UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

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FORM 10-QSB

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(Mark One)

|x | QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the quarterly period ended January 31, 2007.
|- | ----------------------------------------------------------------------------------------------------------------------------------



|o | TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the transition period from to .
|- | ----------------------------------------------------------------------------------------------------------------------



Commission file number 000-27297

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Bison Instruments, Inc.

(Name of Small Business Issuer in its charter)



|Minnesota                                                     | E41-0947661                        
|------------------------------------------------------------- | -----------------------------------
|(State or other jurisdiction ofincorporation or organization) | (I.R.S. EmployerIdentification No.)
|                                                              |                                    
|7725 Vasserman Trail, Chanhassen, MN                          | 55317                              
|(Address of principal executive office)                       | (Zip Code)                         



Issuers telephone number (952) 938-1055



Securities to be registered pursuant to Section 12(b) of the Act.



|Title of each class |  | Name of each exchange on whichregistered
|------------------- |  | ----------------------------------------
|N/A                 |  |                                         



Securities to be registered pursuant to Section 12(g) of the Act.



Common Stock

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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 such shorter period that the Issuer was required to
file such reports), and (2) has been subject to such filing requirements for the past 90 days. (1) YES
xNO
o(2) YES
xNO
o



Indicated by check mark whether
the registrant is a shell company (as defined in Rule 12 b-2 of the Exchange Act). YES
xNO
o



Check if there is no disclosure of delinquent filers
in response to Item 405 of Regulation S-B contained in this form, and no disclosure will be contained, to the best of
registrants knowledge, in definitive proxy or information statements incorporated by reference in Part III of this
Form 10-QSB or any amendment to this Form 10-QSB
o



State issuers revenue for its most recent
fiscal year:   NIL



APPLICABLE ONLY TO CORPORATE ISSUERS



State the number of shares outstanding of each of
the Issuers classes of common equity, as of the latest practicable date: As of January 31, 2007, the Issuer had 888,180
shares of common stock, par value $0.10, issued and outstanding.



| | Transitional Small Business Disclosure Format
| | ---------------------------------------------
| | (Check one) : YES o                          





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PART I



Item 1.   Interim Period Consolidated Financial Statements



CONSOLIDATED BALANCE SHEETS



January 312007
        
        October 312006(unaudited)$
        
        $ASSETSCash
        
        463
        
        2,438463
        
        2,438CURRENT LIABILITIESAccrued liabilities
        
        8,401
        
        867Advances from shareholder (note 3)
        
        120,600
        
        117,600129,001
        
        118,467STOCKHOLDERS EQUITY (DEFICIENCY)Capital stock
        
        88,818
        
        88,818Additional paid in capital
        
        913,826
        
        913,826Deficit
        
        (1,131,182
        )
        (1,118,673
        )(128,538
        )
        (116,029
        )463
        
        2,438




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CONSOLIDATED STATEMENTS OF OPERATIONS AND DEFICIT

(unaudited)



Three Months Ended January 312007$
        
        2006$Interest income
        
        
        
        ExpensesProfessional fees
        
        8,308
        
        6,559Shareholder relations
        
        2,940
        
        1,203Management fees
        
        900
        
        1,200Office and general
        
        361
        
        22012,509
        
        9,182Loss for the period
        
        (12,509
        )
        (9,182
        )Deficit, beginning of period
        
        (1,118,673
        )
        (1,082,824
        )Deficit, end of period
        
        (1,131,182
        )
        (1,092,006
        )Basic and diluted earnings (loss) per share
        
        (0.01
        )
        (0.01
        )Weighted average number of shares
        
        888,180
        
        888,180




See accompanying notes to the unaudited interim period consolidated financial statements.



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CONSOLIDATED STATEMENTS OF CASH FLOWS

(unaudited)



Three Months Ended January 312007$
        
        2006$Cash provided by (used in):Cash flows from operating activities:Loss for the period
        
        (12,509
        )
        (9,182
        )Changes in non-cash working capital balances related to operations:Accrued liabilities
        
        7,534
        
        2,355Net cash used in operating activities
        
        (4,975
        )
        (6,827
        )Financing:Increase in advances from shareholder
        
        3,000
        
        6,000Net decrease in cash
        
        (1,975
        )
        (827
        )Cash, beginning of period
        
        2,438
        
        2,272Cash, end of period
        
        463
        
        1,445






See accompanying notes to the unaudited interim period consolidated financial statements.

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Notes to interim period consolidated financial
statements:



1.
        Going Concern Uncertainty




These interim period consolidated financial
statements have been prepared on the going concern basis which assumes that the Company will continue in operation for the
foreseeable future and be able to realize its assets and discharge its liabilities in the normal course of business. There is
significant doubt about the appropriateness of the use of the going concern assumption because the Company experienced a loss and
negative cash flow in the current period. The application of the going concern basis is dependent on the continued support of
Andus Inc., the majority shareholder who has committed to support the Company
financially for its normal management and corporate expenses at levels of present expenditures until February 1, 2008. Management
continues to pursue other business opportunities for the Company including merger opportunities with other businesses, which may
result in a reverse-take-over of the company. However, there is no guarantee that management will be successful in their
endeavours.



These interim period consolidated financial statements do not reflect adjustments that would be necessary if the going concern basis was not appropriate. If the going concern basis was not appropriate for these financial statements, then adjustments would be necessary to the carrying value of assets, the reported revenues and expenses, and the balance sheet classifications used.



2.
        Significant Accounting Policies




The unaudited interim period consolidated financial statements have been prepared by the Company in accordance with United States generally accepted accounting principles for interim financial statements and do not conform in all respects to the requirements for generally accepted accounting principles for quarterly financial statements.



The financial statements do not include footnotes and certain financial presentations normally required under generally accepted accounting principles; and, therefore, should be read in conjunction with the Companys Quarterly Report on Form 10-KSB for the year-ended October 31, 2006.



In the opinion of management, all adjustments have been made that are necessary to fairly present the financial position, results of operations and cash flows of the Company.



3.
        Related Party Transactions




The advances from shareholder are payable to Andus Inc., the majority shareholder of the Company. The advances are non-interest bearing, unsecured, and have no specific terms of repayment. Because the Company has no means to generate the revenue necessary to pay its obligations to regulatory bodies, directors, accountants and lawyers, Andus has undertaken to fund the Companys normal management and corporate expenses at levels of present expenditures until at least February 1, 2008, and not to demand repayment of the advances from shareholder before February 1, 2008. During the period ended January 31, 2007, Andus Inc. advanced an additional $3,000 to the Company. Subsequent to January 31, 2007, Andus Inc. advanced an additional $14,000 to the Company.



The General Manager, Larry Martin, administers the corporate affairs of the Company and monitors residual business matters. During the period, the Company paid Mr. Martin $900 for these services. An office is maintained in Chanhassen, Minnesota, which is provided free of charge by Mr. Martin. An affiliate of Andus Inc., the majority shareholder, provides management and accounting services at no charge to the Company.

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



The net loss for the three months of fiscal year 2007 was $12,509 or $0.01 per share, compared with a net loss of $9,182 or $0.01 per share for the same period last year.



No sales were recorded for the Company in the three months of fiscal years 2007 and 2006.



The sale by Bison of its product lines in prior years has essentially rendered Bison inactive.



The General Manager, Larry Martin, administers the corporate affairs of the Company and monitors residual business matters. During the period, the Company paid Mr. Martin $900 for these services. An office is maintained in Chanhassen, Minnesota, which is provided free of charge by Mr. Martin. An affiliate of Andus Inc., the majority shareholder, provides management and accounting services at no charge to the Company.



The Company has income tax losses of approximately $1,681,109 available for carry forwards, which may be used to reduce future years taxable income and for which the benefit has not been recorded. These losses expire between 2011 and 2021.



The Company has no means to generate revenue necessary to pay its obligations to regulatory bodies, directors, accountants and lawyers. In this regard, Andus Inc., the majority shareholder has committed to support the Company for its normal management and corporate expenses at levels of present expenditure until February 1, 2008.



Management continues to pursue other business opportunities for the Company including merger opportunities with other businesses which may result in a reverse-take-over of the Company. However, there is no guarantee that management will be successful in their endeavours.



CAUTIONARY STATEMENT FOR PURPOSES OF THE SAFE HARBOR PROVISIONS OF THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995. Except for historical matters, the matters discussed in this Form 10-QSB-A are forward-looking statements based on current expectations, and involve risks and uncertainties. Forward-looking statements include, but are not limited to, the operation of the business and to statements regarding the general description of Managements plan to seek other business opportunities including merger opportunities with other businesses which may result in a reverse-take-over of the Company, and the manner in which the Company may participate in such business opportunities.



The Company wishes to caution the reader that there are many uncertainties and unknown factors which could affect its ability to carry out its business plan to pursue other business opportunities for the corporation. There is no guarantee that the Company will be successful in its endeavors.



Item 3.   Controls and procedures:



As of the end of the period covered by this report, the Companys Chief Executive Officer and Chief Financial Officer evaluated the effectiveness of the design and operation of the Companys disclosure controls and procedures. Based upon this evaluation and in consultation with the Companys independent auditors, the Chief Executive Officer and Chief Financial Officer have concluded that the Companys disclosure controls and procedures currently in effect are effective in ensuring that information required to be disclosed by the Company in the reports that it files or submits under the Securities and Exchange Act of 1934, as amended, is recorded, processed, summarized and reported within the time period specified by the Securities and Exchange Commissions rules and forms.



The Chief Executive Office and Chief Financial Officer have concluded that the Companys disclosure controls and procedures are also effective to ensure that the information required to be disclosed in the reports that the Company files or submits under the Exchange Act is accumulated and communicated to the Companys management to allow timely decisions regarding required disclosure.



There have been no changes in the Companys internal control over financial reporting.

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PART II



Item 1.   Legal Proceedings.



The Company is not presently party to any pending legal proceeding, and its property is not the subject of any pending legal proceeding.



Item 2.   Changes in Securities



The instruments defining the rights of shareholders have not been materially modified during the quarterly period of the report. The rights evidenced by any class of registered securities have not been materially limited or qualified by the issuance or modification of any other class of securities.



Item 3.   Defaults Upon Senior Securities



There has been no material default in the payment of principal, interest, a sinking or purchase fund installment, or any other material default, with respect to any indebtedness of the issuer.



Item 4.   Submission of Matters to a Vote of Security Holders



No matter was submitted during the first quarter of the fiscal year covered by this report to a vote of security holders, through the solicitation of proxies or otherwise.



Item 5.   Other Information



N/A

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Part III



Item 1.   Exhibits and Reports on Form 8-K



(a)
        Exhibits




The rights of securities holders are set out in their entirety in the Articles of Incorporation of the Company, its By-laws and all amendments thereto. The Articles and By-laws were contained in Form 10-SB filed by the Company on October 6, 1999, and are incorporated herein by reference.



The Company is not subject to any voting trust agreements.



As the Company is essentially inactive at the time of this filing, it is not currently party to any material contracts.



A statement regarding the computation of share earnings has not been included in this Form for Registration of Securities, as the primary and fully diluted share earnings are identical and can be clearly determined from the financial statements provided.



(b)
        Reports




A report on Form 8-K was filed on November 13, 2006.




This form informed the Commission of the resignation of Glen Peer as a Director of Bison Instruments, Inc.

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SIGNATURES



In accordance with Section 13 or 15(d) of the
Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.



By:
        /s/
        Bison Instruments, Inc./s/
        Edward G. Lampman
        (signature)Edward G. LampmanChief Executive Officer, Chief Financial Officer and Director




Date:   March 13, 2007



In accordance with the Exchange Act, this report has been signed below by the following person(s) on behalf of the registrant in its capacities and on the dates indicated.



By:
        /s/
        Bison Instruments, Inc./s/
        Edward G. Lampman
        (signature)Edward G. LampmanChief Executive Officer, Chief Financial Officer and Director




Date:   March 13, 2007

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