UNITED STATES


SECURITIES AND EXCHANGE COMMISSION


Washington, D.C. 20549





FORM 10-Q





x
QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934:

For the quarterly period ended March 31, 2010





o
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: 333-146478


International Vineyard, Inc.


(Exact name of small business issuer as specified in its charter)





Delaware
20-8820679(State or other jurisdiction of

incorporation or organization)
(I.R.S. Employer

Identification No.)





17309 Josie Circle, Bellflower, California 90706(Address of principal executive offices)





949-276-4729(Issuer’s Telephone Number)35502 Camino Capistrano Dana Point, California 92624

(Former address of principal executive offices)





Indicate by check mark whether the issuer (1) has filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 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. xYes 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 file, 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.





Large accelerated filer
o

Accelerated filer
oNon-accelerated filer
o
(Do not check if a smaller reporting company)
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). xYes oNo





As of May 14, 2010, there were 9,224,375 shares of the issuer's $.001 par value common stock issued and outstanding.


1





PART I - FINANCIAL INFORMATION





Item 1.  Financial Statements


INTERNATIONAL VINEYARD, INC.
 (A DEVELOPMENT STAGE COMPANY)
 CONDENSED BALANCE SHEETS





March 31,


December 31,2010


2009ASSETS

(Unaudited)Current assets:Cash and cash equivalents

$
945


$
845Total current assets


945



845Property and equipment, net of accumulated depreciation


156



311Other assets


1,000



1,000Total assets

$
2,101


$
2,156LIABILITIES AND STOCKHOLDERS' (DEFICIT)Current liabilities:Accounts payable and accrued expenses

$
22,277


$
8,664Note payable - related party


12,500



7,731Total current liabilities


34,777



16,395Stockholders' (deficit):Preferred stock, $0.001 par value;5,000,000 shares authorized; 0 shares issuedand outstanding at March 31, 2010 and December 31, 2009


-



-Common stock, $0.001 par value;50,000,000 shares authorized; 9,224,375 shares issuedand outstanding at March 31, 2010 and December 31, 2009


9,224



9,224Additional paid-in capital


121,326



120,126Deficit accumulated during the development stage


(163,226
)


(143,589
)Total stockholders' (deficit)


(32,676
)


(14,239
)Total liabilities and stockholders' (deficit)

$
2,101


$
2,156








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





2
 INTERNATIONAL VINEYARD, INC.
 (A DEVELOPMENT STAGE COMPANY)
 CONDENSED STATEMENTS OF OPERATIONS





For the periodApril 2, 2007Three Months Ended


(inception) toMarch 31,


March 31,


March 31,2010


2009


2010(Unaudited)


(Unaudited)


(Unaudited)Net revenue

$
-


$
-


$
-Cost of revenue


-



-



-Gross profit


-



-



-General and administrative expensesLegal and professional fees


17,105



23,144



115,595Salaries and wages


-



-



3,600Officer compensation


-



-



2,813Rent


1,200



2,400



25,116Licenses and fees


-



696



12,225Meals and entertainment


-



-



3,365Travel


-



-



5,705Other general and administrative expenses


263



176



4,263Total general and administrative expenses


18,568



26,416



172,682Loss before other income (expense)


(18,568
)


(26,416
)


(172,682
)Interest expense


(269
)






(500
)Forgiveness of debt


-



-



12,356Loss from operations


(18,837
)


(26,416
)


(160,826
)Provision for income taxes


(800
)


(800
)


(2,400
)Net loss

$
(19,637
)

$
(27,216
)

$
(163,226
)Basic and diluted earnings (loss) per share

$
-


$
-Weighted average common shares outstanding


9,224,375



9,224,375





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


3
 INTERNATIONAL VINEYARD, INC.
 (A DEVELOPMENT STAGE COMPANY)
 CONDENSED STATEMENTS OF CASH FLOWS
 (UNAUDITED)





For the periodApril 2, 2007Three Months Ended


(inception) toMarch 31,


March 31,


March 31,2010


2009


2010(Unaudited)


(Unaudited)


(Unaudited)Cash flows from operating activitiesNet loss

$
(19,637
)

$
(27,216
)

$
(163,226
)Adjustments to reconcile net loss to net cash used in operating activities:Additional paid-in capital in exchange for facilities providedby related party


1,200



-



6,800Forgiveness of debt


-



-



(12,356
)Depreciation


155



155



1,705Changes in operating assets and liabilities:Other assets


-



-



(1,000
)Accounts payable and accrued expenses


13,882



18,041



35,133Net cash used in operating activities


(4,400
)


(9,020
)


(132,944
)Cash flows from investing activitiesPurchase of fixed assets


-



-



(1,861
)Net cash used in investing activities


-



-



(1,861
)Cash flows from financing activitiesProceeds from issuance of common stock


-



-



113,750Proceeds from note payable


14,500



-



12,000Costs incurred in private placement offering


-



-



(5,000
)Contributed capital from shareholders


-



-



15,000Net cash provided by financing activities


r4,500



-



135,750Net (decrease) increase in cash and cash equivalents


100



(9,020
)


945Cash and cash equivalents, beginning of period


845



23,199



-Cash and cash equivalents, end of period

$
945


$
14,179


$
945Supplemental disclosure of cash flow informationIncome taxes paid

$
-


$
800


$
1,600Interest paid

$
-


$
-


$
-


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


4
 INTERNATIONAL VINEYARD, INC.
 (A DEVELOPMENT STAGE COMPANY)
 NOTES TO CONDENSED FINANCIAL STATEMENTS





(1)
NATURE OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES





NATURE OF BUSINESS





The Company is currently a development stage company under the provisions of Financial Accounting Standards Board Accounting Standards Codification No. 915 and was incorporated under the laws of the State of Delaware on April 2, 2007.  The Company is developing a wholesale and distribution business that specializes in providing French and California sourced wines, via several company-owned brands, to the Chinese market.  In May 2007, the Company received its license to operate as a distributor from the California Department of Alcoholic Beverage Control.  As of March 31, 2010, the Company has not reported any revenue and will continue to report as a development stage company until significant revenues are produced.





On May 8, 2009, the Company became a majority owned subsidiary of CJM Strategies, LLC.





INTERIM FINANCIAL STATEMENTS





The accompanying unaudited condensed financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and pursuant to the rules and regulations of the Securities and Exchange Commission.  Certain information and footnote disclosures normally included in annual financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been omitted pursuant to such rules and regulations.





In the opinion of management, all adjustments, consisting of normal and recurring adjustments, necessary for a fair presentation of the financial position and the results of operations for the periods presented have been included.  The operating results of the Company on a quarterly basis may not be indicative of operating results for the full year.  For further information, refer to the financial statements and notes included in International Vineyard, Inc.’s Form 10-K for the year ended December 31, 2009.





BASIS OF PRESENTATION AND GOING CONCERN





The accompanying financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which contemplate continuation of the Company as a going concern.  The Company has incurred net losses since inception, and as of March 31, 2010, had an accumulated deficit of $163,226. These conditions raise substantial doubt as to the Company's ability to continue as a going concern. These financial statements do not include any adjustments that might result from the outcome of this uncertainty. These financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts, or amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern.





Management recognizes that the Company must generate additional resources to enable it to continue operations. Management intends to raise additional financing through debt financing and equity financing or through other means that it deems necessary, with a view to moving forward and sustaining a prolonged growth in its strategy phases. However, no assurance can be given that the Company will be successful in raising additional capital. Further, even if the company raises additional capital, there can be no assurance that the Company will achieve profitability or positive cash flow. If management is unable to raise additional capital and expected significant revenues do not result in positive cash flow, the Company will not be able to meet its obligations and may have to cease operations.





5
 INTERNATIONAL VINEYARD, INC.
 (A DEVELOPMENT STAGE COMPANY)
 NOTES TO CONDENSED FINANCIAL STATEMENTS





USE OF ESTIMATES





The preparation of financial statements in conformity with accounting principles generally accepted 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 reported periods. Actual results could materially differ from those estimates.





CASH AND CASH EQUIVALENTS





The Company considers all highly liquid debt instruments and other short-term investments with a maturity of three months or less, when purchased, to be cash equivalents.





The Company maintains cash balances at a financial institution that is insured by the Federal Deposit Insurance Corporation up to $250,000.





PROPERTY AND EQUIPMENT





Property and equipment are stated at cost less accumulated depreciation and amortization. Depreciation and amortization are calculated using the straight-line method and with useful lives used in computing depreciation ranging from 3 to 5 years.  When property and equipment are retired or otherwise disposed of, the related cost and accumulated depreciation are removed from the respective accounts, and any gain or loss is included in operations. Expenditures for maintenance and repairs are charged to operations as incurred; additions, renewals and betterments are capitalized.





LONG-LIVED ASSETS





The Company accounts for its long-lived assets in accordance with Financial Accounting Standards Board Accounting Standards Codification (“ASC”) No. 360-10, " Impairment or Disposal of Long-Lived Assets."  ASC No. 360 requires that long-lived assets be reviewed for impairment whenever events or changes in circumstances indicate that the historical cost carrying value of an asset may no longer be appropriate. The Company assesses recoverability of the carrying value of an asset by estimating the future net cash flows expected to result from the asset, including eventual disposition. If the future net cash flows are less than the carrying value of the asset, an impairment loss is recorded equal to the difference between the asset's carrying value and fair value or disposable value. As of March 31, 2010, the Company did not deem any of its long-term assets to be impaired.





6
 INTERNATIONAL VINEYARD, INC.
 (A DEVELOPMENT STAGE COMPANY)
 NOTES TO CONDENSED FINANCIAL STATEMENTS


BASIC AND DILUTED INCOME (LOSS) PER SHARE





In accordance with Financial Accounting Standards Board Accounting Standards Codification  No. 260, "Earnings Per Share," basic income (loss) per common share is computed by dividing net income (loss) available to common stockholders by the weighted average number of common shares outstanding. Diluted income (loss) per common share is computed similar to basic income per common share except that the denominator is increased to include the number of additional common shares that would have been outstanding if the potential common shares had been issued and if the additional common shares were dilutive. As of March 31, 2010, the Company did not have any equity or debt instruments outstanding that can be converted into common stock.





PROVISION FOR INCOME TAXES





The Company accounts for income taxes under Financial Accounting Standards Board Accounting Standards Codification (“ASC”) 740, "Accounting for Income Taxes." Under the asset and liability method of ASC 740, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. Under ASC 740, the effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period the enactment occurs. A valuation allowance is provided for certain deferred tax assets if it is more likely than not that the Company will not realize tax assets through future operations.





FAIR VALUE OF FINANCIAL INSTRUMENTS





Pursuant to Financial Accounting Standards Board Accounting Standards Codification No. 820, “Fair Measurements and Disclosures”, the Company is required to estimate the fair value of all financial instruments included on its balance sheet as of March 31, 2010. The Company’s financial instruments consist of cash, accounts payable, and note payable – related party.  The Company considers the carrying value of such amounts in the financial statements to approximate their fair value.





REVENUE RECOGNITION





The Company has not generated any income since its inception.





RECENT ACCOUNTING PRONOUNCEMENTS





In March 2010, the FASB (Financial Accounting Standards Board) issued Accounting Standards Update 2010-11 (ASU 2010-11), Derivatives and Hedging (Topic 815): Scope Exception Related to Embedded Credit Derivatives.  The amendments in this Update are effective for each reporting entity at the beginning of its first fiscal quarter beginning after June 15, 2010.  Early adoption is permitted at the beginning of each entity’s first fiscal quarter beginning after issuance of this Update.  The Company does not expect the provisions of ASU 2010-11 to have a material effect on the financial position, results of operations or cash flows of the Company.


7
 INTERNATIONAL VINEYARD, INC.
 (A DEVELOPMENT STAGE COMPANY)
 NOTES TO CONDENSED FINANCIAL STATEMENTS





In February 2010, the FASB issued ASU No. 2010-09 “Subsequent Events (ASC Topic 855) Amendments to Certain Recognition and Disclosure Requirements” (“ASU No. 2010-09”). ASU No. 2010-09 requires an entity that is an SEC filer to evaluate subsequent events through the date that the financial statements are issued and removes the requirement for an SEC filer to disclose a date, in both issued and revised financial statements, through which the filer had evaluated subsequent events. The adoption did not have an impact on the Company’s financial position and results of operations.





In January 2010, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2010-06, Improving Disclosures about Fair Value Measurements. ASU No. 2010-06 amends FASB Accounting Standards Codification (“ASC”) 820 and clarifies and provides additional disclosure requirements related to recurring and non-recurring fair value measurements and employers’ disclosures about postretirement benefit plan assets. This ASU is effective for interim and annual reporting periods beginning after December 15, 2009. The adoption of ASU 2010-06 is not expected to have a material impact on the Company’s condensed financial statements.








(2)
PROPERTY AND EQUIPMENT





A summary as of March 31, 2010, is as follows:Computer equipment

$    1,861Less accumulated depreciation

(1,705)$       156





The computer equipment is being depreciated on a straight-line basis over its estimated useful life of 3 years.  Depreciation expense amounted to $155 and $155 for the three months ended March 31, 2010 and 2009, respectively.





(3)
DEPOSIT





The Company has a $1,000 deposit with the California State Board of Equalization.





8
 INTERNATIONAL VINEYARD, INC.
 (A DEVELOPMENT STAGE COMPANY)
 NOTES TO CONDENSED FINANCIAL STATEMENTS





(4)
STOCKHOLDERS' (DEFICIT)





The Company is authorized to issue up to 50,000,000 shares of $0.001 par value common stock and 5,000,000 shares of $0.001 par value preferred stock.  Each share of common stock shall entitle the holder to one vote, in person or by proxy, on any matter on which action of the stockholders of this corporation is sought.  The holders of shares of preferred stock shall have no right to vote such shares, with certain exceptions as determined by the Board of Directors.





In April 2007, the Company issued 7,900,000 shares of its common stock to its founders at $.001 per share for an aggregate total of $7,900.





In June 2007, the Company performed a private placement and issued 1,324,375 shares of common stock at $0.08 per share for an aggregate total of $105,850.





In October 2007, the Company submitted its Registration Statement on Form SB-2 for the registration of 1,524,375 shares of its outstanding common stock.  On October 15, 2007, the Company’s registration statement was declared effective by the Securities and Exchange Commission.








(5)
PROVISION FOR INCOME TAXES





As of March 31, 2010, the Company has an estimated federal net operating loss carryforward of approximately $153,000 which can be used to offset future federal income tax.  The federal net operating loss carryforward expires in various years through 2030.  Deferred tax assets resulting from the net operating losses are reduced by a valuation allowance, when, in the opinion of management, utilization is not reasonably assured.





As of March 31, 2010, the Company had the following deferred tax assets that related to its net operating losses.  A 100% valuation allowance has been established, as management believes it more likely than not that the deferred tax assets will not be realized:








Federal loss carryforward (@ 34%)
$
52,000Less: valuation allowance

(52,000)Net deferred tax asset
$
--





The Company’s valuation allowance increased by $6,200 for the three months ended March 31, 2010. Due to the change in ownership as discussed in Note 1, the amount of net operating loss that the Company may utilize in a future year may be limited under IRC Section 382.


9
 INTERNATIONAL VINEYARD, INC.
 (A DEVELOPMENT STAGE COMPANY)
 NOTES TO CONDENSED FINANCIAL STATEMENTS


(6)         FAIR VALUE MEASUREMENTS





The Company complies with the provisions of ASC No. 820 (ASC 820), Fair Value Measurements.   ASC 820 defines fair value, establishes a framework for measuring fair value in accounting principles generally accepted in the United States of America (GAAP), and expands disclosures about fair value measurements. The provisions of this standard apply to other accounting pronouncements that require or permit fair value measurements and are to be applied prospectively with limited exceptions.





ASC 820 defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. This standard is now the single source in GAAP for the definition of fair value, except for the fair value of leased property as defined in ASC 840. ASC 820 establishes a fair value hierarchy that distinguishes between (1) market participant assumptions developed based on market data obtained from independent sources (observable inputs) and (2) an entity’s own assumptions, about market participant assumptions, that are developed based on the best information available in the circumstances (unobservable inputs). The fair value hierarchy consists of three broad levels, which gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). The three levels of the fair value hierarchy under ASC 820 are described below:





•
Level 1 - Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities.





•
Level 2 - Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly, including quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that are not active; inputs other than quoted prices that are observable for the asset or liability (e.g., interest rates); and inputs that are derived principally from or corroborated by observable market data by correlation or other means.





•
Level 3 - Inputs that are both significant to the fair value measurement and unobservable. These inputs rely on management's own assumptions about the assumptions that market participants would use in pricing the asset or liability. (The unobservable inputs are developed based on the best information available in the circumstances and may include the Company's own data.)








The following table presents the Company's fair value hierarchy for those assets and liabilities measured at fair value on a recurring basis as of March 31, 2010:





March 31, 2010Level

Fair Value


Carrying AmountAssetsCash
1

$
945


$
945LiabilitiesAccounts payable and accrued expenses
2


22,277



22,277Note payable –   related party
2


12,500



12,500





Note payable – related party increased during the three months ended March 31, 2010 by an advance from the Company’s majority shareholder of $4,500 and accrued interest of $500 (see Note 7 – Related Party Transactions).


10
 INTERNATIONAL VINEYARD, INC.
 (A DEVELOPMENT STAGE COMPANY)
 NOTES TO CONDENSED FINANCIAL STATEMENTS





(7)
RELATED-PARTY TRANSACTIONS





Effective July 8, 2009, the Company borrowed $3,000 from its majority shareholder, CJM Strategies, LLC.  This note bears interest at 10% per annum, is unsecured, and is due on demand.





Effective October 22, 2009, the Company borrowed $4,500 from its majority shareholder, CJM Strategies, LLC.  This note bears interest at 10% per annum, is unsecured, and is due on demand.





Effective January 22, 2010, the Company borrowed $4,500 from its majority shareholder, CJM Strategies, LLC.  This note bears interest at 10% per annum, is unsecured, and is due on demand.





The balance of these notes payable at March 31, 2010, including accrued interest, was $12,500.





From the Company’s inception through April 2009, the Company utilized the office of a founder who is also a shareholder of the Company. Through June 2007, the Company did not pay any rent and treated the usage of the office as if it were being donated. It charged the estimated fair value rent of $800 per month to operations. Commencing July 2007 through April 2009, the Company paid its pro rata share of the office rent ranging from $800 to $1,058 a month.  Beginning May 2009 through March 31, 2010, the Company did not pay any rent and treated the usage of the office as if it were being donated. It charged the estimated fair value rent of $400 per month to operations.  Total rent charged to operations amounted to $1,200 and $2,400 for the three months ended March 31, 2010 and 2009, respectively.





(8)
SUBSEQUENT EVENT





On April 21, 2010, the Company borrowed an additional $8,000 from its parent company, CJM Strategies, LLC.  This note bears interest at 10% per annum, is unsecured, and is due on demand.








11


Item 2.  Plan of Operation





This following information specifies certain forward-looking statements of management of the company. Forward-looking statements are statements that estimate the happening of future events and are not based on historical fact. Forward-looking statements may be identified by the use of forward-looking terminology, such as “may”, “shall”, “could”, “expect”, “estimate”, “anticipate”, “predict”, “probable”, “possible”, “should”, “continue”, or similar terms, variations of those terms or the negative of those terms. The forward-looking statements specified in the following information have been compiled by our management on the basis of assumptions made by management and considered by management to be reasonable. Our future operating results, however, are impossible to predict and no representation, guaranty, or warranty is to be inferred from those forward-looking statements.





The assumptions used for purposes of the forward-looking statements specified in the following information represent estimates of future events and are subject to uncertainty as to possible changes in economic, legislative, industry, and other circumstances. As a result, the identification and interpretation of data and other information and their use in developing and selecting assumptions from and among reasonable alternatives require the exercise of judgment. To the extent that the assumed events do not occur, the outcome may vary substantially from anticipated or projected results, and, accordingly, no opinion is expressed on the achievability of those forward-looking statements. We cannot guaranty that any of the assumptions relating to the forward-looking statements specified in the following information are accurate, and we assume no obligation to update any such forward-looking statements.





Critical Accounting Policy and Estimates.Our Management’s Discussion and Analysis of Financial Condition and Results of Operations section discusses our financial statements, which have been prepared in accordance with accounting principles generally accepted in the United States of America. The preparation of these financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. On an on-going basis, management evaluates its estimates and judgments, including those related to revenue recognition, accrued expenses, financing operations, and contingencies and litigation. Management bases its estimates and judgments on historical experience and on various other factors that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying value of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions. The most significant accounting estimates inherent in the preparation of our financial statements include estimates as to the appropriate carrying value of certain assets and liabilities which are not readily apparent from other sources.





The following discussion of our financial condition and results of operations should be read in conjunction with our audited financial statements for the year ended December 31, 2009, together with notes thereto as previously filed with our Annual Report on Form 10-K.  In addition, these accounting policies are described at relevant sections in this discussion and analysis and in the notes to the financial statements included in this Quarterly Report on Form 10-Q for the period ended March 31, 2010.





Liquidity and Capital Resources.We had cash of $945 as of March 31, 2010, which equals our total current assets as of that date. Our total assets of $2,101 as of March 31, 2010, included our current assets of $945, property and equipment of $156, net of accumulated depreciation, and other assets of $1,000.




12




Our current liabilities were $34,777 as of March 31, 2010, all of which was represented by accounts payable of $22,277 and  note payables of $12,500. We had no other liabilities and no long term commitments or contingencies as of March 31, 2010.




On April 21, 2010, we borrowed an additional $8,000 from our parent company, CJM Strategies, LLC.  This note bears interest at 10% per annum, is unsecured, and is due on demand.




During 2010, we expect that the legal and accounting costs of being a public company will continue to impact our liquidity and we will need to obtain funds to pay those expenses. Other than the anticipated increases in legal and accounting costs due to the reporting requirements of being a reporting company, we are not aware of any other known trends, events or uncertainties, which may affect our future liquidity.





In October 2007, we filed a Registration Statement on Form SB-2 (“Registration Statement”) for the registration of 1,524,375 shares of our outstanding common stock.  On October 15, 2007, our Registration Statement was declared effective by the Securities and Exchange Commission.  The purpose of the SB-2 was to register shares of common stock held by our existing shareholders. On December 10, 2008, we filed a post effective amendment to the Registration Statement on Form S-1. On January 14, 2009, the post effective amendment to the Registration Statement was declared effective by the Securities and Exchange Commission.





For the three months ended March 31, 2010 as compared to the three months ended March 31, 2009.





Results of Operations.





Revenues. We had no revenues for the three months ended March 31, 2010, as compared to no revenues generated during the three months ended March 31, 2009.





Operating Expenses.For the three months ended March 31, 2010, our total operating expenses were $18,568, as compared to total operating expenses of $26,416 for the three months ended on March 31, 2009. The decrease in total operating expenses is primarily due to the decrease in legal and professional fees, which decreased from $23,144 for the three months ended March 31, 2009 to $17,105 for the three months ended March 31, 2010.





Net Loss.For the three months ended March 31, 2010, our net loss was $19,637, after interest expense of $269 and provision for income taxes of $800, as compared to a net loss of $27,216 for the three months ended on March 31, 2009, after provision for income taxes of $800.  The decrease in our net loss between the two periods was primarily due to the decrease in legal professional fees incurred for the three months ended on March 31, 2010, as discussed above.





Our Plan of Operation for the Next Twelve Months.   During the last three months, our ability to execute our business plan has been significantly hindered by our inability to raise additional capital. In order to implement our business plan in the manner we envision, we will need to raise additional capital. If we are able to raise additional capital, we need to complete the development of our wine products and begin selling the wines.





We had cash of $945 as of March 31, 2010. In the opinion of management, available funds will not satisfy our working capital requirements for the next twelve months. Our forecast for the period for which our financial resources will be adequate to support our operations involves risks and uncertainties and actual results could fail as a result of a number of factors.  In the event that we experience a shortfall in our capital, we intend to pursue capital through public or private financing as well as borrowings and other sources, such as our officers, director and principal shareholders. We cannot guaranty that additional funding will be available on favorable terms, if at all. If adequate funds are not available, we hope that our officers, director and principal shareholders will contribute funds to pay for our expenses to achieve our objectives over the next twelve months. However, our officers, director and principal shareholders are not committed to contribute funds to pay for our expenses.




13




To date, we have experienced significant difficulties in generating revenues and raising additional capital.  We believe our inability to raise significant additional capital through debt or equity financings is due to various factors, including, but not limited to, the current turmoil in the equity and credit markets. We had hoped to commence selling our wines during the last six months. However, our ability to sell our products and expand our operations has been negatively affected by our inability to raise significant capital and our inability to generate significant revenues.





We also intend to explore acquiring smaller companies with complementary businesses. Accordingly, over the next six months, we intend to research potential opportunities for us to acquire smaller companies with complementary businesses to our business and other companies that may be interested in being acquired by us or entering into a joint venture agreement with us. As of the date of this report, we have not identified any potential acquisition or joint venture candidates. We cannot guaranty that we will acquire or enter into any joint venture with any third party, or that in the event that we acquire another entity, this acquisition will increase the value of our common stock. We hope to use our common stock as payment for any potential acquisitions.





We are not currently conducting any research and development activities. We do not anticipate that we will purchase or sell any significant equipment. In the event that we generate significant revenues and expand our operations, then we may need to hire additional employees or independent contractors as well as purchase or lease additional equipment.





Because we have limited operations and assets, we may be considered a shell company as defined in Rule 12b-2 of the Securities Exchange Act of 1934. Accordingly, we have checked the box on the cover page of this report that specifies we are a shell company.





Off-Balance Sheet Arrangements.We have no off-balance sheet arrangements.





Item 3. Quantitative and Qualitative Disclosures about Market Risk





Not applicable.





Item 4. Controls and Procedures





Evaluation of disclosure controls and procedures. We maintain controls and procedures designed to ensure that information required to be disclosed in the reports that we file or submit under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the Securities and Exchange Commission. Based upon their evaluation of those controls and procedures performed as of March 31, 2010, the date of this report, our chief executive officer and the principal financial officer concluded that our disclosure controls and procedures were effective.





Item 4(T). Controls and Procedures.





Changes in internal controls.There were no changes in our internal control over financial reporting that occurred during the fiscal quarter covered by this report that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.





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PART II — OTHER INFORMATION





Item 1. Legal Proceedings.





None.





Item 1A. Risk Factors.





Not applicable.





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





None.





Item 3.  Defaults Upon Senior Securities





None.





Item 4.  Submission of Matters to Vote of Security Holders





None.





Item 5.  Other Information





None.





Item 6.  Exhibits





31.
Certification of Principal Executive and Financial Officer, pursuant to Rule 13a-14 and 15d-14 of the Securities Exchange Act of 193432.
Certification of Principal Executive and 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





In accordance with the requirements of the Securities Exchange Act of 1934, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.





International Vineyard, Inc.,

a Delaware corporationMay 14, 2010
By:
/s/ Robert DeMateRobert DeMate

President, Chief Financial Officer, Secretary and a Director

(Principal Executive, Financial and Accounting Officer)





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