**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 1934**

 

**For the Quarter Ended March 31, 2009**

 

|   | **[** | **]** | **TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE** |
|--------|-------|-------|--------------------------------------------------------------|

**SECURITIES EXCHANGE ACT OF 1934**

 

**For the transition period from****to** 

 

**Commission File Number 000-53373**

 

**RxBids**

(Exact name of registrant as specified in its charter)

 

|   | **Nevada** | **20-1226081** |
|--------|------------|----------------|

|   | (State or other jurisdiction of | (I.R.S. Employer Identification No.) |
|--------|---------------------------------|--------------------------------------|

|   | incorporation or organization) |
|--------|--------------------------------|

 

**9050 W. Warm Springs Rd #12-2129, Las Vegas, Nevada 89148**

(Address of principal executive offices)

 

**(702) 540-2222**

(Registrant's telephone number, including area code)

 

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 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 xNo                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

 

|   | Large accelerated filer | [ | ] | Accelerated filer | [ | ] |
|--------|-------------------------|---|---|-------------------|---|---|

|   | Non-accelerated filer | [ | ] | Smaller reporting company | x |
|--------|-----------------------|---|---|---------------------------|---|

|   | (Do not check if a smaller reporting company) |
|--------|-----------------------------------------------|

 

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).                                                                                                                                           Yes oNox

 

**APPLICABLE ONLY TO CORPORATE ISSUERS**

 

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

 

|   | **Class** | **Outstanding as of December 1, 2008** |
|--------|-----------|----------------------------------------|

 

|   | Common Stock, $.01 par value | 5,274,400 |
|--------|------------------------------|-----------|

 

 

----

**TABLE OF CONTENTS**

 

| **Heading** | **Page** |
|-------------|----------|

 

|   | **PART I** | **—** | **FINANCIAL INFORMATION** |
|--------|------------|-------------|---------------------------|

 

| Item 1. | Financial Statements | 3 |
|---------|----------------------|---|

 

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

|   | of Operations | 10 |
|--------|---------------|----|

 

| Item 3. | Quantitative and Qualitative Disclosures About Market Risk | 11 |
|---------|------------------------------------------------------------|----|

 

| Item 4(T). | Controls and Procedures | 11 |
|------------|-------------------------|----|

 

 

|   | **PART II** | **—** | **OTHER INFORMATION** |
|--------|-------------|-------------|-----------------------|

 

| Item 1. | Legal Proceedings | 13 |
|---------|-------------------|----|

 

| Item 1A. | Risk Factors | 13 |
|----------|--------------|----|

 

| Item 2 | Unregistered Sales of Equity Securities and Use of Proceeds | 13 |
|--------|-------------------------------------------------------------|----|

 

| Item 3. | Defaults Upon Senior Securities | 13 |
|---------|---------------------------------|----|

 

| Item 4. | Submission of Matters to a Vote of Securities Holders | 13 |
|---------|-------------------------------------------------------|----|

 

| Item 5. | Other Information | 13 |
|---------|-------------------|----|

 

| Item 6. | Exhibits | 13 |
|---------|----------|----|

 

|   | Signatures | 14 |
|--------|------------|----|

 

 

2

 

 

----

**PART I — FINANCIAL INFORMATION**

 

| **Item 1.** | **Financial Statements** |
|-------------|--------------------------|

 

The accompanying unaudited balance sheet of RxBids at March 31, 2009 and related unaudited statements of operations, stockholders' equity (deficit) and cash flows for the three months ended March 31, 2009 and 2008 and the period from June 18, 2004 (date of inception) through March 31, 2009, have been prepared by management in conformity with United States generally accepted                accounting principles. In the opinion of management, all adjustments considered necessary for a fair presentation of the results of operations and financial position have been included and all such adjustments are of a normal recurring nature. It is suggested that these financial statements be read in conjunction with the financial statements and notes thereto included in the RxBids December 31, 2008 audited financial statements. Operating results for the period ended March 31,                2009, are not necessarily indicative of the results that can be expected for the fiscal year ending December 31, 2009 or any other subsequent period.

 

 

 

 

 

 

 

**RxBIDS**

**(A Development Stage Company)**

 

**FINANCIAL STATEMENTS**

 

**March 31, 2009 and December 31, 2008**

 

 

 

 

 

 

3

----

 

| **RXBIDS**                                                                 |
|----------------------------------------------------------------------------|
| (A Development Stage Company)                                              |
| Balance Sheets                                                             |
|                                                                       |   |   |   |   |   |   |   |
|                                                                       |   |   |   |   |   |   |   |
| ASSETS                                                                     |
|                                                                       |   |   |   |   |   |   |   |
|                                                                       |   |   | March 31, |   | December 31, |
|                                                                       |   |   | 2009 |   | 2008 |
|                                                                       |   |   |   | (unaudited) |   |   |   |
|                                                                       |   |   |   |   |   |   |   |
| CURRENT ASSETS                                                             |   |   |   |   |   |
|                                                                       |   |   |   |   |   |   |   |
|                                                                       | Cash and cash equivalents | $ | 685 |   | $ | 678 |
|                                                                       |   |   |   |   |   |   |   |
|                                                                       |   | Total Current Assets |   | 685 |   |   | 678 |
|                                                                       |   |   |   |   |   |   |   |
| EQUIPMENT, NET                                                             |   | 33 |   |   | 88 |
|                                                                       |   |   |   |   |   |   |   |
|                                                                       |   | TOTAL ASSETS | $ | 718 |   | $ | 766 |
|                                                                       |   |   |   |   |   |   |   |
|                                                                       |   |   |   |   |   |   |   |
| LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)                             |
|                                                                       |   |   |   |   |   |   |   |
| CURRENT LIABILITIES                                                        |   |   |   |   |   |
|                                                                       |   |   |   |   |   |   |   |
|                                                                       | Accounts payable and accrued expenses | $ | 23,652 |   | $ | 26,301 |
|                                                                       | Payable - related party |   | 51,069 |   |   | 40,532 |
|                                                                       |   |   |   |   |   |   |   |
|                                                                       |   | Total Current Liabilities |   | 74,721 |   |   | 66,833 |
|                                                                       |   |   |   |   |   |   |   |
| STOCKHOLDERS' EQUITY (DEFICIT)                                             |   |   |   |   |   |
|                                                                       |   |   |   |   |   |   |   |
|                                                                       | Common stock; 20,000,000 shares |   |   |   |   |   |
|                                                                       | authorized at $0.01 par value, 5,274,400 |   |   |   |   |   |
|                                                                       | shares issued and outstanding |   | 52,744 |   |   | 52,744 |
|                                                                       | Additional paid-in capital |   | 502,488 |   |   | 502,488 |
|                                                                       | Deficit accumulated during the development stage |   | (629,235) |   |   | (621,299) |
|                                                                       |   |   |   |   |   |   |   |
|                                                                       |   | Total Stockholders' Equity (Deficit) |   | (74,003) |   |   | (66,067) |
|                                                                       |   | TOTAL LIABILITIES AND |   |   |   |   |   |
|                                                                       |   | STOCKHOLDERS' EQUITY (DEFICIT) | $ | 718 |   | $ | 766 |
|                                                                       |   |   |   |   |   |   |   |
|                                                                       |   |   |   |   |   |   |   |
| The accompanying notes are an integral part of these financial statements. |
|                                                                            |

 

 

 

 

 

4

----

 

| **RXBIDS**                                                                |
|---------------------------------------------------------------------------|
| (A Development Stage Company)                                             |
| Statements of Operations                                                  |
| (Unaudited)                                                               |
|                                                                      |   |   |   |   |   |   |   |   |   |   |
|                                                                      |   |   |   |   |   |   |   |   |   |
|                                                                      |   |   | For the |   | For the |   | From Inception on |
|                                                                      |   |   | Three Months |   | Three Months |   | June 18, 2004 |
|                                                                      |   |   | Ended |   | Ended |   | Through |
|                                                                      |   |   | March, 31 |   | March 31, |   | March 31, |
|                                                                      |   |   | 2009 |   | 2008 |   | 2009 |
|                                                                      |   |   |   |   |   |   |   |   |   |   |
| REVENUES                                                                  | $ | - |   | $ | - |   | $ | 764 |
| COST OF SALES                                                             |   |   |   |   | - |   |   | - |
| GROSS MARGIN                                                              |   | - |   |   | - |   |   | 764 |
|                                                                      |   |   |   |   |   |   |   |   |   |   |
| OPERATING EXPENSES                                                        |   |   |   |   |   |   |   |   |
|                                                                      |   |   |   |   |   |   |   |   |   |   |
|                                                                      | Depreciation expense |   | 55 |   |   | 55 |   |   | 1,067 |
|                                                                      | Sales and marketing |   | 2,172 |   |   | 5,100 |   |   | 39,354 |
|                                                                      | Research and development |   | - |   |   | - |   |   | 155,325 |
|                                                                      | Consulting fees |   | 3,234 |   |   | - |   |   | 132,734 |
|                                                                      | General and administrative |   | 2,475 |   |   | 33,922 |   |   | 300,664 |
|                                                                      |   |   |   |   |   |   |   |   |   |   |
|                                                                      |   | Total Operating Expenses |   | 7,936 |   |   | 39,077 |   |   | 629,144 |
|                                                                      |   |   |   |   |   |   |   |   |   |   |
| INCOME FROM OPERATIONS                                                    |   | (7,936) |   |   | (39,077) |   |   | (628,380) |
|                                                                      |   |   |   |   |   |   |   |   |   |   |
| OTHER INCOME (EXPENSE)                                                    |   |   |   |   |   |   |   |   |
|                                                                      |   |   |   |   |   |   |   |   |   |   |
|                                                                      | Interest Income (Expense) |   | - |   |   | - |   |   | (855) |
|                                                                      |   |   |   |   |   |   |   |   |   |   |
|                                                                      |   | Total Other Income |   |   |   |   |   |   |   |   |
|                                                                      |   | (Expense) |   | - |   |   | - |   |   | (855) |
|                                                                      |   |   |   |   |   |   |   |   |   |   |
| LOSS BEFORE INCOME TAXES                                                  |   | (7,936) |   |   | (39,077) |   |   | (629,235) |
|                                                                      |   |   |   |   |   |   |   |   |   |   |
| INCOME TAX EXPENSE                                                        |   | - |   |   | - |   |   | - |
|                                                                      |   |   |   |   |   |   |   |   |   |   |
| NET LOSS                                                                  | $ | (7,936) |   | $ | (39,077) |   | $ | (629,235) |
| BASIC AND DILUTED                                                         |   |   |   |   |   |   |   |   |
| LOSS PER SHARE                                                            | $ | (0.00) |   | $ | (0.01) |   |   |   |
|                                                                      |   |   |   |   |   |   |   |   |   |   |
| WEIGHTED AVERAGE NUMBER                                                   |   |   |   |   |   |   |   |   |
| OF SHARES OUTSTANDING                                                     |   | 5,274,400 |   |   | 4,894,400 |   |   |   |
|                                                                      |   |   |   |   |   |   |   |   |   |   |
|                                                                      |   |   |   |   |   |   |   |   |   |   |
| The accompanying notes are an integral part of these financial statements |
|                                                                           |
|                                                                      |   |   |   |   |   |   |   |   |   |   |

 

 

5

----

 

 

| **RXBIDS**                                                                 |
|----------------------------------------------------------------------------|
| (A Development Stage Company)                                              |
| Statements of Stockholders' Equity (Deficit)                               |
|                                                                       |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
|                                                                       |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
|                                                                       |   |   |   |   |   |   |   |   |   |   |   | Deficit |   |   |
|                                                                       |   |   |   |   |   |   |   |   |   |   |   | Accumulated |   |   |
|                                                                       |   |   |   |   |   | Additional |   | Stock |   | During the |   | Total |
|                                                                       | Common Stock |   | Paid-In |   | Subscriptions |   | Development |   | Stockholders' |
|                                                                       | Shares |   | Amount |   | Capital |   | Receivable |   | Stage |   | Deficit |
|                                                                       |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| Balance, June 8, 2004                                                      | - |   | $ | - |   | $ | - |   | $ | - |   | $ | - |   | $ | - |
|                                                                       |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| Net loss from inception                                                    |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| through December 31, 2004                                                  | - |   |   | - |   |   | - |   |   | - |   |   | (61,907) |   |   | (61,907) |
|                                                                            |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
| Balance, December 31, 2004                                                 | - |   |   | - |   |   | - |   |   | - |   |   | (61,907) |   |   | (61,907) |
|                                                                       |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| Net loss for the year                                                      |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| ended December 31, 2005                                                    | - |   |   | - |   |   | - |   |   | - |   |   | (28,321) |   |   | (28,321) |
|                                                                       |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| Balance, December 31, 2005                                                 | - |   |   | - |   |   | - |   |   | - |   |   | (90,228) |   |   | (90,228) |
|                                                                            |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
| Issuance of common stock                                                   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| for cash and debt at $0.07                                                 |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| per share                                                                  | 4,480,000 |   |   | 44,800 |   |   | 311,832 |   |   | (24,000) |   |   | - |   |   | 332,632 |
|                                                                            |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
| Net loss for the year                                                      |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| ended December 31, 2006                                                    | - |   |   | - |   |   | - |   |   | - |   |   | (52,007) |   |   | (52,007) |
|                                                                            |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
| Balance, December 31, 2006                                                 | 4,480,000 |   |   | 44,800 |   |   | 311,832 |   |   | (24,000) |   |   | (142,235) |   |   | 190,397 |
|                                                                       |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| Cash received for stock                                                    |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| subscriptions receivable                                                   | - |   |   | - |   |   | - |   |   | 24,000 |   |   | - |   |   | 24,000 |
|                                                                            |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
| Issuance of common stock for                                               |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| cash at $0.25 per share                                                    | 414,400 |   |   | 4,144 |   |   | 99,456 |   |   | - |   |   | - |   |   | 103,600 |
|                                                                            |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
| Net loss for the year                                                      |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| ended December 31, 2007                                                    | - |   |   | - |   |   | - |   |   | - |   |   | (238,813) |   |   | (238,813) |
|                                                                            |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
| Balance, December 31, 2007                                                 | 4,894,400 |   |   | 48,944 |   |   | 411,288 |   |   | - |   |   | (381,048) |   |   | 79,184 |
|                                                                            |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
| Issuance of common stock for                                               |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| cash at $0.25 per share                                                    | 180,000 |   |   | 1,800 |   |   | 43,200 |   |   | - |   |   | - |   |   | 45,000 |
|                                                                            |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
| Issuance of common stock for                                               |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| services at $0.25 per share                                                | 200,000 |   |   | 2,000 |   |   | 48,000 |   |   | - |   |   | - |   |   | 50,000 |
|                                                                            |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
| Net loss for the year                                                      |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| ended December 31, 2008                                                    | - |   |   | - |   |   | - |   |   | - |   |   | (240,251) |   |   | (240,251) |
|                                                                       |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| Balance, December 31, 2008                                                 | 5,274,400 |   |   | 52,744 |   |   | 502,488 |   |   | - |   |   | (621,299) |   |   | (66,067) |
|                                                                       |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| Net loss for the three months                                              |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| ended March 31, 2009   (unaudited)                               | - |   |   | - |   |   | - |   |   | - |   |   | (7,936) |   |   | (7,936) |
|                                                                       |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| Balance, March 31, 2009 (unaudited)                                        | 5,274,400 |   | $ | 52,744 |   | $ | 502,488 |   | $ | - |   | $ | (629,235) |   | $ | (74,003) |
|                                                                       |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| The accompanying notes are an integral part of these financial statements. |
|                                                                            |

 

 

6

----

 

| **RXBIDS**                                                                 |
|----------------------------------------------------------------------------|
| (A Development Stage Company)                                              |
| Statements of Cash Flows                                                   |
| (Unaudited)                                                                |
|                                                                       |   |   |   |   |   |   |   |   |   |   |
|                                                                       |   |   |   | For the |   | For the |   | From Inception on |
|                                                                       |   |   |   | Three Months |   | Three Months |   | June 18, 2004 |
|                                                                       |   |   |   | Ended |   | Ended |   | Through |
|                                                                       |   |   |   | March 31, |   | March 31, |   | March 31, |
|                                                                       |   |   |   | 2009 |   | 2008 |   | 2009 |
|                                                                       |   |   |   |   |   |   |   |   |   |   |   |
| OPERATING ACTIVITIES                                                       |   |   |   |   |   |   |   |   |
|                                                                       |   |   |   |   |   |   |   |   |   |   |   |
|                                                                       | Net loss | $ | (7,936) |   | $ | (39,077) |   | $ | (629,235) |
|                                                                       | Adjustments to reconcile net loss to net cash |   |   |   |   |   |   |   |   |
|                                                                       | used by operating activities: |   |   |   |   |   |   |   |   |
|                                                                       |   | Common stock issued for services |   |   |   |   |   |   |   | 50,000 |
|                                                                       |   | Depreciation and amortization |   | 55 |   |   | 55 |   |   | 1,067 |
|                                                                       | Changes in operating assets and liabilities: |   |   |   |   |   |   |   |   |
|                                                                       |   | Change in accounts receivable |   |   |   |   | 102 |   |   | - |
|                                                                       |   | Change in accounts payable |   | (2,649) |   |   | 406 |   |   | 23,652 |
|                                                                       |   |   |   |   |   |   |   |   |   |   |   |
|                                                                       |   |   | Net Cash Used in |   |   |   |   |   |   |   |   |
|                                                                       |   |   | Operating Activities |   | (10,530) |   |   | (38,514) |   |   | (554,516) |
|                                                                       |   |   |   |   |   |   |   |   |   |   |   |
| INVESTING ACTIVITIES                                                       |   |   |   |   |   |   |   |   |
|                                                                       |   |   |   |   |   |   |   |   |   |   |   |
|                                                                       |   | Purchase of property and equipment |   | - |   |   | - |   |   | (1,100) |
|                                                                       |   |   |   |   |   |   |   |   |   |   |   |
|                                                                       |   |   | Net Cash Used in |   |   |   |   |   |   |   |   |
|                                                                       |   |   | Investing Activities |   | - |   |   | - |   |   | (1,100) |
|                                                                       |   |   |   |   |   |   |   |   |   |   |   |
| FINANCING ACTIVITIES                                                       |   |   |   |   |   |   |   |   |
|                                                                       |   |   |   |   |   |   |   |   |   |   |   |
|                                                                       |   | Proceeds from related party loans |   | 10,537 |   |   | - |   |   | 383,701 |
|                                                                       |   | Proceeds from common stock issued |   | - |   |   | - |   |   | 172,600 |
|                                                                       |   |   |   |   |   |   |   |   |   |   |   |
|                                                                       |   |   | Net Cash Provided by |   |   |   |   |   |   |   |   |
|                                                                       |   |   | Financing Activities |   | 10,537 |   |   | - |   |   | 556,301 |
|                                                                       |   |   |   |   |   |   |   |   |   |   |   |
|                                                                       |   | NET DECREASE IN CASH |   | 7 |   |   | (38,514) |   |   | 685 |
|                                                                       |   |   |   |   |   |   |   |   |   |   |   |
|                                                                       |   | CASH AT BEGINNING OF PERIOD |   | 678 |   |   | 82,977 |   |   | - |
|                                                                       |   |   |   |   |   |   |   |   |   |   |   |
|                                                                       |   | CASH AT END OF PERIOD | $ | 685 |   | $ | 44,463 |   | $ | 685 |
|                                                                       |   |   |   |   |   |   |   |   |   |   |   |
| SUPPLEMENTAL DISCLOSURES OF                                                |   |   |   |   |   |   |   |   |
|                                                                       | CASH FLOW INFORMATION* |   |   |   |   |   |   |   |   |
|                                                                       | CASH PAID FOR:* |   |   |   |   |   |   |   |   |
|                                                                       |   | Interest | $ | - |   | $ | - |   | $ | - |
|                                                                       |   | Income Taxes* | $ | - |   | $ | - |   | $ | - |
|                                                                       | NON-CASH FINANCING ACTIVITIES: |   |   |   |   |   |   |   |   |
|                                                                       |   | Common stock issued for services | $ | - |   |   |   |   | $ | 50,000 |
|                                                                       |   | Common stock issued for debt | $ | - |   | $ | - |   | $ | 332,632 |
|                                                                       |   |   |   |   |   |   |   |   |   |   |   |
| The accompanying notes are an integral part of these financial statements. |
|                                                                            |

 

 

7

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**RXBIDS**

(A Development Stage Company)

Notes to the Financial Statements

March 31, 2009and 2008

 

NOTE 1 - CONDENSED FINANCIAL STATEMENTS

 

The accompanying financial statements have been prepared by the Company without audit. In the opinion of management, all adjustments (which include only normal recurring adjustments) necessary to present fairly the financial position, results of operations and cash flows at March 31, 2009 and for all periods presented have been made.

 

Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted. It is suggested that these condensed financial statements be read in conjunction with the financial statements and notes thereto included in the                Company's December 31, 2008 audited financial statements. The results of operations for the period ended March 31, 2009 and 2008 are not necessarily indicative of the operating results for the full year.

 

NOTE 2 - GOING CONCERN

 

The Company’s financial statements are prepared using generally accepted accounting principles applicable to a going concern which contemplates the realization of assets and liquidation of liabilities in the normal course of business. The Company has had no revenues and has generated losses from operations.

 

In order to continue as a going concern and achieve a profitable level of operations, the Company will need, among other things, additional capital resourcesand to develop a consistent source of revenues. Management’s plans include of investing in and developing all types of businesses related to the entertainment industry.

 

The ability of the Company to continue as a going concern is dependent upon its ability to successfully accomplish the plan described in the preceding paragraph and eventually attain profitable operations. The accompanying financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a                going concern.

 

 

 

 

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**RXBIDS**

(A Development Stage Company)

Notes to the Financial Statements

March 31, 2009and 2008

 

NOTE 3 - SIGNIFICANT ACCOUNTING POLICIES

 

Use of Estimates

 

The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues                and expenses during the reporting period. Actual results could differ from those estimates.

 

Recent Accounting Pronouncements

In June 2008, the FASB issued FASB Staff Position EITF 03-6-1, *Determining Whether Instruments Granted in Share-Based Payment Transactions Are Participating Securities,*(“FSP EITF 03-6-1”). FSP EITF 03-6-1 addresses whether instruments granted in share-based payment                transactions are participating securities prior to vesting, and therefore need to be included in the computation of earnings per share under the two-class method as described in FASB Statement of Financial Accounting Standards No. 128, “Earnings per Share.” FSP EITF 03-6-1 is effective for financial statements issued for fiscal years beginning on or after December 15, 2008 and earlier adoption is prohibited. We are not required to adopt FSP EITF 03-6-1;                neither do we believe that FSP EITF 03-6-1 would have material effect on our consolidated financial positionand results of operations if adopted.

 

In May 2008, the Financial Accounting Standards Board (“FASB”) issued SFAS No. 163, “*Accounting for Financial Guarantee Insurance Contracts-and interpretation of FASB Statement No. 60*”.SFAS No. 163 clarifies how Statement 60 applies to financial guarantee insurance                contracts, including the recognition and measurement of premium revenue and claims liabilities. This statement also requires expanded disclosures about financial guarantee insurance contracts. SFAS No. 163 is effective for fiscal years beginning on or after December 15, 2008, and interim periods within those years. SFAS No. 163 has no effect on the Company’s financial position, statements of operations, or cash flows at this time.

 

In May 2008, the Financial Accounting Standards Board (“FASB”) issued SFAS No. 162, “*The Hierarchy of Generally Accepted Accounting Principles*”.SFAS No. 162 sets forth the level of authority to a given accounting pronouncement or document by category. Where there                might be conflicting guidance between two categories, the more authoritative category will prevail. SFAS No. 162 will become effective 60 days after the SEC approves the PCAOB’s amendments to AU Section 411 of the AICPA Professional Standards. SFAS No. 162 has no effect on the Company’s financial position, statements of operations, or cash flows at this time.

 

 

 

 

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

|   | **Operations** |
|--------|----------------|

 

*The following information should be read in conjunction with the financial statements and notes thereto appearing elsewhere in this Form 10-Q.*

 

**Liquidity and Capital Resources**

 

In December 2007, we realized gross proceeds of $103,600 from the public offering of our common stock. We have used the majority of these proceeds to complete development of our website and to commence advertising to promote and market our medical prescription auction service. At of March 31, 2009, we had available cash of $685 compared to $678 at December                31, 2008. Management anticipates that we must secure additional funds to adequately sustain operations during the remainder of fiscal 2009. If during this period we have not begun to realize sufficient revenues to fund ongoing operations, we will have to consider new sources of financing. We do not currently have any arrangements or plans for future financing and there is no assurance that we will be able to secure financing on favorable terms or at all.

 

At March 31, 2009, we had total current assets of $685 in cash and total current liabilities of $74,721, consisting of accounts payable and accrued expenses of $23,652 and a payable to related party of $51,069. At December 31, 2008, we had total current assets of $678 in cash, and total current liabilities of $66,833, consisting of accounts payable and                accrued expenses of $26,301 and a payable to related party of $40,432. Working capital at March 31, 2009was a negative $74,036 compared to $66,155 at December 31, 2008. This decrease in working capital for the first three months of 2009 is primarily due to the 26% increase in the payable to related party, which represents additional borrowing during the period, and was partially offset by the 10% decrease in accounts payable and accrued expenses. At March                31, 2009, we had total assets of $718 and a stockholders’ deficit of $74,003, compared to total assets of $766 and a stockholders' deficit of $66,067 at December 31, 2008. 

 

Net cash used by operating activities was $10,530 for the first three months of 2009 compared to $38,514 for the comparable 2008 period. This result is primarily attributed to the decreased net loss from $39,077 for the 2008 period, compared to $7,936 for the 2009 period. Also during the first three months of 2009, we realized $10,537 in proceeds from related                party loans.

 

**Results of Operations**

 

We did not realize any revenues for either of the three-month periods (“first quarter”) ended March 31, 2009 or 2008. Total operating expenses for the first quarter of 2009 were $7,936, an 80% decrease from $39,077 for the first quarter of 2008. The decrease is primarily attributed to the 93% decrease in general and administrative expenses, from                $33,922 in 2008 to $2,475 in 2009, due to the elimination of website and business development expenses. Also, sales and marketing expenses decreased 57% from $5,100 for the first quarter of 2008 to $2,172 for the first quarter of 2009, due to decreased Internet marketing activities and business development. The decrease in total operating expenses for the first quarter of 2009 was partially offset by the payment of consulting fees of $3,234 during the period compared to $0 for                the 2008 period. Our net loss was $7,936 for the first quarter of 2009 compared to $39,077 for the first quarter of 2008.

 

 

 

 

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In the opinion of management, inflation has not and will not have a material effect on our operations in the immediate future. Management will continue to monitor inflation and evaluate the possible future effects of inflation on our business and operations.

 

**Net Operating Loss**

 

The Company has accumulated approximately $621,299 of net operating loss carryforward as of December 31, 2008. This loss carryforward may be offset against future taxable income through the year 2028. The use of these losses to reduce future income taxes will depend on the generation of sufficient taxable income prior to the expiration of the net operating                loss carryforwards. In the event of certain changes in control, there will be an annual limitation on the amount of net operating loss carryforwards that can be used. No tax benefit has been reported in the financial statements for the year ended December 31, 2008 or three-month period ended March 31, 2009 because it has been fully offset by a valuation allowance. 

 

**Inflation**

 

In the opinion of management, inflation has not and will not have a material effect on our operations in the immediate future. Management will continue to monitor inflation and evaluate the possible future effects of inflation on our business and operations.

 

**Off-balance Sheet Arrangements**

 

|   | We have no off-balance sheet arrangements. |
|--------|--------------------------------------------|

 

**Forward-Looking and Cautionary Statements**

 

This report includes "forward-looking statements" that may relate to such matters as anticipated financial performance, future revenues or earnings, business prospects, projected ventures, new products and services, anticipated market performance and similar matters. 

 

When used in this report, the words "may," "will," expect," anticipate," "continue," "estimate," "project," "intend," and similar expressions are intended to identify forward-looking statements regarding events, conditions, and financial trends that may affect our future plans of operations, business strategy, operating results, and financial position.

 

We caution readers that a variety of factors could cause our actual results to differ materially from the anticipated results or other matters expressed in forward-looking statements. These risks and uncertainties, many of which are beyond our control, include:

 

|   | ● | the sufficiency of existing capital resources and the ability to raise additional capital to fund cash requirements for future operations; |
|--------|---------|--------------------------------------------------------------------------------------------------------------------------------------------|

 

|   | ● | the ability to successfully operate our website and generate a sufficient number of consumers and pharmacies to purchase their medications from RxBIDS.com and the ability to broaden our pharmaceutical network; |
|--------|---------|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|

 

 

 

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|   | ● | volatility of the stock market, particularly within the online medical prescription sector; and |
|--------|---------|-------------------------------------------------------------------------------------------------|

 

|   | ● | general economic conditions. |
|--------|---------|------------------------------|

 

Although we believe the expectations reflected in these forward-looking statements are reasonable, such expectations cannot guarantee future results, levels of activity, performance or achievements.

 

| **Item 3.** | **Quantitative and Qualitative Disclosures About Market Risk.** |
|-------------|-----------------------------------------------------------------|

 

|   | This item is not required for a smaller reporting company. |
|--------|------------------------------------------------------------|

 

| **Item 4(T).** | **Controls and Procedures.** |
|----------------|------------------------------|

 

*Evaluation of Disclosure Controls and Procedures*. Disclosure controls and procedures (as defined in Rules  13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934) are designed to ensure that information required to be disclosed in reports filed or submitted under the Exchange Act is recorded, processed, summarized and reported within                the time periods specified in SEC rules and forms. Disclosure and control procedures are also designed to ensure that such information is accumulated and communicated to management, including the chief executive officer and principal accounting officer, to allow timely decisions regarding required disclosures.

 

As of the end of the period covered by this quarterly report, we carried out an evaluation, under the supervision and with the participation of management, including our chief executive officer and principal accounting officer, of the effectiveness of the design and operation of our disclosure controls and procedures. In designing and evaluating the disclosure controls and                procedures, management recognizes that there are inherent limitations to the effectiveness of any system of disclosure controls and procedures, including the possibility of human error and the circumvention or overriding of the controls and procedures. Accordingly, even effective disclosure controls and procedures can only provide reasonable assurance of achieving their desired control objectives. Additionally, in evaluating and implementing possible controls and procedures,                management is required to apply its reasonable judgment. Based on the evaluation described above, our management, including our principal executive officer and principal accounting officer, have concluded that, as of March 31, 2009, our disclosure controls and procedures were effective.

 

*Changes in Internal Control Over Financial Reporting*. Management has evaluated whether any change in our internal control over financial reporting occurred during the first quarter of fiscal 2009. Based on its evaluation, management, including the chief executive officer and principal accounting officer, has concluded that there has been no change in                our internal control over financial reporting during the first quarter of fiscal 2009 that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

 

 

 

 

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**PART II — OTHER INFORMATION**

 

| **Item 1.** | **Legal Proceedings** |
|-------------|-----------------------|

 

There are no material pending legal proceedings to which we are a party or to which any of our property is subject and, to the best of our knowledge, no such actions against us are contemplated or threatened.

 

| **Item 1A.** | **Risk Factors** |
|--------------|------------------|

 

|   | This item is not required for a smaller reporting company. |
|--------|------------------------------------------------------------|

 

| **Item 2.** | **Unregistered Sales of Equity Securities and Use of Proceeds** |
|-------------|-----------------------------------------------------------------|

 

|   | This Item is not applicable. |
|--------|------------------------------|

 

| **Item 3.** | **Defaults Upon Senior Securities** |
|-------------|-------------------------------------|

 

|   | This Item is not applicable. |
|--------|------------------------------|

 

| **Item 4.** | **Submission of Matters to a Vote of Security Holders** |
|-------------|---------------------------------------------------------|

 

|   | This Item is not applicable. |
|--------|------------------------------|

 

| **Item 5.** | **Other Information** |
|-------------|-----------------------|

 

|   | This Item is not applicable. |
|--------|------------------------------|

 

| **Item 6.** | **Exhibits** |
|-------------|--------------|

 

|   | Exhibit 31.1 | Certification of C.E.O. and Principal Accounting Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. |
|--------|--------------|---------------------------------------------------------------------------------------------------------------------|

 

|   | Exhibit 32.1 | Certification of C.E.O. and Principal Accounting Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. |
|--------|--------------|--------------------------------------------------------------------------------------------------------------------------------------------------------------------|

 

 

 

 

 

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                                                                                                   **SIGNATURES**

 

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.

 

|   | **RxBids** |
|--------|------------|

 

 

| Date: May 6, 2009 | By:/S/       | MACKBRADLEY  |
|-------------------|--------------------------------------------|-------------------|

|   | ***Mack Bradley*** |
|--------|--------------------|

President, C.E.O. and Director

(Acting Principal Accounting Officer)

 

 

 

 

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