SECURITIES AND EXCHANGE COMMISSIONWASHINGTON, DC 20549

FORM 10-Q

|  |                                                                                      
|- | -------------------------------------------------------------------------------------
|x | QUARTERLY REPORT UNDER
  SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934  
|  |                                                                                      
|  | For the quarterly period
ended March 31, 2009                                        
|  |                                                                                      
|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: 000-52754

|                                                                   
|-------------------------------------------------------------------
|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 
  Number)

1801 North Military Trail, Suite 203 
Boca Raton, FL 33431(Address of Principal
Executive Offices)

(561) 391-6117(Issuers Telephone
Number, Including Area Code)

Indicate by check mark
whether the registrant (1) has filed all reports required to be filed by
Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding
12 months (or for such shorter period that the registrant was required to file
such reports), and (2) has been subject to the filing requirements for the past
90 days. 
Yes x
No o

Indicate by check mark
whether the registrant is a large accelerated filer, accelerated filer, a
non-accelerated filer, or a smaller reporting company. See the definitions of
large accelerated filer, accelerated filer and smaller reporting company
in Rule 12b-2 of the Exchange Act.

Large Accelerated Filer o    Accelerated Filer o
   Non-Accelerated Filer o    Smaller Reporting Company x

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

The number of shares
outstanding of the registrants Class A common stock as of April 28, 2009 was
16,168,733.

---



TABLE
OF CONTENTS

|                                                                                                                  |  |      | 
|----------------------------------------------------------------------------------------------------------------- |  | ---- | 
|                                                                                                                  |  | Page
|                                                                                                                  |  |     
|                                                                                                                  |  |     
|PART I. FINANCIAL INFORMATION                                                                                     |  |      | 
|                                                                                                                  |  |      | 
|Item 1. Financial Statements                                                                                      |  |      | 
|                                                                                                                  |  |      | 
|Balance Sheets as of March 31, 2009 (Unaudited) and
  June 30, 2008                                               |  | 3    | 
|                                                                                                                  |  |      | 
|Condensed Statements of Operations for the Three and
  Nine Months Ended March 31, 2009 and 2008 (Unaudited)      |  | 4    | 
|                                                                                                                  |  |      | 
|Condensed Statement of Changes in Stockholders
  Deficiency for the Nine Months Ended March 31, 2009 (Unaudited) |  | 5    | 
|                                                                                                                  |  |      | 
|Condensed Statements of Cash Flows for the Nine Months
  Ended March 31, 2009 and 2008 (Unaudited)                |  | 6    | 
|                                                                                                                  |  |      | 
|Notes to the Condensed Unaudited Financial Statements
  as of March 31, 2009 and 2008                             |  | 7    | 
|                                                                                                                  |  |      | 
|Item 2. Managements Discussion and Analysis of Financial
  Condition and Results of Operations                   |  | 12   | 
|                                                                                                                  |  |      | 
|Item 3. Quantitative and Qualitative Disclosures
  About Market Risk                                              |  | 19   | 
|                                                                                                                  |  |      | 
|Item 4T. Controls and Procedures                                                                                  |  | 20   | 
|                                                                                                                  |  |      | 
|PART II. OTHER INFORMATION                                                                                        |  |      | 
|                                                                                                                  |  |      | 
|Item 1. Legal Proceedings                                                                                         |  | 21   | 
|                                                                                                                  |  |      | 
|Item 1A. Risk Factors                                                                                             |  | 21   | 
|                                                                                                                  |  |      | 
|Item 2. Unregistered Sales of Equity Securities and
  Use of Proceeds                                             |  | 22   | 
|                                                                                                                  |  |      | 
|Item 3. Defaults Upon Senior Securities                                                                           |  | 22   | 
|                                                                                                                  |  |      | 
|Item 4. Submission of Matters to a Vote of Security
  Holders                                                     |  | 22   | 
|                                                                                                                  |  |      | 
|Item 5. Other Information                                                                                         |  | 22   | 
|                                                                                                                  |  |      | 
|SIGNATURES                                                                                                        |  |      | 
|                                                                                                                  |  |      | 
|Item 6. Exhibit Index                                                                                             |  | 22   | 
|                                                                                                                  |  |      | 
|Exhibit 31.1     Section 302 Certification of Principal Executive Officer                                         |  |      | 
|Exhibit 31.2     Section 302 Certification of Principal Financial Officer                                         |  |      | 
|Exhibit 32        Section 906 Certification of Officers                                                           |  |      | 

2

---



PART I. FINANCIAL
INFORMATION

ITEM 1. FINANCIAL STATEMENTS

MONARCH INVESTMENT PROPERTIES, INC.BALANCE SHEETS

|                                                                                                                      |  |                                  |            |                               |   |            |  
|--------------------------------------------------------------------------------------------------------------------- |  | -------------------------------- | ---------- | ----------------------------- | - | ---------- | -
|                                                                                                                      |  | March
  31,
  2009
  (Unaudited) |            | June
  30,
  2008
  (Audited) |  
|                                                                                                                      |  |                                  |            |                               |  
|ASSETS                                                                                                                |  |                                  |            |                               |   |            |  
|                                                                                                                      |  |                                  |            |                               |   |            |  
|CURRENT ASSETS                                                                                                        |  |                                  |            |                               |   |            |  
|Cash                                                                                                                  |  | $                                | 1,148      |                               | $ | 1,384      |  
|                                                                                                                      |  |                                  |            |                               |   |            |  
|Total Current Assets                                                                                                  |  |                                  | 1,148      |                               |   | 1,384      |  
|                                                                                                                      |  |                                  |            |                               |   |            |  
|TOTAL ASSETS                                                                                                          |  | $                                | 1,148      |                               | $ | 1,384      |  
|                                                                                                                      |  |                                  |            |                               |   |            |  
|                                                                                                                      |  |                                  |            |                               |   |            |  
|LIABILITIES
AND STOCKHOLDERS DEFICIENCY                                                                              |  |                                  |            |                               |   |            |  
|                                                                                                                      |  |                                  |            |                               |   |            |  
|CURRENT LIABILITIES                                                                                                   |  |                                  |            |                               |   |            |  
|Accrued expenses and other current liabilities                                                                        |  | $                                | 96,883     |                               | $ | 57,737     |  
|Convertible judgment debt payable                                                                                     |  |                                  | 206,692    |                               |   | 195,707    |  
|Affiliated party debt                                                                                                 |  |                                  | 219,089    |                               |   | 161,083    |  
|                                                                                                                      |  |                                  |            |                               |   |            |  
|Total Current Liabilities                                                                                             |  |                                  | 522,664    |                               |   | 414,527    |  
|                                                                                                                      |  |                                  |            |                               |   |            |  
|                                                                                                                      |  |                                  |            |                               |   |            |  
|COMMITMENTS AND CONTINGENCES                                                                                          |  |                                  |            |                               |   |            |  
|                                                                                                                      |  |                                  |            |                               |   |            |  
|STOCKHOLDERS DEFICIENCY                                                                                              |  |                                  |            |                               |   |            |  
|Preferred stock, $0.01 par value, 25,000,000 shares authorized, no
  shares issued and outstanding                    |  |                                  | __         |                               |   | __         |  
|                                                                                                                      |  |                                  |            |                               |   |            |  
|Common stock, $.001 par value, 500,000,000 shares
  authorized,16,168,733 shares issued and Outstanding, respectively |  |                                  | 16,169     |                               |   | 16,169     |  
|Additional paid-in capital                                                                                            |  |                                  | 2,833,241  |                               |   | 2,833,241  |  
|Accumulated deficit                                                                                                   |  |                                  | (3,370,926 | )                             |   | (3,262,553 | )
|                                                                                                                      |  |                                  |            |                               |   |            |  
|Total Stockholders Deficiency                                                                                        |  |                                  | (521,516   | )                             |   | (413,143   | )
|                                                                                                                      |  |                                  |            |                               |   |            |  
|TOTAL LIABILITIES & STOCKHOLDERS DEFICIENCY                                                                          |  | $                                | 1,148      |                               | $ | 1,384      |  
|                                                                                                                      |  |                                  |            |                               |   |            |  

See accompanying notes to the condensed unaudited financial statements

3

---



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

|                                                        |  |                               |            |                              |   |            |   |      |            |   |   |            |  
|------------------------------------------------------- |  | ----------------------------- | ---------- | ---------------------------- | - | ---------- | - | ---- | ---------- | - | - | ---------- | -
|                                                        |  | Three Months EndedMarch
  31, |            | Nine Months EndedMarch
  31, |  
|                                                        |  | 2009                          |            | 2008                         |   | 2009       |   | 2008 |           
|Revenue                                                 |  | $                             |           |                              | $ |           |   | $    |           |   | $ |           |  
|General and administrative expenses                     |  |                               | 66,687     |                              |   | 44,321     |   |      | 80,881     |   |   | 147,119    |  
|                                                        |  |                               |            |                              |   |            |   |      |            |   |   |            |  
|Loss from operations                                    |  |                               | (66,687    | )                            |   | (44,321    | ) |      | (80,881    | ) |   | (147,119   | )
|                                                        |  |                               |            |                              |   |            |   |      |            |   |   |            |  
|Other (expense) income:                                 |  |                               |            |                              |   |            |   |      |            |   |   |            |  
|Interest expense                                        |  |                               | (9,551     | )                            |   | (10,777    | ) |      | (27,492    | ) |   | (28,198    | )
|                                                        |  |                               |            |                              |   |            |   |      |            |   |   |            |  
|Total Other (expense)                                   |  |                               | (9,551     | )                            |   | (10,777    | ) |      | (27,492    | ) |   | (28,198    | )
|                                                        |  |                               |            |                              |   |            |   |      |            |   |   |            |  
|Net Loss                                                |  | $                             | (76,238    | )                            | $ | (55,098    | ) | $    | (108,373   | ) | $ | (175,317   | )
|                                                        |  |                               |            |                              |   |            |   |      |            |   |   |            |  
|                                                        |  |                               |            |                              |   |            |   |      |            |   |   |            |  
|Net Loss per common share:                              |  |                               |            |                              |   |            |   |      |            |   |   |            |  
|Basic and fully diluted                                 |  | $                             | (0.005     | )                            | $ | (0.003     | ) | $    | (0.007     | ) | $ | (0.011     | )
|                                                        |  |                               |            |                              |   |            |   |      |            |   |   |            |  
|                                                        |  |                               |            |                              |   |            |   |      |            |   |   |            |  
|Weighted average number of common shares
  outstanding: |  |                               |            |                              |   |            |   |      |            |   |   |            |  
|Basic                                                   |  |                               | 16,168,733 |                              |   | 16,168,733 |   |      | 16,168,733 |   |   | 16,168,733 |  
|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 DEFICIENCYFOR THE NINE MONTHS ENDED MARCH 31, 2009
(Unaudited)

|                          |  |           |   |              |  |            |  |                 |        |         |   |           |  |   |            |   |   |          |  
|------------------------- |  | --------- | - | ------------ |  | ---------- |  | --------------- | ------ | ------- | - | --------- |  | - | ---------- | - | - | -------- | -
|                          |  | Preferred |   | Common Stock |  | Additional |  | Accumulated     |        |         |  
|                          |  | Shares    |   | Shares       |  | Amount     |  | Paid-In Capital |        | Deficit |   | Total     | 
|                          |  |           |   |              |  |            |  |                 |        |         |   |           | 
|Balance at June 30, 2008  |  |           |   |              |  | 16,168,733 |  | $               | 16,169 |         | $ | 2,833,241 |  | $ | (3,262,553 | ) | $ | (413,143 | )
|                          |  |           |   |              |  |            |  |                 |        |         |   |           |  |   |            |   |   |          |  
|Net Loss                  |  |           |   |              |  |            |  |                 |        |         |   |           |  |   | (108,373   | ) |   | (108,373 | )
|                          |  |           |   |              |  |            |  |                 |        |         |   |           |  |   |            |   |   |          |  
|Balance at March 31, 2009 |  |           |  |              |  | 16,168,733 |  | $               | 16,169 |         | $ | 2,833,241 |  | $ | (3,370,926 | ) | $ | (521,516 | )
|                          |  |           |   |              |  |            |  |                 |        |         |   |           |  |   |            |   |   |          |  

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, |         
|                                                                              |  | 2009                          |          | 2008 |  
|                                                                              |  |                               |          |      |  
|CASH FLOWS FROM OPERATING ACTIVITIES:                                         |  |                               |          |      |   |          |  
|Net loss                                                                      |  | $                             | (108,373 | )    | $ | (175,317 | )
|                                                                              |  |                               |          |      |   |          |  
|Adjustments to reconcile net loss  to net cash used in operating  activities: |  |                               |          |      |   |          |  
|Changes in operating assets and  liabilities:                                 |  |                               |          |      |   |          |  
|Increase in accrued expenses and  other current liabilities                   |  |                               | 39,145   |      |   | 26,520   |  
|Increase in convertible judgment  debt payable                                |  |                               | 10,986   |      |   | 10,986   |  
|                                                                              |  |                               |          |      |   |          |  
|Total adjustments                                                             |  |                               | 50,131   |      |   | 37,506   |  
|                                                                              |  |                               |          |      |   |          |  
|Net cash used in operating  activities                                        |  |                               | (58,242  | )    |   | (137,811 | )
|                                                                              |  |                               |          |      |   |          |  
|                                                                              |  |                               |          |      |   |          |  
|CASH FLOWS FROM FINANCING ACTIVITIES:                                         |  |                               |          |      |   |          |  
|Increase in affiliated party debt                                             |  |                               | 58,006   |      |   | 135,712  |  
|                                                                              |  |                               |          |      |   |          |  
|Net cash provided by financing  activities                                    |  |                               | 58,006   |      |   | 135,712  |  
|                                                                              |  |                               |          |      |   |          |  
|NET INCREASE (DECREASE) IN CASH                                               |  |                               | (236     | )    |   | (2,099   | )
|CASH - BEGINNING OF YEAR                                                      |  |                               | 1,384    |      |   | 3,336    |  
|                                                                              |  |                               |          |      |   |          |  
|CASH - END OF PERIOD                                                          |  | $                             | 1,148    |      | $ | 1,237    |  
|                                                                              |  |                               |          |      |   |          |  
|                                                                              |  |                               |          |      |   |          |  
|SUPPLEMENTAL CASH FLOW DATA:                                                  |  |                               |          |      |   |          |  
|Cash paid for interest                                                        |  | $                             |         |      | $ |         |  
|                                                                              |  |                               |          |      |   |          |  
|                                                                              |  |                               |          |      |   |          |  
|Cash paid for income taxes                                                    |  | $                             |         |      | $ |         |  
|                                                                              |  |                               |          |      |   |          |  

See
accompanying notes to the condensed unaudited financial statements

6

---



Monarch
Investment Properties, Inc.Notes to Condensed Unaudited Financial Statements
March 31, 2009
(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 flow at March 31, 2009 and for all periods
presented have been made.

Certain
information and footnote disclosures normally included in financial statements
prepared in accordance with accounting principles generally accepted in the
United States of America have been condensed or omitted. These condensed
financial statements should be read in conjunction with the audited financial
statement for the years ended June 30, 2008 and 2007 included in the Annual
Report filed with the Securities and Exchange Commission on Form 10-KSB.

The results of
operations for the period ended March 31, 2009 are not necessarily indicative
of the operating results for the full year.

Note 2  Significant
Accounting Policies

The
significant accounting policies are summarized as follows:

Use of Estimates

Management of
Monarch 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 shareholder payable approximate
their fair market value based on the short-term maturity of these instruments.

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, 2009 and June 30, 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.

7

---



Recent Accounting Pronouncements

There were
various accounting standards and interpretations issued recently, none of which
are expected to have a material impact on the companys financial position,
operations or cash flows.

Note 3  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 agreed to merge
with, and into, the Company (the Merger). Certain provisions of the Merger
Agreement were amended effective February 29, 2008. The Board of Directors of
the Company unanimously approved the Merger Agreement and amendment. The Merger
Agreement contains certain termination rights for both parties. Consummation of
the Merger was also subject to customary closing conditions, and
representations, warranties and covenants from each of the Company and All
American.

Details of the
Merger Agreement, as amended, 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
pursuant to Section 14(c) of the Securities Exchange Act of 1934 and on
December 27, 2007 and May 30, 2008 in current reports on Form 8-K. In
accordance with SEC regulations, All Americans audited financial statements
for the year ended December 31, 2007, as well as reviewed unaudited interim
financial statements through September 30, 2008, were required to be filed with
the SEC in an amended Preliminary Information Statement.

During all
times applicable hereto, All American was experiencing significant financial
and other difficulties, including liquidity issues. As a result, All American
was unable to provide the Company with its financial information to allow the
Company to timely file its Definitive Information Statement with the Securities
Exchange Commission.

On February 17,
2009, after receipt of All Americans financial information, the Company filed
its Definitive Information Statement with the SEC. Pursuant to the terms of the
Merger Agreement, as amended, All American was then required to close the
merger on or before March 19, 2009. All American was unable to consummate the
Merger. The Companys Board of Directors directed the Companys management to
notify All American that the Company was no longer willing to extend the
closing date of the Merger and further, that the Company was exercising its
rights under the Merger Agreement, as amended, to recover all costs incurred by
the Company relating to the proposed Merger. On April 14, 2009, the Company
provided formal notice to All American, demanding payment of all fees and
expenses. As of the date of this report the Company has not received any funds
from All American, or any formal response back to its demand for payment. The
Company intends to enforce its rights to collect the balance of $315,972
against All American.

8

---



While
management is confident that the Company will obtain a judgment against All
American, there can be no assurance that the Company will be successful in
obtaining this judgment, or if successful, that the Company will be able to
enforce its judgment and collect all balances due.

Common Stock Purchase
Warrant

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.

Exercise 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
anticipated that the warrant would have been exercised on the closing date of
the Merger into 1,100,000 shares of Common Stock on a pre-reverse split basis
which would then have been 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.

9

---



Note 4 - Going
Concern

As reflected
in the accompanying financial statements, the Company incurred a net loss of
$108,373, negative cash flow from operations of $58,242 for the nine months
ended March 31, 2009, has an accumulated deficit of $3,370,926 and a
stockholders deficiency of $521,516 at March 31, 2009. 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, 2009 |        | June 30, 2008 |  
|                                                       |  |                |        |               |  
|Legal fees                                             |  | $              | 46,014 |               | $ | 35,737 | 
|Accounting,
  Auditing and Tax preparation             |  |                | 34,000 |               |   | 10,000 | 
|Miscellaneous,
  other                                 |  |                | 16,869 |               |   | 12,000 | 
|                                                       |  |                |        |               |  
|Total
  accrued expenses and other current liabilities |  | $              | 96,883 |               | $ | 57,737 | 
|                                                       |  |                |        |               |  

Note 6  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 statutory interest rate of 9% per annum:

|                                      |  |   |            |  
|------------------------------------- |  | - | ---------- | -
|Original judgment                     |  | $ | 1,100,000  |  
|Interest 1999 through June 2005       |  |   | 643,500    |  
|Partial
  payment made November 2004  |  |   | (155,000   | )
|                                      |  |   |            |  
|                                      |  |   |            |  
|Balance, June 30, 2005                |  |   | 1,588,500  |  
|Interest June 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 June 2008  |  |   | 14,648     |  
|                                      |  |   |            |  
|                                      |  |   |            |  
|Balance, June 30, 2008                |  |   | 195,707    |  
|Interest July 2008 through March 2009 |  |   | 10,985     |  
|                                      |  |   |            |  
|                                      |  |   |            |  
|                                      |  | $ | 206,692    |  
|                                      |  |   |            |  

10

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Note 7  Affiliated
Party Debt

|                                                          |  |                                      |         |                            |   |         | 
|--------------------------------------------------------- |  | ------------------------------------ | ------- | -------------------------- | - | ------- | 
|                                                          |  | Nine Months
  Ended March
  31, 2009 |         | Year Ended
  June 30, 2008 |  
|Due to major  shareholder/creditor,
  beginning of period |  | $                                    | 161,083 |                            | $ | 109,252 | 
|Additional borrowings                                     |  |                                      | 58,006  |                            |   | 51,831  | 
|Repayments                                                |  |                                      |        |                            |   |        | 
|End of period                                             |  | $                                    | 219,089 |                            | $ | 161,083 | 

See Note 7 to
the audited financial statements for the years ended June 30, 2008 and 2007.

Note 8  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 9  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 $206,692 convertible
debt into 2,066,920 shares are both anti-dilutive due to the Companys net
loss, no diluted per share amounts are presented.

Note 10  Related
Party Transactions

To date, our
operations have been funded by Strategic Capital Resources, Inc. (Strategic)
which is an entity controlled by one of our executive officers, who is also our
majority shareholder. Listed below is a summary of the debt we owe to
Strategic, which, was primarily incurred as a result of the proposed merger
with All American:

|                          |  |   |         | 
|------------------------- |  | - | ------- | 
|Balance,
  June 30, 2008  |  | $ | 161,083 | 
|Advances                  |  |   | 22,000  | 
|Interest                  |  |   | 16,506  | 
|Management
  Fee          |  |   | 19,500  | 
|                          |  |   |         | 
|Balance,
  March 31, 2009 |  | $ | 219,089 | 
|                          |  |   |         | 

11

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The Company
records a management fee of $500 per month for the use of office space and
administrative as well as management services provided by Strategic. In March 2009
an additional $15,000 was incurred by the Company for services related to the
proposed and terminated merger. See Note 7 Affiliated Party Transaction to the
Companys audited financial statements for the fiscal years ended June 30, 2008
and 2007 on Form 10-KSB.

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, 2009 and 2008, respectively, and the financial condition of the
Company at March 31, 2009. 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, 2008 and 2007 on Form 10-KSB filed with the Securities
Exchange Commission.

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 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
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 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 Form 10-KSB filed for the fiscal year ended
June 30, 2008.

12

---



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.

Overview

We have no
operations and due to the uncertainty of the markets we address or intend to
address, 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 business. We intend to effect a business
combination with a target business 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.

On December
18, 2007, we executed a Merger Agreement with All American Home Products, LLC,
whereby All American would have merged with and into the Company and the
Company would then be the surviving corporation. The Merger Agreement was
amended by the parties on May 24, 2008, in consideration for $100,000 paid by
All American to us during the fourth quarter of our fiscal year ended June 30,
2008, which was be credited against the amount All American is required to pay
pursuant to the Merger Agreement in assuming certain of the Companys obligations,
as well as all fees and expenses of Strategic Capital Resources, Inc., the
Companys principal stockholder, incurred by it in connection with the
terminated Merger.

All American
is experiencing significant difficulties including liquidity issues and providing
the Company required financial information for the timely filing of the
definitive information statement with the Securities Exchange Commission. These
difficulties prevented the consummation of the proposed merger.

On February
17, 2009 the Company filed its Definitive Information Statement with the SEC.
Accordingly, All American was required to close the merger on or before March
19, 2009. All American was unable to consummate the Merger and the Company
reported on Form 8-K that on April 1, 2009 it was terminating the Merger
Agreement effective March 19, 2009.

13

---



The Company
does not anticipate incurring any termination penalties. All American is
obligated to pay all of the Companys costs relating to the merger, which is
approximately $315,000. All American is experiencing significant difficulties
including liquidity issues. These difficulties prevented the consummation of
the proposed merger. The Company will be pursuing all actions available to
collect the monies due from All American. There can be no assurance that the
Company will be successful, or if successful, we will be able to collect.

See Risk
Factors in the Companys Form 10-KSB for the fiscal year ended June 30, 2008,
as well Part II, Item 1A 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 and investigating and consummating a
business combination. Management will fund the costs and expenses to be
incurred with such activities through loans or further investment in the
Company to be made by them as and when necessary.

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.

Accrued Expenses and Other Liabilities

Accrued
expenses at March 31, 2009 and June 30, 2008 consisted primarily of
professional fees. Listed below is a summary of the transactions related to
accrued expenses and other liabilities:

|                                              |  |               |        |               |   |                        |  |   |        | 
|--------------------------------------------- |  | ------------- | ------ | ------------- | - | ---------------------- |  | - | ------ | 
|                                              |  | March 31,2009 |        | June 30, 2008 |   | Increase 
  (Decrease) | 
|                                              |  |               |        |               |   |                        | 
|Legal fees                                    |  | $             | 46,014 |               | $ | 35,737                 |  | $ | 10,277 | 
|Accounting fees                               |  |               | 34,000 |               |   | 10,000                 |  |   | 24,000 | 
|Miscellaneous,  other                         |  |               | 16,869 |               |   | 12,000                 |  |   | 4,869  | 
|                                              |  |               |        |               |   |                        | 
|Total Accrued  Expenses and Other Liabilities |  | $             | 96,883 |               | $ | 57,737                 |  | $ | 39,146 | 

14

---



Accrued Legal
fees increased as a result of additional costs related to proposed merger as
well as the termination of the merger.

Accounting
fees increased as a result of the net differences between a payment of $10,000
and additional accruals of $34,000 for the first three quarters of 2009.

Accrued
Miscellaneous also increased as a direct result of the filings related to the
proposed merger as well as its termination.

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 statutory rate of 9% per annum:

|                                      |  |   |            |  
|------------------------------------- |  | - | ---------- | -
|Original judgment                     |  | $ | 1,100,000  |  
|Interest 1999 through June 2005       |  |   | 643,500    |  
|Partial payment made November 2004    |  |   | (155,000   | )
|                                      |  |   |            |  
|Balance, June 30, 2005                |  |   | 1,588,500  |  
|Interest June 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 27 through June 2008    |  |   | 14,648     |  
|                                      |  |   |            |  
|Balance, June 30, 2008                |  |   | 195,707    |  
|Interest July 2008 through March 2009 |  |   | 10,985     |  
|                                      |  |   |            |  
|                                      |  | $ | 206,692    |  
|                                      |  |   |            |  

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, 2008  |  | $ | 161,083 | 
|Advances                |  |   | 22,000  | 
|Interest                |  |   | 16,506  | 
|Management Fee          |  |   | 19,500  | 
|                        |  |   |         | 
|Balance, March 31, 2009 |  | $ | 219,089 | 
|                        |  |   |         | 

The Company
records a management fee of $500 per month for the use of office space and
administrative as well as management services provided by Strategic. In March
2009 an additional $15,000 was incurred by the Company for services related to
the proposed and terminated merger including the review of 14C SEC filings. See
Note 7 Affiliated Party Transaction to the audited financial statements for the
years ended June 30, 2008 and 2007 on Form 10-KSB and Note 10 of the March 31,
2009 unaudited financial statements.

15

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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.
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, 2009 Compared to
the Three Months Ended March 31, 2008

General and
administrative expenses were $66,687 for the three months ended March 31, 2009,
as compared to $44,321 for the three months ended March 31, 2008, an increase
of $22,366. Listed below is a summary of the expenses:

|                                                  |  |                              |        |      |   |        | 
|------------------------------------------------- |  | ---------------------------- | ------ | ---- | - | ------ | 
|                                                  |  | Three Months Ended March 31, |       
|                                                  |  |                              |       
|                                                  |  | 2009                         |        | 2008 |  
|                                                  |  |                              |        |      |  
|Accounting, Audit and Tax Fees                    |  | $                            | 32,000 |      | $ | 4,500  | 
|Legal Fees                                        |  |                              | 9,276  |      |   | 36,000 | 
|Management Fees                                   |  |                              | 1,500  |      |   | 1,500  | 
|Edgarization Costs                                |  |                              | 4,215  |      |   | 1,083  | 
|Stock Transfer Fees                               |  |                              | 449    |      |   | 575    | 
|Cost of Information Statement Fees for 14C Filing |  |                              | 17,500 |      |   |       | 
|Other                                             |  |                              | 1,747  |      |   | 663    | 
|                                                  |  |                              |        |      |   |        | 
|TOTAL                                             |  | $                            | 66,687 |      | $ | 44,321 | 
|                                                  |  |                              |        |      |   |        | 

Accounting
expenses for the three months ended March 31, 2009 includes the year end 2009
accrual for the audit of the Companys financial statements and filing of its
Form 10-KSB, as well as review of work on Form 14C filed with the SEC.

Legal expenses
for the three months ended March 31, 2008 included the cost related to the
preliminary information statement.

Edgarization
costs in 2009 were incurred to file the preliminary and Definitive Information
Statement on Form 14C.

Cost of
Information Statement fees for the 14-C filing with the SEC for the three months ended
March 31, 2009 pertained to fees due to the Companys certified public
accountant in the amount of $2,500 for additional review work on the 14-C and
$15,000 to Strategic related to services as noted in Affiliated Party Debt
above. See Footnote 10 - Related Party Transactions.

16

---



Interest
expense was $9,551 for the three months ended March 31, 2009, compared to
$10,777 for the three months ended March 31, 2008, a decrease of $1,226. The
decrease was the result of lower average outstanding affiliated party debt at
March 31, 2009 compared to the same period in 2008, resulting in lower interest
expense for the three months ended March 31, 2009. The Affiliated Party Debt
was reduced as a result of the $100,000 applied from the partial payment
received from All American which is non-refundable.

Nine Months Ended
March 31, 2009 Compared to the Nine Months Ended March 31, 2008

General and
administrative expenses were $80,881 for the nine months ended March 31, 2009,
as compared to $147,119 for the nine months ended March 31, 2008, a decrease of
$66,238, primarily from lower legal costs this year related to SEC filings.

Listed below
is a summary of these expenses:

|                                                  |  |                               |        |      |   |         | 
|------------------------------------------------- |  | ----------------------------- | ------ | ---- | - | ------- | 
|                                                  |  | Nine Months Ended
  March 31, |       
|                                                  |  | 2009                          |        | 2008 |  
|                                                  |  |                               |        |      |  
|Accounting, Audit and Tax Preparation             |  | $                             | 36,000 |      | $ | 23,800  | 
|Legal Fees                                        |  |                               | 12,954 |      |   | 107,553 | 
|Management Fees                                   |  |                               | 4,500  |      |   | 4,500   | 
|Edgarization Costs                                |  |                               | 5,316  |      |   | 8,954   | 
|Stock Transfer Fees                               |  |                               | 1,415  |      |   | 975     | 
|Cost of Information Statement Fees for 14C Filing |  |                               | 17,500 |      |   |        | 
|Miscellaneous                                     |  |                               | 3,196  |      |   | 1,337   | 
|                                                  |  |                               |        |      |   |         | 
|TOTAL                                             |  | $                             | 80,881 |      | $ | 147,119 | 
|                                                  |  |                               |        |      |   |         | 

Accounting
expenses for the nine months ended March 31, 2009 includes the year end 2009
accrual for the audit of the Companys financial statements and filing of its
Form 10-KSB, as well as review of work on Form 14-C filed with the SEC

Legal fees for
the nine months ended March 31, 2009 pertain primarily to the proposed merger
and its termination. The legal fees for the nine months ended March 31, 2008 of
$107,553 comprised of $54,176 related to filing of the Registration Statement
on Form 10-SB, $38,130 pertained to due diligence including Merger Agreement
and $15,247 pertained to filing Forms 10-QSBs.

The
edgarization costs for the nine months ended March 31, 2009 pertain primarily
with the Information Statement 14C in the amount of approximately $3,600. The
edgarization costs for the same nine months of 2008 included the cost of the
Registration Statement 10-SB.

17

---



The Cost of
Information Statement fees for recent 14C filing with the SEC pertained
to fees due to the Companys certified public accountant in the amount of
$2,500 for additional review work on 14C and $15,000 to Strategic related to
services as noted in Affiliated Party Debt above. See Footnote 10 - Related
Party Transactions.

Interest
expense was $27,492 for the nine months ended March 31, 2009, compared to
$28,198 for the nine months ended March 31, 2008, a small increase of $706. The
decrease was the result of an average slightly lower affiliated party debt at
March 31, 2009 compared to the same period outstanding balance in 2008.

Liquidity and Capital
Resources

At March 31,
2009, our cash balance was $1,148 and we had a working capital deficit of
$521,516.

The lawsuit
filed in June 1999 by JJFN Holdings against us and our subsidiaries resulted in
a JJFN Judgment against us for $1,100,000 as well as interest computed at the statutory
rate of 9% per annum. In November 2004, the former principals of the Company
made a partial payment in the amount of $155,000 as part of the settlement agreement.
In December 2005, Strategic agreed to convert $1,500,000 of the then $1,638,000
balance owed to it under the JJFN Judgment into 15,000,000 shares of our Common
Stock.

To date, the
Companys operations have been funded by Strategic which is controlled by the
Companys President. This funding included paying professional fees, filing
costs, interest on the affiliated debt as well as accruing $500 per month for
management fees, etc.

For the nine
months ended March 31, 2009, we had negative cash flows from operating
activities, primarily related to the merger,of $58,242 compared to negative cash
flows of $137,811 for the nine months ended March 31, 2008. We have been
dependent upon proceeds of loans from Strategic to fund continuing activities.
For the nine months ended March 31, 2009, our loans from Strategic increased by
$58,006.

We currently
do not have sufficient cash to meet any of our current or 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 fiscal year ended June 30, 2008 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, equity or other funding.

18

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Critical 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, 2009 and 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.

Our accounting
policies and recent accounting pronouncements are described in Note 4 to our
audited financial statements for the fiscal years ended June 30, 2008 and 2007
on Form 10-KSB filed with the Securities Exchange Commission.

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.

ITEM
3. QUANTITATIVE AND QUALITATIVE DISCLOURES ABOUT MARKET RISK

The Company
does not have exposure to many market risks, such as potential loss arising
from adverse change in market rates and prices, such as foreign currency
exchange and interest rates. We do not hold any derivatives or other financial
instruments for trading or speculative purposes.

19

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ITEM 4T. CONTROLS AND PROCEDURES

Evaluation of disclosure 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, 2009, 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.

Changes in internal controls

Our Certifying
Officers have indicated that there were no significant changes in our internal
controls or other factors that could significantly affect such controls
subsequent to the date of their evaluation, and there were no such control
actions with regard to significant deficiencies and material weaknesses.

Sarbanes  Oxley Act 404 compliance

The Company
anticipates that it will be fully compliant with Section 404 of the
Sarbanes-Oxley Act of 2002 by the required date for smaller reporting companies
and it is in the process of reviewing its internal control systems in order to
be compliant with Section 404 of the Sarbanes-Oxley Act. However, at this time
the Company makes no representation that its systems of internal control comply
with Section 404 of the Sarbanes-Oxley Act.

20

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PART II. OTHER
INFORMATION

ITEM 1. LEGAL PROCEEDINGS

None

ITEM 1A. RISK FACTORS

You should carefully consider all the risks described as previously
discussed on our June 30, 2008 Form 10-KSB, which constitute the material risks
facing us. If any of those risks or the following risks actually occur, our
business could be harmed. In connection with our preparation of this quarterly
report, management has reviewed and considered these risk factors and has
determined that the following risk factors should be read in connection with
the existing risk factors disclosed in our Annual Report on Form 10-KSB for the
fiscal year ended June 30, 2008. Please also refer to the other information
about us contained in this Form 10-Q, including our financial statements and
related notes.

Deterioration of economic conditions could
negatively impact our Company.

Our Company may be adversely affected by changes in domestic and/or
international economic conditions, including changes in inflation, interest or
exchange rates, availability of capital markets and the effects of governmental
initiatives to manage economic conditions.

The recent disruptions in credit and freeze in the current market, as
well as deterioration of national and global economic conditions could, among
other things:

|  |                                                                                                          
|- | ---------------------------------------------------------------------------------------------------------
| | Impair our ability to access additional funds,                                                           
|  |                                                                                                          
| | Make it more difficult or costly for us to obtain financing in order
  to execute our business plan,     
|  |                                                                                                          
| | Impair our efforts to identify potential investors and business
  combination opportunities,             
|  |                                                                                                          
| | Significantly effect our ability to issue shares or debt securities
  to complete a business combination.

We are unsure of the duration and severity of this economic crisis. If
the crisis persists or worsens and economic conditions remain weak over a long
period, the likelihood of the crisis will have a significant impact on our
Company.

Proposed merger with All American, as filed
on Form Pre 14C on February 14, 2008, as well as the definitive information
statement, will not be consummated.

21

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The merger was terminated and the Company may be subject to a number of
other risks. The Company has expended a substantial amount of time, effort and
incurred the expenses associated with attempting to effectuate the merger. The
failure to consummate the merger could have an adverse impact on the financial
condition of the Company and the value of its equity interests.

We were
concerned (based on the repeated failure of All American to provide us with
timely financial information) that even if the merger was consummated, the
required periodic reports could be filed on a timely basis. If a company does
not comply with the required periodic filings under the Securities Acts, its
stock could be suspended from trading, its registration can be revoked in
addition to other actions can be taken by the regulatory agencies.

An
uncertain and depressed economic environment in the real estate market place.

A significant
portion of All Americans sales are into the real estate market which has been
affected by the recent worldwide economic downturn. This downturn has resulted
in a significant decrease in the sales of their product line. We cannot predict
the timing, strength, or duration of any economic slowdown or subsequent
recovery, worldwide or in the market place served by All American. A material
adverse impact on the business and revenue is likely if the economy or market
place being served does not improve from their present levels.

All American
is obligated to reimburse us for costs in connection with the proposed merger.
As of March 31, 2009 there is no assurance that we will be reimbursed or that
the $315,972 due us will be collectible.

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

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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 28, 2009

|                                                                                                      |                  | 
|----------------------------------------------------------------------------------------------------- | ---------------- | 
|By:                                                                                                   | /s/ Philip Bloom | 
|                                                                                                      |                  | 
|Philip BloomTreasurer and Chief
  Financial Officer 
  (Principal Financial and
  Accounting Officer) |                 
|                                                                                                      |                  | 

Date: April 28, 2009

|                                                                    |                  | 
|------------------------------------------------------------------- | ---------------- | 
|By:                                                                 | /s/ David Miller | 
|                                                                    |                  | 
|David MillerPresident and Director 
  (Principal Executive Officer) |                 

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