---

---

|UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
|------------------------------------------------
|Washington, D.C. 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 January 31, 2009
| | - | ---------------------------------------------------------------------------------------------------------------------------------------

# Or

| | 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 No.
333-100137

---

|SITESEARCH CORPORATION                            
|--------------------------------------------------
|(Exact name of registrant as specified in charter)

---

|Nevada                                                         | 20-5422795                          
|-------------------------------------------------------------- | ------------------------------------
|(State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification No.)

|2600 N 44th Street, Suite 214   
         Phoenix, AZ | 85008     
|----------------------------------------------------- | ----------
|(Address of principal executive offices)              | (Zip Code)

(602) 840-0668 

(Issuer's telephone number)

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 o

---



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.

| |                                                                    |                                                 
| | ------------------------------------------------------------------ | ------------------------------------------------
| | Large accelerated filer  o                
Non-accelerated filer o | Accelerated filer o
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 o   
No x

Indicate
the number of shares  outstanding of each of the issuer's  classes of common stock, as of
the latest practicable date:    8,049,677 as of March 1, 2009.

---



# SITESEARCH CORPORATION

# Table of Contents

|                                                                                               | Page
|---------------------------------------------------------------------------------------------- | ----
|
|
|PART I - FINANCIAL INFORMATION                                                                 |     
|                                                                                               |     
|Item 1. Unaudited Financial Statements:                                                        |     
|                                                                                               |     
|Consolidated Balance Sheets                                                                    |     
|                                                                                               |     
|Consolidated Statement of Operations and Comprehensive Loss                                    |     
|                                                                                               |     
|Consolidated Statements of Cash Flows                                                          |     
|                                                                                               |     
|Notes to Unaudited Consolidated Financial Statements                                           |     
|                                                                                               |     
|Item 2. Management's Discussion and Analysis of Financial Condition and Results of  Operations |     
|                                                                                               |     
|Item 4. Controls and Procedures                                                                |     
|                                                                                               |     
|PART II - OTHER INFORMATION                                                                    |     
|                                                                                               |     
|Item 1. Legal Proceedings                                                                      |     
|                                                                                               |     
|Item 1A. Risk Factors                                                                          |     
|                                                                                               |     
|Item 2. Unregistered Sales of Equity Securities and Use of Proceeds                            |     
|                                                                                               |     
|Item 3. Defaults Upon Senior Securities                                                        |     
|                                                                                               |     
|Item 4. Submission of Matters to a Vote of Security Holders                                    |     
|                                                                                               |     
|Item 5. Other Information                                                                      |     
|                                                                                               |     
|Item 6. Exhibits                                                                               |     
|                                                                                               |     
|SIGNATURES                                                                                     |     

---



# PART I 
FINANCIAL INFORMATION

# Forward-Looking
Information

The
statements contained in this Quarterly Report on Form 10-Q that are not historical fact
are forward-looking statements (as such term is defined in the Private Securities
Litigation Reform Act of 1995), 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
forward-looking statements contained herein are based on current expectations that involve
a number of risks and uncertainties. These statements can be identified by the use of
forward-looking terminology such as believes, expects,
may, will, should, intend,
plan, could, is likely, or anticipates, or
the negative thereof or other variations thereon or comparable terminology, or by
discussions of strategy that involve risks and uncertainties. The Company wishes to
caution the reader that these forward-looking statements that are not historical facts are
only predictions. No assurances can be given that the future results indicated, whether
expressed or implied, will be achieved. While sometimes presented with numerical
specificity, these projections and other forward-looking statements are based upon a
variety of assumptions relating to the business of the Company, which, although considered
reasonable by the Company, may not be realized. Because of the number and range of
assumptions underlying the Companys projections and forward-looking statements, many
of which are subject to significant uncertainties and contingencies that are beyond the
reasonable control of the Company, some of the assumptions inevitably will not
materialize, and unanticipated events and circumstances may occur subsequent to the date
of this report. These forward-looking statements are based on current expectations and the
Company assumes no obligation to update this information. Therefore, the actual experience
of the Company and the results achieved during the period covered by any particular
projections or forward-looking statements may differ substantially from those projected.
Consequently, the inclusion of projections and other forward-looking statements should not
be regarded as a representation by the Company or any other person that these estimates
and projections will be realized, and actual results may vary materially. There can be no
assurance that any of these expectations will be realized or that any of the
forward-looking statements contained herein will prove to be accurate.

---



# Item 1. Financial
Statements.

# SITESEARCH CORPORATION
              (A DEVELOPMENT STAGE COMPANY)           CONDENSED CONSOLIDATED BALANCE
SHEETS                        (UNAUDITED)

|                                                              | January 31,
2009 |  | July 31,
2008 |           
|------------------------------------------------------------- | ---------------- |  | ------------- | ----------
|
|ASSETS                                                        |                  |  |               |           
|Cash and cash equivalents                                     |                  |  | $             | 654,974   
|Other current assets                                          |                  |  |               | 69        
|Taxes receivable                                              |                  |  |               | 20,950    
|                                                              |                  |  |               |           
|Total current assets                                          |                  |  |               | 675,993   
|                                                              |                  |  |               |           
|Fixed assets (net of accumulated depreciation                 |                  | 
|of $15,298 and $12,252)                                       |                  |  |               | 29,686    
|Deposits                                                      |                  |  |               | 11,716    
|                                                              |                  |  |               |           
|TOTAL ASSETS                                                  |                  |  | $             | 717,395   
|                                                              |                  |  |               |           
|LIABILITIES AND STOCKHOLDERS' EQUITY                          |                  | 
|                                                              |                  | 
|LIABILITIES                                                   |                  | 
|Accounts payable                                              |                  |  | $             | 14,506    
|Accrued payroll                                               |                  |  |               |          
|                                                              |                  |  |               |           
|Total current liabilities                                     |                  |  |               | 14,506    
|                                                              |                  |  |               |           
|Total liabilities                                             |                  |  |               | 14,506    
|                                                              |                  |  |               |           
|STOCKHOLDERS' EQUITY                                          |                  | 
|Common stock, $0.001 par value; 55,000,000 shares authorized; |                  | 
|8,049,677 and  7,794,677 shares issued and outstanding        |                  |  |               | 8,050     
|Additional paid-in capital                                    |                  |  |               | 2,581,063 
|Accumulated other comprehensive loss                          |                  |  |               | (20,333   
|Accumulated deficit                                           |                  |  |               | (1,865,891
|                                                              |                  |  |               |           
|Total stockholders' equity                                    |                  |  |               | 702,889   
|                                                              |                  |  |               |           
|TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                    |                  |  | $             | 717,395   
|                                                              |                  |  |               |           

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

2

---



# SITESEARCH CORPORATION
           (A DEVELOPMENT STAGE COMPANY)             CONSOLIDATED STATEMENTS OF
OPERATIONS AND COMPREHENSIVE LOSS              FOR THE THREE AND SIX MONTHS ENDED JANUARY
31, 2009 AND JANUARY 31, 2008        AND AUGUST 21, 2006 (INCEPTION) TO JANUARY 31, 2009
                    (Unaudited)

|                                            | Three months ended January 31, |  | Six months ended January 31, |           | August 21, 2006 (Inception) to January 31, |  
|------------------------------------------- | ------------------------------ |  | ---------------------------- | --------- | ------------------------------------------ | -
|
|REVENUES                                    |                                |  | $                            |          |                                            | $
|                                            |                                | 
|OPERATING EXPENSES                          |                                | 
|Selling, general and administrative         |                                |  |                              | 346,219   |                                            |  
|Depreciation                                |                                |  |                              | 2,699     |                                            |  
|                                            |                                |  |                              |           |                                            |  
|Total costs and expenses                    |                                |  |                              | 348,918   |                                            |  
|                                            |                                |  |                              |           |                                            |  
|OPERATING LOSS                              |                                |  |                              | (348,918  | )                                          |  
|                                            |                                | 
|OTHER INCOME (EXPENSE)                      |                                | 
|Other income                                |                                |  |                              |          |                                            |  
|Interest income (expense)                   |                                |  |                              | (205      | )                                          |  
|                                            |                                |  |                              |           |                                            |  
|Total other (expenses)                      |                                |  |                              | (205      | )                                          |  
|                                            |                                |  |                              |           |                                            |  
|NET LOSS BEFORE                             |                                | 
|PROVISION FOR INCOME TAXES                  |                                |  |                              | (349,123  | )                                          |  
|                                            |                                | 
|Provision for income taxes                  |                                |  |                              |          |                                            |  
|                                            |                                |  |                              |           |                                            |  
|NET LOSS                                    |                                |  |                              | (349,123  | )                                          |  
|                                            |                                |  |                              |           |                                            |  
|Foreign currency translation adjustments    |                                |  |                              | (10,278   | )                                          |  
|                                            |                                |  |                              |           |                                            |  
|Comprehensive loss                          |                                |  | $                            | (359,401  | )                                          | $
|                                            |                                |  |                              |           |                                            |  
|                                            |                                | 
|NET LOSS PER COMMON SHARE - BASIC & DILUTED |                                |  | $                            | (0.04     | )                                          | $
|                                            |                                |  |                              |           |                                            |  
|                                            |                                | 
|WEIGHTED AVERAGE COMMON SHARES OUTSTANDING  |                                | 
|BASIC & DILUTED                             |                                |  |                              | 8,049,677 |                                            |  
|                                            |                                |  |                              |           |                                            |  

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

3

---



# SITESEARCH CORPORATION
           CONSOLIDATED STATEMENTS OF CASH FLOWS               FOR THE SIX MONTHS ENDED
JANUARY 31, 2009 AND JANUARY 31, 2008            AND AUGUST 21, 2006 (INCEPTION) TO
JANUARY 31, 2009                     (Unaudited)

|                                                                       | Six months ended January 31, |  | August 21, 2006 (Inception) to January 31, |          
|---------------------------------------------------------------------- | ---------------------------- |  | ------------------------------------------ | ---------
|
|CASH FLOWS FROM OPERATING ACTIVITIES                                   |                              |  |                                            |          
|Net loss                                                               |                              |  | $                                          | (637,919 
|Adjustments to reconcile net loss to net cash used in                  |                              | 
|operating activities                                                   |                              | 
|Stock based compensation                                               |                              |  |                                            | 47,430   
|Depreciation                                                           |                              |  |                                            | 5,460    
|Changes in assets and liabilities:                                     |                              | 
|Taxes receivable                                                       |                              |  |                                            | 967      
|Deposits                                                               |                              |  |                                            | 4,473    
|Accounts payable                                                       |                              |  |                                            | 5,665    
|Other assets                                                           |                              |  |                                            | 115      
|Taxes payable and accrued payroll                                      |                              |  |                                            | (3,276   
|                                                                       |                              |  |                                            |          
|Net cash used in operating activities                                  |                              |  |                                            | (577,085 
|                                                                       |                              |  |                                            |          
|CASH FLOWS FROM INVESTING ACTIVITIES                                   |                              | 
|Acquisitions of fixed assets                                           |                              |  |                                            | (3,446   
|                                                                       |                              |  |                                            |          
|Net cash used in investing activities                                  |                              |  |                                            | (3,446   
|                                                                       |                              |  |                                            |          
|CASH FLOWS FROM FINANCING ACTIVITIES                                   |                              | 
|Proceeds from issuance of common stock and warrants                    |                              |  |                                            | 230,000  
|Proceeds from contributed capital                                      |                              |  |                                            |         
|                                                                       |                              |  |                                            |          
|Net cash provided by financing activities                              |                              |  |                                            | 230,000  
|                                                                       |                              |  |                                            |          
|Effect of exchange rate changes on cash and cash equivalents           |                              |  |                                            | (20,053  
|                                                                       |                              | 
|NET INCREASE IN CASH AND CASH EQUIVALENTS                              |                              |  |                                            | (370,584 
|                                                                       |                              | 
|CASH AND CASH EQUIVALENTS - BEGINNING OF PERIOD                        |                              |  |                                            | 1,025,558
|                                                                       |                              | 
|CASH AND CASH EQUIVALENTS - END OF PERIOD                              |                              |  | $                                          | 654,974  
|                                                                       |                              |  |                                            |          
|SUPPLEMENTAL SCHEDULE OF CASH PAID FOR:                                |                              | 
|Interest                                                               |                              |  | $                                          |         
|                                                                       |                              |  |                                            |          
|Income taxes                                                           |                              |  | $                                          |         
|                                                                       |                              |  |                                            |          
|SUPPLEMENTAL DISCLOSURE OF NONCASH FINANCING AND INVESTING ACTIVITIES: |                              | 
|Receipt of fixed assets as contributed capital                         |                              |  | $                                          |         
|                                                                       |                              |  |                                            |          

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

4

---



# SITESEARCH CORPORATION (A DEVELOPMENT STAGE
COMPANY) >NOTES TO UNAUDITED
FINANCIAL STATEMENTS

# NOTE 1  BACKGROUND
AND BASIS OF PRESENTATION

Sitesearch Corporation (the
Sitesearch) is a Nevada Corporation founded on August 21, 2006 with a focus on
helping users find the most useful information and websites on the internet. All of the
articles at Sitesearch consist of original dynamic content created, edited, and regularly
updated by the Companys online community.  Through the editorial process,
Sitesearch encourages its users to identify the best websites as they relate to popular
informational topics. Revenues are generated through online advertisements and agreements
with third-parties on a per-click basis. The website was placed online during
April of 2007. Sitesearch is headquartered in Phoenix, Arizona and has operations in
Hermosillo, Sonora, Mexico.

The accompanying unaudited financial
statements as of January 31, 2009 and for the three and six months ended January 31, 2009
and 2008 and period from August 21, 2006 (Inception) to January 31, 2009, respectively,
have been prepared in accordance with generally accepted accounting principles for interim
financial information. Accordingly, they do not include all of the information and
footnotes required by generally accepted accounting principles for audited financial
statements. In the opinion of management, the interim information includes all
adjustments, consisting only of normal recurring adjustments, necessary for a fair
presentation of the results for the interim periods. The footnote disclosures related to
the interim financial information included herein are also unaudited. Such financial
information should be read in conjunction with the consolidated financial statements and
related notes thereto as of July 31, 2008 and for the year then ended included in
Sitesearchs Form S-1 filed on November 4, 2008.

# NOTE 2  GOING
CONCERN

The accompanying consolidated
financial statements have been prepared assuming Sitesearch will continue as a going
concern.  Sitesearch is in the development stage and has incurred losses from
continuing operations and operational cash outflows since inception, and does not have
historical revenues from continuing operations. All losses accumulated since the inception
of business ($1,865,893 through January 31, 2009) have been considered as part of
development stage activities.

Sitesearchs ability to fund
working capital, capital expenditures and business development efforts will depend on its
ability to generate cash from operating activities which is subject to, among other
things, its future operating performance, as well as to general economic, financial,
competitive, legislative, regulatory and other conditions, some of which may be beyond its
control. If Sitesearch fails to generate sufficient cash from operations, it will need to
raise additional equity or borrow additional funds to achieve its objectives. There can be
no assurance that Sitesearch will generate sufficient revenues or that equity or
borrowings will be available or, if available, will be at rates or prices acceptable to
Sitesearch. These conditions raise substantial doubt about Sitesearchs ability to
continue as a going concern. The consolidated financial statements do not include any
adjustments that might result from the outcome of these uncertainties.

# NOTE 3 
STOCKHOLDERS EQUITY

During the six months ended January
31, 2009, Sitesearch received proceeds of $230,000 from the sale of 230,000 shares of
common stock to a small group of accredited investors. In connection with the issuance of
stock, Sitesearch also issued warrants to purchase an aggregate of 57,500 shares of their
common stock, with an exercise price of $2.25 per share, exercisable for a period of ten
years. All warrants are immediately exercisable. Sitesearch allocated $20,773 of the
proceeds to the warrants based on their relative fair value using the Black-Scholes
pricing model using the assumptions in the table below. The amount of proceeds allocated
to the warrants has been reflected as additional paid in capital in the accompanying
consolidated financial statements.

5

---



During the six months ended January
31, 2009, Sitesearch also issued 25,000 shares and warrants to purchase 25,000 shares to
consultants. In connection with the issuance of stock, Sitesearch also issued warrants to
purchase an aggregate of 115,000 shares of their common stock, with an exercise price of
$2.25 per share, exercisable for a period of ten years. All warrants are immediately
exercisable. The aggregate fair value of the warrants equals $9,035 based on the
Black-Scholes pricing model using the assumptions in the table below. Professional service
fees of $0 and $31,785, respectively, has been recognized in the three months and six
months ended January 31, 2009, respectively. The amount of proceeds allocated to the
warrants has been reflected as additional paid in capital in the accompanying consolidated
financial statements.

Sitesearch did not receive any
proceeds from the sale of shares of common stock nor did Sitesearch issue any shares or
warrants to consultants during the three months ended January 31, 2009.

On February 1, 2008, Sitesearch
issued 120,000 stock options to its Chief Financial Officer. All options were issued with
an exercise price of $1.00 and expire in four years (or earlier in the event of
termination). The stock options vest and become exercisable in tranches of 15,000 shares
every 90 days over a two year period from the date of grant. For the three months ended
January 31, 2009 and January 31, 2008, Sitesearch recognized $6,426 and $0, respectively
of stock based compensation relative to this grant. For the six month period ending
January 31, 2009 and January 31, 2008, Sitesearch recognized $15,620 and $0, respectively
of stock based compensation relative to this grant. Unamortized stock option expense as of
January 31, 2009 is $10,983. In the absence of historical experience regarding option
exercise, SAB 107 allows for estimation of the expected life using the simplified method
computed as the average between the vesting term and the contractual term.

The fair value of each stock option
and warrant grant is estimated on the date of grant using the Black-Scholes option pricing
model with the following range of assumptions:

|                         | Six Months Ended Janaury 31, | 
|------------------------ | ---------------------------- | 
|
|
|Volatility               |                              | 
|Expected life (years)    |                              | 
|Risk-free rate of return |                              | 
|Forfeiture rate          |                              | 

A summary of stock option
transactions follows:

|                                 | Number of Shares |  | Weighted Average Exercise Price |         | Weighted Average Remaining Contractual Term (in years) |   | Aggregate Intrinsic Value (In-The-Money) Options | 
|-------------------------------- | ---------------- |  | ------------------------------- | ------- | ------------------------------------------------------ | - | ------------------------------------------------ | 
|
|
|Outstanding at January 31, 2009  |                  |  |                                 | 120,000 |                                                        |   |                                                  | 
|Grants                           |                  |  |                                 |        |                                                        |   |                                                  | 
|                                 |                  |  |                                 |         |                                                        |   |                                                  | 
|Outstanding at January 31, 2009  |                  |  |                                 | 120,000 |                                                        | $ | 100                                              | 
|                                 |                  |  |                                 |         |                                                        |   |                                                  | 
|Exerciseable at January 31, 2009 |                  |  |                                 | 45,000  |                                                        | $ | 100                                              | 
|                                 |                  |  |                                 |         |                                                        |   |                                                  | 

The following summarizes
Sitesearchs outstanding options and their respective exercise prices:

|Exercise Price | Number of Shares
|-------------- | ----------------
|$ 1.00         | 120,000         
|               |                 
|               |                 

6

---



The following is a summary of warrant
activity:

|                                 | Number of Shares |  | Weighted Average Exercise Price |           | Weighted Average Remaining Contractual Term (in years) |   | Aggregate Intrinsic Value (In-The-Money) Warrants | 
|-------------------------------- | ---------------- |  | ------------------------------- | --------- | ------------------------------------------------------ | - | ------------------------------------------------- | 
|
|
|Outstanding at January 31, 2009  |                  |  |                                 | 1,381,401 |                                                        | $ | 2.25                                              | 
|Grants                           |                  |  |                                 | 82,500    |                                                        | $ | 2.25                                              | 
|                                 |                  |  |                                 |           |                                                        |   |                                                   | 
|Outstanding at January 31, 2009  |                  |  |                                 | 1,463,901 |                                                        | $ | 2.25                                              | 
|                                 |                  |  |                                 |           |                                                        |   |                                                   | 
|Exerciseable at January 31, 2009 |                  |  |                                 | 1,463,901 |                                                        |   | 2.25                                              | 
|                                 |                  |  |                                 |           |                                                        |   |                                                   | 

The
following summarizes Sitesearchs outstanding warrants and their respective exercise
prices:

|Exercise Price | Number of Shares
|-------------- | ----------------
|$ 2.25         | 1,463,901       
|               |                 
|               |                 

# NOTE 4  RELATED
PARTY TRANSACTIONS

One of the founders paid monthly
lease payments for Sitesearchs corporate headquarters throughout the twelve month
period ending November 15, 2007.

# NOTE 5 
COMMITMENTS AND CONTINGENCIES

Operating leases

Sitesearch leases office space in
Phoenix under a month-to-month operating lease with a 60 day termination notice period.
Sitesearch also leases office space in Mexico under a non-cancelable operating lease
expiring in February 2010.

Future minimum lease payments under
non-cancelable operating leases as of January 31, 2009 is as follows:

|                  | Operating leases | 
|----------------- | ---------------- | 
|
|Remainder of 2009 |                  | 
|2010              |                  | 
|2011              |                  | 
|Thereafter        |                  | 
|                  |                  | 
|                  |                  | 
|                  |                  | 

7

---



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

The following discussion and
analysis provides information that management believes is relevant for an assessment and
understanding of our results of operations and financial condition.  The following
selected financial information is derived from our historical financial statements and
should be read in conjunction with such financial statements and notes thereto set forth
elsewhere herein and the Forward-Looking Statements explanation included
herein. This information should also be read in conjunction with our audited historical
consolidated financial statements which are included in our Form S-1filed with the
Securities and Exchange Commission on November 4, 2008.

# Overview

We have launched and continue to
develop a proprietary online community and virtual world that combines various emerging
Internet business models: Social bookmarking, social networking, original user generated
content, and other services, all under our Sitesearch brand. Sitesearch users organize,
share, and rank web links, interact with each other through online social networking and
are able to create, post, and collaboratively edit online data and documents. Since our
users are able to discover, dynamically organize and rank content using non-standard
methods and technologies, we offer an alternative to standard search engines for
organizing online information.

We were incorporated in August 2006
as a Nevada corporation. We are headquartered in Phoenix, Arizona with technical
operations based in Sonora, Mexico.

# Results of Operations

General and Administrative

|                               | General and Administrative Expenses | 
|------------------------------ | ----------------------------------- | 
|
|Three Months Ended January 31, |                                     | 
|Six Months Ended January 31,   |                                     | 

Our general and administrative
expenses increased to $346,259 for the three months ended January 31, 2009 as compared to
$191,250 for the three months ended January 31, 2008. This increase is mainly attributable
to professional fee expenses of $152,845 for the three months ended January 31, 2009 as
compared to $20,021 for the three months ended January 31, 2008. These expenses were
incurred in the process of becoming effective on the Over the Counter Bulletin Board.
Travel expenses also increased to $21,345 for the three months ended January 31, 2009 as
compared to $3,245 for the three months ended January 31, 2008 due to increased travel to
the Sonoran facility and to Hong Kong for investor meetings.

Our general and administrative
expenses increased to $632,267 for the six months ended January 31, 2009 as compared to
$430,358 for the six months ended January 31, 2008. This increase is mainly attributable
to professional fee expenses of $220,441 for the six months ended January 31, 2009 as
compared to $91,403 for the six months ended January 31, 2008. These expenses were
incurred in the process of becoming effective on the Over the Counter Bulletin Board.
Travel expenses increased to $25,192 for the six months ended January 31, 2009 as compared
to $5,543 for the six months ended January 31, 2008 due to increased travel to the Sonoran
facility and to Hong Kong for investor meetings. Employee compensation, including
executive compensation, increased to $282,662 for the six months ended January 31, 2009 as
compared to $231,623 for the six months ended January 31, 2008.

8

---



Net Loss

|                               | Net Loss | 
|------------------------------ | -------- | 
|
|Three Months Ended January 31, |          | 
|Six Months Ended January 31,   |          | 

Our net loss increased for the three
and six months ended January 31, 2009 as compared to the three months ended January 31,
2008, primarily due to the increase in operating expenses which is discussed above.

# Liquidity and Capital
Resources

At January 31, 2009, we had working
capital of $661,487, comprised of $675,993 of current assets and $14,506 of current
liabilities. We expect our working capital balance to fluctuate significantly as we
develop our business.

All of our capital resources to date
have been provided exclusively through the sale of equity securities. From our inception
through January 31, 2009, we received cash proceeds of $2,107,749 from the sale of our
common stock.

We expect to need additional funding
to achieve our business development goals. Our ability to continue as a going concern is
contingent upon our ability to obtain capital through the sale of equity or issuance of
debt, and ultimately attaining profitable operations. There is no assurance that we will
be able to successfully complete these activities.

The report of our registered
independent public accountants on our financial statements at July 31, 2008 contains a
qualification about our ability to continue as a going concern. This qualification is
based on our lack of operating history and negative operating cash flows, among other
things.

Sources and Uses of Cash

We require cash to fund our technical
development activities, to build our operating infrastructure, to pay our personnel and
management team and to finance continued growth.

We expect that the cash flows from
our financing activities will permit us to finance our existing operating activities for
the next twelve months.

Analysis of Cash Flows

Net cash used in operating activities
was $577,087 during the six months ended January 31, 2009. These cash flows consisted of
payments for legal, professional and consulting expenses, executive compensation,
salaries, rent and other expenditures necessary to develop our business infrastructure.
Net cash used in investing activities was $3,446 for the six months ended January 31,
2009, consisting of acquisitions of fixed assets. Net cash provided by financing
activities was $230,000 during the six months ended January 31, 2009 consisting of
proceeds from the issuance of common stock and warrants.

Net cash used in operating activities
was $309,221 during the six months ended January 31, 2008. These cash flows consisted of
payments for legal, professional and consulting expenses, executive compensation,
salaries, rent and other expenditures necessary to develop our business infrastructure.
Net cash used in investing activities was $5,568 for the six months ended January 31,
2008, consisting of acquisitions of fixed assets. Net cash provided by financing
activities was $235,464 during the six months ended January 31, 2008 consisting of
proceeds from the issuance of common stock and warrants of $229,501 and proceeds from
contributed capital of $5,963.

We do not currently have any
off-balance sheet arrangements.

9

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# Recent Accounting
Pronouncements

We do not believe the adoption of any
recently issued accounting pronouncements to have a significant impact on our financial
position or results of operations.

# Inflation and Seasonality

We do not believe that our operations
are significantly impacted by inflation. Our business is not seasonal in nature.

# Item 4. Controls and Procedures.

Evaluation of Disclosure
Controls and Procedures

In accordance with Rule 13a-15(b) of
the Securities Exchange Act of 1934, as amended (the Exchange Act), as of the
end of the period covered by this Quarterly Report on Form 10-Q, Sitesearchs
management evaluated, with the participation of Sitesearchs principal executive
officer and principal financial officer, the effectiveness of the design and operation of
Sitesearchs disclosure controls and procedures (as defined in Rule 13a-15(e) or Rule
15d-15(e) under the Exchange Act). Based on their evaluation of these disclosure controls
and procedures, Sitesearchs chief executive officer and chief financial officer have
concluded that the disclosure controls and procedures were effective as of the end of the
period covered by this report.

Changes in Internal
Control over Financial Reporting

There has been no change in
Sitesearchs internal control over financial reporting that occurred during the
quarter covered by this report that has materially affected, or is reasonably likely to
materially affect, Sitesearchs internal control over financial reporting.

It
should be noted that any system of controls, however well designed and operated, can
provide only reasonable, not absolute, assurance that the objectives of the system are
met. In addition, the design of any control system is based in part upon certain
assumptions about the likelihood of future events. Because of these and other inherent
limitations of control systems, there can be no assurance that any design will succeed in
achieving its stated goals under all potential future conditions, regardless how remote.

# PART II  OTHER
INFORMATION

# Item 1. Legal
Proceedings.

As
of the date of this report, Sitesearch Corporation is not currently involved in any legal
proceedings.

# Item 1A. Risk Factors.

There
have been no changes to the risk factors identified in our Form S-1 filed on November 4,
2008 and they are hereby incorporated by reference herein.

# 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 a Vote of Security Holders.

None.

10

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# Item 5. Other
Information.

None.

# Item 6. Exhibits.

| |               |             |                          
| | ------------- | ----------- | -------------------------
| | ExhibitNumber | Description | By Reference fromDocument

| |      |                                                                                                                          |  
| | ---- | ------------------------------------------------------------------------------------------------------------------------ | -
| | 31.1 | Certification  of Chief  Executive  Officer  Pursuant to Rules  13a-14 and
15d-14 of the Securities Exchange Act of 1934 | *

| |      |                                                                                                                          |  
| | ---- | ------------------------------------------------------------------------------------------------------------------------ | -
| | 31.2 | Certification  of Chief  Financial  Officer  Pursuant to Rules  13a-14 and
15d-14 of the Securities Exchange Act of 1934 | *

| |      |                                                                                                                          |  
| | ---- | ------------------------------------------------------------------------------------------------------------------------ | -
| | 32.1 | Certification  Pursuant to 18 U.S.C.  Section 1350, as Adopted Pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002 | *

| |      |                                                                                                                          |  
| | ---- | ------------------------------------------------------------------------------------------------------------------------ | -
| | 32.2 | Certification  Pursuant to 18 U.S.C.  Section 1350, as Adopted Pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002 | *

* Filed herewith

11

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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.

|SITESEARCH CORPORATION
|----------------------
|(Registrant)          
|                      

|                           |                         |               
|-------------------------- | ----------------------- | --------------
|                           |                         |               
|Signature                  | Title                   | Date          
|                           |                         |               
|/s/ James Dixon            | Chief Executive Officer | March 10, 2009
|James S. Dixon             |                         |               
|                           |                         |               
|/s/ Humberto Garcia Borbon | Chief Financial Officer | March 10, 2009
|Humberto Garcia Borbon     |                         |               
|                           |                         |               

12

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