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: September 30,
      2008Or[   ]   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 September 30, 2008)










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
            9Controls and Procedures
            10PART II – OTHER INFORMATION
            11Unregistered Sales of Equity Securities and Use of
      Proceeds
            11Exhibits and Reports on Form 8-K
            12SIGNATURES
            13
































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-KSB previously filed with the Commission
on March 28, 2008, and subsequent amendments made thereto.

































3




COYOTE
HILLS GOLF, INC.


(a
Development Stage Company)


Condensed Balance Sheets








September
      30,
            
            
            December
      31,2008
            
            
            2007(unaudited)
            
            
            (audited)AssetsCurrent
      assets:Cash
            
            $
            10,559
            
            
            $
            5,669Inventory
            
            
            3,186
            
            
            
            -Prepaid
      expenses and current deposits
            
            
            767
            
            
            
            750Total
      current assets
            
            
            14,512
            
            
            
            6,419Fixed
      assets, net of accumulated depreciation of $93 and$0
      as of 9/30/08 and 12/31/07, respectively
            
            
            956
            
            
            
            -Total
      assets
            
            $
            15,468
            
            
            $
            6,419Liabilities
      and Stockholders’ EquityCurrent
      liabilities:Accounts
      payable
            
            $
            -
            
            
            $
            118Total
      current liabilities
            
            
            -
            
            
            
            118Stockholders’
      equityCommon
      stock, $0.001 par value, 100,000,000 sharesauthorized,
      11,100,000 and 10,300,000 shares issuedand
      outstanding as of 9/30/08 and 12/31/07, respectively
            
            
            11,100
            
            
            
            10,300Additional
      paid-in capital
            
            
            53,675
            
            
            
            14,975(Deficit)
      accumulated during development stage
            
            
            (49,307
            )
            
            
            (18,974
            )15,468
            
            
            
            6,301Total
      liabilities and stockholders’ equity
            
            $
            15,468
            
            
            $
            6,419








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








4




COYOTE
HILLS GOLF, INC.


(a
Development Stage Company)


Condensed Statements of Operations








Three
      Months Ended
            
            
            Nine
      Months Ended
            
            
            January
      8, 2007September
      30,
            
            
            September
      30,
            
            
            (Inception)
      to2008
            
            
            2007
            
            
            2008
            
            
            2007
            
            
            September
      30, 2008Revenue
            
            $
            510
            
            
            $
            -
            
            
            $
            510
            
            
            $
            -
            
            
            $
            510Cost
      of goods sold
            
            
            458
            
            
            
            -
            
            
            
            491
            
            
            
            -
            
            
            
            491Gross
      profit
            
            
            52
            
            
            
            -
            
            
            
            19
            
            
            
            -
            
            
            
            19Expenses:Depreciation
      expense
            
            
            87
            
            
            
            -
            
            
            
            93
            
            
            
            -
            
            
            
            93Executive
      compensation
            
            
            -
            
            
            
            -
            
            
            
            -
            
            
            
            10,000
            
            
            
            10,000General
      and administrative expenses
            
            
            16,990
            
            
            
            3,484
            
            
            
            30,214
            
            
            
            6,674
            
            
            
            39,188Total
      expenses
            
            
            17,077
            
            
            
            3,484
            
            
            
            30,307
            
            
            
            16,674
            
            
            
            49,281(Loss)
      before provision for income taxes
            
            
            (17,025
            )
            
            
            (3,484
            )
            
            
            (30,288
            )
            
            
            (16,674
            )
            
            
            (49,262
            )Provision
      for income taxes
            
            
            -
            
            
            
            -
            
            
            
            (45
            )
            
            
            -
            
            
            
            (45
            )Net
      (loss)
            
            $
            (17,025
            )
            
            $
            (3,484
            )
            
            $
            (30,333
            )
            
            $
            (16,674
            )
            
            $
            (49,307
            )Weighted
      average number ofcommon
      shares outstanding – basic and fully diluted
            
            
            11,100,000
            
            
            
            10,300,000
            
            
            
            10,723,358
            
            
            
            10,213,793Net
      (loss) per share – basic and fully diluted
            
            $
            (0.00
            )
            
            $
            (0.00
            )
            
            $
            (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








Nine
      Months Ended
            
            
            January
      8, 2007September
      30,
            
            
            (Inception)
      to2008
            
            
            2007
            
            
            September
      30, 2008Operating
      activitiesNet
      (loss)
            
            $
            (30,333
            )
            
            $
            (16,674
            )
            
            $
            (49,307
            )Adjustments
      to reconcile net (loss) tonet
      cash (used) by operating activities:Shares
      issued for executive compensation
            
            
            -
            
            
            
            10,000
            
            
            
            10,000Prepaid
      expenses and deposits
            
            
            (17
            )
            
            
            (750
            )
            
            
            (767
            )Depreciation
            
            
            93
            
            
            
            -
            
            
            
            93Changes
      in operating assets and liabilities:(Increase)
      in inventory
            
            
            (3,186
            )
            
            
            -
            
            
            
            (3,186
            )Increase
      in accounts payable
            
            
            (118
            )
            
            
            260
            
            
            
            -Net
      cash (used) by operating activities
            
            
            (33,561
            )
            
            
            (7,164
            )
            
            
            (43,167
            )Investing
      activitiesPurchase
      of fixed assets
            
            
            (1,049
            )
            
            
            -
            
            
            
            (1,049
            )Net
      cash (used) by investing activities
            
            
            (1,049
            )
            
            
            -
            
            
            
            (1,049
            )Cash
      flows from financing activitiesDonated
      capital
            
            
            -
            
            
            
            275
            
            
            
            275Issuances
      of common stock, net
            
            
            39,500
            
            
            
            15,000
            
            
            
            54,500Net
      cash provided by financing activities
            
            
            39,500
            
            
            
            15,275
            
            
            
            54,775Net
      increase (decrease) in cash
            
            
            4,890
            
            
            
            8,111
            
            
            
            10,559Cash
      – beginning
            
            
            5,669
            
            
            
            -
            
            
            
            -Cash
      – ending
            
            $
            10,559
            
            
            $
            8,111
            
            
            $
            10,559Supplemental
      disclosures:Interest
      paid
            
            $
            -
            
            
            $
            -
            
            
            $
            -Income
      taxes paid
            
            $
            -
            
            
            $
            -
            
            
            $
            -Non-cash
      transactions:Shares
      issued for services – related party
            
            $
            -
            
            
            $
            10,000
            
            
            $
            10,000Number
      of shares issued for services
            
            
            -
            
            
            
            10,000,000
            
            
            
            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,
2007 and notes thereto included in the Company's registration statement on Form
SB-2, as amended.  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 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 ($49,307) and had no sales
for the period from January 8, 2007 (inception) to September 30,
2008.  Management recently conducted a public offering of its common
stock for cash.  However, the future of the Company is dependent upon
its ability to obtain additional financing and upon future profitable operations
from the development of its new business opportunities.  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.





Note
4 – Fixed assets





Fixed
assets consisted of the following:





September
      30,2008
            
            
            2007Computer
      equipment
            
            $
            1,049
            
            
            $
            -Accumulated
      depreciation
            
            
            (93
            )
            
            
            -$
            956
            
            
            $
            -





During
the three month periods ended September 30, 2008 and 2007, the Company recorded
depreciation expense of $87 and $0, respectively.




7




COYOTE
HILLS GOLF, INC.


(a
Development Stage Company)


Notes
to Condensed Financial Statements





Note
5 – Stockholders’ equity





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





As of
September 30, 2008, there have been no other issuances of common
stock.





Note
6 – Warrants and options





As of
September 30, 2008, there were no warrants or options outstanding to acquire any
additional shares of common stock.





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.





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.








8




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.





To date,
we purchased $4,085 in beginning inventory, consisting of golf apparel for men
and women.  With the website at www.CoyoteHillsGolf.net functional and
with saleable inventory on-hand, we began to realize sales during the third
quarter of 2008.  During the three and nine month periods ended
September 30, 2008, we generated our initial revenues, in the amount of
$510.  While minimal, because our logo and brand name appears on the
products we sell, we believe exposure of the products sold will begin to
generate word of mouth and brand awareness.  We did not realize any
sales in the three and nine month periods ended September 30,
2007.  We do not have any long-term agreements to supply our pet
supplies 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 $458 during the three month period ended September 30,
2008.  This amount represents a gross margin of approximately 10% on
sales of our products and resulted in a gross profit of $52 during such
period.  During the nine months ended September 30, 2008, cost of
goods totaled $491, contributing to a gross profit of $19 in the nine months
ended September 30, 2008.  Since we sold no product in the year-ago
three and nine month period ended September 30, 2007, no cost of goods sold was
recognized.  Since our inception to September 30, 2008, cost of goods
sold totaled $491.  After factoring in cost of goods sold, our gross
profit was $19, for a historical gross margin of 4%.





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 September 30, 2008, we spent $17,077, consisting of $87
in depreciation expense on our computer equipment and $16,990 in general and
administrative expenses.  In the comparable three month period ended
September 30, 2007, we incurred $3,484 in total expenses, made up solely of
general and administrative expenses.





During
the nine months ended September 30, 2008, total operating expenses were $30,307,
of which $30,214 was general and administrative and $93 was depreciation
expense.  In contrast, total operating expenses during the year ago
nine month period ended September 30, 2007 were $16,674, of which general and
administrative expense was $6,674 and executive compensation in the amount of
$10,000 related specifically to the issuance of 10,000,000 shares of common
stock to our two officers and directors for services rendered.





9





Aggregate
operating expenses from our inception through September 30, 2008 were $49,281,
of which $93 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 $39,188 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.





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 September 30, 2008, our net loss totaled $17,025, compared to a net
loss of $3,484 in the prior period ended September 30, 2007.  During
the nine months ended September 30, 2008, our net loss was $30,333, compared to
a net loss of $16,674 in the year ago nine month period ended September 30,
2007.  Since our inception, we have accumulated net losses in the
amount of $49,307.  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 2008.  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 $25,000 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
six months to assist us in reaching our goal of $25,000 in sales.





Our
management expects that we will experience net cash out-flows for at least the
remainder of fiscal year 2008, 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 September 30, 2008, in the amount of
$10,559, is insufficient to maintain our operations for the next approximately
12 months.  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.








10





Controls and Procedures





Evaluation
of Disclosure Controls and Procedures





We
maintain a set of disclosure controls and procedures designed to ensure that
information required to be disclosed by us in our reports filed under the
Securities Exchange Act, is recorded, processed, summarized and reported within
the time periods specified by the SEC’s rules and forms.  Disclosure
controls are also designed with the objective of ensuring that this information
is accumulated and communicated to our management, including our chief executive
officer and chief financial officer, as appropriate, to allow timely decisions
regarding required disclosure.





Based on
an evaluation as of the end of the period covered by this report, our Chief
Executive Officer and Chief Financial Officer concluded that our disclosure
controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the
Securities Exchange Act of 1934, as amended) were effective to provide
reasonable assurance that information required to be disclosed by us in reports
that we file or submit under the Exchange Act is recorded, processed, summarized
and reported within the time periods specified in SEC rules and forms and that
such information is accumulated and communicated to our management, including
our Chief Executive Officer and Chief Financial Officer, to allow timely
decisions regarding required disclosures.





Changes
in Internal Control Over Financial Reporting





There
were no changes in our internal control over financial reporting that occurred
during our most recent fiscal quarter that have materially affected, or
reasonably likely to materially affect, our internal control 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.








11





Use
of Proceeds





On August
31, 2007, we filed a Registration Statement on Form SB-2 (SEC File Number
333-145088) to register a public offering of up to 2,000,000 shares of our
common stock at a price per share of $0.05.  The Securities and
Exchange Commission deemed the Registration Statement effective on September 14,
2007.  On May 8, 2008, we closed the offering, in which we sold an
aggregate of 800,000 shares of our common stock for gross offering proceeds of
$40,000.  After taking into account offering costs in the amount of
$500, net proceeds from this offering was $39,500.  The offering was
made on a best-efforts, self-underwritten basis and no advertising was used in
connection therewith.  None of the proceeds was payable, directly nor
indirectly, to any officer, director, affiliate or shareholder of the
Issuer.  The table below sets forth the anticipated use of funds and
the amount expended as of September 30, 2008:





Amount
            
            
            Amount
            
            EstimatedAllocated
            
            
            Expended
            
            CompletionAccounting
            
            $
            10,000
            
            
            $
            4,550
            
            OngoingAdvertising
      & marketing
            
            $
            4,000
            
            
            $
            3,441
            
            OngoingInventory
            
            $
            7,000
            
            
            $
            4,118
            
            Use
      as neededLegal
      & professional
            
            $
            5,000
            
            
            $
            7,258
            
            OngoingOffice
      expenses and supplies
            
            $
            4,000
            
            
            $
            4,629
            
            RecurringWebsite
      services
            
            $
            5,000
            
            
            $
            1,822
            
            Use
      as neededWorking
      capital
            
            $
            4,500
            
            
            $
            4,383
            
            Use
      as needed





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.







12






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
            November
      6, 2008Mitch
      S. Powers
            Chief
      Executive Officer/s/
      Stephanie Lynn Erickson
            Secretary-Treasurer
            November
      6, 2008Stephanie
      Lynn Erickson
            Chief
      Financial Officer/s/
      Stephanie Lynn Erickson
            Chief
      Accounting Officer
            November
      6, 2008Stephanie
      Lynn Erickson



































13