UNITED
STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-QSB


(Mark One)


|                                               |                                                                                   
|---------------------------------------------- | ----------------------------------------------------------------------------------
|x                                              | QUARTERLY REPORT UNDER SECTION 13
 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|                                               |                                                                                   
|FOR THE QUARTERLY PERIOD ENDED
 MARCH 31, 2008
|                                               |                                                                                   
|o                                              | TRANSITION REPORT UNDER SECTION 13
  OR 15(d) OF THE EXCHANGE ACT                 

COMMISSION FILE NUMBER 000-52754


MONARCH INVESTMENT PROPERTIES, INC.

(Exact name of small business issuer as
specified in its charter)


|                                                               |  |                                     
|-------------------------------------------------------------- |  | ------------------------------------
|Nevada                                                         |  | 84-1251553                          
|                                                               |  |                                     
|(State or other jurisdiction of incorporation or organization) |  | (I.R.S. Employer Identification No.)

1801 North Military Trail, Suite 203
Boca Raton, FL 33431
(Address of principal executive offices)

(561) 391-6117
(Issuers telephone number)

(Former name,
former address and former fiscal year, if changed since last report)

Check whether
the issuer (1) filed all reports required to be filed by Section 13 or
15(d) of the Exchange Act during the past 12 months (or for shorter period that
the registrant was required to file such reports), and (2) has been subject to
such filing requirements for the past 90 days. Yes x No o

Indicate by
check mark whether the registrant is a shell company (as defined in Rule 12b-2
of the Exchange Act). Yes x No o

State the
number of shares outstanding of each of the issuers classes of common equity,
as of the latest practicable date:

As of
March 31, 2008, there were 16,168,733 outstanding shares of common stock,
par value $0.001 per share.

Transitional
Small Business Disclosure Format (check one): Yes o No x

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TABLE OF CONTENTS

|                                                                                                                  |                                                                                        |   |     
|----------------------------------------------------------------------------------------------------------------- | -------------------------------------------------------------------------------------- | - | ----
|                                                                                                                  |                                                                                        |   | Page
|                                                                                                                  |                                                                                        |   |     
|PART I. FINANCIAL INFORMATION                                                                                     |                                                                                        |  
|                                                                                                                  |                                                                                        |   |     
|Item 1.                                                                                                           | Financial Statements                                                                   |   |     
|                                                                                                                  |                                                                                        |   |     
|Balance Sheets as of March 31, 2008 (Unaudited) and June 30,
  2007                                               |                                                                                        | 3
|                                                                                                                  |                                                                                        |   |     
|Condensed Statements of Operations for the Three and Nine Months
  Ended March 31, 2008 and 2007 (Unaudited)      |                                                                                        | 4
|                                                                                                                  |                                                                                        |   |     
|Condensed Statement of Changes in Stockholders Deficiency for the
  Nine Months Ended March 31, 2008 (Unaudited) |                                                                                        | 5
|                                                                                                                  |                                                                                        |   |     
|Condensed Statements of Cash Flows for the Nine Months Ended
  March 31, 2008 and 2007 (Unaudited)                |                                                                                        | 6
|                                                                                                                  |                                                                                        |   |     
|Notes to the Condensed Unaudited Financial Statements as of
  March 31, 2008 and 2007 (Unaudited)                 |                                                                                        | 7
|                                                                                                                  |                                                                                        |   |     
|Item 2.                                                                                                           | Managements Discussion and Analysis of Financial  Condition and Results of
Operations |   | 13  
|                                                                                                                  |                                                                                        |   |     
|Item 3.                                                                                                           | Controls and Procedures                                                                |   | 23  
|                                                                                                                  |                                                                                        |   |     
|PART II. OTHER INFORMATION                                                                                        |                                                                                        |  
|                                                                                                                  |                                                                                        |   |     
|Item 1.                                                                                                           | Legal Proceedings                                                                      |   | 24  
|                                                                                                                  |                                                                                        |   |     
|Item 2.                                                                                                           | Unregistered Sales of Equity Securities and Use of Proceeds                            |   | 24  
|                                                                                                                  |                                                                                        |   |     
|Item 3.                                                                                                           | Defaults Upon Senior Securities                                                        |   | 24  
|                                                                                                                  |                                                                                        |   |     
|Item 4.                                                                                                           | Submission of Matters to a Vote of Security Holders                                    |   | 24  
|                                                                                                                  |                                                                                        |   |     
|Item 5.                                                                                                           | Other Information                                                                      |   | 24  
|                                                                                                                  |                                                                                        |   |     
|Item 6.                                                                                                           | Exhibits                                                                               |   | 24  
|                                                                                                                  |                                                                                        |   |     
|SIGNATURES                                                                                                        |                                                                                        |  
|                                                                                                                  |                                                                                        |   |     
|EX-31.1                                                                                                           | Section 302 Certification of Principal Executive Officer                               |   |     
|                                                                                                                  |                                                                                        |   |     
|EX-31.2                                                                                                           | Section 302 Certification of Principal Financial Officer                               |   |     
|                                                                                                                  |                                                                                        |   |     
|EX-32                                                                                                             | Section 906 Certification of Officers                                                  |   |     

2

---



PART I. FINANCIAL INFORMATION

|        |                     
|------- | --------------------
|ITEM 1. | FINANCIAL STATEMENTS

MONARCH INVESTMENT PROPERTIES, INC.BALANCE SHEETS

|                                                                                                         |  |                                |            |               |   |            |  
|-------------------------------------------------------------------------------------------------------- |  | ------------------------------ | ---------- | ------------- | - | ---------- | -
|                                                                                                         |  | March 31,
  2008
  (Unaudited) |            | June 30, 2007 |  
|                                                                                                         |  |                                |            |               |  
|ASSETS                                                                                                   |  |                                |            |               |   |            |  
|                                                                                                         |  |                                |            |               |   |            |  
|CURRENT ASSETS                                                                                           |  |                                |            |               |   |            |  
|                                                                                                        
|Cash                                                                                                     |  | $                              | 1,237      |               | $ | 3,336      |  
|                                                                                                         |  |                                |            |               |   |            |  
|Total current assets                                                                                     |  |                                | 1,237      |               |   | 3,336      |  
|                                                                                                         |  |                                |            |               |   |            |  
|TOTAL ASSETS                                                                                             |  | $                              | 1,237      |               | $ | 3,336      |  
|                                                                                                         |  |                                |            |               |   |            |  
|                                                                                                         |  |                                |            |               |   |            |  
|LIABILITIES AND STOCKHOLDERS
DEFICIENCY                                                                 |  |                                |            |               |   |            |  
|                                                                                                         |  |                                |            |               |   |            |  
|CURRENT LIABILITIES                                                                                      |  |                                |            |               |   |            |  
|                                                                                                        
|Accrued expenses and other current
  liabilities                                                         |  | $                              | 57,238     |               | $ | 30,718     |  
|Convertible judgment debt payable                                                                        |  |                                | 192,045    |               |   | 181,059    |  
|Affiliated party debt                                                                                    |  |                                | 244,964    |               |   | 109,252    |  
|                                                                                                         |  |                                |            |               |   |            |  
|Total Current Liabilities                                                                                |  |                                | 494,247    |               |   | 321,029    |  
|                                                                                                         |  |                                |            |               |   |            |  
|                                                                                                         |  |                                |            |               |   |            |  
|COMMITMENTS AND CONTINGENCES                                                                             |  |                                |            |               |   |            |  
|                                                                                                         |  |                                |            |               |   |            |  
|STOCKHOLDERS DEFICIENCY                                                                                 |  |                                |            |               |   |            |  
|Preferred stock, $.01 par value 25,000,000
  shares authorized, no shares issues and outstanding         |  |                                |           |               |   |           |  
|Common stock, $.001 par value, 500,000,000
  shares authorized, 16,168,733 shares issued and outstanding |  |                                | 16,169     |               |   | 16,169     |  
|Additional paid-in capital                                                                               |  |                                | 2,833,241  |               |   | 2,833,241  |  
|Accumulated deficit                                                                                      |  |                                | (3,342,420 | )             |   | (3,167,103 | )
|                                                                                                         |  |                                |            |               |   |            |  
|Total Stockholders Deficiency                                                                           |  |                                | (493,010   | )             |   | (317,693   | )
|                                                                                                         |  |                                |            |               |   |            |  
|TOTAL LIABILITIES & STOCKHOLDERS
DEFICIENCY                                                             |  | $                              | 1,237      |               | $ | 3,336      |  
|                                                                                                         |  |                                |            |               |   |            |  

See accompanying notes to the condensed
unaudited financial statements

3

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MONARCH INVESTMENT PROPERTIES, INC.CONDENSED STATEMENTS OF OPERATIONS
(Unaudited)

|                                                                               |  |                                 |            |                                |   |            |   |      |            |   |   |            |  
|------------------------------------------------------------------------------ |  | ------------------------------- | ---------- | ------------------------------ | - | ---------- | - | ---- | ---------- | - | - | ---------- | -
|                                                                               |  | Three Months Ended 
  March 31, |            | Nine Months Ended 
  March 31, |  
|                                                                               |  | 2008                            |            | 2007                           |   | 2008       |   | 2007 |           
|                                                                               |  |                                 |            |                                |  
|                                                                               |  |                                 |            |                                |   |            |   |      |            |   |   |            |  
|Revenue                                                                        |  | $                               |            |                                | $ |           |   | $    |           |   | $ |           |  
|                                                                               |  |                                 |            |                                |   |            |   |      |            |   |   |            |  
|General and
  administrative expenses                                          |  |                                 | 44,321     |                                |   | 5,750      |   |      | 147,119    |   |   | 18,385     |  
|                                                                               |  |                                 |            |                                |   |            |   |      |            |   |   |            |  
|Loss from
  operations                                                         |  |                                 | (44,321    | )                              |   | (5,750     | ) |      | (147,119   | ) |   | (18,385    | )
|                                                                               |  |                                 |            |                                |   |            |   |      |            |   |   |            |  
|Other
  (expenses):                                                            |  |                                 |            |                                |   |            |   |      |            |   |   |            |  
|Interest expense                                                               |  |                                 | (10,777    | )                              |   | (6,186     | ) |      | (28,198    | ) |   | (17,662    | )
|                                                                               |  |                                 |            |                                |   |            |   |      |            |   |   |            |  
|Total other (expense)                                                          |  |                                 | (10,777    | )                              |   | (6,186     | ) |      | (28,198    | ) |   | (17,662    | )
|                                                                               |  |                                 |            |                                |   |            |   |      |            |   |   |            |  
|                                                                               |  |                                 |            |                                |   |            |   |      |            |   |   |            |  
|Net loss                                                                       |  | $                               | (55,098    | )                              | $ | (11,936    | ) | $    | (175,317   | ) | $ | (36,047    | )
|                                                                               |  |                                 |            |                                |   |            |   |      |            |   |   |            |  
|                                                                               |  |                                 |            |                                |   |            |   |      |            |   |   |            |  
|Net loss per
  common share:                                                   |  |                                 |            |                                |   |            |   |      |            |   |   |            |  
|Basic and fully diluted                                                        |  | $                               | (0.003     | )                              | $ | (0.001     | ) | $    | (0.011     | ) | $ | (0.002     | )
|                                                                               |  |                                 |            |                                |   |            |   |      |            |   |   |            |  
|                                                                               |  |                                 |            |                                |   |            |   |      |            |   |   |            |  
|Weighted average number of common shares
  outstanding Basic and fully diluted |  |                                 | 16,168,733 |                                |   | 16,168,733 |   |      | 16,168,733 |   |   | 16,168,733 |  

See accompanying notes to the condensed unaudited financial statements

4

---



MONARCH
INVESTMENT PROPERTIES, INC.CONDENSED STATEMENT OF CHANGES IN STOCKHOLDERS DEFICIENCY
FOR THE NINE MONTHS ENDED MARCH 31, 2008
(Unaudited)

|                            |  |           |   |              |  |            |  |             |        |         |   |           |  |   |            |   |   |          |  
|--------------------------- |  | --------- | - | ------------ |  | ---------- |  | ----------- | ------ | ------- | - | --------- |  | - | ---------- | - | - | -------- | -
|                            |  |           |   |              |  |            |  | Additional  |        |         |   |           | 
|                            |  | Preferred |   | Common Stock |  | Paid-In    |  | Accumulated |        |         |  
|                            |  | Shares    |   | Shares       |  | Amount     |  | Capital     |        | Deficit |   | Total     | 
|                            |  |           |   |              |  |            |  |             |        |         |   |           | 
|Balance
  at June 30, 2007  |  |           |   |              |  | 16,168,733 |  | $           | 16,169 |         | $ | 2,833,241 |  | $ | (3,167,103 | ) | $ | (317,693 | )
|                            |  |           |   |              |  |            |  |             |        |         |   |           |  |   |            |   |   |          |  
|Net Loss                    |  |           |   |              |  |            |  |             |        |         |   |           |  |   | (175,317   | ) |   | (175,317 | )
|                            |  |           |   |              |  |            |  |             |        |         |   |           |  |   |            |   |   |          |  
|Balance
  at March 31, 2008 |  |           |  |              |  | 16,168,733 |  | $           | 16,169 |         | $ | 2,833,241 |  | $ | (3,342,420 | ) | $ | (493,010 | )
|                            |  |           |   |              |  |            |  |             |        |         |   |           |  |   |            |   |   |          |  

See
accompanying notes to the condensed unaudited financial statements

5

---



MONARCH INVESTMENT
PROPERTIES, INC.CONDENSED
STATEMENTS OF CASH FLOWS
(Unaudited)

|                                                                              |  |                             |          |      |   |         |  
|----------------------------------------------------------------------------- |  | --------------------------- | -------- | ---- | - | ------- | -
|                                                                              |  | Nine Months Ended March 31, |         
|                                                                              |  | 2008                        |          | 2007 |  
|                                                                              |  |                             |          |      |  
|CASH FLOWS FROM OPERATING
  ACTIVITIES:                                       |  |                             |          |      |   |         |  
|Net loss                                                                      |  | $                           | (175,317 | )    | $ | (36,047 | )
|                                                                              |  |                             |          |      |   |         |  
|Adjustments to reconcile net loss
  to net cash used in operating activities: |  |                             |          |      |   |         |  
|Changes in operating assets and
  liabilities:                                |  |                             |          |      |   |         |  
|Increase (Decrease) in accrued
  expenses and other current liabilities       |  |                             | 26,520   |      |   | (7,049  | )
|Increase in convertible judgment
  debt payable                               |  |                             | 10,986   |      |   | 10,996  |  
|                                                                              |  |                             |          |      |   |         |  
|                                                                             
|Total adjustments                                                             |  |                             | 37,506   |      |   | 3,947   |  
|                                                                              |  |                             |          |      |   |         |  
|Net cash used in operating
  activities                                       |  |                             | (137,811 | )    |   | (32,100 | )
|                                                                              |  |                             |          |      |   |         |  
|                                                                              |  |                             |          |      |   |         |  
|CASH FLOWS FROM FINANCING
  ACTIVITIES:                                       |  |                             |          |      |   |         |  
|Increase in affiliated party debt                                             |  |                             | 135,712  |      |   | 29,775  |  
|                                                                              |  |                             |          |      |   |         |  
|Net cash provided by financing
  activities                                   |  |                             | 135,712  |      |   | 29,775  |  
|                                                                              |  |                             |          |      |   |         |  
|NET INCREASE (DECREASE) IN CASH                                               |  |                             | (2,099   | )    |   | (2,325  | )
|CASH - BEGINNING OF YEAR                                                      |  |                             | 3,336    |      |   | 4,334   |  
|                                                                              |  |                             |          |      |   |         |  
|CASH - END OF PERIOD                                                          |  | $                           | 1,237    |      | $ | 2,009   |  
|                                                                              |  |                             |          |      |   |         |  
|                                                                              |  |                             |          |      |   |         |  
|SUPPLEMENTAL CASH FLOW DATA:                                                  |  |                             |          |      |   |         |  
|Cash paid for interest                                                        |  | $                           |         |      | $ |        |  
|                                                                              |  |                             |          |      |   |         |  
|                                                                              |  |                             |          |      |   |         |  
|Cash paid for income taxes                                                    |  | $                           |         |      | $ |        |  
|                                                                              |  |                             |          |      |   |         |  

See accompanying notes to the condensed unaudited financial statements

6

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Monarch Investment Properties, Inc.Notes to Condensed Unaudited Financial Statements
March 31, 2008
(Unaudited)

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, 2008 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. These condensed
financial statements should be read in conjunction with the audited financial
statements for the years ended June 30, 2007 and 2006 included in Amendment
Number 1 to the Companys Registration Statement on Form 10-SB/A filed with the
Securities and Exchange Commission (SEC)on September 27, 2007. The Companys
Registration Statement became effective by statute on October 7, 2007.

The results of
operations for the period ended March 31, 2008 are not necessarily indicative
of the operating results for the full year.

Note 2  Agreement and Plan of Merger

On December
18, 2007 the Company and All American Home Products, LLC, a Florida limited
liability company (All American), entered into an Agreement and Plan of
Merger (the Merger Agreement), pursuant to which All American will merge
with, and into, the Company (the Merger). The Board of Directors of the
Company has unanimously approved the Merger Agreement.

Details of the
Merger Agreement and information related to the business of All American and
its unaudited financial statements for the interim period ended September 30,
2007 and its audited financial statements for the year ended December 31, 2006
and accompanying notes were filed with the Securities and Exchange Commission
on February 14, 2008 in a Preliminary Information Statement (the Information
Statement) pursuant to Section 14(c) of the Securities Act of 1934. In
accordance with SEC regulations, All Americans audited financial statements
for the year ended December 31, 2007 will be filed with the SEC in an amended
Information Statement following which a Definitive Information Statement will
be mailed to the Companys stockholders.

All American
is a distribution and installation company providing impact and storefront
windows, doors, accordion shutters, protective panels and other hurricane
related products and services to the new construction, commercial and retail
markets. All American is headquartered in Pompano Beach, Florida.

7

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Upon the terms
and subject to the conditions of the Merger Agreement, at the effective time of
the Merger, All American will be merged with, and into, the Company and the
separate existence of All American will cease. The Company will be the
surviving corporation in the Merger and will continue its corporate existence
under the laws of the State of Nevada. The directors and officers of All
American, immediately prior to the effective time, will become the directors
and officers of the Company upon consummation of the Merger.

In accordance
with the terms of the Merger Agreement, at the effective time of the Merger,
each unit representing a membership interest of All American (collectively, the
Membership Interests) will be converted into and become one (1) fully paid
and non-assessable share of common stock, par value $0.001 per share, of the
Company (Common Stock). At the effective time of the Merger, the Membership
Interests of All American will no longer be outstanding and shall automatically
be cancelled and retired and cease to exist, and each All American member shall
cease to have any rights with respect to the Membership Interests of All
American, except the right to receive the merger shares. No fractions of a
share of Common Stock will be issued, and in lieu of such issuance, an All
American member who would otherwise be entitled to a fraction of a share of
Common Stock as a result of the exchange of shares contemplated by the Merger
Agreement will receive from us one additional share of Common Stock.

The
consummation of the Merger is subject to certain conditions, including approval
of the members of All American and the Companys stockholders and the
completion of a 1 for 16.168733 reverse stock split (the reverse split) to be
effectuated by the Company prior to the merger, pursuant to which each
16.168733 old shares of the Companys common stock issued and outstanding prior
to such reverse stock split will be converted and exchanged into one share of
new Common Stock following such reverse stock split, with any fractional shares
being rounded up to the next whole share.

The Merger
Agreement contains certain termination rights for both the Company and All
American, including without limitation, the mutual right to terminate the
Merger Agreement if for any reason the closing has not occurred on or before
March 1, 2008. If either party materially breaches the Agreement, then such
party can be required to pay the other partys fees and costs incurred related
to this transaction. All American has requested an extension of the Agreement
until April 30, 2008. Consummation of the Merger is also subject to customary
closing conditions, and representation, warranties and covenants from each of
the Company and All American.

8

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Conversion of Judgment Debt

On March 14,
2005, the Company issued to Strategic Capital Resources, Inc. (Strategic) a
seven-year warrant to purchase 1,100,000 shares of Common Stock, at an exercise
price of $.001 per share (Strategic Warrant), in consideration for
modification of a promissory note (the JJFN Note) between the Company and
JJFN Holdings, Inc., a wholly-owned subsidiary of Strategic (JJFN). The
Strategic Warrant contains certain anti-dilution provisions which provide that
if at any time the number of shares of Common Stock is reduced through
subdivision, recapitalization, reclassification or otherwise, or if the Company
declares a dividend on its Common Stock or Preferred Stock payable in shares of
Common Stock, or if the Company merges or consolidates with or into another
entity or sells all or substantially all of it assets, the number and nature of
the Common Stock issuable or issued on the exercise of the Strategic Warrant
will be adjusted so that each holder of a Strategic Warrant or the original
holder of the exercised shares of Common Stock outstanding at the time of such
event will have the right to purchase the same kind and amount of securities at
the original exercise price which the holder would have received if such event
has not taken place. The Strategic Warrant also contains a cashless exercise
provision providing that payment of the exercise price may be made by
surrendering to the Company that number of shares of Common Stock having a fair
market value equal to the exercise price. The Strategic Warrant also provides
certain piggyback registration rights whereby the Company is required to
provide prior written notice to Strategic of its intention to file a
registration statement under the Securities Act and upon the request of
Strategic to include those registerable shares underlying the Strategic Warrant
in such registration statement.

The Merger
Agreement also provides that, at the Closing payment in full will be made on
all obligations the Company owes to JJFN, which consists of amounts owed by the
Company under the JJFN Note, as well as all other obligations of the Company.
The judgment held by an affiliate of the Companys principal stockholder at
March 31, 2008 is $192,045. Pursuant to the Merger Agreement, the principal
balance of the JJFN Note, plus any accrued but unpaid interest thereon, will be
converted into Company Common Stock at a conversion price of $.10 per share
immediately before the Reverse Stock Split and deemed satisfied in full.
Upon such conversion, Strategic will cause to be filed a Satisfaction of
Judgment with the Supreme Court of the State of New York, County of Queens, relating
to a judgment previously obtained by JJFN against the Company.

Conversion of Strategic Warrant

The Strategic
Warrant which is outstanding is exercisable for 1,100,000 shares of pre-reverse
merger Common Stock at an exercise price of .001 per share. The Company
anticipates the warrant will be exercised on the closing date of the Merger
into 1,100,000 shares of Common Stock on a pre-reverse split basis which will
then be subject to the 16.168733 reverse stock split resulting in the increase
of new Common Stock of 68,031 in exchange for the old shares.

Accounting Treatment for the Merger

The Merger
will be treated as a reverse acquisition for accounting purposes, with AAHP
being the successor reporting entity. The Company has no operations or revenues
and the only asset that it had on March 31, 2008 is a cash balance of $1,237.

9

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The Company is
considered to be a shell company prior to the acquisition. In connection with
the proposed acquisition of AAHP, the members of AAHP will receive
approximately 19 million shares of post reverse split Common Stock, or
approximately 95% of the total outstanding shares prior to the conversion of
the Companys judgment debt and Strategic Warrant. The Companys current
stockholders will ultimately retain approximately 1 million shares, or 5%, of
the Companys stock prior to the conversion of the judgment debt and the
Strategic Warrant.

Common Stock To Be Outstanding Upon
Consummation of Merger

|                                                                                                                       |  |  |            | 
|---------------------------------------------------------------------------------------------------------------------- |  |  | ---------- | 
|Current shares
outstanding                                                                                             |  |  | 16,168,733 | 
|                                                                                                                       |  |  |            | 
|                                                                                                                       |  |  |            | 
|Reverse stock split
adjustment of Companys shares to
  existing stockholders at the
  reverse stock rate of 16.168733 |  |  |            | 
|                                                                                                                       |  |  |            | 
|New shares to be
issued upon completion of Merger in exchange
  for old shares                                         |  |  | 1,000,000  | 
|                                                                                                                       |  |  |            | 
|Approximate number
of shares to be issued upon conversion of judgment debt                                             |  |  | 116,510    | 
|                                                                                                                       |  |  |            | 
|Approximate number
of shares to be issued upon conversion of
  Strategic Warrant                                       |  |  | 68,031     | 
|                                                                                                                       |  |  |            | 
|Approximate number
of new shares to be issued for acquisition of
  AAHP                                                |  |  | 19,000,000 | 
|                                                                                                                       |  |  |            | 
|                                                                                                                       |  |  |            | 
|Approximate total
number of shares to be outstanding after
  consummation of the proposed Merger                       |  |  | 20,184,541 | 
|                                                                                                                       |  |  |            | 

Note 3  Accounting Policies

Use of Estimates

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

Fair Value of Financial Instruments

The carrying amounts reported
in the balance sheet for cash, accounts payable and accrued expenses,
convertible judgment debt payable and shareholder payable approximated their fair
market value based on the short-term maturity of these instruments.

10

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SFAS No. 107
requires disclosures about the fair value for all financial instruments,
whether or not recognized, for financial statement purposes.  Disclosures about fair value of financial
instruments are based on pertinent information available to management as of
March 31, 2008.  Accordingly, the
estimates presented in these statements are not necessarily indicative of the
amounts that could be realized on disposition of the financial instruments.

Management has
estimated the fair values of cash, accounts payable, and accrued expenses to be
approximately their respective carrying values reported on these statements
because of their short maturities.

Note 4  Going
Concern

As reflected
in the accompanying financial statements, the Company incurred a net loss of
$175,317, negative cash flow from operations of $137,811 for the nine months
ended March 31, 2008, has an accumulated deficit of $3,342,420 and a
stockholders deficiency of $493,010 at March 31, 2008. The ability of the
Company to continue as a going concern is dependent upon its ability to obtain
financing and achieve profitable operations. The financial statements do not
include any adjustments that might be necessary should the Company be unable to
continue as a going concern. These matters raise substantial doubt about the
companys ability to continue as a going concern.

Note 5  Accrued
Expenses and Other Current Liabilities

|                                                       |  |                |        |               |   |        | 
|------------------------------------------------------ |  | -------------- | ------ | ------------- | - | ------ | 
|                                                       |  | March 31, 2008 |        | June 30, 2007 |  
|                                                       |  |                |        |               |  
|Legal fees                                             |  | $              | 35,738 |               | $ | 7,500  | 
|Accounting
  and Auditing                              |  |                | 9,500  |               |   | 11,000 | 
|Miscellaneous,
  other                                 |  |                | 12,000 |               |   | 12,218 | 
|                                                       |  |                |        |               |   |        | 
|Total
  accrued expenses and other current liabilities |  | $              | 57,238 |               | $ | 30,718 | 
|                                                       |  |                |        |               |   |        | 

Note 6  Affiliated
Party Debt Transaction

|                                                         |  |                                    |         |                            |   |         | 
|-------------------------------------------------------- |  | ---------------------------------- | ------- | -------------------------- | - | ------- | 
|                                                         |  | Nine Months Ended
  March 31, 2008 |         | Year Ended
  June 30, 2007 |  
|                                                         |  |                                    |         |                            |  
|Due to major shareholder/creditor,
  beginning of period |  | $                                  | 109,252 |                            | $ | 59,926  | 
|Additional borrowings                                    |  |                                    | 118,500 |                            |   | 39,609  | 
|Accrued interest                                         |  |                                    | 17,212  |                            |   | 9,717   | 
|Repayments                                               |  |                                    |        |                            |   |        | 
|                                                         |  |                                    |         |                            |   |         | 
|End of year                                              |  | $                                  | 244,964 |                            | $ | 109,252 | 
|                                                         |  |                                    |         |                            |   |         | 

11

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See Note 2 
Agreement and Plan of Merger and Note 9 to the audited financial statements
included in the Companys Registration Statement on Form 10-SB/A for the fiscal
year ended June 30, 2007.

Note 7  Income Taxes

SFAS No. 109,
Accounting for Income Taxes, provides for the recognition and measurement of
deferred income tax benefits based on the likelihood of their realization in
future years. A valuation allowance must be established to reduce deferred
income tax benefits if it is more likely than not that, a portion of the
deferred income tax benefits will not be realized.  Therefore, a valuation allowance equal to the potential deferred
tax benefit has been established in full, resulting in no deferred tax benefit
as of the balance sheet dates.

Note 8  Earnings
(Loss) Per Share

Basic earnings
(loss) per share is computed by dividing net income  (loss) available to common stockholders by the weighted average
number of common shares outstanding for the period. Diluted earnings per share
is computed assuming the exercise or conversion of common stock equivalent
shares, if dilutive, consisting of unissued shares under options and warrants.
Since the 1,100,000 shares under outstanding warrants and the potential
conversion of the $192,045 convertible debt into 1,920,450 shares are both
anti-dilutive due to the Companys net loss, no diluted per share amounts are
presented.

12

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|        |                                                          
|------- | ---------------------------------------------------------
|ITEM 2. | MANAGEMENTS DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

The following
discussion and analysis presents a review of the operating results of Monarch
Investment Properties, Inc. (the Company) for the three and nine months ended
March 31, 2008 and 2007, respectively, and the financial condition of the
Company at March 31, 2008.  The
discussion and analysis should be read in conjunction with the condensed
financial statements and accompanying notes included herein, as well as the
Companys audited financial statements for the years ended June 30, 2007 and
2006 included in Amendment Number 1 to the Companys Registration Statement on
Form 10-SB/A filed with the SEC on September 27, 2007.  The Companys Registration Statement became
effective by statute on October 7, 2007.

Forward-looking
Statements

Statements
included in the Quarterly Report filed on Form 10-QSB that do not relate to
present or historical conditions are forward-looking statements.  Forward-looking statements may include,
without limitation, statements relating to our plans, strategies, objectives,
expectations and intentions and are intended to be made pursuant to the safe
harbor provisions of the Private Securities Litigation Reform Act of 1995.  Words such as believes, forecasts,
intends, possible, estimates, anticipates, and plans and similar
expressions
are intended to identify forward-looking statements.  Our ability to predict projected results or the effect of events
on our operating results is inherently uncertain.  Forward-looking statements involve a number of risks,
uncertainties and other factors that could cause actual results to differ
materially from those discussed in, or implied by, this document.  Forward-looking statements should not be
read as a guarantee of future performance or results, and will not necessarily
be accurate indications of the times at, or by which, such performance or
results will be achieved.
Forward-looking information is based on information available at the
time and/or managements good faith belief with respect to future events, and
is subject to risks and uncertainties that could cause actual performance or
results to differ materially from those expressed, or implied by, in the
statements.  Important factors that
could cause actual performance or results to differ materially from those
expressed in, or implied by, forward-looking statements include, but are not
limited to:  (i) industry competition,
conditions, performance and consolidation, (ii) legislative and/or regulatory
developments, (iii) our ability to find to find an acceptable merger candidate,
(iv) the effects of adverse general economic conditions, both within the United
States and globally, and (v) other factors described under Risk Factors
contained in the Companys Amendment Number 1 to the Registration Statement on
Form 10-SB/A filed with the Securities and Exchange Commission on September 27,
2007.  The Companys Registration
Statement became effective by statute on October 7, 2007.

Forward-looking
statements speak only as of the date the statements are made.  The Company assumes no obligations to update
forward-looking statements to reflect actual results, changes in assumptions or
changes in other factors affecting forward-looking information except to the
extent required by applicable securities laws.
If the Company updates one or more forward-looking statements, no
inference should be drawn that it will make additional updates with respect
thereto or with respect to other forward-looking statements.

13

---



Overview

We have
virtually no operating history and due to the uncertain nature of the markets
we address or intend to address, due to this,
it is difficult to predict our future results of operations.

Our Business Strategy

Our current
business plan is to serve as a vehicle for the acquisition of or merger or
consolidation with a target company. We intend to effect a business combination
with a target company, which we believe has significant growth
potential. The business combination may be with a financially stable,
mature company or a company that is in its early stages of development or
growth.

The Company
will not restrict its potential candidate business to any specific business,
industry or geographical location and, thus, may acquire any type of
business. However, our management intends to focus on businesses having at
least a majority of their assets, based on either a historical balance sheet
valuation or a fair market valuation, represented by real estate or other
physical assets, or which utilize these types of assets to derive at least a
majority of its revenue. The description of our business objectives is
extremely general and is not meant to restrict the discretion of our management
to search for and enter into potential business opportunities. We have not
chosen the particular business in which we will engage and have not conducted
any market studies with respect to any business or industry for you to evaluate
the possible merits or risks of the target business or the particular industry
in which we may ultimately operate. To the extent we enter into a business
combination with a financially unstable company or an entity in its early stage
of development or growth, including entities without established records of
sales or earnings, we will become subject to numerous risks inherent in the
business and operations of financially unstable and early stage or potential emerging
growth companies. In addition, to the extent that we effect a business
combination with an entity in an industry characterized by a high level of
risk, we will become subject to the currently unascertainable risks of that
industry. An extremely high level of risk frequently characterizes certain
industries that experience rapid growth. In addition, although we will endeavor
to evaluate the risks inherent in a particular industry or target business, we
cannot guarantee that we will properly ascertain or assess all significant risk
factors.

The Company
does not currently engage in any business activities that provide cash flow.
During the next twelve months we anticipate incurring costs and expenses
related to filing of Exchange Act reports with the SEC under the Securities
Exchange Act of 1934 (Exchange Act) and consummating a business combination.
Management anticipates that financing the costs and expenses to be incurred
with such activities through loans or further investment in the Company to be made
by them or their affiliates or non-affiliated third parties as and when
necessary. There is no assurance of such funding will continue.

14

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On December
18, 2007 the Company and All American Home Products, LLC, a Florida limited
liability company (All American), entered into an Agreement and Plan of
Merger (the Merger Agreement), pursuant to which All American will merge
with, and into, the Company (the Merger).
The Board of Directors of the Company has unanimously approved the
Merger Agreement.

All American
is a distribution and installation company providing impact and storefront
windows, doors, accordion shutters, protective panels and other hurricane
related products and services to the new construction, commercial and retail
markets.  All American is headquartered
in Pompano Beach, Florida.

Upon the terms
and subject to the conditions of the Merger Agreement, at the effective time of
the Merger, All American will be merged with, and into, the Company and the
separate existence of All American will cease.
We will be the surviving corporation in the Merger and will continue our
corporate existence under the laws of the State of Nevada.  The directors and officers of All American,
immediately prior to the effective time, shall become the directors and
officers of the Company upon consummation of the Merger.  Consummation of the Merger is subject to the
approval of the Company stockholders and the members of All American.

In accordance
with the terms of the Merger Agreement, at the effective time of the Merger,
each unit representing a membership interest of All American (collectively, the
Membership Interests) will be converted into and become one (1) fully paid
and non-assessable share of common stock, par value $0.001 per share, of the
Company.  At the effective time of the
Merger, the Membership Interests of All American will no longer be outstanding
and shall automatically be cancelled and retired and cease to exist, and each
All American member shall cease to have any rights with respect to the
Membership Interests of All American, except the right to receive the merger
shares.  No fractions of a share of
Common Stock will be issued, and in lieu of such issuance, an All American
member who would otherwise be entitled to a fraction of a share of Common Stock
as a result of the exchange of shares contemplated by the Merger Agreement will
receive from us one additional share of Common Stock.

The
consummation of the Merger is subject to certain conditions, including the
completion of a 1 for 16.168733 reverse stock split to be effectuated by the
Company prior to the merger, pursuant to which each 16.168733 shares of the
Companys Common Stock issued and outstanding prior to such reverse stock split
will be converted and exchanged into one share of Common Stock following such
reverse stock split, with any fractional shares being rounded up to the next
whole share.

The Merger
Agreement contains certain termination rights for both the Company and All
American, including without limitation, the mutual right to terminate the
Merger Agreement if for any reason the closing has not occurred on or before
March 1, 2008.  All American has
requested an extension of the Merger Agreement through April 30, 2008.

15

---



Consummation of the Merger is also subject
to customary closing conditions, and representation, warranties and covenants
from each of the Company and All American.
If either party materially breaches the Agreement, then such party can
be required to pay the other partys fees and costs incurred related to this
transaction.

The Merger
will be treated as a reverse acquisition for accounting purposes, with AAHP
being the successor reporting entity.
The Company has no operations or revenues and the only asset that it had
on March 31, 2008 is a cash balance of $1,237.

The Company is
considered to be a shell company prior to the acquisition.  In connection with the proposed acquisition
of AAHP, the members of AAHP will receive approximately 19 million shares of
post reverse split Common Stock, or approximately 95% of the total outstanding
shares prior to the conversion of the Companys judgment debt and the Strategic
Warrant.  The Companys stockholders
will ultimately retain approximately 1 million shares, or 5%, of the Companys
stock prior to the conversion of the judgment debt and the Strategic Warrant.

Conversion of
Judgment Debt

On March 14,
2005, the Company issued to Strategic a seven-year warrant to purchase
1,100,000 shares of Common Stock, at an exercise price of $.001 per share
(Strategic Warrant), in consideration for modification of the promissory note
between the Company and JJFN Holdings. The Strategic Warrant contains certain
anti-dilution provisions which provide that if at any time the number of shares
of Common Stock is reduced through subdivision, recapitalization,
reclassification or otherwise, or if the Company declares a dividend on its
Common Stock or Preferred Stock payable in shares of Common Stock, or if the
Company merges or consolidates with or into another entity or sells all or substantially
all of it assets, the number and nature of the Common Stock issuable or issued
on the exercise of the Strategic Warrant will be adjusted so that each holder
of a Strategic Warrant or the original holder of the exercised shares of Common
Stock outstanding at the time of such event will have the right to purchase the
same kind and amount of securities at the original exercise price which the
holder would have received if such event has not taken place. The Strategic
Warrant also contains a cashless exercise provision providing that payment of
the exercise price may be made by surrendering to the Company that number of
shares of Common Stock having a fair market value equal to the exercise price.
The Strategic Warrant also provides certain piggyback registration rights
whereby the Company is required to provide prior written notice to Strategic of
its intention to file a registration statement under the Securities Act and
upon the request of Strategic to include those registrable shares underlying
the Strategic Warrant in such registration statement.

The Merger Agreement provides,
at the Closing, payment in full will be made to discharge all obligations due
to the Companys principal stockholder. The judgment held by an affiliate of
the Companys principal stockholder in the amount of $192,045 at March 31,
2008, plus any accrued but unpaid interest thereon, will be converted into the
Company Common Stock at a conversion price of $.10 per share immediately
before the Companys Reverse Stock Split and deemed satisfied in full.
Upon such conversion, Strategic will cause to be filed a Satisfaction of
Judgment with the issuing court.

16

---



Conversion of Strategic Warrant

The Strategic
Warrant which is outstanding is exercisable for 1,100,000 shares of pre-reverse
merger Common Stock at an exercise price of .001 per share. The Company
anticipates the Strategic Warrant will be exercised on the closing date of the
Merger into 1,100,000 shares of Common Stock, on a pre-reverse split basis,
which will then be subject to the 16.168733 reverse stock split resulting in
the increase of new Common Stock of 68,031 in exchange for the old shares.

The Company is
considered to be a shell company prior to the acquisition.  In connection with the proposed acquisition
of AAHP, the members of AAHP will receive approximately 19 million shares of
post reverse Common Stock, or approximately 95% of the total outstanding shares
prior to the conversion of the Companys judgment debt and the Strategic
Warrant.  The current Company
stockholders will ultimately retain approximately 1 million shares, or 5%, of
the Companys stock prior to the conversion of the judgment debt and the
Strategic Warrant.

Common Stock To Be Outstanding Upon
Consummation of Merger

|                                                                                                                     |  |  |            | 
|-------------------------------------------------------------------------------------------------------------------- |  |  | ---------- | 
|Current shares outstanding                                                                                           |  |  | 16,168,733 | 
|                                                                                                                     |  |  |            | 
|                                                                                                                     |  |  |            | 
|Reverse stock split adjustment of Companys
  shares to existing stockholders at the reverse stock rate of 16.168733 |  |  |            | 
|                                                                                                                     |  |  |            | 
|New shares to be issued upon completion of
  Merger in exchange for old shares                                       |  |  | 1,000,000  | 
|                                                                                                                     |  |  |            | 
|Approximate number of shares to be issued
  upon conversion of judgment debt                                         |  |  | 116,510    | 
|                                                                                                                     |  |  |            | 
|Approximate number of shares to be issued
  upon conversion of the Strategic Warrant                                 |  |  | 68,031     | 
|                                                                                                                     |  |  |            | 
|Approximate number of new shares to be
  issued for acquisition of AAHP                                              |  |  | 19,000,000 | 
|                                                                                                                     |  |  |            | 
|                                                                                                                     |  |  |            | 
|Approximate total number of shares to be
  outstanding after consummation of the proposed Merger                     |  |  | 20,184,541 | 
|                                                                                                                     |  |  |            | 

Financial Condition and Changes

Cash

We have
minimal cash and are dependent in the short term on affiliated parties to
continue to infuse capital to meet our obligations. There is no assurance that
this funding will continue.

17

---



Accrued Expenses and Other Liabilities

Accrued
expenses at March 31, 2008 and June 30, 2007 consisted primarily of
professional fees. Listed below is a summary of the transactions related to
accrued expenses and other liabilities:

|                                               |  |                |        |               |   |                     |  |   |        |  
|---------------------------------------------- |  | -------------- | ------ | ------------- | - | ------------------- |  | - | ------ | -
|                                               |  | March 31, 2008 |        | June 30, 2007 |   | Increase (Decrease) | 
|                                               |  |                |        |               |   |                     | 
|Legal fees                                     |  | $              | 35,738 |               | $ | 7,500               |  | $ | 28,238 |  
|Accounting fees                                |  |                | 9,500  |               |   | 11,000              |  |   | (1,500 | )
|Miscellaneous, other                           |  |                | 12,000 |               |   | 12,218              |  |   | (218   | )
|                                               |  |                |        |               |   |                     |  |   |        |  
|Total Accrued Expenses and Other
  Liabilities |  | $              | 57,238 |               | $ | 30,718              |  | $ | 26,520 |  
|                                               |  |                |        |               |   |                     |  |   |        |  

The increase
in accrued legal fees was primarily the result of costs related to our filing
the preliminary information statement (the Information Statement) pursuant to
Section 14(c) of the Securities Exchange Act of 1934, with the Securities and
Exchange Commission, as well as due diligence and preparation of the merger
agreement.

The reduction in accrued accounting fees was the result of the net between payments made and the accrual.
During the current fiscal year the prior years audit and tax preparation fees were paid that pertained to
our filing of the registration statement on Form 10-SB/A with the Securities and Exchange Commission.

Convertible Judgment Debt Payable

Listed below is
a summary of the transactions related to the JJFN judgment obtained by JJFN
Holdings against us in November 2004. Unpaid portions of the JJFN judgment bear
simple interest at the rate of 9% per annum:

|                                        |  |   |            |  
|--------------------------------------- |  | - | ---------- | -
|Original
  judgment                     |  | $ | 1,100,000  |  
|Partial
  payment made November 2004    |  |   | (155,000   | )
|Interest
  1999 through June 2005       |  |   | 643,500    |  
|                                        |  |   |            |  
|Balance June
  30, 2005                 |  |   | 1,588,500  |  
|Interest
  July 2005 through June 2006  |  |   | 77,902     |  
|Amount
  exchanged for Common Stock     |  |   | (1,500,000 | )
|                                        |  |   |            |  
|Balance June
  30, 2006                 |  |   | 166,402    |  
|Interest
  July 2006 through June 2007  |  |   | 14,657     |  
|                                        |  |   |            |  
|Balance June
  30, 2007                 |  |   | 181,059    |  
|Interest
  July 2007 through March 2008 |  |   | 10,986     |  
|                                        |  |   |            |  
|Balance
  March 31, 2008                |  | $ | 192,045    |  
|                                        |  |   |            |  

18

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On March 14,
2005, the Company issued to Strategic a seven-year warrant to purchase
1,100,000 shares of Common Stock, at an exercise price of $.001 per share
(Strategic Warrant), in consideration for modification of the promissory note
between the Company and JJFN Holdings. The Strategic Warrant contains certain anti-dilution
provisions which provide that if at any time the number of shares of Common
Stock is reduced through subdivision, recapitalization, reclassification or
otherwise, or if the Company declares a dividend on its Common Stock or
Preferred Stock payable in shares of Common Stock, or if the Company merges or
consolidates with or into another entity or sells all or substantially all of
it assets, the number and nature of the Common Stock issuable or issued on the
exercise of the Strategic Warrant will be adjusted so that each holder of a
Strategic Warrant or the original holder of the exercised shares of Common
Stock outstanding at the time of such event will have the right to purchase the
same kind and amount of securities at the original exercise price which the
holder would have received if such event has not taken place. The Strategic
Warrant also contains a cashless exercise provision providing that payment of
the exercise price may be made by surrendering to the Company that number of
shares of Common Stock having a fair market value equal to the exercise price.
The Strategic Warrant also provides certain piggyback registration rights
whereby the Company is required to provide prior written notice to Strategic of
its intention to file a registration statement under the Securities Act and
upon the request of Strategic to include those registrable shares underlying
the Strategic Warrant in such registration statement.

Affiliated Party Debt

To date, our
operations have been funded by Strategic Capital Resources, Inc. (Strategic)
which is controlled by one of our executive officers and our majority
shareholder. Listed below is a summary of the transactions related to the debt
we owe to Strategic:

|                          |  |   |         | 
|------------------------- |  | - | ------- | 
|Balance,
  June 30, 2007  |  | $ | 109,252 | 
|Advances                  |  |   | 118,500 | 
|Interest                  |  |   | 17,212  | 
|Repayments                |  |   |        | 
|                          |  |   |         | 
|Balance,
  March 31, 2008 |  | $ | 244,964 | 
|                          |  |   |         | 

Results of Operations

We have
generated no revenues since our fiscal year ended 1998 and will not generate
revenues until, at the earliest, the completion of a business combination with
an operating entity. There can be no assurance that we will be able to
consummate a business combination on terms acceptable to us and our
stockholders or at all.

Three
Months Ended March 31, 2008 Compared to the Three Months Ended March 31, 2007

General and
administrative expenses were $44,321 for the three months ended March 31, 2008,
as compared to $5,750 for the three months ended March 31, 2007, an increase of
$38,571. Accounting fees were higher as a result of our Securities and Exchange
Commission reporting requirements.
Legal fees were higher as a result of preparations of the information
statement and merger agreement, performing due diligence with the merger
candidate and various Securities and Exchange Commission filings.  The increase in Edgarization Fees was the
result of costs associated with various Securities and Exchange Commission
filings, primarily the information statement.
Listed below is a summary of these expenses:

|                      |  |      |        |      |   |       | 
|--------------------- |  | ---- | ------ | ---- | - | ----- | 
|                      |  | 2008 |        | 2007 |  
|                      |  |      |        |      |  
|Accounting
  Fees     |  | $    | 4,500  |      | $ | 2,500 | 
|Legal Fees            |  |      | 36,000 |      |   |      | 
|Management
  Fees     |  |      | 1,500  |      |   | 1,500 | 
|Edgarization
  Fees   |  |      | 1,083  |      |   |      | 
|Stock
  Transfer Fees |  |      | 575    |      |   | 250   | 
|Miscellaneous
  Fees  |  |      | 663    |      |   | 1,500 | 
|                      |  |      |        |      |   |       | 
|TOTAL                 |  | $    | 44,321 |      | $ | 5,750 | 
|                      |  |      |        |      |   |       | 

19

---



Interest expense
was $10,777 for the three months ended March 31, 2008, compared to $6,186 for
the three months ended March 31, 2007, an increase of $4,591. The increase was
the result of higher affiliated party debt at March 31, 2008 compared to 2007,
resulting in higher interest expense for the three months ended March 31, 2008.

Nine
Months Ended March 31, 2008 Compared to the Nine Months Ended March 31, 2007

General and
administrative expenses were $147,119 for the nine months ended March 31, 2008,
as compared to $18,385 for the nine months ended March 31, 2007, an increase of
$128,734.  Accounting and Legal expenses
for the nine months ended March 31, 2008 were higher primarily as a result of
our filing the Registration Statement on Form 10-SB/A with the Securities and
Exchange Commission.  Accounting fees in
2008 of $23,800 comprised of $10,300 related to the filing of the Registration
Statement on Form 10-SB and $6,000 pertains to the Form 10-QSB filings and
$7,500 pertains to audit and tax services.
Legal fees in 2008 of $107,553 comprised of $54,176 related to filing of
the Registration Statement on Form 10-SB, $38,130 pertains to due diligence
including Merger Agreement and $15,247 pertains to the Form 10-QSB
filings.  The increase in Edgarization
Fees was the result of costs associated with various Securities and Exchange
Commission filings, primarily the cost of filing the information statement.
Listed below is a summary of these expenses:

|                      |  |      |         |      |   |        | 
|--------------------- |  | ---- | ------- | ---- | - | ------ | 
|                      |  | 2008 |         | 2007 |  
|                      |  |      |         |      |  
|Accounting
  Fees     |  | $    | 23,800  |      | $ | 7,500  | 
|Legal Fees            |  |      | 107,553 |      |   |       | 
|Management
  Fees     |  |      | 4,500   |      |   | 4,500  | 
|Edgarization
  Costs  |  |      | 8,954   |      |   |       | 
|Stock
  Transfer Fees |  |      | 975     |      |   | 1,885  | 
|Miscellaneous
  Fees  |  |      | 1,337   |      |   | 4,500  | 
|                      |  |      |         |      |   |        | 
|TOTAL                 |  | $    | 147,119 |      | $ | 18,385 | 
|                      |  |      |         |      |   |        | 

Interest
expense was $28,198 for the nine months ended March 31, 2008, compared to
$17,662 for the nine months ended March 31, 2007, an increase of $10,536.  The increase was the result of higher
affiliated party debt at March 31, 2008 compared to 2007, resulting in higher
interest expense for the nine months ended March 31, 2008.

20

---



Liquidity and Capital Resources

At March 31,
2008, our cash balance was $1,237 and we had a working capital deficit of
$493,010.

To date, our
operations have been funded by a company which is controlled by our President.
This funding included paying professional and edgarization fees, as well as
accruing interest on the affiliated debt and $500 per month for management
fees.

For the nine
months ended March 31, 2008, we had negative cash flows from operating activities
of $137,811 compared to negative cash flows of $32,100 for the nine months
ended March 31, 2007, an increase of $105,711. We have been dependent upon
proceeds of loans from affiliates to fund continuing activities. For the nine
months ended March 31, 2008, our loans from this company increased by $135,712
to pay the above described professional fees. We currently do not have
sufficient cash reserves to meet all of our anticipated obligations for the
next twelve months and there can be no assurance we will ultimately obtain the
necessary financing. In addition to any third-party financing that may be
obtained, we currently expect that loans from our stockholders may be a
continuing source of liquidity to meet our obligations. Accordingly, we will need
to seek funding in the near future. Our independent auditors have issued a
going concern paragraph in their opinion on the financial statements for the
year ended June 30, 2007 that states there is substantial doubt about our
ability to continue as a going concern. The ability to continue as a going
concern is dependent on our ability to access capital through debt and equity
funding.

Significant Accounting Policies

The
significant accounting policies are summarized as follows:

Use of Estimates

Our management
has made a number of estimates and assumptions relating to the reporting of
assets and liabilities and the disclosure of contingent assets and liabilities
to prepare these financial statements in conformity with accounting principles
generally accepted in the United States of America. Actual results could differ
from those estimates.

Fair Value of Financial Instruments

The carrying
amounts reported in the balance sheet for cash, accounts payable and accrued
expenses, convertible judgment debt payable and stockholder payable approximate
their fair market value based on the short-term maturity of these instruments.

Statement of
Financial Accounting Standards (SFAS) No. 107 requires disclosures about the
fair value for all financial instruments, whether or not recognized, for
financial statement purposes. Disclosures about fair value of financial
instruments are based on pertinent information available to management as of
March 31, 2008 and 2007. Accordingly, the estimates presented in these
statements are not necessarily indicative of the amounts that could be realized
on disposition of the financial instruments.

21

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Management has
estimated the fair values of cash, accounts payable and accrued expenses to be
approximately their respective carrying values reported on these statements
because of their short maturities.

Our accounting
policies and recent accounting pronouncements are described in Note 3 to our
audited financial statements for the fiscal years ended June 30, 2007 and 2006,
included in Amendment Number 1 to our Registration Statement on Form 10-SB/A
filed with the Securities and Exchange Commission on September 27, 2007.  The Companys Registration Statement became
effective by statute on October 7, 2007.

Off-Balance Sheet Arrangements

We do not have
any off-balance sheet arrangements, investments in special purpose entities or
undisclosed borrowings or debt. Additionally, we are not a party to any
derivative contracts or synthetic leases.

22

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|        |                        
|------- | -----------------------
|ITEM 3. | CONTROLS AND
PROCEDURES

The Companys
management, with the participation of its principal executive officer and
principal financial officer, evaluated the effectiveness of the Companys
disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e)
and 15d-15(e)) as of the end of the period covered by this report.  Based on this evaluation, the principal
executive officer and principal financial officer concluded that, as of March
31, 2008, the Companys disclosure controls and procedures were effective, at
the reasonable assurance level, to ensure that (i) information required to be
disclosed by the Company in the reports that it files or submits under the
Exchange Act is recorded, processed, summarized, and reported within the time
periods specified in the Securities and Exchange Commissions (SEC) rules and
forms and (ii) information required to be disclosed by the Company in the
reports that it files or submits under the Exchange Act is accumulated and
communicated to the Companys management including its principal executive and
principal financial officers, or persons performing similar functions, as
appropriate to allow timely decisions regarding required disclosure.

A control
system, no matter how well conceived and operated, can provide only reasonable,
not absolute, assurance that the objective of the control system are met.  Further, the design of a control system must
reflect the fact that there are resource constraints, and the benefits of
controls must be considered relative to their costs.  Because of the inherent limitations in all control systems, no
evaluation of controls can provide absolute assurance that all control issues
and instances of fraud, if any, within the Company have been detected.  Because of the inherent limitations in a
cost-effective control system, misstatements due to error or fraud may occur
and not be detected.

During the
quarter ended March 31, 2008, there were no changes in the Companys internal
control over financial reporting that have materially affected or are reasonably
likely to materially affect its internal control over financial reporting.

23

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PART II. OTHER INFORMATION

|        |                  
|------- | -----------------
|ITEM 1. | LEGAL PROCEEDINGS

None

|        |                                                            
|------- | -----------------------------------------------------------
|ITEM 2. | UNREGISTERED SALES
OF EQUITY SECURITIES AND USE OF PROCEEDS

None

|        |                                
|------- | -------------------------------
|ITEM 3. | DEFAULTS UPON
SENIOR SECURITIES

None

|        |                                                    
|------- | ---------------------------------------------------
|ITEM 4. | SUBMISSION OF MATTERS TO A VOTE OF SECURITY
HOLDERS

None

|        |                  
|------- | -----------------
|ITEM 5. | OTHER INFORMATION

None

|        |         
|------- | --------
|ITEM 6. | EXHIBITS

|     |   |                                                                                                       
|---- | - | ------------------------------------------------------------------------------------------------------
|31.1 |  | Certification
  of Principal Executive Officer Pursuant to Section 302 of Sarbanes-Oxley
  Act of 2002
|     |   |                                                                                                       
|31.2 |  | Certification
  of Principal Financial Officer Pursuant to Section 302 of Sarbanes-Oxley
  Act of 2002
|     |   |                                                                                                       
|32   |  | Certification
  Pursuant to Section 906 of Sarbanes-Oxley Act of 2002                                 

24

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SIGNATURES

In accordance
with the requirements of the Exchange Act, the registrant caused this report to
be signed on its behalf by the undersigned, thereunto duly authorized.

MONARCH
INVESTMENT PROPERTIES, INC.
(Registrant)

|                                                       |                        | 
|------------------------------------------------------ | ---------------------- | 
|Date: April
  10, 2008                                 |                       
|                                                       |                       
|By:                                                    | /s/ Stephen
  M. Gould | 
|                                                       |                        | 
|STEPHEN M. GOULD                                       |                       
|Treasurer and Chief Financial                          |                       
|Officer
  (Principal Financial and Accounting Officer) |                       
|                                                       |                       
|Date: April
  10, 2008                                 |                       
|                                                       |                       
|By:                                                    | /s/ David
  Miller     | 
|                                                       |                        | 
|DAVID MILLER                                           |                       
|President
  and Director (Principal Executive Officer) |                       

25

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