UNITED
STATES


SECURITIES
AND EXCHANGE COMMISSION


Washington,
D.C. 20549





FORM
10-Q





(Mark
      One)[X]
                QUARTERLY
      REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
      1934For
      the quarterly period ended: March 31,
      2009Or[  ]
                TRANSITION
      REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
      1934For
      the transition period from ____________ to
_____________Commission
      File Number: 333-145088COYOTE
      HILLS GOLF, INC.(Exact
      name of registrant as specified in its charter)Nevada
                20-8242820(State
      or other jurisdiction of incorporation or organization)
                (I.R.S.
      Employer Identification No.)711 N. 81STPlace, Mesa, AZ
                85207(Address
      of principal executive offices)
                (Zip
      Code)(480) 335-7351(Registrant's
      telephone number, including area code)(Former
      name, former address and former fiscal year, if changed since last
      report)





Indicate
by check mark whether the issuer (1) has filed all reports required to be filed
by Section 13 or 15(d) of the Securities Exchange Act of 1934 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.


Yes
[X]   No [   ]





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





Large
      accelerated filer  [   ]
              Accelerated
      filer                   
      [   ]Non-accelerated
      filer    [   ] (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)


Yes
[X]   No [   ]








Indicate
the number of shares outstanding of each of the issuer's classes of common
stock, as of the latest practicable date:





Common
      Stock, $0.001 par value
              11,100,000
      shares(Class)
              (Outstanding
      as at May 11, 2009)










COYOTE
HILLS GOLF, INC.


(A
Development Stage Company)








Table
of Contents








PagePART I – FINANCIAL INFORMATION
              3Unaudited Financial Statements
              3Condensed Balance Sheets
              4Condensed Statements of Operations
              5Condensed Statements of Cash Flows
              6Notes to Condensed Financial Statements
              7Management's Discussion and Analysis of Financial Condition
      and Results of Operation
              10Controls and Procedures
              11PART II – OTHER INFORMATION
              13Unregistered Sales of Equity Securities and Use of
      Proceeds
              13Exhibits and Reports on Form 8-K
              14SIGNATURES
              15
















2


PART I – FINANCIAL INFORMATION





Unaudited Financial Statements





The
accompanying unaudited financial statements have been prepared in accordance
with generally accepted accounting principles for interim financial reporting
and pursuant to the rules and regulations of the Securities and Exchange
Commission ("Commission").  While these statements reflect all normal
recurring adjustments which are, in the opinion of management, necessary for
fair presentation of the results of the interim period, they do not include all
of the information and footnotes required by generally accepted accounting
principles for complete financial statements.  For further information,
refer to the financial statements and footnotes thereto, which are included in
the Company's Annual Report on Form 10-K previously filed with the Commission on
March 25, 2009.
































3


COYOTE
HILLS GOLF, INC.


(a
Development Stage Company)


Condensed Balance Sheets








March
      31,
                        
                        
                        December
      31,2009
                        
                        
                        2007AssetsCurrent
      assets:Cash
                        
                        $
                        114
                        
                        
                        $
                        3,203Inventory
                        
                        
                        2,681
                        
                        
                        
                        2,996Prepaid
      expenses and current deposits
                        
                        
                        750
                        
                        
                        
                        750Total
      current assets
                        
                        
                        3,545
                        
                        
                        
                        6,949Fixed
      assets, net of accumulated depreciation of $268 and$181
      as of 3/31/2009 and 12/31/2008, respectively
                        
                        
                        781
                        
                        
                        
                        868Total
      assets
                        
                        $
                        4,326
                        
                        
                        $
                        7,817Liabilities
      and Stockholders’ EquityCurrent
      liabilities:Accounts
      payable
                        
                        $
                        821
                        
                        
                        $
                        109Accrued
      liabilities
                        
                        
                        -
                        
                        
                        
                        -Total
      current liabilities
                        
                        
                        821
                        
                        
                        
                        109Stockholders’
      equityPreferred
      stock, $0.001 par value, 100,000,000 sharesauthorized,
      no shares issued and outstanding
                        
                        
                        -
                        
                        
                        
                        -Common
      stock, $0.001 par value, 100,000,000 sharesauthorized,
      11,100,000 shares issued and outstandingas
      of 3/31/2009 and 12/31/2008, respectively
                        
                        
                        11,100
                        
                        
                        
                        11,100Additional
      paid-in capital
                        
                        
                        54,675
                        
                        
                        
                        53,675(Deficit)
      accumulated during development stage
                        
                        
                        (62,270
                        )
                        
                        
                        (57,067
                        )3,505
                        
                        
                        
                        7,708Total
      liabilities and stockholders’ equity
                        
                        $
                        4,326
                        
                        
                        $
                        7,817











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












4


COYOTE
HILLS GOLF, INC.


(a
Development Stage Company)


Condensed Statements of Operations








For
      the three months ended
                  
                  
                  January
      8, 2007March
      31,
                  
                  
                  (Inception)
      to2009
                  
                  
                  2008
                  
                  
                  March
      31, 2009Revenue
                  
                  $
                  -
                  
                  
                  $
                  -
                  
                  
                  $
                  510Cost
      of goods sold
                  
                  
                  -
                  
                  
                  
                  -
                  
                  
                  
                  491Gross
      profit
                  
                  
                  -
                  
                  
                  
                  -
                  
                  
                  
                  19Expenses:Depreciation
      Expense
                  
                  
                  87
                  
                  
                  
                  -
                  
                  
                  
                  268Executive
      compensation
                  
                  
                  -
                  
                  
                  
                  -
                  
                  
                  
                  10,000General
      and administrative expenses
                  
                  
                  5,006
                  
                  
                  
                  5,347
                  
                  
                  
                  51,926Total
      expenses
                  
                  
                  5,153
                  
                  
                  
                  5,347
                  
                  
                  
                  62,194(Loss)
      before provision for income taxes
                  
                  
                  (5,153
                  )
                  
                  
                  (5,347
                  )
                  
                  
                  (62,194
                  )Provision
      for income taxes
                  
                  
                  (50
                  )
                  
                  
                  (45
                  )
                  
                  
                  (95
                  )Net
      (loss)
                  
                  $
                  (5,203
                  )
                  
                  $
                  (5,392
                  )
                  
                  $
                  (62,270
                  )Weighted
      average number ofcommon
      shares outstanding – basic and fully diluted
                  
                  
                  11,100,000
                  
                  
                  
                  10,300,000Net
      (loss) per share – basic and fully diluted
                  
                  $
                  (0.00
                  )
                  
                  $
                  (0.00
                  )











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












5


COYOTE
HILLS GOLF, INC.


(a
Development Stage Company)


Condensed Statements of Cash Flows








For
      the three months ended
                    
                    
                    January
      8, 2007March
      31,
                    
                    
                    (Inception)
      to2009
                    
                    
                    2008
                    
                    
                    March
      31, 2009Operating
      activitiesNet
      (loss)
                    
                    $
                    (5,203
                    )
                    
                    $
                    (5,392
                    )
                    
                    $
                    (62,270
                    )Adjustments
      to reconcile net (loss) tonet
      cash (used) by operating activities:Shares
      issued for executive compensation
                    
                    
                    -
                    
                    
                    
                    -
                    
                    
                    
                    10,000Depreciation
      expense
                    
                    
                    87
                    
                    
                    
                    -
                    
                    
                    
                    268Prepaid
      expenses and deposits
                    
                    
                    -
                    
                    
                    
                    -
                    
                    
                    
                    (750
                    )Changes
      in operating assets and liabilities:(Increase)
      in inventory
                    
                    
                    315
                    
                    
                    
                    -
                    
                    
                    
                    (2,681
                    )Increase
      in accounts payable
                    
                    
                    712
                    
                    
                    
                    (2
                    )
                    
                    
                    821Net
      cash (used) by operating activities
                    
                    
                    (4,089
                    )
                    
                    
                    (5,394
                    )
                    
                    
                    (54,612
                    )Investing
      activitiesPurchase
      of fixes assets
                    
                    
                    -
                    
                    
                    
                    -
                    
                    
                    
                    (1,049
                    )Net
      cash (used) by investing activities
                    
                    
                    -
                    
                    
                    
                    -
                    
                    
                    
                    (1,049
                    )Financing
      activitiesDonated
      capital
                    
                    
                    1,000
                    
                    
                    
                    -
                    
                    
                    
                    1,275Issuances
      of common stock
                    
                    
                    -
                    
                    
                    
                    -
                    
                    
                    
                    54,500Net
      cash provided by financing activities
                    
                    
                    1,00
                    
                    
                    
                    -
                    
                    
                    
                    55,775Net
      (decrease) increase in cash
                    
                    
                    (3,089
                    )
                    
                    
                    (5,394
                    )
                    
                    
                    114Cash
      – beginning
                    
                    
                    3,203
                    
                    
                    
                    5,669
                    
                    
                    
                    -Cash
      – ending
                    
                    $
                    114
                    
                    
                    $
                    275
                    
                    
                    $
                    114Supplemental
      disclosures:Interest
      paid
                    
                    $
                    -
                    
                    
                    $
                    -
                    
                    
                    $
                    -Income
      taxes paid
                    
                    $
                    50
                    
                    
                    $
                    45
                    
                    
                    $
                    95Non-cash
      transactions:Shares
      issued for services – related party
                    
                    $
                    -
                    
                    
                    $
                    -
                    
                    
                    $
                    10,000Number
      of shares issued for services
                    
                    
                    
                    
                    
                    
                    
                    
                    
                    
                    10,000,000











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









6


COYOTE
HILLS GOLF, INC.


(a
Development Stage Company)


Notes to Condensed Financial Statements





Note
1 – Basis of presentation





The
interim financial statements included herein, presented in accordance with
United States generally accepted accounting principles and stated in US dollars,
have been prepared by the Company, without audit, pursuant to the rules and
regulations of the Securities and Exchange Commission (SEC).  Certain
information and footnote disclosures normally included in financial statements
prepared in accordance with generally accepted accounting principles have been
condensed or omitted pursuant to such rules and regulations, although the
Company believes that the disclosures are adequate to make the information
presented not misleading.





These
statements reflect all adjustments, consisting of normal recurring adjustments,
which, in the opinion of management, are necessary for fair presentation of the
information contained therein.  It is suggested that these
consolidated interim financial statements be read in conjunction with the
audited financial statements of the Company for the period ended December 31,
2008 and notes thereto included in the Company's annual report on Form
10-K.  The Company follows the same accounting policies in the
preparation of interim reports.





Results
of operations for the interim periods are not indicative of annual
results.





Note
2 – History and organization of the company





The
Company was organized January 8, 2007 (Date of Inception) under the laws of the
State of Nevada, as Coyote Hills Golf, Inc.  The Company is authorized
to issue up to 100,000,000 shares of its common stock and 100,000,000 shares of
preferred stock, each with a par value of $0.001 per share.





The
business of the Company is to sell golf apparel and equipment via the
Internet.  The Company has limited operations and in accordance with
Statement of Financial Accounting Standards No. 7 (SFAS #7), “Accounting and
Reporting by Development Stage Enterprises,” the Company is considered a
development stage company.





Note
3 – Going concern





The
accompanying financial statements have been prepared assuming the Company will
continue as a going concern.  As shown in the accompanying financial
statements, the Company has incurred a net loss of ($62,270) and had sales of
$510 for the period from January 8, 2007 (inception) to March 31,
2009.  The future of the Company is dependent upon its ability to
obtain financing and upon future profitable operations from the development of
its new business opportunities.





The
Company is contemplating conducting an offering of its debt or equity securities
to obtain additional operating capital.  The Company is dependent upon
its ability, and will continue to attempt, to secure equity and/or debt
financing.  There are no assurances that the Company will be
successful and without sufficient financing it would be unlikely for the Company
to continue as a going concern.





The
financial statements do not include any adjustments relating to the
recoverability and classification of recorded assets, or the amounts of and
classification of liabilities that might be necessary in the event the Company
cannot continue in existence.





These
conditions raise substantial doubt about the Company's ability to continue as a
going concern.  These financial statements do not include any
adjustments that might arise from this uncertainty.









7


COYOTE
HILLS GOLF, INC.


(a
Development Stage Company)


Notes
to Condensed Financial Statements





Note
4 – Fixed assets





Fixed
assets consisted of the following:





March
      31,2009
                
                
                2008Computer
      equipment
                
                $
                1,049
                
                
                $
                -Accumulated
      depreciation
                
                
                (268
                )
                
                
                -$
                781
                
                
                $
                -





During
the three month periods ended March 31, 2009 and 2008, the Company recorded
depreciation expense of $87 and $0, respectively.





Note
5 – Stockholders’ equity





The
Company is authorized to issue 100,000,000 shares of its $0.001 par value common
stock and 100,000,000 shares of its $0.001 par value preferred
stock.





On
January 12, 2007, an officer and director of the Company paid for incorporation
fees on behalf of the Company in the amount of $175.  The entire
amount is not expected to be repaid and is considered to be additional paid-in
capital.





On
January 12, 2007, the Company issued 10,000,000 shares of its $0.001 par value
common stock as founders’ shares to its two officers and directors in exchange
for services rendered in the amount of $10,000.





On
February 8, 2007, an officer and director of the Company donated cash in the
amount of $100.  The entire amount is considered to be additional
paid-in capital.





On March
28, 2007, the Company issued 300,000 shares of its $0.001 par value common stock
for cash in the amount of $15,000 in a private transaction to one
shareholder.





On May 8,
2008, the Company completed a public offering, whereby it sold 800,000 shares of
its par value common stock for total gross cash proceeds in the amount of
$40,000.  Total offering costs related to this issuance was
$500.





On March
10, 2009, an officer and director of the Company donated cash in the amount of
$1,000.  The entire amount is considered to be additional paid-in
capital.





As of
March 31, 2009, there have been no other issuances of common stock.





Note
6 – Warrants and options





As of
March 31, 2009, there were no warrants or options outstanding to acquire any
additional shares of common stock.











8


COYOTE
HILLS GOLF, INC.


(a
Development Stage Company)


Notes
to Condensed Financial Statements





Note
7 – Related party transactions





On
January 12, 2007, an officer and director of the Company paid for incorporation
fees on behalf of the Company in the amount of $175.  The full amount
has been donated and is not expected to be repaid and is thus categorized as
additional paid-in capital.





On
January 12, 2007, the Company issued 10,000,000 shares of its $0.001 par value
common stock as founders’ shares to its two officers and directors in exchange
for services rendered in the amount of $10,000.





On
February 8, 2007, an officer, director and shareholder of the Company donated
cash in the amount of $100.  The full amount has been donated and is
not expected to be repaid and is thus categorized as additional paid-in
capital.





On March
10, 2009, an officer, director and shareholder of the Company donated cash in
the amount of $1,000.  The full amount has been donated and is not
expected to be repaid and is thus categorized as additional paid-in
capital.





The
Company does not lease or rent any property.  Office services are
provided without charge by an officer and director of the
Company.  Such costs are immaterial to the financial statements and,
accordingly, have not been reflected therein.  The officers and
directors of the Company are involved in other business activities and may, in
the future, become involved in other business opportunities.  If a
specific business opportunity becomes available, such persons may face a
conflict in selecting between the Company and their other business
interests.  The Company has not formulated a policy for the resolution
of such conflicts.




















9


Management's Discussion and Analysis of Financial Condition and
Results of Operation





Forward-Looking
Statements





This
Quarterly Report contains forward-looking statements about Coyote Hills Golf,
Inc.’s business, financial condition and prospects that reflect management’s
assumptions and beliefs based on information currently available.  We can
give no assurance that the expectations indicated by such forward-looking
statements will be realized.  If any of our management’s assumptions should
prove incorrect, or if any of the risks and uncertainties underlying such
expectations should materialize, Coyote Hills Golf’s actual results may differ
materially from those indicated by the forward-looking statements.





The key
factors that are not within our control and that may have a direct bearing on
operating results include, but are not limited to, acceptance of our services,
our ability to expand our customer base, managements’ ability to raise capital
in the future, the retention of key employees and changes in the regulation of
our industry.





There may
be other risks and circumstances that management may be unable to predict.
 When used in this Quarterly Report, words such as,  "believes,"  "expects," "intends,"
 "plans,"
 "anticipates,"
 "estimates"and
similar expressions are intended to identify forward-looking statements,
although there may be certain forward-looking statements not accompanied by such
expressions.





Management’s
Discussion and Results of Operation





Coyote
Hills Golf, Inc. was incorporated in Nevada on January 8, 2007.  We
are attempting to establish ourselves as an online retailer of golf-related
apparel, equipment and supplies, primarily targeting male consumers aged 40 and
over in the middle- to high-income ranges.  We consider this
demographic group to have sufficient disposable income, to be brand conscious
and typically experience a moderate to high level of pressure to be early
adopters of golf equipment.  These factors make this an ideal target
market for us.





During
the three month periods ended March 31, 2009 and 2008, we did not generate any
revenues.  Since our inception to March 31, 2009, we recorded total
revenues in the amount of $510.  We do not have any long-term
agreements to supply our golf-related merchandise to any one customer.  We
have no recurring customers and have no ongoing revenue sources.





In
association with sales of our golf apparel, we incurred cost of goods sold in
the amount of $491 from our inception to March 31, 2009.  This amount
represents a gross margin of approximately 4% on sales of our products and
resulted in a gross profit of $19 during such period.  As we did not
realize any sales during the three months ended March 31, 2009 and 2008, we did
not recognize any costs of goods sold.





In the
execution of our business, we incur depreciation expense and various general and
administrative costs.  General and administrative expenses mainly
consist of office expenditures and accounting and legal fees.  During
the three months ended March 31, 2009, we spent $5,153, consisting of $87 in
depreciation expense on our computer equipment and $5,066 in general and
administrative expenses.  In the comparable three month period ended
September 30, 2008, we incurred $5,347 in total expenses, made up solely of
general and administrative expenses.





Aggregate
operating expenses from our inception through March 31, 2009 were $62,194, of
which $268 is attributable to depreciation expense, $10,000 in executive
compensation paid in the form of shares common stock issued to our two officers
and directors for services rendered and $51,926 in general and administrative
expenses related to the execution of our business plan.  No
development related expenses have been or will be paid to our
affiliates.  We expect to continue to incur general and administrative
expenses for the foreseeable future, although we cannot estimate the extent of
these costs.





During
the three months ended March 31, 2009, we recorded a provision for income taxes
of $50, related to the minimum tax payable to the State of
Arizona.  In the year ago three months ended March 31, 2008, provision
for income taxes was $45.  Since our inception to March 31, 2009, we
recorded total provisions for income taxes of $95.








10


As a
result of our minimal level of revenues and incurring ongoing expenses related
to the implementation of our business, we have experienced net losses in all
periods since our inception on January 8, 2007.  In the three month
period ended March 31, 2009, our net loss totaled $5,203, compared to a net loss
of $5,392 in the prior period ended March 31, 2008.  Since our
inception, we have accumulated net losses in the amount of
$62,270.  We anticipate incurring ongoing operating losses and cannot
predict when, if at all, we may expect these losses to plateau or
narrow.  We have not been profitable from our inception through
present 2009.  There is significant uncertainty projecting future
profitability due to our history of losses, lack of revenues, and due to our
reliance on the performance of third parties on which we have no direct
control.





In order
for us to achieve profitability and support our planned ongoing operations, we
estimate that we must begin generating a minimum of $40,000 sales in the next 12
months.  Unfortunately, we cannot guarantee that we will generate
additional sales, let alone achieve that target.  Our management has
identified increasing exposure of our website as our top priority for the next
twelve months to assist us in reaching our goal of $40,000 in
sales.





Our
management expects that we will experience net cash out-flows for at least the
remainder of fiscal year 2009, given developmental nature of our
business.  We have only recently begun to accumulate an inventory of
golf-related merchandise for sale and have not yet developed any advertising or
marketing campaign to generate awareness of our brand and website.  We
believe that our cash on hand as of March 31, 2009, in the amount of $114, is
insufficient to maintain our operations.  If we do not generate
sufficient revenues and cash flows to support our operations over the next 12
months, or if our costs of operations increase unexpectedly, we may need to
raise capital by conducting additional issuances of our equity or debt
securities for cash.  We can not assure you that any financing can be
obtained or, if obtained, that it will be on reasonable terms.  As
such, our principal accountants have expressed substantial doubt about our
ability to continue as a going concern because we have limited operations and
have not fully commenced planned principal operations.





Our
management does not anticipate the need to hire additional full- or part- time
employees over the next 12 months, as the services provided by our current
officers and directors appear sufficient at this time.  Our officers
and directors work for us on a part-time basis, and are prepared to devote
additional time, as necessary.  We do not expect to hire any
additional employees over the next 12 months.





No
development related expenses have been or will be paid to our
affiliates.





Our
management does not expect to incur research and development costs.





We do not
have any off-balance sheet arrangements.





We
currently do not own any significant plant or equipment that we would seek to
sell in the near future.





We have
not paid for expenses on behalf of our directors.  Additionally, we
believe that this fact shall not materially change.





We
currently do not have any material contracts and or affiliations with third
parties.





Controls and Procedures





Management’s
Report On Internal Control Over Financial Reporting





Our
management is responsible for establishing and maintaining adequate internal
control over financial reporting.  Internal control over financial
reporting is defined in Rule 13a-15(f) or 15d-15(f) promulgated under the
Securities Exchange Act of 1934 as a process designed by, or under the
supervision of, the company’s principal executive and principal financial
officers and effected by the company’s board of directors, management and other
personnel, to provide reasonable assurance regarding the reliability of
financial reporting and the preparation of financial statements for external
purposes in accordance with accounting principles generally accepted in the
United States of America and includes those policies and procedures
that:





1.
            Pertain
      to the maintenance of records that in reasonable detail accurately and
      fairly reflect the transactions and dispositions of the assets of the
      company;






11


2.
            Provide
      reasonable assurance that transactions are recorded as necessary to permit
      preparation of financial statements in accordance with accounting
      principles generally accepted in the United States of America and that
      receipts and expenditures of the company are being made only in accordance
      with authorizations of management and directors of the company;
      and





3.
            Provide
      reasonable assurance regarding prevention or timely detection of
      unauthorized acquisition, use or disposition of the company’s assets that
      could have a material effect on the financial
  statements.





Because
of its inherent limitations, internal control over financial reporting may not
prevent or detect misstatements.  Projections of any evaluation of
effectiveness to future periods are subject to the risk that controls may become
inadequate because of changes in conditions, or that the degree of compliance
with the policies or procedures may deteriorate.  All internal control
systems, no matter how well designed, have inherent
limitations.  Therefore, even those systems determined to be effective
can provide only reasonable assurance with respect to financial statement
preparation and presentation.  Because of the inherent limitations of
internal control, there is a risk that material misstatements may not be
prevented or detected on a timely basis by internal control over financial
reporting. However, these inherent limitations are known features of the
financial reporting process.  Therefore, it is possible to design into
the process safeguards to reduce, though not eliminate, this risk.





As of
March 31, 2009, management assessed the effectiveness of our internal control
over financial reporting based on the criteria for effective internal control
over financial reporting established in Internal Control--Integrated Framework
issued by the Committee of Sponsoring Organizations of the Treadway Commission
("COSO") and SEC guidance on conducting such assessments.  Based on
that evaluation, they concluded that, during the period covered by this report,
such internal controls and procedures were not effective to detect the
inappropriate application of US GAAP rules as more fully described
below.  This was due to deficiencies that existed in the design or
operation of our internal controls over financial reporting that adversely
affected our internal controls and that may be considered to be material
weaknesses.





The
matters involving internal controls and procedures that our management
considered to be material weaknesses under the standards of the Public Company
Accounting Oversight Board were:





1.
            Lack
      of a functioning audit committee due to a lack of a majority of
      independent members and a lack of a majority of outside directors on our
      board of directors, resulting in ineffective oversight in the
      establishment and monitoring of required internal controls and
      procedures;





2.
            Inadequate
      segregation of duties consistent with control objectives;
    and





3.
            Ineffective
      controls over period end financial disclosure and reporting
      processes.





The
aforementioned material weaknesses were identified by our Chief Executive
Officer in connection with the review of our financial statements as of March
31, 2009.





Management
believes that the material weaknesses set forth in items (2) and (3) above did
not have an effect on our financial results.  However, management
believes that the lack of a functioning audit committee and the lack of a
majority of outside directors on our board of directors results in ineffective
oversight in the establishment and monitoring of required internal controls and
procedures, which could result in a material misstatement in our financial
statements in future periods.





Management’s
Remediation Initiatives





In an
effort to remediate the identified material weaknesses and other deficiencies
and enhance our internal controls, we have initiated, or plan to initiate, the
following series of measures:





We will
create a position to segregate duties consistent with control objectives and
will increase our personnel resources and technical accounting expertise within
the accounting function when funds are available to us.  And, we plan
to appoint one or more outside directors to our board of directors who shall be
appointed to an audit committee resulting in a fully functioning audit committee
who will undertake the oversight in the establishment and monitoring of required
internal controls and procedures such as reviewing and approving estimates and
assumptions made by management when funds are available to us.






12





Management
believes that the appointment of one or more outside directors, who shall be
appointed to a fully functioning audit committee, will remedy the lack of a
functioning audit committee and a lack of a majority of outside directors on our
Board.





We
anticipate that these initiatives will be at least partially, if not fully,
implemented by September 30, 2009.  Additionally, we plan to test our
updated controls and remediate our deficiencies by September 30,
2009.





Changes
in internal controls over financial reporting





There was
no change in our internal controls over financial reporting that occurred during
the period covered by this report, which has materially affected, or is
reasonably likely to materially affect, our internal controls over financial
reporting.





PART II – OTHER INFORMATION





Unregistered Sales of Equity Securities and Use of
Proceeds





Unregistered
Offerings





On
January 12, 2007, we issued 5,000,000 shares of our common stock to Mitch S.
Powers, and issued another 5,000,000 shares of our common stock to Stephanie
Lynn Erickson, our founding shareholders, officers and
directors.  This sale of stock did not involve any public offering,
general advertising or solicitation.  The shares were issued in
exchange for services performed by these founding shareholders on our behalf in
the amount of $10,000.  Mr. Powers and Ms. Erickson received
compensation in the form of common stock for performing services related to the
formation and organization of our Company, including, but not limited to,
designing and implementing a business plan and providing administrative office
space for use by the Company; thus, these shares are considered to have been
provided as founder’s shares.  Additionally, the services are
considered to have been donated, and have resultantly been expensed and recorded
as a contribution to capital.  At the time of the issuance, both Mr.
Powers and Ms. Erickson had fair access to and were in possession of all
available material information about our company, as Mr. Powers is the President
and a director of Coyote Hills Golf, Inc., and Ms. Erickson is the
Secretary-Treasurer of the company.  The shares bear a restrictive
transfer legend.  On the basis of these facts, we claim that the
issuance of stock to our founding shareholders qualifies for the exemption from
registration contained in Section 4(2) of the Securities Act of
1933.





On March
28, 2007, we sold 300,000 shares of our common stock to Kamiar Khatami, an
acquaintance of our founding shareholders.  The shares were issued for
total cash in the amount of $15,000.  The shares bear a restrictive
transfer legend.  At the time of the issuance, Mr. Khatami had fair
access to and was in possession of all available material information about our
company, as she is a friend of the president and director of Coyote Hills Golf,
Inc.  The shares bear a restrictive transfer legend.  On the
basis of these facts, we claim that the issuance of stock to our founding
shareholder qualifies for the exemption from registration contained in Section
4(2) of the Securities Act of 1933.














13


Exhibits and Reports on Form 8-K





Exhibit
      Number
            Name
      and/or Identification of Exhibit3
            Articles
      of Incorporation & By-Laws(a)
      Articles of Incorporation *(b)
      By-Laws *31
            Rule
      13a-14(a)/15d-14(a) Certifications(a)
      Mitch S. Powers(b)
      Stephanie Lynn Erickson32
            Certification
      under Section 906 of the Sarbanes-Oxley Act (18 U.S.C. Section
      1350)*  Incorporated
      by reference herein filed as exhibits to the Company’s Registration
      Statement on Form SB-2 previously filed with the SEC on August 3, 2007,
      and subsequent amendments made
thereto.





























14


SIGNATURES





Pursuant
to the requirements of the Exchange Act of 1934, the Registrant has duly caused
this report to be signed on its behalf by the undersigned, thereunto duly
authorized.





COYOTE
      HILLS GOLF, INC.(Registrant)Signature
              Title
              Date/s/
      Mitch S. Powers
              President
      and
              May
      11, 2009Mitch
      S. Powers
              Chief
      Executive Officer/s/
      Stephanie Lynn Erickson
              Secretary-Treasurer
              May
      11, 2009Stephanie
      Lynn Erickson
              Chief
      Financial Officer/s/
      Stephanie Lynn Erickson
              Chief
      Accounting Officer
              May
      11, 2009Stephanie
      Lynn Erickson





























15