EXERCISABLE
                              -----------------------------------

                                         WEIGHTED       WEIGHTED
                                          AVERAGE       AVERAGE
          RANGE OF                       REMAINING      EXERCISE
      EXERCISE PRICE       NUMBER          LIFE          PRICE
      --------------       ------        ---------      --------
           $ 0.40        2,025,000     1 year after       0.40
                                       effective
                                       registration




<PAGE>15

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

This report on Form 10-Q contains forward-looking statements that are
subject to risks and uncertainties that could cause actual results to
differ materially from those discussed in the forward-looking
statements and from historical results of operations.  Among the risks
and uncertainties which could cause such a difference are those
relating to our dependence upon certain key personnel, our ability to
manage our growth, our success in  implementing the business strategy,
our success in arranging  financing where required, and the risk of
economic and market factors affecting us or our customers.  The outcome
of these risks and uncertainties are beyond the control of the Company
and its management.

Overview

Through December 31, 2005, we were a developmental stage e-commerce
company. We currently operate an e-commerce website that enables any
business to establish a fully functional online retail presence. Our
website, Pricester.com, is an Internet marketplace which allows vendors
to host their website with product and service listings and allows
consumers to search for listed products and services.

Plan of Operations

We have only received minimal revenues. We only have sufficient cash on
hand to meet funding requirements for the next 60-90 days.  We do not
have sufficient cash on hand to meet funding requirements for the next
twelve months.  Although we eventually intend to primarily fund general
operations and our marketing program with revenues received from the
sale of the Pricester Custom Designed Websites, hosting and transaction
fees, our revenues are not increasing at a rate sufficient to cover our
monthly expenses in the near future.  We will have to seek alternative
funding through debt or equity financing in the next twelve months that
could result in increased dilution to the shareholders.  No specific
terms of possible equity or debt financing have been determined or
pursued.

Going Concern

As reflected in the accompanying consolidated financial statements, we
had an accumulated deficit of $4,849,691, a working capital deficit of
$8,118, had net losses for the three months ended March 31, 2008 of
$412,491 and cash used in operations during the three months ended
March 31, 2008 of $(80,186).  While we are attempting to increase
sales, it has not been significant enough to support the Company's
daily operations.  We will attempt to raise additional funds by way of
a public or private offering.  While we believe in the viability of our
strategy to improve sales volume and in our ability to raise additional
funds, there can be no assurances to that effect.  Our limited
financial resources have prevented us from aggressively advertising our
products and services to achieve consumer recognition.  Our ability to
continue as a going concern is dependent on our ability to further
implement our business plan and generate increased revenues.

<PAGE>16

Critical Accounting Policies

Our financial statements and accompanying notes are prepared in
accordance with generally accepted accounting principles in the United
States.  Preparing financial statements requires management to make
estimates and assumptions that affect the reported amounts of assets,
liabilities, revenue and expenses.  These estimates and assumptions are
affected by management's applications of accounting policies.  Critical
accounting policies for Pricester include the useful life of property
and equipment and web development costs.

Computer equipment and furniture is stated at cost less accumulated
depreciation. Depreciation is computed over the assets' estimated
useful lives (five to seven years) using straight line methods of
accounting.  Maintenance costs are charged to expense as incurred while
upgrades and enhancements that result in additional functionality are
capitalized.

We capitalize the costs incurred during the application development
stage, which includes costs to design the software configuration and
interfaces, coding installation and testing.  Costs incurred during the
preliminary project along with post implementation stages of internal
use computer software are expensed as incurred. Capitalized development
costs are amortized over three years.  Costs to maintain existing
product offerings are expensed as incurred.

We review the carrying value of intangibles and other long-lived assets
for impairment at least annually or whenever events or changes in
circumstances indicate that the carrying amount of an asset may not be
recoverable.  Recoverability of long-lived assets is measured by
comparison of its carrying amount to the undiscounted cash flows that
the asset or asset group is expected to generate.  If such assets are
considered to be impaired, the impairment to be recognized is measured
by the amount by which the carrying amount of the property, if any,
exceeds its fair market value.

We have three primary revenue sources: website design, transaction
fees, and hosting fees.

   -   Website design revenue is recognized as earned when the website
is complete, control is transferred and the customer has accepted its
website, usually within seven days of the order.

   -   Transaction fee income comprises fees charged for use of credit
cards or other forms of payment in the purchase of items sold on the
customers' websites. The transaction fee income is recognized as earned
when funds transfers (via credit card or other forms of payments)
between the buyer and seller has been authorized.

   -   Revenues from website hosting fees are recognized when earned.
Web hosting fees received in advance are reflected as deferred revenue
on the accompanying balance sheet.


<PAGE>17

   -   Effective January 1, 2006, we adopted Statement of Financial
Accounting Standards No. 123 (revised 2004), Share Based Payment ("SFAS
No. 123R").  SFAS No. 123R establishes the financial accounting and
reporting standards for stock-based compensation plans. As required by
SFAS No. 123R, we recognize the cost resulting from all stock-based
payment transactions including shares issued in the financial
statements.

Results of Operations

Three months ended March 31, 2008 compared to three months ended March
31, 2007

Net sales for the three months ended March 31, 2008 were $24,816 as
compared to net sales of $56,558 for the three months ended March 31,
2007, a decrease of $31,742 or approximately 56%.  The decrease in
revenues is primarily attributable to the non renewal of subscribers
who had completed their annual hosting commitment during the first
quarter of fiscal 2008. We are continuing to create customer awareness
for our products. We have developed an aggressive strategy to increase
revenues by restructuring our sales force, revisiting the terms of
hosting and creating other attractive sales packages.  Additionally, we
have increased our marketing efforts and began offering website hosting
services.  There can be no assurances that we will continue to
recognize similar net revenue in future periods or that we will ever
report profitable operations.

Total operating expenses for the three months ended March 31, 2008 were
$437,232, a decrease of $376,889, or approximately 46%, from total
operating expenses in the three months ended March 31, 2007 of
$814,121.  This decrease is primarily attributable to:

   -   a decrease of $501, or approximately 34%, in advertising expense
incurred to promote our website and products.  The decrease was
attributable to decreased spending due to limited financial resources;

   -   a decrease of $16,775, or approximately 88%, in professional
fees incurred in connection with our SEC filings;

   -   a decrease of $189,692, or approximately 57%, in consulting fees
in connection with the issuance of our common stock for services
rendered and amortization of prepaid expense in connection with
deferred compensation in 2007.  This decrease is primarily attributable
to the decrease in fair values of our common stock during the three
months ended March 31, 2008 as compared to the same period in fiscal
2007,

   -   a decrease of $159,380, or 39%, in compensation expense to
$247,270 for the three months ended March 31, 2008 as compared to
$406,650 for the three months ended March 31, 2007.  Compensation
expense which include salaries and stock based compensations to our
employees.  During the three months ended March 31, 2008, the Company
issued in aggregate 3,000,000 shares of common stock to our CEO and an
officer in connection with their employment agreements dated January 1

<PAGE>18

14, 2008.  This decrease is primarily attributable to the decrease in
fair values of our common stock during the three months ended March 31,
2008 as compared to the same period in fiscal 2007,

   -   a decrease of $10,779, or approximately 19%, in other selling,
general and administrative expenses as a result of decrease in general
expenses and office expenses attributable to decreased spending due to
limited financial resources.

We reported a loss from operations of $(412,416) for the three months
ended March 31, 2008 as compared to a loss from operations of
$(757,563) for the three months ended March 31, 2007.

We reported a net loss of $(412,491) or (0.01) per share for the three
months ended March 31, 2008  as compared to a net loss of $(757,563) or
$(0.03) per share for the three months ended March 31, 2007.

Liquidity and Capital Resources

During the three months ended March 31, 2008, we received net proceeds
of $195,612 and subscription receivable of $30,000 from the sale of our
common stock.  These funds were used for working capital purposes.

Net cash used in operating activities for the three months ended March
31, 2008 amounted to $80,186 and was primarily attributable to our net
losses of $412,491 offset by stock based compensation of $266,000,
amortization of prepaid expense in connection with deferred
compensation of $84,958, depreciation of $631, and add back of changes
in assets and liabilities of $19,284.  Net cash flows used in operating
activities for the three months ended March 31, 2007 amounted to
$64,595 and was primarily attributable to our net losses of $757,563
offset by stock based compensation of $99,000, amortization of prepaid
expense in connection with deferred compensation of $328,500, donation
of officer's compensation of $6,500, depreciation of $782, and changes
in assets and liabilities of $258,186.

Net cash flows provided by financing activities was $148,812 for the
three months ended March 31, 2008 as compared to net cash provided by
financing activities of $47,839 for the three months ended March 31,
2007, an increase of $100,973.  For the three months ended March 31,
2008, we received proceeds from the sale of common stock of $195,612,
proceeds from related parties of $8,000 and offset by payments on
related party advances of $54,800. For the three months ended March 31,
2007, we received proceeds from the sale of common stock of $8,839 and
proceeds of $53,000 from related party advances offset by the repayment
of related party advances of $14,000.

We reported a net increase in cash for the three months ended March 31,
2008 of $68,626 as compared to a net decrease in cash of $16,756 for
the three months ended March 31, 2007.  At March 31, 2008, we had cash
on hand of $69,476.




<PAGE>19

Recent Accounting Pronouncements

In February 2007, the FASB issued SFAS No. 159, "The Fair Value Option
for Financial Assets and Financial Liabilities, Including an Amendment
of FASB Statement No. 115", under which entities will now be permitted
to measure many financial instruments and certain other assets and
liabilities at fair value on an instrument-by-instrument basis.  This
Statement is effective as of the beginning of an entity's first fiscal
year that begins after November 15, 2007.  Early adoption is permitted
as of the beginning of a fiscal year that begins on or before November
15, 2007, provided the entity also elects to apply the provisions of
SFAS 157.  The Company is currently assessing the impact, if any, the
adoption of SFAS 159 will have on its financial statements.

In May 2007, the FASB issued FASB Staff Position No. FIN 48-1,
Definition of Settlement in FASB Interpretation No.48 ("the FSP").  The
FSP provides guidance about how an enterprise should determine whether
a tax position is effectively settled for the purpose of recognizing
previously unrecognized tax benefits.  Under the FSP, a tax position
could be effectively settled on completion of examination by a taxing
authority if the entity does not intend to appeal or litigate the
result and it is remote that the taxing authority would examine or re-
examine the tax position.  The Company does not expect that this
interpretation will have a material impact on its financial position,
results of operations, or cash flows.

In December 2007, the FASB issued SFAS No. 141(R), "Business
Combinations," which replaces SFAS No. 141,  "Business Combinations,"
which, among other things, establishes principles and requirements for
how an acquirer entity recognizes and measures in its financial
statements the identifiable assets acquired, the liabilities assumed
(including intangibles) and any noncontrolling interests in the
acquired entity. SFAS No. 141(R) applies prospectively to business
combinations for which the acquisition date is on or after the
beginning of the first annual reporting period beginning on or after
December 15, 2008. We are currently evaluating what impact our adoption
of SFAS No. 141(R) will have on our financial statements.

In December 2007, the FASB issued SFAS No. 160, "Noncontrolling
Interests in Consolidated Financial Statements, an amendment of ARB No.
51."  SFAS No. 160 amends ARB 51 to establish accounting and reporting
standards for the noncontrolling interest in a subsidiary and for the
deconsolidation of a subsidiary. It also amends certain of ARB 51's
consolidation procedures for consistency with the requirements of SFAS
No. 141(R).  SFAS No. 160 is effective for fiscal years, and interim
periods within those fiscal years, beginning on or after December 15,
2008.  We are currently evaluating what impact our adoption of SFAS No.
160 will have on our financial statements.

Other accounting standards that have been issued or proposed by the
FASB or other standards-setting bodies that do not require adoption
until a future date are not expected to have a material impact on the
consolidated financial statements upon adoption.


<PAGE>20

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 March 31, 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 March 31, 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 March 31, 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>21

PART II - OTHER INFORMATION

Item 1. Legal Proceedings.  None.

Item 1A. Risk Factors.  Not applicable to smaller reporting companies.

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

During the three months ended March 31, 2008, we sold 6,443,583 shares
of our common stock for net proceeds of $195,612 and subscription
receivable of $30,000.

In January 2008, we issued 66,000 shares of common stock to two
officers of the Company in connection with a settlement of related
party loans of $31,800.

In January 2008, we issued in aggregate 2,000,000 shares of common
stock to our CEO and an officer of the Company in connection with
employment agreements dated January 14, 2008.

In February 2008, in connection with a twelve month consulting
agreement, we issued 500,000 shares of common stock for corporate
advisory services.

In February 2008, we amended a consulting agreement entered into on
June 28, 2007, whereby the consultant will no longer receive the
1,000,000 options to purchase our common stock but instead we issued
1,000,000 shares of our common stock.

Item 3. Defaults Upon Senior Securities.  None.

Item 4. Submission of Matters to a Vote of Security Holders.  None.

Item 5. Other Information.  None.

Item 6. Exhibits

       Exhibit 31 - Certifications pursuant to Section 302 of the
Sarbanes-Oxley Act of 2002
       Exhibit 32 - Certifications pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002

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:  May 15, 2008

PRICESTER.COM, INC.

By: /s/ Edward C. Dillon
---------------------------
Edward C. Dillon, CEO and Director