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 September 30,
      2008




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.)





35502
      Camino Capistrano Dana Point, California 92624(Address
      of principal executive offices)





(949)
      276-4729(Issuer’s
      Telephone Number)





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  oNo




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). x Yes  oNo





APPLICABLE
ONLY TO CORPORATE ISSUERS




State the
number of shares outstanding of each of the issuer’s classes of common equity,
as of the latest practical date.  Asof November
11,2008, therewere 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) BALANCE
SHEET


September
      30,2008(Unaudited)ASSETSCurrent
      assetsCash
      and cash equivalents
              
              $
              30,328Total
      current assets
              
              
              30,328Property and equipment,
      net of accumulated depreciation
              
              
              1,086Other
      assets
              
              
              1,000Total
      assets
              
              $
              32,414LIABILITIES
      AND STOCKHOLDERS' EQUITYCurrent
      liabilities:Accounts
      payable and accrued expenses
              
              $
              9,181Total
      current liabilities
              
              
              9,181Stockholders'
      equity:Preferred
      stock, $0.001 par value;5,000,000
      shares authorized; 0 shares issuedand
      outstanding at September 30, 2008
              
              
              -Common
      stock, $0.001 par value;50,000,000
      shares authorized; 9,224,375shares
      issued and outstanding at September 30, 2008
              
              
              9,224Additional
      paid-in capital
              
              
              101,926Deficit
      accumulated during the development stage
              
              
              (87,917
              )Total
      stockholders' equity
              
              
              23,233Total
      liabilities and stockholders' equity
              
              $
              32,414




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






2
 
 INTERNATIONAL
VINEYARD, INC.
 (A
DEVELOPMENT STAGE COMPANY)
 STATEMENTS
OF OPERATION
 For
      the periodThree
      months
                
                
                Three
      months
                
                
                Nine
      months
                
                
                Nine
      months
                
                
                April
      2, 2007ended
                
                
                ended
                
                
                ended
                
                
                ended
                
                
                (inception)
      toSept.
      30,
                
                
                Sept.
      30,
                
                
                Sept.
      30,
                
                
                Sept.
      30,
                
                
                Sept.
      30,2008
                
                
                2007
                
                
                2008
                
                
                2007
                
                
                2008(Unaudited)
                
                
                (Unaudited)
                
                
                (Unaudited)
                
                
                (Unaudited)
                
                
                (Unaudited)Net
      revenue
                
                $
                -
                
                
                $
                -
                
                
                $
                -
                
                
                $
                -
                
                
                $
                -Cost
      of revenue
                
                
                -
                
                
                
                -
                
                
                
                -
                
                
                
                -
                
                
                
                -Gross
      profit
                
                
                -
                
                
                
                -
                
                
                
                -
                
                
                
                -
                
                
                
                -General
      and administrative expenses
                
                
                (9,825
                )
                
                
                (21,455
                )
                
                
                (45,129
                )
                
                
                (25,842
                )
                
                
                (87,117
                )Loss
      before income taxes
                
                
                (9,825
                )
                
                
                (21,455
                )
                
                
                (45,129
                )
                
                
                (25,842
                )
                
                
                (87,117
                )Provision
      for income taxes
                
                
                -
                
                
                
                -
                
                
                
                800
                
                
                
                -
                
                
                
                800Net
      loss
                
                $
                (9,825
                )
                
                $
                (21,455
                )
                
                $
                (45,929
                )
                
                $
                (25,842
                )
                
                $
                (87,917
                )Basic
      and diluted earnings (loss) per share
                
                $
                -
                
                
                $
                -
                
                
                $
                -
                
                
                $
                -Weighted
      average common shares outstanding
                
                
                9,224,375
                
                
                
                9,224,375
                
                
                
                9,224,375
                
                
                
                8,595,144
  The accompanying notes are
an integral part of these financial statements.


3


INTERNATIONAL
VINEYARD, INC.
 (A
DEVELOPMENT STAGE COMPANY) STATEMENT
OF STOCKHOLDERS' EQUITY


DeficitaccumulatedAdditional
              
              
              during
      the
              
              
              TotalCommon
      stock
              
              
              paid-in
              
              
              development
              
              
              stockholders'Shares
              
              
              Amount
              
              
              capital
              
              
              stage
              
              
              equityBalance
      at April 2, 2007date of incorporation
              
              
              -
              
              
              $
              -
              
              
              $
              -
              
              
              $
              -
              
              
              $
              -Issuance
      of founder shares for cashat $0.001 per share in April 2007
              
              
              3,000,000
              
              
              
              3,000
              
              
              
              -
              
              
              
              -
              
              
              
              3,000Issuance
      of common stock for cashat $0.001 per share in April 2007
              
              
              4,900,000
              
              
              
              4,900
              
              
              
              -
              
              
              
              -
              
              
              
              4,900Issuance
      of common stock for cashat $0.08 per share in June 2007
              
              
              1,324,375
              
              
              
              1,324
              
              
              
              104,526
              
              
              
              -
              
              
              
              105,850Costs
      incurred in private offering
              
              
              -
              
              
              
              -
              
              
              
              (5,000
              )
              
              
              -
              
              
              
              (5,000
              )Additional
      paid-in capital in exchangefor facilities provided by related party
              
              
              -
              
              
              
              -
              
              
              
              2,400
              
              
              
              -
              
              
              
              2,400Net
      loss from inception toDecember 31, 2007
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              (41,988
              )
              
              
              (41,988
              )Balance
      at December 31, 2007
              
              
              9,224,375
              
              
              
              9,224
              
              
              
              101,926
              
              
              
              (41,988
              )
              
              
              69,162Net
      loss for the nine monthsended September 30, 2008 (unaudited)
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              (45,929
              )
              
              
              (45,929
              )Balance
      at September 30, 2008
              
              
              9,224,375
              
              
              $
              9,224
              
              
              $
              101,926
              
              
              $
              (87,917
              )
              
              $
              23,233




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




4


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


For
      the periodNine
      months
              
              
              Nine
      months
              
              
              April
      2, 2007ended
              
              
              ended
              
              
              (inception)
      toSeptember
      30,
              
              
              September
      30,
              
              
              September
      30,2008
              
              
              2007
              
              
              2008(Unaudited)
              
              
              (Unaudited)
              
              
              (Unaudited)Cash
      flows from operating activitiesNet
      loss
              
              $
              (45,929
              )
              
              $
              (25,842
              )
              
              $
              (87,917
              )Adjustments
      to reconcile net loss to net cash used in operating
      activities:Additional
      paid-in capital in exchange for facilities providedby related
      party
              
              
              -
              
              
              
              2,400
              
              
              
              2,400Depreciation
              
              
              465
              
              
              
              155
              
              
              
              775Changes
      in operating assets and liabilities:Prepaid
      expenses
              
              
              2,610
              
              
              
              -
              
              
              
              -Other
      assets
              
              
              (1,000
              )
              
              
              -
              
              
              
              (1,000
              )Accounts
      payable and accrued expenses
              
              
              8,901
              
              
              
              10,047
              
              
              
              9,181Net
      cash used in operating activities
              
              
              (34,953
              )
              
              
              (13,240
              )
              
              
              (76,561
              )Cash
      flows from investing activitiesPurchase
      of fixed assets
              
              
              -
              
              
              
              (1,861
              )
              
              
              (1,861
              )Net
      cash used in investing activities
              
              
              -
              
              
              
              (1,861
              )
              
              
              (1,861
              )Cash
      flows from financing activitiesProceeds
      from issuance of common stock
              
              
              -
              
              
              
              113,750
              
              
              
              113,750Costs
      incurred in private placement offering
              
              
              -
              
              
              
              (5,000
              )
              
              
              (5,000
              )Net
      cash provided by financing activities
              
              
              -
              
              
              
              108,750
              
              
              
              108,750Net
      (decrease) increase in cash and cash equivalents
              
              
              (34,953
              )
              
              
              93,649
              
              
              
              30,328Cash and cash
      equivalents, beginning of period
              
              
              65,281
              
              
              
              -
              
              
              
              -Cash and cash
      equivalents, end of period
              
              $
              30,328
              
              
              $
              93,649
              
              
              $
              30,328Supplemental
      disclosure of cash flow informationIncome
      taxes paid
              
              $
              800
              
              
              $
              800
              
              
              $
              800Interest
      paid
              
              $
              -
              
              
              $
              -
              
              
              $
              -




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




5
 
  INTERNATIONAL
VINEYARD, INC.
 (A
DEVELOPMENT STAGE COMPANY)
 NOTES
TO 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
Statement of Financial Accounting Standards ("SFAS") No. 7 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 September 30, 2008, the Company has not reported any
revenue and will continue to report as a development stage company until
significant revenues are produced.
 
 INTERIM FINANCIAL STATEMENTS
 
 The
accompanying unaudited 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-KSB/A for the year ended December 31,
2007.
 
 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 September 30, 2008,
had an accumulated deficit of $87,917. 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.
  6
 INTERNATIONAL
VINEYARD, INC.
 (A
DEVELOPMENT STAGE COMPANY)
 NOTES
TO 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
 
 For
purposes of the statement of cash flows, cash equivalents include all highly
liquid debt instruments with original maturities of three months or less which
are not securing any corporate obligations.
 
 CONCENTRATION
OF CREDIT RISK
 
 Cash and Cash
Equivalents - The Company maintains its cash at two separate banks. The
balance in each account may at times exceed federally insured
limits.
 
 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 SFAS No. 144,
"Accounting for the Impairment or Disposal of Long-Lived
Assets."  SFAS No. 144 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 September 30,
2008, the Company did not deem any of its long-term assets to be
impaired.
  7
 
 INTERNATIONAL
VINEYARD, INC.
 (A
DEVELOPMENT STAGE COMPANY)
 NOTES
TO FINANCIAL STATEMENTS
 BASIC AND
DILUTED INCOME (LOSS) PER SHARE
 
 In
accordance with SFAS No. 128, "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 September 30, 2008, 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 SFAS 109, "Accounting for Income Taxes."
Under the asset and liability method of SFAS 109, deferred tax assets and
liabilities are recognized for the future tax consequences attributable to
differences between the financial statements 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 SFAS 109, 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 SFAS No. 107, “Disclosures About Fair Value of Financial Instruments”, the
Company is required to estimate the fair value of all financial instruments
included on its balance sheet as of September 30, 2008. 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
December 2007, the FASB issued Statement of Financial Accounting Standards
No. 141(R), “Business Combinations” (“SFAS 141(R)”). SFAS 141(R) requires
the acquiring entity in a business combination to recognize all assets acquired
and liabilities assumed in the transaction, establishes the acquisition-date
fair value as the measurement objective for all assets acquired and liabilities
assumed, and requires the acquirer to disclose the nature and financial effect
of the business combination. SFAS 141(R) is effective for fiscal years beginning
on or after December 15, 2008.  If and when the Company acquires
one or more entities in the future, it will apply SFAS 141(R) for the purposes
of accounting for such acquisitions.
 
 In
December 2007, the FASB issued Statement of Financial Accounting Standards
No. 160,"Noncontrolling Interests in Consolidated Financial Statements”
(“SFAS 160”). SFAS 160 amends Accounting Research Bulletin No. 51,
“Consolidated Financial Statements,” to establish accounting and reporting
standards for the non-controlling interest in a subsidiary and for the
deconsolidation of a subsidiary. SFAS 160 is effective for fiscal years
beginning on or after December 15, 2008.  The Company presently
has no such non-controlling interests. If and at such time as such an interest
exists, it will apply SFAS 160.
  8
 INTERNATIONAL
VINEYARD, INC.
 (A
DEVELOPMENT STAGE COMPANY)
 NOTES
TO FINANCIAL STATEMENTS
 In
March 2008, the FASB issued Statement of Financial Accounting Standards
No. 161, “Disclosures about Derivative Instruments and Hedging Activities”
(“SFAS 161”). SFAS 161 amends and expands the disclosure requirements of SFAS
133, “Accounting for Derivative Instruments and Hedging.” SFAS 161 is effective
for fiscal years beginning after November 15, 2008. The Company will adopt
SFAS 161 in the first quarter of 2009 and currently expect such adoption to have
no impact on its results of operations, financial position, or cash
flows.
 
 In
April 2008, the FASB issued Staff Position No. 142-3, “Determination
of the Useful Life of Intangible Assets” (“FSP 142-3”). FSP 142-3 amends the
factors that should be considered in developing renewal or extension assumptions
used to determine the useful life of a recognized intangible asset under FASB
Statement of Financial Accounting Standards No. 142, “Goodwill and Other
Intangible Assets”. FSP 142-3 is effective for the Company in the first quarter
of 2009. The Company presently has no such intangible assets. If and at such
time as such assets are acquired, the Company will apply SFAS 160.
 
 In
May 2008, the FASB issued Statement of Financial Accounting Standards
No. 162, “The Hierarchy of Generally Accepted Accounting Principles” (“SFAS
162”). SFAS 162 identifies the sources of accounting principles and the
framework for selecting the principles to be used in the preparation of
financial statements of nongovernmental entities that are presented in
conformity with generally accepted accounting principles in the United States.
SFAS 162 will become effective 60 days following Securities and Exchange
Commission (“SEC”) approval of the Public Company Accounting Oversight Board
(PCAOB) amendments to AU Section 411, “The Meaning of Present Fairly
in Conformity With Generally Accepted Accounting Principles.” The Company does
not anticipate the adoption of SFAS 162 to have a material impact on our results
of operations, financial position, or cash flows.
  In
June 2008, the FASB issued Staff Position No. EITF 03-6-1,
“Determining Whether Instruments Granted in Share-Based Payment Transactions Are
Participating Securities” (“EITF 03-6-1”). EITF 03-6-1 addresses whether
instruments granted in share-based payment transactions are participating
securities prior to vesting, and therefore, need to be included in the earnings
allocation in calculating earnings per share under the two-class method
described in FASB Statement of Financial Accounting Standards No. 128,
“Earnings per Share.” EITF 03-6-1 requires companies to treat unvested
share-based payment awards that have non-forfeitable rights to dividend or
dividend equivalents as a separate class of securities in calculating earnings
per share. EITF 03-6-1 is effective for fiscal years beginning after
December 15, 2008. EITF 03-6-1 is effective for the Company in the first
quarter of 2009. We are currently assessing the impact of EITF 03-6-1, but do
not expect that such adoption will have a material effect on our results of
operations, financial position, or cash flows.
 
 (2)
              PROPERTY
      AND EQUIPMENT
 A summary
as of September 30, 2008, is as follows:
   Computer
      equipment
              
              $
              1,861Less
      accumulated depreciation
              
              
              (775
              )$
              1,086
  9
 INTERNATIONAL
VINEYARD, INC.
 (A
DEVELOPMENT STAGE COMPANY)
 NOTES
TO FINANCIAL STATEMENTS
 The
computer equipment is being depreciated on a straight-line basis over its
estimated useful life of 3 years.  Depreciation expense for three
months ended September 30, 2008 and 2007 was $155 and $155, respectively.
Depreciation expense for nine months ended September 30, 2008 and 2007 was $465
and $155, respectively.
 
 (3)
              STOCKHOLDERS'
      EQUITY
 
 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.
  (4)
              PROVISION
      FOR INCOME TAXES
 
 As of
September 30, 2008, the Company reported an estimated federal net operating loss
carryforward of approximately $87,000 which can be used to offset future federal
income tax.  The federal net operating loss carryforward expires in
2028.  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
September 30, 2008, 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 (@ 25%)
              
              $
              21,750Less:
      valuation allowance
              
              
              (21,750
              )Net
      deferred tax asset
              
              $
              -
 
 The
Company’s valuation allowance increased by $15,300 the nine months ended
September 30, 2008.
  (5)
              RELATED-PARTY
      TRANSACTIONS
 
 From the
Company’s inception through September 30, 2008, the Company utilized the office
of a founder who is also an officer and 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 September 30, 2008, the
Company paid its pro rata share of the office rent ranging from $800 to $1,058 a
month.  Total rent charged to operations amounted to $7,916 for the
nine months ended September 30, 2008.


10




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 Policies 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.





These
accounting policies are described at relevant sections in this discussion and
analysis and in the notes to the financial statements included in our Quarterly
Report on Form 10-Q for the period ended September 30, 2008.





Liquidity and Capital
Resources. We had cash and cash equivalents of $30,328 as of September
30, 2008, which also equaled our total current assets.   As of
September 30, 2008, we also had $1,086 in property and equipment, net of
accumulated depreciation, and other assets of $1,000 making our total assets
$32,414 as of September 30, 2008.  In September 2007, we raised
$105,950 in a private placement in exchange for 1,324,375 shares of our common
stock, or $0.08 per share. In April 2007, we raised $7,900 in a private
placement in exchange for 7,900,000 shares of our common stock, $0.001 per
share. We have used some of those proceeds to pay for the development of our
wines, professional fees and working capital





As of
September 30, 2008, we had liabilities of $9,181, all of which were represented
by accounts payable and accrued expenses. During 2007, we incurred significant
accounting costs associated with the audit of our financial statements. We
expect that the legal and accounting costs of being a public company will
continue to impact our liquidity and we may 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 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.




11





For the three months ended
September 30, 2008.





Results
of Operations.





Revenues.We had no
revenue for the three months ended September 30, 2008.





Operating Expenses and Net Loss.Our general and administrative expenses and our net loss before income
taxes was $9,825 for the three months ended September 30, 2008.  This
is in comparison to $21,455 which was the total of our general and
administrative expenses and net loss for the three months ended September 30,
2007.





For the nine months ended
September 30, 2008.





Results
of Operations.





Revenues.We had no
revenue for the nine months ended September 30, 2008.





Operating Expenses and Net Loss.Our general and administrative expenses and our loss before income taxes
was $45,129 for the nine months ended September 30, 2008. After provision of
income taxes of $800, our net loss was $45,929 for the nine months ended
September 30, 2008.  This is in comparison to $25,842, which was the
total of our general and administrative expenses and net loss for nine months
ended September 30, 2007.





Our Plan of Operation for the Next
Twelve Months.  To effectuate our business plan during the next
twelve months, we must continue to develop our wine products and begin selling
the wines. We are currently marketing our wines to distributors in China. We
believe that we will need to spend approximately $10,000 to market our wines.
However, we may need to spend more funds on marketing and promotion than we have
initially estimated. Our failure to market and promote our services will hinder
our ability to increase the size of our operations and generate revenues. If we
are not able to generate revenues that cover our estimated operating costs, our
business may ultimately fail.




During
the next three to six months, our primary objective is to complete development
of our wines and commence sales of the wines. We hope to begin shipping the Oseo
and Stone Barn wines during the first quarter of 2009. We hope to complete
development of our French red table wine and begin shipping in the second half
of 2009. Our president has extensive experience and contacts in the industry and
we believe that we will be able to market and sell the wines that we are
developing through his contacts.


We had
cash of $30,832 as of September 30, 2008. In the opinion of management,
available funds will 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.





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, a tightening 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 hope we will be able to raise additional funds
from some of our current shareholders now that we are eligible for quotation on
the OTC Bulletin Board.





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 other than the
development of our website which we expect the total cost to be approximately
$1,500. 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.




12





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 September 30, 2008, 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.








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. Rule 13a-14(a)/15d-14(a) Certifications.




32.
Section 1350 Certifications.




13




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 DelawarecorporationNovember
      11, 2008
              By:
              /s/ Keith
      BootowKeith
      Bootow
                Principal
      Executive Officer

                  President,
      Secretary, Director
  November
      11, 2008
              By:
              /s/ Robert
      DeMateRobert
      DeMate
                Principal
      Financial Officer

                  Chief
      Financial Officer, Director








14