UNITED
STATES


SECURITIES
AND EXCHANGE COMMISSION


WASHINGTON,
DC 20549





FORM
10-Q




x
            Quarterly
      Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of
      1934


For the
quarterly period ended: September 30, 2010




 ̈
            Transition
      Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of
      1934


For the
transition period from ________ to _________




Commission
File Number: 000-51388





CONO
ITALIANO, INC.


(Exact
Name of Registrant as Specified in its Charter)





Nevada
            84-1665042(State
      or Other Jurisdiction of
            (IRS
      Employer IdentificationIncorporation
      or Organization)
            Number)





10
Main Street


Keyport, NJ
07735


(Address
of Principal Executive Offices)





877-330-2666


(Registrant
Telephone Number, Including Area Code)





N/A


(Former
Name, Former Address and Former Fiscal Year,


If
Changed Since Last Report)





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


Yes 
x No  ̈




Indicate
by check mark whether the registrant has submitted electronically and posted on
its corporate Web site, if any, every Interactive Data File required to be
submitted and posted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this
chapter) during the preceding 12 months (or for such shorter period that the
registrant was required to submit and post such files).  Yes 
 ̈ No  ̈





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




Large
      Accelerated Filer
             ̈
            Accelerated
      Filer
             ̈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





Indicate
the number of shares outstanding of each of the issuer’s classes of common
stock, as of the latest practicable date: The Issuer had 91,880,988 shares of
Common Stock, par value $.001, outstanding as of November 9,
2010.










TABLE
OF CONTENTS




PART
      I: FINANCIAL INFORMATIONItem
      1: Financial Statements
                
                F-1Item
      2: Management’s Discussion and Analysis of Financial Condition and Results
      of Operations
                
                4Item
      3: Quantitative and Qualitative Disclosures About Market
    Risk
                
                9Item
      4: Controls and Procedures
                
                9PART
      II: OTHER INFORMATIONItem
      1: Legal Proceedings
                
                10Item
      1A: Risk Factors
                
                10Item
      2: Unregistered Sales of Equity Securities and Use of
    Proceeds
                
                10Item
      3: Defaults Upon Senior Securities
                
                10Item
      4: Reserved
                
                10Item
      5: Other Information
                
                10Item
      6: Exhibits
                
                11SIGNATURES
                
                12




2




SPECIAL
NOTE REGARDING FORWARD-LOOKING STATEMENTS




This
Report on Form 10-Q (this “Report”) includes forward-looking statements within
the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A
of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of
1934. Forward-looking statements include statements concerning our plans,
objectives, goals, strategies, future events, future revenues or performance,
capital expenditures, financing needs and other information that is not
historical information and, in particular, appear in the section entitled
“Management’s Discussion and Analysis of Financial Condition and Results of
Operations” and elsewhere in this Report. When used in this Report, the words
“estimates,” “expects,” “anticipates,” “forecasts,” “plans,” “intends,”
“believes,” “seeks,” “may,” “will,” “should” and variations of these words or
similar expressions (or the negative versions of any these words) are intended
to identify forward-looking statements. However, as we issue “penny stock,” as
such term is defined in Rule 3a51-1 promulgated under the Exchange Act, we are
ineligible to rely on these safe harbor provisions. Such forward-looking
statements involve known and unknown risks, uncertainties and other factors
which may cause the actual results, performance or achievements of our Company
to be materially different from any future results, performance or achievements
expressed or implied by such forward-looking statements. All forward-looking
statements, including, without limitation, management’s examination of
historical operating trends, are based upon our current expectations and various
assumptions. Our expectations, beliefs and projections are expressed in good
faith and we believe there is a reasonable basis for them.





There are
a number of risks and uncertainties that could cause our actual results to
differ materially from the results referred to in the forward-looking statements
contained in this Report. Important factors outside the scope of our control
could cause our actual results to differ materially from the results referred to
in the forward-looking statements we make in this Report. Without limiting the
foregoing, if we are unable to acquire approvals or consents from third parties
or governmental authorities with respect to our new business model, our plans to
commence our new business may become irrevocably impaired.





All
forward-looking statements included herein are expressly qualified in their
entirety by the cautionary statements contained or referred to in this Report.
Except to the extent required by applicable laws and regulations, the Company
undertakes no obligation to update these forward-looking statements to reflect
events or circumstances after the date of this Report or to reflect the
occurrence of unanticipated events.





Unless
otherwise provided in this Report, references to the “Company,” the
“Registrant,” the “Issuer,” “we,” “us,” and “our” refer to Cono Italiano,
Inc.





3





CONO
ITALIANO, INC.


(FORMERLY
KNOWN AS TIGER RENEWABLE ENERGY LTD.)


(A
DEVELOPMENT STAGE COMPANY)


(A
NEVADA CORPORATION)


Keyport,
New Jersey


FINANCIAL
      REPORTSATSEPTEMBER
      30, 2010




TABLE OF CONTENTS





Consolidated
      Balance Sheets at September 30, 2010 (Unaudited) and December 31,
      2009
                            
                            F-2Consolidated
      Statements Of Changes In Stockholders’ Deficit for thePeriod
      from Date of Inception (March 2, 2006) Through September 30, 2010(Unaudited)
                            
                            F-3Consolidated
      Statements of Operations for the Three and Nine Months EndedSeptember
      30, 2010 and 2009 and for the Period from Inception (March 2, 2006)through
      September 30, 2010 (Unaudited)
                            
                            F-4Consolidated
      Statements of Cash Flows for the Nine Months EndedSeptember
      30, 2010 and 2009 and for the Period from Inception (March 2, 2006)through
      September 30, 2010
      (Unaudited)
                            
                            F-5Notes
      to Consolidated Financial Statements
                            
                            F-6
      to
F-16




F-1




CONO
ITALIANO, INC.
 (FORMERLY
KNOWN AS TIGER RENEWABLE ENERGY LTD.)
 (A
DEVELOPMENT STAGE COMPANY)
 (A
NEVADA CORPORATION)
 Keyport,
New Jersey
 
 CONSOLIDATED
      BALANCE SHEETS(Unaudited)September
      30,
                                    
                                    
                                    December
      31,2010
                                    
                                    
                                    2009ASSETSCash
      and Cash Equivalents
                                    
                                    $
                                    644
                                    
                                    
                                    $
                                    10,658Due
      from Related Party
                                    
                                    
                                    93,938
                                    
                                    
                                    
                                    133,938Prepaid
      Expenses
                                    
                                    
                                    112,245
                                    
                                    
                                    
                                    20,048Total
      Current Assets
                                    
                                    
                                    206,827
                                    
                                    
                                    
                                    164,644Property
      and Equipment - Net of Accumulated Depreciation
                                    
                                    
                                    14,275
                                    
                                    
                                    
                                    20,393Other
      AssetsLicensing
      Rights - Net of Accumulated Amortization
                                    
                                    
                                    132,130
                                    
                                    
                                    
                                    137,004Total
      Assets
                                    
                                    $
                                    353,232
                                    
                                    
                                    $
                                    322,041LIABILITIES
      AND STOCKHOLDERS' DEFICITLiabilitiesAccounts
      Payable
                                    
                                    $
                                    197,672
                                    
                                    
                                    $
                                    199,427Accrued
      Expenses
                                    
                                    
                                    53,372
                                    
                                    
                                    
                                    39,400Accrued
      Legal Expense
                                    
                                    
                                    67,520
                                    
                                    
                                    
                                    63,360Accrued
      Interest
                                    
                                    
                                    45,296
                                    
                                    
                                    
                                    36,182Deferred
      Revenue
                                    
                                    
                                    10,109
                                    
                                    
                                    
                                    10,109Notes
      Payable
                                    
                                    
                                    53,831
                                    
                                    
                                    
                                    231,987Due
      to Officer
                                    
                                    
                                    655,936
                                    
                                    
                                    
                                    624,366Total
      Current Liabilities
                                    
                                    
                                    1,083,736
                                    
                                    
                                    
                                    1,204,831Other
      LiabilitiesDeferred
      Revenue
                                    
                                    
                                    68,235
                                    
                                    
                                    
                                    75,816Total
      Liabilities
                                    
                                    
                                    1,151,971
                                    
                                    
                                    
                                    1,280,647Stockholders'
      DeficitCommon
      Stock - $.001 Par; 100,000,000 Shares Authorized, 91,880,988 and
      79,880,988 Shares Issued and Outstanding
                                    
                                    
                                    91,881
                                    
                                    
                                    
                                    79,881Additional
      Paid-In-Capital
                                    
                                    
                                    645,350
                                    
                                    
                                    
                                    378,923Deficit
      Accumulated During Development Stage
                                    
                                    
                                    (1,535,970
                                    )
                                    
                                    
                                    (1,417,410
                                    )Total
      Stockholders' Deficit
                                    
                                    
                                    (798,739
                                    )
                                    
                                    
                                    (958,606
                                    )Total
      Liabilities and Stockholders' Deficit
                                    
                                    $
                                    353,232
                                    
                                    
                                    $
                                    322,041
  The
accompanying notes are an integral part of these financial
statements.
  F-2
  CONO
ITALIANO, INC.
 (FORMERLY
KNOWN AS TIGER RENEWABLE ENERGY LTD.)
 (A
DEVELOPMENT STAGE COMPANY)
 (A
NEVADA CORPORATION)
 Keyport,
New Jersey
  CONSOLIDATED STATEMENTS OF CHANGES IN
      STOCKHOLDERS' DEFICIT FOR THE PERIOD FROM DATE OF INCEPTION (MARCH 2,
      2006) THROUGH SEPTEMBER 30, 2010
  (UNAUDITED)
 
 DeficitCommon
      Stock
                              
                              
                              Additional
                              
                              
                              Accumulated
                              
                              
                              Total$
      .001 Par
                              
                              
                              Paid-In
                              
                              
                              During
                              
                              
                              Stockholders'Shares
                              
                              
                              Amount
                              
                              
                              Capital
                              
                              
                              Development
      Stage
                              
                              
                              DeficitBalance
      - March 2, 2006
                              
                              
                              —
                              
                              
                              $
                              —
                              
                              
                              $
                              —
                              
                              
                              $
                              —
                              
                              
                              $
                              —Common
      Stock Issued for Contribution of License Rightsand Equipment
      (1)
                              
                              
                              6,000,000
                              
                              
                              
                              6,000
                              
                              
                              
                              159,000
                              
                              
                              
                              —
                              
                              
                              
                              165,000Net
      Loss
                              
                              
                              —
                              
                              
                              
                              —
                              
                              
                              
                              —
                              
                              
                              
                              —
                              
                              
                              
                              —Balance
      - December 31, 2006 (1)
                              
                              
                              6,000,000
                              
                              
                              
                              6,000
                              
                              
                              
                              159,000
                              
                              
                              
                              —
                              
                              
                              
                              165,000Net
      Loss
                              
                              
                              —
                              
                              
                              
                              —
                              
                              
                              
                              —
                              
                              
                              
                              (50,290
                              )
                              
                              
                              (50,290
                              )Balance
      - December 31, 2007
                              
                              
                              6,000,000
                              
                              
                              
                              6,000
                              
                              
                              
                              159,000
                              
                              
                              
                              (50,290
                              )
                              
                              
                              114,710Additional
      Paid-In-Capital - Deemed Distribution
                              
                              
                              —
                              
                              
                              
                              —
                              
                              
                              
                              (312,000
                              )
                              
                              
                              —
                              
                              
                              
                              (312,000
                              )Common
      Stock Issued to Prior Owners
                              
                              
                              3,000,000
                              
                              
                              
                              3,000
                              
                              
                              
                              54,000
                              
                              
                              
                              —
                              
                              
                              
                              57,000Common
      Stock Issued in Exchange for Services
                              
                              
                              44,250,000
                              
                              
                              
                              44,250
                              
                              
                              
                              434,494
                              
                              
                              
                              —
                              
                              
                              
                              478,744Net
      Loss
                              
                              
                              —
                              
                              
                              
                              —
                              
                              
                              
                              —
                              
                              
                              
                              (929,795
                              )
                              
                              
                              (929,795
                              )Balance
      - December 31, 2008
                              
                              
                              53,250,000
                              
                              
                              
                              53,250
                              
                              
                              
                              335,494
                              
                              
                              
                              (980,085
                              )
                              
                              
                              (591,341
                              )Common
      Stock Issued in Exchange for Services
                              
                              
                              7,616,428
                              
                              
                              
                              7,616
                              
                              
                              
                              178,777
                              
                              
                              
                              —
                              
                              
                              
                              186,393Common
      Stock Issued for Cash
                              
                              
                              262,000
                              
                              
                              
                              262
                              
                              
                              
                              64,608
                              
                              
                              
                              —
                              
                              
                              
                              64,870Common
      Stock Issued for Related Party Expense
                              
                              
                              500,000
                              
                              
                              
                              500
                              
                              
                              
                              69,500
                              
                              
                              
                              —
                              
                              
                              
                              70,000Acquisition
      of Shell (1)
                              
                              
                              242,560
                              
                              
                              
                              243
                              
                              
                              
                              (272,946
                              )
                              
                              
                              —
                              
                              
                              
                              (272,703
                              )Common
      Stock Issued to Relieve Accounts Payable
                              
                              
                              10,000
                              
                              
                              
                              10
                              
                              
                              
                              3,490
                              
                              
                              
                              —
                              
                              
                              
                              3,500Common
      Stock Issued for Note Payable Conversion
                              
                              
                              18,000,000
                              
                              
                              
                              18,000
                              
                              
                              
                              —
                              
                              
                              
                              —
                              
                              
                              
                              18,000Net
      Loss
                              
                              
                              —
                              
                              
                              
                              —
                              
                              
                              
                              —
                              
                              
                              
                              (437,325
                              )
                              
                              
                              (437,325
                              )Balance
      - December 31, 2009
                              
                              
                              79,880,988
                              
                              
                              
                              79,881
                              
                              
                              
                              378,923
                              
                              
                              
                              (1,417,410
                              )
                              
                              
                              (958,606
                              )Common
      Stock Issued for Note Payable Conversion
                              
                              
                              2,000,000
                              
                              
                              
                              2,000
                              
                              
                              
                              182,547
                              
                              
                              
                              —
                              
                              
                              
                              184,547Common
      Stock Issued in Exchange for Services
                              
                              
                              10,000,000
                              
                              
                              
                              10,000
                              
                              
                              
                              83,880
                              
                              
                              
                              —
                              
                              
                              
                              93,880Net
      Loss for the Period
                              
                              
                              —
                              
                              
                              
                              —
                              
                              
                              
                              —
                              
                              
                              
                              (118,560
                              )
                              
                              
                              (118,560
                              )Balance
      - September 30, 2010
                              
                              
                              91,880,988
                              
                              
                              $
                              91,881
                              
                              
                              $
                              645,350
                              
                              
                              $
                              (1,535,970
                              )
                              
                              $
                              (798,739
                              )
 
 (1)
              The
      stockholders equity of Cono Italiano, Inc. has been recapitalized to give
      effect to the shares received by the existing shareholders of Cono
      Italiano, Inc. from the share exchange
      agreement with Tiger Renewable Energy
  Inc.
 
 The
accompanying notes are an integral part of these financial
statements.
  F-3
 
 CONO ITALIANO, INC.
 (FORMERLY
KNOWN AS TIGER RENEWABLE ENERGY LTD.)
 (A
DEVELOPMENT STAGE COMPANY)
 (A
NEVADA CORPORATION)
 Keyport,
New Jersey
 
 CONSOLIDATED
      STATEMENTS OF OPERATIONS - UNAUDITEDPeriod
      FromDate
      of InceptionFor
      the Three Months Ended
                                              
                                              
                                              For
      the Nine Months Ended
                                              
                                              
                                              (March
      2, 2006)September
      30,
                                              
                                              
                                              September
      30,
                                              
                                              
                                              Through2010
                                              
                                              
                                              2009
                                              
                                              
                                              2010
                                              
                                              
                                              2009
                                              
                                              
                                              September 30, 2010Sales
                                              
                                              $
                                              2,527
                                              
                                              
                                              $
                                              3,473
                                              
                                              
                                              $
                                              7,582
                                              
                                              
                                              $
                                              8,527
                                              
                                              
                                              $
                                              31,467Cost
      of Sales
                                              
                                              
                                              —
                                              
                                              
                                              
                                              1,659
                                              
                                              
                                              
                                              —
                                              
                                              
                                              
                                              3,183
                                              
                                              
                                              
                                              9,123Gross
      Profit
                                              
                                              
                                              2,527
                                              
                                              
                                              
                                              1,814
                                              
                                              
                                              
                                              7,582
                                              
                                              
                                              
                                              5,344
                                              
                                              
                                              
                                              22,344ExpensesSelling
      and Direct
                                              
                                              
                                              9,183
                                              
                                              
                                              
                                              4,163
                                              
                                              
                                              
                                              9,183
                                              
                                              
                                              
                                              6,019
                                              
                                              
                                              
                                              179,549Compensation
      Expense
                                              
                                              
                                              —
                                              
                                              
                                              
                                              —
                                              
                                              
                                              
                                              —
                                              
                                              
                                              
                                              —
                                              
                                              
                                              
                                              420,005General
      and Administrative
                                              
                                              
                                              7,505
                                              
                                              
                                              
                                              41,631
                                              
                                              
                                              
                                              101,454
                                              
                                              
                                              
                                              102,482
                                              
                                              
                                              
                                              908,274Interest
      Expense
                                              
                                              
                                              4,459
                                              
                                              
                                              
                                              4,581
                                              
                                              
                                              
                                              15,505
                                              
                                              
                                              
                                              11,238
                                              
                                              
                                              
                                              53,686Gain
      on Sale of Assets
                                              
                                              
                                              —
                                              
                                              
                                              
                                              —
                                              
                                              
                                              
                                              —
                                              
                                              
                                              
                                              —
                                              
                                              
                                              
                                              (3,200
                                              )Total
      Expenses
                                              
                                              
                                              21,147
                                              
                                              
                                              
                                              50,375
                                              
                                              
                                              
                                              126,142
                                              
                                              
                                              
                                              119,739
                                              
                                              
                                              
                                              1,558,314Net
      Loss for the Period
                                              
                                              $
                                              (18,620
                                              )
                                              
                                              $
                                              (48,561
                                              )
                                              
                                              $
                                              (118,560
                                              )
                                              
                                              $
                                              (114,395
                                              )
                                              
                                              $
                                              (1,535,970
                                              )Loss
      per Share - Basic and Diluted
                                              
                                              $
                                              (0.00
                                              )
                                              
                                              $
                                              (0.00
                                              )
                                              
                                              $
                                              (0.00
                                              )
                                              
                                              $
                                              (0.00
                                              )
                                              
                                              $
                                              (0.04
                                              )Weighted
      Average Common Shares Outstanding
                                              
                                              
                                              58,216,615
                                              
                                              
                                              
                                              29,592,065
                                              
                                              
                                              
                                              81,844,358
                                              
                                              
                                              
                                              53,904,256
                                              
                                              
                                              
                                              36,763,804
 
 The
accompanying notes are an integral part of these financial
statements.
  F-4
 
 CONO ITALIANO, INC.
 (FORMERLY
KNOWN AS TIGER RENEWABLE ENERGY LTD.)
 (A
DEVELOPMENT STAGE COMPANY)
 (A
NEVADA CORPORATION)
 Keyport,
New Jersey
 
 
 CONSOLIDATED
      STATEMENTS OF CASH FLOWS - UNAUDITEDPeriod FromDate of Inception(March 2, 2006)ThroughFor the Nine Months Ended September 30,
                                                        
                                                        2010
                                                        
                                                        
                                                        2009
                                                        
                                                        
                                                        September 30, 2010Cash
      Flows from Operating ActivitiesNet
      Loss for the Period
                                                        
                                                        $
                                                        (118,560
                                                        )
                                                        
                                                        $
                                                        (114,395
                                                        )
                                                        
                                                        $
                                                        (1,535,970
                                                        )Adjustments
      to Reconcile Net Loss toNet Cash Flows from Operating
      Activities:Amortization
                                                        
                                                        
                                                        4,874
                                                        
                                                        
                                                        
                                                        4,874
                                                        
                                                        
                                                        
                                                        17,870Depreciation
                                                        
                                                        
                                                        6,118
                                                        
                                                        
                                                        
                                                        10,940
                                                        
                                                        
                                                        
                                                        35,725Common
      Stock Issued in Exchange for Services
                                                        
                                                        
                                                        —
                                                        
                                                        
                                                        
                                                        3,269
                                                        
                                                        
                                                        
                                                        649,704Expense
      to Prior Owners
                                                        
                                                        
                                                        —
                                                        
                                                        
                                                        
                                                        —
                                                        
                                                        
                                                        
                                                        257,000Gain
      on Sale of Assets
                                                        
                                                        
                                                        —
                                                        
                                                        
                                                        
                                                        —
                                                        
                                                        
                                                        
                                                        (3,200
                                                        )Changes
      in Assets and Liabilities:Prepaid
      Expenses
                                                        
                                                        
                                                        1,683
                                                        
                                                        
                                                        
                                                        —
                                                        
                                                        
                                                        
                                                        90,948Accounts
      Payable
                                                        
                                                        
                                                        (1,755
                                                        )
                                                        
                                                        
                                                        —
                                                        
                                                        
                                                        
                                                        (24,458
                                                        )Accrued
      Expenses
                                                        
                                                        
                                                        13,972
                                                        
                                                        
                                                        
                                                        2,500
                                                        
                                                        
                                                        
                                                        53,372Accrued
      Legal Expense
                                                        
                                                        
                                                        4,160
                                                        
                                                        
                                                        
                                                        —
                                                        
                                                        
                                                        
                                                        67,520Accrued
      Interest
                                                        
                                                        
                                                        15,505
                                                        
                                                        
                                                        
                                                        11,238
                                                        
                                                        
                                                        
                                                        53,687Deferred
      Revenue
                                                        
                                                        
                                                        (7,581
                                                        )
                                                        
                                                        
                                                        42,873
                                                        
                                                        
                                                        
                                                        78,344Net
      Cash Flows from Operating Activities
                                                        
                                                        
                                                        (81,584
                                                        )
                                                        
                                                        
                                                        (38,701
                                                        )
                                                        
                                                        
                                                        (259,458
                                                        )Net
      Cash Flows from Investing ActivitiesProceeds
      from Sale of Asset
                                                        
                                                        
                                                        —
                                                        
                                                        
                                                        
                                                        —
                                                        
                                                        
                                                        
                                                        5,000Acquisition
      of Cash in Reorganization
                                                        
                                                        
                                                        —
                                                        
                                                        
                                                        
                                                        —
                                                        
                                                        
                                                        
                                                        916Purchase
      of Property and Equipment
                                                        
                                                        
                                                        —
                                                        
                                                        
                                                        
                                                        (1,345
                                                        )
                                                        
                                                        
                                                        (36,802
                                                        )Net
      Cash Flows from Investing Activities
                                                        
                                                        
                                                        —
                                                        
                                                        
                                                        
                                                        (1,345
                                                        )
                                                        
                                                        
                                                        (30,886
                                                        )Cash
      Flows from Financing ActivitiesCash
      Proceeds from Sale of Stock
                                                        
                                                        
                                                        —
                                                        
                                                        
                                                        
                                                        25,000
                                                        
                                                        
                                                        
                                                        64,870Cash
      Received from (Advance to) - Related Party
                                                        
                                                        
                                                        40,000
                                                        
                                                        
                                                        
                                                        (24,248
                                                        )
                                                        
                                                        
                                                        (23,938
                                                        )Due
      to Officer
                                                        
                                                        
                                                        31,570
                                                        
                                                        
                                                        
                                                        91,322
                                                        
                                                        
                                                        
                                                        343,936Net
      Cash Flows from Financing Activities
                                                        
                                                        
                                                        71,570
                                                        
                                                        
                                                        
                                                        92,074
                                                        
                                                        
                                                        
                                                        384,868Net
      Change in Cash and Cash Equivalents
                                                        
                                                        
                                                        (10,014
                                                        )
                                                        
                                                        
                                                        52,028
                                                        
                                                        
                                                        
                                                        94,524Cash
      and Cash Equivalents - Beginning of Period
                                                        
                                                        
                                                        10,658
                                                        
                                                        
                                                        
                                                        724
                                                        
                                                        
                                                        
                                                        —Cash
      and Cash Equivalents - End of Period
                                                        
                                                        $
                                                        644
                                                        
                                                        
                                                        $
                                                        52,752
                                                        
                                                        
                                                        $
                                                        94,524Supplemental
      Non-Cash Investing and Financing Activities:Acquisition
      of Accounts Payable in Reorganization
                                                        
                                                        $
                                                        —
                                                        
                                                        
                                                        $
                                                        —
                                                        
                                                        
                                                        $
                                                        210,132Acquisition
      of Notes Payable in Reorganization
                                                        
                                                        $
                                                        —
                                                        
                                                        
                                                        $
                                                        —
                                                        
                                                        
                                                        $
                                                        47,988Deemed
      Distribution
                                                        
                                                        $
                                                        —
                                                        
                                                        
                                                        $
                                                        —
                                                        
                                                        
                                                        $
                                                        312,000Common
      Stock Issued for Prepaid Expenses
                                                        
                                                        $
                                                        93,880
                                                        
                                                        
                                                        $
                                                        —
                                                        
                                                        
                                                        $
                                                        109,313Common
      Stock Issued to Relieve Accounts Payable
                                                        
                                                        $
                                                        —
                                                        
                                                        
                                                        $
                                                        —
                                                        
                                                        
                                                        $
                                                        3,500Common
      Stock Issued to Relieve Note Payable
                                                        
                                                        $
                                                        184,547
                                                        
                                                        
                                                        $
                                                        —
                                                        
                                                        
                                                        $
                                                        387,094Common
      Stock Issued for Related Party Payable
                                                        
                                                        $
                                                        —
                                                        
                                                        
                                                        $
                                                        70,000
                                                        
                                                        
                                                        $
                                                        70,000Cash
      Paid During the Period for:Interest
                                                        
                                                        $
                                                        —
                                                        
                                                        
                                                        $
                                                        —
                                                        
                                                        
                                                        $
                                                        —Income
      Taxes
                                                        
                                                        $
                                                        —
                                                        
                                                        
                                                        $
                                                        —
                                                        
                                                        
                                                        $
                                                        —
  The
accompanying notes are an integral part of these financial
statements.
  F-5




CONO
ITALIANO, INC.


(FORMERLY
KNOWN AS TIGER RENEWABLE ENERGY LTD.)


(A
DEVELOPMENT STAGE COMPANY)


(A
NEVADA CORPORATION)


Keyport,
New Jersey





NOTES TO CONSOLIDATED FINANCIAL
      STATEMENTS




Note
      A -
            The
      Company


Merger
      and Recapitalization


The
      Company was incorporated in the State of Nevada on September 9, 2004, as
      Arch Management Services Inc.  A change of control of the
      Company occurred on June 5, 2006 and the Company changed its name form
      “Arch Management Services Inc.” to “Tiger Ethanol International Inc.” on
      November 24, 2006.  On February 11, 2008 the Company changed its
      name to “Tiger Renewable Energy Ltd.”  Another change of control
      of the Company occurred on June 4, 2009.  On August 10, 2009 the
      Company changed its name to “Cono Italiano, Inc.” and its symbol changed
      to CNOZ.





The
      Company was previously party to a joint venture named Xinjiang Yajia
      Distillate Company Limited (the “Venture”) to produce ethanol in the
      People’s Republic of China.  The Company’s board of directors
      determined that it was in the Company’s best interest to initiate a
      withdrawal from the ethanol business as of January 31, 2009 and assess
      alternative businesses.





On
      June 4, 2009 an Affiliate Stock Purchase Agreement (the “Stock Purchase
      Agreement”) was entered into by and between Gallant Energy International
      Inc. (“Gallant”), the owner of 5,000,000 shares of the Company’s common
      stock (prior to the Company’s one for sixty reverse stock split) and Lara
      Mac Inc. (“Lara Mac”), an entity controlled by Mitchell Brown (now the
      Chief Executive Officer of the Company and a member of the Company’s Board
      of Directors).  Pursuant to the Stock Purchase Agreement,
      Gallant sold all of its 5,000,000 shares of the Company’s common stock to
      Lara Mac.  The Gallant transaction with Lara Mac resulted in a
      change in control of the largest voting block of the Company effective as
      of June 4, 2009.





On
      August 10, 2009, the Company conducted a one for sixty reverse stock
      split.  As of that date, all of the existing outstanding common
      stock of the Company have been consolidated such that existing
      stockholders will hold one share of post-split common stock for every
      sixty shares owned prior to the reverse split.  All fractional
      shares resulting from the reverse stock split have been rounded up to the
      next whole share.





Janex
      International Inc. was formed on July 6, 2007, in the State of
      Delaware.   On January 8, 2008 Janex International Inc.,
      changed its name to Cono Italiano, Inc
  (Delaware).





Cono
      Italiano, LLC (Cono, LLC) was formed on June 27, 2007 as a limited
      liability company in the State of New Jersey.  Cono, LLC had no
      operations and its primary assets were the license rights to manufacture,
      market, and distribute “pizza cono”, a unique pizza style food
      product.





-
continued
-





F-6





CONO
ITALIANO, INC.


(FORMERLY
KNOWN AS TIGER RENEWABLE ENERGY LTD.)


(A
DEVELOPMENT STAGE COMPANY)


(A
NEVADA CORPORATION)


Keyport,
New Jersey





NOTES TO CONSOLIDATED FINANCIAL
      STATEMENTS





Note
      A -
            The
      Company - continued


Merger
      and Recapitalization


In
      March 2007, the license rights held by the individual founders of Cono,
      LLC were sold to The Total Luxury Group (TLG), an unrelated
      entity.  Subsequently, on January 8, 2008 the license rights
      were transferred to Mitchell Brown for the total consideration of
      $312,000.  The transfer of Cono, LLC (which includes the license
      rights) was effected in settlement of an obligation due to Mitchell Brown
      by TLG.





On
      January 14, 2008, Cono, LLC was sold to Cono, Inc. (Delaware) for the
      total consideration of $426,000.  In exchange for the 100%
      interest in Cono, LLC, the sole member of the LLC received 6,000,000
      shares of Cono, Inc. (Delaware) valued at $114,000 and was issued a
      promissory note for $312,000.  Mitchell Brown is also a
      principal stockholder in Cono, Inc.
(Delaware).





The
      transaction was accounted for as a recapitalization of Cono, Inc. and
      Cono, LLC; as both companies were under common control.  As
      such, the assets and liabilities of Cono, LLC were carried over to Cono,
      Inc. (Delaware) at the historical carrying
  values.





At
      the time of the sale of Cono, LLC to Cono, Inc. (Delaware), Cono LLC had a
      tangible net book value of $114,700. Since the assets and liabilities of
      Cono, LLC were recorded at their historical carrying amounts after the
      merger and recapitalization, the excess of the consideration paid of
      $426,000 over the carrying value of $114,700 had been recorded as a
      distribution to the stockholder.





On
      November 12, 2009 Cono Inc. (Delaware) entered into a share exchange
      agreement whereby Cono Inc. (Delaware) would exchange all of its common
      stock for the stock of Tiger Renewable Energy,Ltd. (TRE) (a shell company)
      on a share for share basis. Prior to entering into the share exchange
      agreement, the principal stockholder of Cono Inc. (Delaware) became a
      stockholder of TRE, either through direct ownership or through an entity
      in which he controlled, effectively gaining control of TRE, and on August
      10, 2009, TRE changed its name to Cono Italiano, Inc., a Nevada
      corporation.   As an inducement for Cono (Delaware) to
      enter the share exchange agreement, TRE’s largest shareholder has agreed
      to the cancellation of 242,557 shares of Cono (Nevada)
    stock.





The
      exchange of shares between Cono Italiano, Inc., (Delaware) and Cono
      Italiano, Inc., (Nevada) was accounted for as a recapitalization of the
      Companies, as the majority stockholder of Cono Italiano, Inc. is the
      majority stockholder of the surviving company.  Pursuant to the
      accounting for a recapitalization, the historical carrying value of the
      assets and liabilities of Cono Italiano, Inc. (Nevada) carried over to the
      surviving company.





Effective
      at the closing of the share exchange transactions, November 12, 2009, Cono
      (Delaware) became a wholly owned subsidiary of Cono
    (Nevada).




-
continued
-





F-7





CONO
ITALIANO, INC.


(FORMERLY
KNOWN AS TIGER RENEWABLE ENERGY LTD.)


(A
DEVELOPMENT STAGE COMPANY)


(A
NEVADA CORPORATION)


Keyport,
New Jersey





NOTES TO CONSOLIDATED FINANCIAL
      STATEMENTS





Note
      A -
            The
      Company - continued


Scope
      of Business


The
      Company is licensed to distribute an innovative food product - a
      cone-shaped pizza called "Pizza Cono."  The product will be
      distributed into fast food market establishments which include typical
      fast food chains, supermarkets, convenience stores, entertainment
      facilities, and sports arenas.  The Company’s focus will be the
      sale and management of licensing and distribution agreements with
      customers.





Note
      B -
            Summary
      of Significant Accounting Policies


Basis
      of Presentation


The
      condensed consolidated financial statements of Cono Italiano, Inc. (the
      “Company”) included herein have been prepared by the Company, without
      audit, pursuant to the rules and regulations of the Securities and
      Exchange Commission (the “SEC”).  Certain information and
      footnote disclosures normally included in financial statements prepared in
      conjunction with generally accepted accounting principles have been
      condensed or omitted pursuant to such rules and regulations, although the
      Company believes that the disclosures are adequate to make the information
      presented not misleading. These condensed consolidated financial
      statements should be read in conjunction with the annual audited financial
      statements and the notes thereto included in the Company’s registration
      statement on Form 10-K, and other reports filed with the
    SEC.





The
      accompanying unaudited interim financial statements reflect all
      adjustments of a normal and recurring nature which are, in the opinion of
      management, necessary to present fairly the financial position, results of
      operations and cash flows of the Company for the interim periods
      presented.  The results of operations for these periods are not
      necessarily comparable to, or indicative of, results of any other interim
      period or for the fiscal year taken as a whole.  Certain
      information that is not required for interim financial reporting purposes
      has been omitted.





Principles
      of Consolidation


The
      consolidated financial statements include the accounts of Cono Italiano,
      Inc. (Nevada) and its wholly owned subsidiary, Cono Italiano, Inc.
      (Delaware) (the “Company”).  All significant intercompany
      balances have been eliminated in
consolidation.





Method
      of Accounting


The
      Company maintains its books and prepares its financial statements on the
      accrual basis of accounting.




-
continued
-





F-8





CONO
ITALIANO, INC.


(FORMERLY
KNOWN AS TIGER RENEWABLE ENERGY, LTD.)


(A
DEVELOPMENT STAGE COMPANY)


(A
NEVADA CORPORATION)


Keyport,
New Jersey





NOTES TO CONSOLIDATED FINANCIAL
      STATEMENTS




Note
      B -
            Summary
      of Significant Accounting Policies –
continued


Development
      Stage


The
      Company has operated as a development stage enterprise since its inception
      by devoting substantially all of its efforts to financial planning,
      raising capital, research and development, and developing markets for its
      services.  The Company prepares its financial statements in
      accordance with the requirements of FASB ASC 915, “Development Stage
      Entities.”





Earnings
      per Share


Earnings
      per share of common stock are computed in accordance with FASB ASC 260,
      “Earnings per Share”.  Basic earnings per share are computed by
      dividing income or loss available to common shareholders by the
      weighted-average number of common shares outstanding for each
      period.  Diluted earnings per share are calculated by adjusting
      the weighted average number of shares outstanding assuming conversion of
      all potentially dilutive stock options, warrants and convertible
      securities, if dilutive. Common stock equivalents that are anti-dilutive
      are excluded from both diluted weighted average number of common shares
      outstanding and diluted earnings per
share.





Use
      of Estimates


The
      preparation of financial statements in conformity with generally accepted
      accounting principles in the United States of America 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
      revenues and expenses during the reporting period.  Actual
      results could differ from those
estimates.





Fair
      value of financial instruments


Prepaid
expenses, accrued expenses, notes payable, and amounts due to and from related
parties are carried in the financial statements at amounts which approximate
fair value.





Stock-Based
      Compensation


Stock-based
      compensation related to non-employees is recognized based on service
      provided in the accompanying statements of operations and is based on the
      fair value of the services received or the fair value of the equity
      instruments issued, whichever is more readily determinable. The Company’s
      accounting policy for equity instruments issued to consultants and vendors
      in exchange for goods and services follows the provisions of FASB ASC 505,
      “Equity Based Payments to Non-Employees”. The measurement date for the
      fair value of the equity instruments issued is determined at the earlier
      of (i) the date at which a commitment for performance by the consultant or
      vendor is reached or (ii) the date at which the consultant or vendor’s
      performance is complete. In the case of equity instruments issued to
      consultants, the fair value of the equity instrument is recognized over
      the term of the consulting
agreement.




F-9





CONO
ITALIANO, INC.


(FORMERLY
KNOWN AS TIGER RENEWABLE ENERGY, LTD.)


(A
DEVELOPMENT STAGE COMPANY)


(A
NEVADA CORPORATION)


Keyport,
New Jersey





NOTES TO CONSOLIDATED FINANCIAL
      STATEMENTS





Note
      C -
            Recently
      Issued Accounting Standards


In
      June 2009, the FASB issued revised authoritative guidance related to
      variable interest entities, which requires entities to perform a
      qualitative analysis to determine whether a variable interest gives the
      entity a controlling financial interest in a variable interest
      entity.  The guidance also requires an ongoing reassessment of
      variable interests and eliminates the quantitative approach previously
      required for determining whether an entity is the primary
      beneficiary.  This guidance, which was reissued by the FASB in
      December 2009 as ASU  No. 2009-17, “Improvements to Financial
      Reporting by Enterprises Involved with Variable Interest Entities,” amends
      ASC Topic 810, “Consolidation”, and was effective as of the beginning of
      an entity’s first annual reporting period that begins after November 15,
      2009 (January 1, 2010 for the Company).  The adoption of this
      guidance did not have a significant impact on the consolidated financial
      statements.





In
      January 2010, the FASB issued Accounting Standards Updated (ASU) No.
      2010-06, “Improving Disclosures about Fair Value Measurements,” which
      amends ASC 820, “Fair Value Measures and Disclosures.”  ASU No.
      2010-06 amends the ASC to require disclosure of transfers into and out of
      Level 1 and Level 2 fair value measurements, and also require more
      detailed disclosure about the activity within Level 3 fair value
      measurements.  The changes to the ASC as a result of this update
      were effective for annual and interim reporting periods beginning after
      December 15, 2009 (January 1, 2010 for the Company), except for the
      requirements related to Level 3 disclosures, which were effective for
      annual and interim reporting periods beginning after December 15, 2010
      (January 1, 2011 for the Company).  This guidance requires new
      disclosures only, and will have no impact on the Company’s consolidated
      financial statements.





F-10





CONO
ITALIANO, INC.


(FORMERLY
KNOWN AS TIGER RENEWABLE ENERGY, LTD.)


(A
DEVELOPMENT STAGE COMPANY)


(A
NEVADA CORPORATION)


Keyport,
New Jersey





NOTES
      TO CONSOLIDATED FINANCIAL
STATEMENTS





Note
      D -
            Related
      Party Transactions


Due
      from Related Party


On
      July 14, 2008, (the date of Edesia’s inception), the Company entered into
      an operating agreement with Edesia Emprise, LLC to manufacture product for
      the Company. The CEO of the Company owned 50% of Edesia until July 21,
      2008 when he transferred his interest to a relative. At the date of the
      transfer, Edesia had no assets or business
  operations.





Due
      from Related Party consists of monies advanced on behalf of Edesia
      Emprise, LLC.





The
      Company purchased manufacturing equipment on behalf of Edesia to be used
      by an unrelated entity for the production of the pizza cones products. The
      manufactured pizza cone products will be resold by Cono and its licensees.
      Production of the pizza cones under the agreement began in
      March 2009.





The
      advances are non-interest bearing and are due upon demand.  Due
      from related party consists of the
following:





September 30,
                          
                          
                          December 31,2010
                          
                          
                          2009Edesia Emprise, LLC
                          
                          $
                          93,938
                          
                          
                          $
                          133,938





On
      November 11, 2009, Cono Italiano (Delaware) and Edesia Emprise, LLC
      entered into a Master Manufacturing Agreement.  Pursuant to this
      Master Manufacturing Agreement, Edesia Emprise, LLC will produce the
      Company’s Pizza Cono product.  Cono Italiano (Delaware) has
      agreed to pay Edesia Emprise, LLC the costs of production plus fifteen
      percent (15%).  This Master Manufacturing Agreement has a five
      (5) year term and will automatically renew unless cancelled by one of the
      parties pursuant to its terms.  This Master Manufacturing
      Agreement is exclusive within the United States.  Edesia
      Emprise, LLC may either produce this product directly or through a
      subcontractor.





Edesia
      Emprise, LLC has advised Cono Italiano (Delaware) that it has entered into
      its first subcontract agreement.  Sunrise Bakery, located in
      Brooklyn, New York, will produce the cones for the Pizza Cono product on
      behalf of Edesia Emprise, LLC





Due
      to Officer


Certain
      disbursements of the Company have been paid by an officer of the
      Company.  The balance at September 30, 2010 and December 31,
      2009 was $655,936 and $624,366, respectively.  There are no
      established repayment terms.  For the periods ended September
      30, 2010 and December 31, 2009, the Company has imputed interest at the
      applicable federal rate of 1.93% and 2.64%, respectively. Accrued interest
      was $45,296 and $36,182, at September 30, 2010 and December 31, 2009,
      respectively.




F-11





CONO
ITALIANO, INC.


(FORMERLY
KNOWN AS TIGER RENEWABLE ENERGY, LTD.)


(A
DEVELOPMENT STAGE COMPANY)


(A
NEVADA CORPORATION)


Keyport,
New Jersey





NOTES TO CONSOLIDATED FINANCIAL
      STATEMENTS





Note
      E -
            Notes
      Payable


In
      January, 2008, Cono Inc. (Delaware) issued 3,000,000 shares of common
      stock to the former owners of the license rights of the Pizza Cono
      Products.  The shares were issued by agreement between Cono,
      Inc. (Delaware) and the former owners in satisfaction of any future claims
      whether known or unknown with regards to the license rights.  In
      addition to the shares issued, the Company also issued a note payable to
      the MEGK Group LLC (the former owners) in the amount of $200,000 on
      December 28, 2007. Interest accrued at 8% per annum, and the note was due
      in full on December 28, 2008.  This note was also convertible
      automatically upon the sale of all or substantially all of the assets of
      the Company or the merger, consolidation or liquidation of the Company
      where the Company would not remain in control of the new
      company.  The note could also be converted at option of the
      holder.  Common stock issued upon conversion would be calculated
      by dividing the principal amount of the note to be converted divided by
      $.001.  On November 1, 2009, MEGK assigned its rights to this
      note payable to Azure Seas Ltd.





On
      December 16, 2009, Azure renegotiated the original convertible promissory
      note, waived all past due interest on the note through November 1, 2009,
      and assigned $18,000 of the note to various holders.  Prior to
      December 31, 2009, those holders converted their notes payable of $18,000
      to 18,000,000 shares common stock.  At December 31, 2009 note
      payable to Azure was $182,000.  On January 11, 2010, Azure
      converted their note payable of $182,000 and accrued interest of $2,547 to
      2,000,000 shares common stock.





.
            The
      Company also has a note payable to DT Crystal Limited accruing interest at
      10% annually which is due upon demand.  The note is convertible
      at the option of the holder into restricted stock of Cono
      (Nevada).  At September 30, 2010 and December 31, 2009 and 2008
      note payable to DT Crystal was $53,831 and $49,987,
      respectively.  Interest expense for the nine months ended
      September 30, 2010 and 2009 was $3,844 and $-0-,
    respectively.





Note
      F -
            Going
      Concern


The
      Company’s financial statements have been presented on the basis that it is
      a going concern, which contemplates the realization of assets and the
      satisfaction of liabilities in the normal course of business. The Company
      has reported recurring losses from operations.  As a result,
      there is an accumulated deficit of $1,535,970 at September 30,
      2010.





.
            The
      Company’s continued existence is dependent upon its ability to raise
      capital.  The financial statements do not include any
      adjustments that might be necessary should the Company be unable to
      continue as a going concern.





F-12




CONO
ITALIANO, INC.


(FORMERLY
KNOWN AS TIGER RENEWABLE ENERGY LTD.)


(A
DEVELOPMENT STAGE COMPANY)


(A
NEVADA CORPORATION)


Keyport,
New Jersey





NOTES TO CONSOLIDATED FINANCIAL
      STATEMENTS





Note
G – Employment Contracts


On
      December 30, 2009 the Company entered into employment agreements with each
      of the officers serving the Company.  The employment agreements
      contained the following provisions: (i) two-year terms with automatic
      renewal provisions unless notice is given by either party 30 days prior to
      renewal; (ii) commitment of a substantial portion of their professional
      time to the Company, consisting of 75% of their time for Mitchell Brown
      and 60% of their time for each of Joseph Masselli, Alex Kaminski and Steve
      Savage; and (iii) and additional customary employment agreement terms and
      conditions.  The officers have agreed that they will not receive
      any compensation for their services to the Company prior to January 1,
      2012.  The compensation of the officers has been set as
      follows:





AnnualOfficer
                      
                      SalaryMitchell
      Brown, Chief Executive Officer
                      
                      $
                      125,000Joseph
      Masselli, President and Chief Operating Officer
                      
                      $
                      75,000Alex
      Kaminski, Chief Financial Officer and Treasurer
                      
                      $
                      50,000Steve
      Savage, Secretary
                      
                      $
                      50,000





It
      has also been agreed by the Company, Mr. Smith, a director, and Mr.
      Kaminski that pursuant to separate stock option agreements, Mr. Smith will
      be granted options to purchase 2,000,000 shares of the Company’s common
      stock at $.01 per share and Mr. Kaminski will be granted options to
      purchase 1,500,000 shares of the Company’s common stock at $.01 per
      share.  These options will vest in one year and will expire in
      three years.





Note
H –  Stock Based Compensation Expense


On
      October 5, 2006, the Company’s Board of Directors adopted the Company’s
      2006 Equity Incentive Plan, which authorizes the Company to issue options
      for the purchase of up to 2,000,000 shares of the Company’s common stock,
      pursuant to the terms and conditions set forth therein.  The
      Equity Incentive Plan authorizes the issuance of incentive stock options
      (ISQ) and non-qualified stock options (NQOs) to the Company’s employees,
      directors or consultants.




-
continued
-





F-13





CONO
ITALIANO, INC.


(FORMERLY
KNOWN AS TIGER RENEWABLE ENERGY, LTD.)


(A
DEVELOPMENT STAGE COMPANY)


(A
NEVADA CORPORATION)


Keyport,
New Jersey





NOTES TO CONSOLIDATED FINANCIAL
      STATEMENTS




Note
H –   Stock Based Compensation Expense –
continued


Options
      outstanding at the date of acquisition were 336. All outstanding options
      were fully vested and expensed prior to the
  acquisition.




Nine Months EndedSeptember 30, 2010Number of
                      
                      
                      Weighted - AverageOptions
                      
                      Options
                      
                      
                      Exercise PriceBalance
      at Acquisition
                      
                      
                      336
                      
                      
                      $
                      120Granted
                      
                      
                      ––
                      
                      
                      
                      ––Exercised
                      
                      
                      ––
                      
                      
                      
                      ––Cancelled
                      
                      
                      ––
                      
                      
                      
                      ––Balance
      at June 30, 2010
                      
                      
                      336
                      
                      
                      $
                      120Options
      Exercisable at June 30, 2010
                      
                      
                      336
                      
                      
                      $
                      120





The
      aggregate intrinsic value of the options outstanding and the options
      exercisable on September 30, 2010 is
$-0-.





The
      following table summarizes information about options outstanding and
      exercisable at September 30, 2010:




WeightedOptions
                                          
                                          
                                          Average
                                          
                                          
                                          OptionsOutstanding
                                          
                                          
                                          Contractual Life
                                          
                                          
                                          ExercisableExercise Price
                                          
                                          Number
                                          
                                          
                                          (In Years)
                                          
                                          
                                          Number$
                                          120
                                          
                                          
                                          336
                                          
                                          
                                          
                                          1.10
                                          
                                          
                                          
                                          336




As
      of September 30, 2010, there was no unrecognized compensation cost related
      to non-vested stock options.





F-14





CONO
ITALIANO, INC.


(FORMERLY
KNOWN AS TIGER RENEWABLE ENERGY, LTD.)


(A
DEVELOPMENT STAGE COMPANY)


(A
NEVADA CORPORATION)


Keyport,
New Jersey





NOTES TO CONSOLIDATED FINANCIAL
      STATEMENTS





Note
      I -
            Income
      Tax Compliance


The
Company is not in compliance with filing its required income tax
returns.  Since the Company has had continuous losses and has
available net operating losses, the Company believes that any tax liability
would not be material. Deferred taxes are provided for the temporary differences
between the financial reporting basis and the tax reporting basis of the
Company’s assets and liabilities.  The temporary differences between
financial reporting and income tax purposes are primarily net operating loss
carry forwards for income tax purposes. A valuation allowance is recorded for
deferred tax assets when management determines it is more likely than not, that
such assets, will not be realized.





A full
valuation allowance has been established against the deferred tax assets for the
years ended December 31, 2009 and 2008 as utilization of the loss carry forwards
and realization of other deferred tax assets cannot be reasonably
assured.





Note
J -   Licensing Revenue


On
      July 9, 2008, (subsequently amended in October, 2009) the Company entered
      into a Supplier/Distribution agreement with Pino Gelato, Inc., an
      unrelated entity.  The agreement grants the exclusive
      manufacture and distribution rights to Pino Gelato, Inc. for the
      production of pizza cono food products for certain specified geographical
      territories.  The term of the agreement is for ten (10) years
      with an automatic renewal for another ten (10) years.  In
      addition, Pino Gelato, Inc. has the exclusive rights to enter into
      franchise agreements with third parties to market and sell the pizza cono
      food products.





In
      exchange for the rights granted to Pino Gelato under the agreement, the
      Company received total cash consideration of
  $100,000.





As
      an inducement for Pino Gelato, Inc to buy the distribution and franchise
      rights, the Company agreed to issue 375,000 shares of common stock to Pino
      upon receipt of the first and final installment of the
      agreement.  Common stock amounting to 250,000 shares were issued
      prior to the execution of the amendment in October, 2009 with the
      remaining 125,000 shares to be issued upon receipt of the final $25,000
      cash payment from Pino. As of September 30, 2010, the final payment has
      been received from Pino. The related 125,000 shares remain unissued and
      will be issued upon request. The fair market value of the common stock
      issued in connection with the installment payments made has been recorded
      as an offset to the payments received under the agreement.  The
      payments received have been recorded as deferred licensing revenue in the
      accompanying consolidated financial statements.  The licensing
      revenue is being amortized to revenue over the initial license term of ten
      (10) years.





The
      Company is also entitled to ten (10) percent of all franchise revenue
      generated by Pino Gelato.




F-15





CONO
ITALIANO, INC.


(FORMERLY
KNOWN AS TIGER RENEWABLE ENERGY, LTD.)


(A
DEVELOPMENT STAGE COMPANY)


(A
NEVADA CORPORATION)


Keyport,
New Jersey





NOTES TO CONSOLIDATED FINANCIAL
      STATEMENTS





Note
K -  Other Matters


On
      November 6, 2009, Cono Italiano (Delaware) entered into a Commitment
      Letter, pursuant to which, one of the Company’s shareholders, Lara Mac has
      agreed to provide financing to Cono Italiano, Inc., with such funds as the
      Company’s Board of Directors shall deem to be sufficient to maintain the
      Company’s ordinary course of business operations (the “Commitment
      Amount”).  The Company may draw on the Commitment Amount in
      monthly tranches in accordance with our operating requirements as set
      forth in the Company’s business plan. The available Commitment Amount
      will be reduced by the aggregate cash proceeds received by the Company
      which are derived from the issuance of any equity securities and Company
      gross revenues. Draws on the Commitment Amount will be made on terms of
      unsecured notes, with interest set on each note as of the date of the draw
      at prime rate plus two percent per annum. The notes will mature and become
      repayable thirty calendar days after demand at any time following the
      earlier of (a) December 31, 2010 or (b) the date upon which we are in
      receipt of revenues or proceeds from the sales of equity securities. The
      Company will give Lara Mac customary representations and warranties
      regarding the good standing of the Company and status of progress in
      respect of the Company’s business plan prior to each draw on the
      Commitment Amount, and the Company will provide certifications and
      covenants regarding use of proceeds of each draw, which will be in
      customary forms reasonably requested by Lara Mac as determined by
      reference to similar lenders making similar loans to similar companies.
      Lara Mac will not be required to make any loans under the Commitment
      Amount to the Company if the Company is unable to make the
      representations, warranties, certifications or covenants, or if the
      Company is in breach of any previously given representations, warranties,
      certifications or covenants. If the Company breaches any of the notes, the
      default rate will be 15% per annum and Lara Mac may seek recourse against
      the company for repayment of all of the notes. As of September 30, 2010,
      no funds have been borrowed.





On
      August 1, 2010, Cono Italiano (Delaware) entered into a manufacturing
      agreement with Interstate Caterers for the purposes of manufacturing,
      producing and distributing “pizza cono”.  The term of the
      agreement shall continue in force and effect unless terminated by either
      party.  Cono will lease to Interstate equipment required for the
      manufacture of the product for $1 per year.  All equipment will
      remain the property of Cono and upon termination of the agreement be
      returned to Cono by Interstate.


In
      addition to this agreement Cono issued 100,000 shares of common stock to
      the 2 sole stockholders of Interstate in exchange for the use of
      Interstate’s facility for 1 (one) year at an approximate value of $36,000
      for the calendar year 2011.




F-16




Item
2: Management’s Discussion and Analysis of Financial Condition and Results of
Operations





The
following discussion of the financial condition and results of operations of the
Company should be read in conjunction with the financial statements and the
related notes thereto included elsewhere in this Report. This Report contains
certain forward-looking statements and the Company's future operating results
could differ materially from those discussed herein. Certain statements
contained in this Report, including, without limitation, statements containing
the words "believes", "anticipates," "expects" and the like, constitute
"forward-looking statements" within the meaning of Section 27A of the Securities
Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934,
as amended (the “Exchange Act”). However, as the Company intends to issue “penny
stock,” as such term is defined in Rule 3a51-1 promulgated under the Exchange
Act, the Company is ineligible to rely on these safe harbor provisions. Such
forward-looking statements involve known and unknown risks, uncertainties and
other factors which may cause the actual results, performance or achievements of
the Company to be materially different from any future results, performance or
achievements expressed or implied by such forward-looking statements. Given
these uncertainties, readers are cautioned not to place undue reliance on such
forward-looking statements. The Company disclaims any obligation to update any
such factors or to announce publicly the results of any revisions of the
forward-looking statements contained or incorporated by reference herein to
reflect future events or developments.





Introduction





The
Company was incorporated in the State of Nevada on September 9, 2004 as Arch
Management Services Inc. A change of control of the Company occurred on June 5,
2006 and the Company changed its name from “Arch Management Services Inc.” to
“Tiger Ethanol International Inc.” on November 24, 2006. On February 11, 2008
the Company changed its name to “Tiger Renewable Energy Ltd.” Another change of
control of the Company occurred on June 4, 2009. On August 10, 2009, the Company
changed its name to “Cono Italiano, Inc.” and its symbol changed to
CNOZ.





Our
principal business address is 10 Main Street, Keyport, NJ 07735 and our
telephone number is 877-330-2666.





Our
Business





The
Company was previously involved in the production of ethanol from agricultural
products. The Company’s board of directors determined that it was in our best
interest to initiate a complete and total withdrawal from the ethanol business
as of January 31, 2009. The Company subsequently began seeking new business
opportunities.





We
identified Cono Italiano (Delaware) as a business venture that would be suitable
for future operation. On November 12, 2009, we entered into agreement with the
shareholders of Cono Italiano (Delaware) pursuant to which we acquired all of
the issued and outstanding shares of the Cono Italiano (Delaware) and we now
operate Cono Italiano (Delaware) as a wholly-owned subsidiary of our
Company.





Cono
Italiano (Delaware)





In March
2006 Cono Italiano LLC, a New Jersey limited liability company, entered into an
agreement with Kono Italia S.R. L., an Italian company doing business as “Pizza
Hands.” Kono Italia S.R.L owns the designs, recipes and technology for the
“Pizza Cono,” a food product for quick service restaurants consisting of a cone
shaped pizza dough. Cono Italiano (Delaware) (as the successor to Cono Italiano,
LLC) holds a distribution agreement for North America from Kono Pizza in Italy.
This distribution agreement grants the licensee an exclusive license to exploit
this product in the United States, Canada and Mexico for a twenty-five (25) year
term. The product is patented in the United States and Europe as is the cone
production machine which is proprietary. In 2007 Cono Italiano, LLC initially
introduced the product into the North American market by building an alliance
with Center Plate, a food service provider to stadiums and arenas throughout
North America. At the present time, Cono Italiano (Delaware) has no contractual
agreements with Center Plate.





4








Cono
Italiano (Delaware) was formed through the merger of Cono Italiano LLC, a New
Jersey limited liability company, and Janex International, Inc., a Delaware
corporation, in January, 2008. Cono Italiano (Delaware) was formed as Janex
International, Inc. on July 6, 2007 in the State of Delaware.  On January
8, 2008 Janex International Inc. changed its name to Cono Italiano, Inc. Cono
Italiano, LLC (Cono, LLC) was formed on June 27, 2007 as a limited liability
company in the State of New Jersey.  Cono, LLC had no operations and its
primary assets were the license rights to manufacture, market, and distribute
“pizza cono”, a unique pizza style food product. In March 2007, the license
rights held by the individual founders of Cono, LLC were sold to The Total
Luxury Group (“TLG”), an unrelated entity. Subsequently, on January 8, 2008 the
license rights were transferred to Mitchell Brown, our Company’s Chief Executive
Officer, for the total consideration of $312,000. The transfer of Cono, LLC
(which includes the license rights) was effected in settlement of an obligation
due to Mitchell Brown by TLG. On January 14, 2008, Cono, LLC was sold to Cono
Italiano (Delaware) for the total consideration of $426,000. In exchange for the
100% interest in Cono, LLC, the sole member of the LLC received 6,000,000 shares
of Cono Italiano (Delaware) valued at $114,700 and was issued a promissory note
for $312,000. Mitchell Brown is also a principal stockholder in the
Company.




Cono
Italiano (Delaware) is licensed to distribute a food product called the “Pizza
Cono.” The Pizza Cone is designed to be a drip free, spill free cone-shaped
pizza made of a proprietary dough and filled with freshly selected ingredients.
The Company intends that the Pizza Cone will be distributed through the fast
food market (the fast food market is generally defined as restaurants selling
food and drinks for immediate consumption either on the premises in designated
eating areas, or for consumption elsewhere). The Pizza Cone is expected to be
distributed to quick-service restaurants, takeaways, mobile and street vendors,
and leisure locations. These establishments include typical fast food chains,
supermarkets, convenience stores, entertainment facilities and sports
arenas.





On July
9, 2008, Cono Italiano (Delaware) entered into a distribution and licensing
agreement (the “Distribution Agreement”) with Pino Gelato, Inc., a South
Carolina corporation presently involved in retail sales of Italian gelato and
sales of franchises for the sale of gelato. Under the terms of the Distribution
Agreement, we have granted to Pino Gelato, Inc. the rights in the United States,
Canada and Mexico to sell and distribute our products through retail channels.
The initial term of the Distribution Agreement is for ten (10) years and shall
be automatically renewed for additional ten (10) year terms if neither party is
in material breach of the Distribution Agreement at the expiration date of each
ten (10) year term. The Distribution Agreement includes the right to market
Pizza Cones and establish Pizza Cone and Pino Gelato Cafes. Cono Italiano
(Delaware) has received $100,000 in cash in consideration for such Distribution
Agreement. There have been five retail channels established to date for a
licensing fee of $25,000. Product has been sold to various distributors
throughout the country for distribution. As an inducement to buy the
distribution and franchise rights by Pino Gelato, Inc. the Company agreed to
issue 375,000 shares of common stock to Pino Gelato. Common stock amounting to
250,000 shares was issued to Pino Gelato, with the remaining 125,000 shares to
be issued.





As part
of Cono Italiano (Delaware)’s marketing strategy, Cono Italiano (Delaware) paid
$8,500 in September of 2008 to develop retail packaging and conducted a photo
shoot for the product in October of 2008 at a cost of $1,500.





There
have been five licenses sold to date and there are currently five such cafes in
operation, located in South Carolina, Tennessee, Pittsburgh and Ohio. These
cafes are presently selling the Pizza Cone product.





In July
of 2008, the Company’s Chief Executive Officer, Mitchell Brown and Ramona
Fantini of Pino Gelato formed a manufacturing entity, Edesia Emprise, LLC, to
produce and manufacturer the "Cones" in Indianapolis Indiana. Mitchell Brown
transferred his ownership interests in Edesia Emprise, LLC to his father, Gene
Brown, later that month, before it commenced any operations. Taylor's Bakery was
contracted as a third party manufacturer for this project in January of 2009,
and in March of 2009, Dough Bros., Inc., an entity established by Taylor’s
Bakery, entered into an agreement with Edesia Emprise, LLC and Cono Italiano
(Delaware).





Since
March of 2009, Cono Italiano (Delaware)’s marketing and distribution efforts
have also included giving free samples of its product away at the Indianapolis
Speedway, presenting the product to potential distributors at a trade show, and
selling the product at an Italian festival in Indianapolis.





5





In the
first quarter of 2009, a production facility was established in Indianapolis,
Indiana by Taylor’s Bakery with proprietary baking equipment purchased from
Italy. Cono Italiano (Delaware) has been working together with the TurboChef
Brand of ovens to develop cooking settings to bake the Cono Italiano product in
retail distribution settings. Major food establishments including Subway, Dunkin
Donuts, and Quick Chek currently use TurboChef Brand ovens to cook frozen
products in their establishments. Cono Italiano (Delaware) shipped its initial
orders for products in the second quarter of 2009. Cono Italiano (Delaware) buys
and resells the TurboChef Brand ovens as needed. An alternative supplier, Amana,
makes similar ovens at similar prices which the management of Cono Italiano
(Delaware) believes it can rely upon if there is any disruption in supply of
ovens from TurboChef Brand.





On
October 22, 2009, Dough Bros., Inc., John Allen, Drew Allen, Matt Allen, Edesia
Emprise, LLC, Cono Italiano (Delaware), Mitchell Brown, John Jacobs and Ramona
Fantini entered into an agreement to terminate the relationship between Cono
Italiano (Delaware), Edesia Emprise, LLC and Dough Bros., Inc.





On
November 11, 2009, Cono Italiano (Delaware) and Edesia Emprise, LLC entered into
a Master Manufacturing Agreement. Pursuant to this Master Manufacturing
Agreement, Edesia Emprise, LLC will produce the Company’s Pizza Cono product.
Cono Italiano (Delaware) has agreed to pay Edesia Emprise, LLC the costs of
production plus fifteen percent (15%). This Master Manufacturing Agreement has a
five (5) year term and will automatically renew unless cancelled by one of the
parties pursuant to its terms. This Master Manufacturing Agreement is exclusive
within the United States. Edesia Emprise, LLC may either produce this product
directly or through a subcontractor. On December 8, 2009, the Company was
advised that Edesia Emprise had entered into its first subcontract agreement
with Sunrise Baking Acquisition Company, based in Brooklyn, New
York.





In August
of 2010, the Company and Interstate Caterers entered into a Manufacturing
Agreement.  Pursuant to this agreement, Interstate Caterers will
produce the filings for the Company’s cone product.  The parties to
this agreement have not yet established the prices to be paid for such
filings.  This agreement may be terminated by either party on thirty
(30) days notice.





Effective
as of September 15, 2010, the Company entered into a Consulting Agreement with
the Dettman Group, LLC.  Pursuant to this agreement, Mr. Dave Dettman
of the Dettman Group, LLC will provide strategic marketing assistance and
consulting to the Company.  The Company has agreed to pay the Dettman
Group, LLC $7,500 per month for these services.  This agreement has a
duration of six months.





Financial
Information in this Report





The
acquisition of Cono Italiano (Delaware) by our Company is for accounting
purposes treated as a reverse acquisition where Cono Italiano (Delaware) is the
accounting survivor. As such, all financial information discussed and presented
herein is the historical and current information pertaining only to Cono
Italiano (Delaware) except as otherwise indicated. The financial statements and
notes included as part of this Report pertain only to Cono Italiano
(Delaware) as the accounting survivor and disregard the historical
financial statements filed by our Company prior to the acquisition of Cono
Italiano (Delaware).





In
connection with the acquisition of Cono Italiano (Delaware), the Company changed
its fiscal year end from January 31st to
December 31st.





Revenues





From
inception through September 30, 2010, the Company has had total sales of
$31,467. In the nine month period ended September 30, 2010, Cono Italiano
(Delaware) had total sales of $7,582, compared to total sales of $8,527 in the
nine month period ended September 30, 2009.  In the three month period
ended September 30, 2010, Cono Italiano (Delaware) had total sales of $2,527,
compared to total sales of $3,473 in the three month period ended September 30,
2009.  In 2010, sales of $2,527 were made in each of the first, second
and third quarter of the year.





6





From
inception through September 30, 2010, the Company’s gross profits have been
$22,344.  This includes gross profits for the nine month period ended
September 30, 2010 of $7,582, which is an increase over gross profits of $5,344
for the nine month period ended September 30, 2009.  The Company’s
gross profits for the three month period ended September 30, 2010 were $2,527,
which was an increase from $1,814 for the three month period ended September 30,
2009.  In both the three and nine month period ended September 30,
2010, the Company had no cost of sales.  During the nine month period
ended September 30, 2009, the Company’s cost of sales was
$3,183.  During the three month period ended September 30, 2009, the
Company’s cost of sales was $1,659.





Financial
Condition, Liquidity and Capital Resources





Through
September 30, 2010, Cono Italiano (Delaware) has accrued total liabilities of
$1,151,971 in the course of developing its operations. The Company’s
expenditures are expected to increase as the Company expands its operations,
expends additional funds on marketing, administration and new staff, and
commences the payment of salaries to existing officers and directors (although
the Company’s officers and directors have agreed that they will not receive any
salary through December 31, 2010). Total liabilities decreased from $1,280,647
at December 31, 2009 to $1,151,971 at September 30, 2010.  As of
September 30, 2010, the Company’s liabilities included, in part, $655,936 due to
an officer of the Company, $197,672 in accounts payable and $67,520 in accrued
legal expenses.





The total
assets of Cono Italiano (Delaware) increased from $322,041 on December 31, 2009
to $353,232 at September 30, 2010. This included $93,938 due from a related
party, which was a decrease from $133,938 at December 31,
2009.  Prepaid expenses were $112,245 as of September 30, 2010, which
was an increase from $20,048 on December 31, 2009.  As of September
30, 2010 the value of its licensing rights, net of accumulated amortization, was
$132,130, a decline from $137,004 at December 31, 2009.  Property and
equipment, net of accumulated depreciation, were $14,275 as of September 30,
2010, a decline from $20,393 as of December 31, 2009.





As of
September 30, 2010, Cono Italiano (Delaware) had $644 in cash and cash
equivalents on hand, as compared to $10,658 on hand as of December 31, 2009. The
main source of the Company’s cash has been loans from an officer; our Chief
Executive Officer, Mitchell Brown, was owed $655,936 as of September 30, 2010,
which total loan amount increased from $624,366 at December 31,
2009.




From
inception through September 30, 2010, the Company’s total expenses have been
$1,558,314. Total expenses for the nine month period ended September 30, 2010
were $126,142. This included, in part, general and administrative expenses of
$101,454 and interest expense of $15,505. This was an increase from the nine
month period ended September 30, 2009, in which total expenses were $119,739,
consisting of selling expenses of $6,019, general and administrative expenses of
$102,482 and interest expenses of $11,238.  Total expenses for the
three month period ended September 30, 2010 were $21,147, which included general
and administrative expenses of $7,505 and interest expenses of
$4,459.  This was an increase from the three month period ended
September 30, 2009, in which total expenses were $50,375, consisting of general
and administrative expenses of $41,631 and interest expenses of
$4,581.





From
inception through September 30, 2010, the Company’s selling expenses have been
$179,549, compensation expenses have been $420,005, general and administrative
expenses have been $908,274 and interest expenses were $53,686.





The
Company’s net loss from inception through September 30, 2010 has been
$1,535,970. The net loss for the nine month period ended September 30, 2010 was
$118,560, which was an increase from $114,395 for the nine month period ended
September 30, 2009.





The
Company’s management believes that Cono Italiano will need additional capital to
conduct business, grow and expand the Company. The terms and condition of any
which we may receive financing could have a material adverse affect on our
business, results of operations, liquidity and financial
condition.





7





On
November 9, 2009, Cono Italiano (Delaware) entered into a Commitment Letter,
pursuant to which, one of our shareholders, Lara Mac has agreed to provide
financing to Cono Italiano, Inc., with such funds as the Company’s Board of
Directors shall deem to be sufficient to maintain the Company’s ordinary course
of business operations (the “Commitment Amount”). Lara Mac is wholly owned by
Mitch Brown, our Chief Executive Officer. We may draw on the Commitment Amount
in monthly tranches in accordance with our operating requirements as set forth
in our business plan. The available Commitment Amount will be reduced by
the aggregate cash proceeds received by the Company which are derived from the
issuance of any equity securities and Company gross revenues. Draws on the
Commitment Amount will be made on terms of unsecured notes, with interest set on
each note as of the date of the draw at prime rate plus two percent per annum.
The notes will mature and become repayable thirty calendar days after demand at
any time following the earlier of (a) December 31, 2010 or (b) the date upon
which we are in receipt of revenues or proceeds from the sales of equity
securities. We will give Lara Mac customary representations and warranties
regarding the good standing of our Company and status of progress in respect of
our Company business plan prior to each draw on the Commitment Amount, and we
will provide certifications and covenants regarding use of proceeds of each
draw, which will be in customary forms reasonably requested by Lara Mac as
determined by reference to similar lenders making similar loans to similar
companies. Lara Mac will not be required to make any loans under the Commitment
Amount to us if we are unable to make the representations, warranties,
certifications or covenants, or if we are in breach of any previously given
representations, warranties, certifications or covenants. If we breach any of
the notes, the default rate will be 15% per annum and Lara Mac may seek recourse
against our company for repayment of all of the notes. As of September 30, 2010,
there had been no borrowings under the Commitment Letter.





The
independent auditor's reports of EFP Rotenberg LLP for the period ended December
31, 2009 contained "going concern" qualifications, noting that there was an
accumulated deficit of $980,085 at December 31, 2008 and $1,417,410 at December
31, 2009. Cono Italiano (Delaware)’s auditors expressed the opinion that such
entity’s continued existence is dependent upon its ability to raise capital. The
financial statements do not include any adjustments that might be necessary
should Cono Italiano (Delaware) be unable to continue as a going
concern.





Critical
Accounting Policies and Estimates





Our
consolidated financial statements are prepared in accordance with U.S. Generally
Accepted Accounting Principles (“GAAP”). The preparation of the financial
statements requires us to make estimates and assumptions that affect the
reported amounts of assets, liabilities, revenues, expenses, and related
disclosures. Though we evaluate our estimates and assumptions on an ongoing
basis, our actual results may differ from these estimates.





Intangible
Assets





Intangible
assets consist of licensing rights. The Company applies an impairment evaluation
whenever events or changes in business circumstances indicate that the carrying
value of the intangible assets may not be recoverable. Other intangible assets
are amortized on a straight-line basis over their estimated economic lives. The
Company believes that the straight-line method of amortization reflects an
appropriate allocation of the cost of the intangible assets to earnings in
proportion to the amount of economic benefits obtained annually by the
Company.





Stock-Based
Compensation





Stock-based
compensation related to non-employees is recognized as compensation expense in
the accompanying consolidated statements of operations and is based on the fair
value of the services received or the fair value of the equity instruments
issued, whichever is more readily determinable. The Company’s accounting policy
for equity instruments issued to consultants and vendors in exchange for goods
and services follows the provisions of FASB ASC 505, “Equity Based Payments to
Non-Employees.” The measurement date for the fair value of the equity
instruments issued is determined at the earlier of (i) the date at which a
commitment for performance by the consultant or vendor is reached or (ii) the
date at which the consultant or vendor’s performance is complete. In the case of
equity instruments issued to consultants, the fair value of the equity
instrument is recognized over the term of the consulting agreement.





8








Off
Balance Sheet Arrangements





The
Company does not have any off balance sheet arrangements that have or are
reasonably likely to have a current or future effect on the Company's financial
condition, changes in financial condition, revenues or expenses, results of
operations, liquidity, capital expenditures or capital resources.





Item
3: Quantitative and Qualitative Disclosures About Market Risk





Not
Applicable.





Item
4: Controls and Procedures





As of the
end of the period covered by this Report, an evaluation was carried out under
the supervision and with the participation of our management, including our
Chief Executive Officer and Chief Financial Officer, of the effectiveness of our
disclosure controls and procedures, as defined in Rule 13a-15(e) and Rule
15d-15(e) promulgated under the Securities and Exchange Act of 1934 (the
“Exchange Act”). Based on their evaluation of our disclosure controls and
procedures as of September 30, 2010, the Company’s Chief Executive Officer and
Chief Financial Officer have concluded that the Company’s disclosure controls
and procedures were not effective to ensure that information required to be
disclosed by the Company in reports that it files or submits under the Exchange
Act is recorded, processed, summarized and reported within the time periods
specified in Securities and Exchange Commission rules and forms and this
information is accumulated and communicated to management, including the
Company’s Chief Executive Officer and Chief Financial Officer to allow timely
decisions regarding required disclosures.





Management
identified a material weakness (as defined in Public Company Accounting
Oversight Board Standard No. 2) in our internal control over financial reporting
regarding a lack of adequate segregation of duties and concluded that such
controls were not effective as of September 30, 2010.





Changes
in Internal Control Over Financial Reporting





The
Company is in the process of improving its internal control over financial
reporting in an effort to remediate this material weakness by improving
period-end closing procedures and requiring all period-end recurring and
non-recurring adjustments be reviewed by the Chief Financial
Officer.





As of
September 30, 2010, there has been no change in the Company’s internal control
over financial reporting that has materially affected or is reasonably likely to
materially affect the Company’s internal control over financial
reporting.





9




PART
II: OTHER INFORMATION




Item
1: Legal Proceedings




The
Company is not, and has not been during the period covered by this Quarterly
Report, a party to any legal proceedings.





Item
1A: Risk Factors





Not
Applicable.




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





On July
28, 2010, the Company issued 10,000,000 restricted shares of the Company’s
common stock in exchange for marketing and consulting services, as well as in
lieu of rent payments.  These shares were issued exempt from
registration in reliance on Section 4(2) of the Securities Act of 1933, as
amended.  Of these 10,000,000 restricted shares, 3,000,000 restricted
shares issued for consulting services will be cancelled, as the planned
consulting arrangements have been terminated subsequent to the period covered by
this Report.





Item
3: Defaults Upon Senior Securities





Not
Applicable.




Item
4: Reserved




Not
Applicable.





Item
5: Other Information




Manufacturing
Agreement





In August
of 2010, the Company and Interstate Caterers entered into a Manufacturing
Agreement.  Pursuant to this agreement, Interstate Caterers will
produce the filings for the Company’s cone product.  The parties to
this agreement have not yet established the prices to be paid for such filings.
This agreement may be terminated by either party on thirty (30) days
notice.





Consulting
Agreement





Effective
as of September 15, 2010, the Company entered into a Consulting Agreement with
the Dettman Group, LLC.  Pursuant to this agreement, Mr. Dave Dettman
of the Dettman Group, LLC will provide strategic marketing assistance and
consulting to the Company.  The Company has agreed to pay the Dettman
Group, LLC Seven Thousand Five Hundred Dollars ($7,500) per month for these
services.  This agreement has a duration of six months.





Share
Issuances





On July
28, 2010, the Company issued 10,000,000 restricted shares of the Company’s
common stock in exchange for marketing and consulting services, as well as in
lieu of rent payments.  These shares were issued exempt from
registration in reliance on Section 4(2) of the Securities Act of 1933, as
amended.  Of these 10,000,000 restricted shares, 3,000,000 restricted
shares issued for consulting services will be cancelled, as the planned
consulting arrangements have been terminated subsequent to the period covered by
this Report.





10







Item
6: Exhibits





(a)
  Exhibits





Exhibit No.
                
                Description of ExhibitsExhibit
      10.59
                
                Manufacturing
      Agreement, by and between Interstate Caterers and the Company, dated as of
      August 2010.Exhibit
      10.60
                
                Consulting
      Agreement, by and between the Dettman Group, LLC and the Company, dated as
      of September 15, 2010.Exhibit 31.1
                
                Certification
      of Principal Executive Officer pursuant to Section 302 of the
      Sarbanes-Oxley Act of 2002.Exhibit 31.2
                
                Certification
      of Principal Financial Officer pursuant to Section 302 of the
      Sarbanes-Oxley Act of 2002.Exhibit 32.1
                
                Certification
      of the Principal Executive Officer pursuant to 18 U.S.C. Section 1350, as
      adopted pursuant to Section 906 of the Sarbanes-Oxley Act of
      2002.Exhibit
      32.2
                
                Certification
      of the Principal Financial Officer pursuant to 18 U.S.C. Section 1350, as
      adopted pursuant to Section 906 of the Sarbanes-Oxley Act of
      2002.





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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.





CONO
      ITALIANO, INC.(Registrant)Dated:
      November 15, 2010By:
              /s/ Mitchell BrownName:
              Mitchell
      BrownTitle:
              Principal
      Executive OfficerDated:
      November 15, 2010By:
              /s/ Alex J. KaminskiName:
              Alex
      J. KaminskiTitle:
              Principal
      Financial Officer and
                Chief
      Accounting Officer




12