U.S. SECURITIES AND EXCHANGE COMMISSION
                           Washington, D.C. 20549

                                  Form 10-QSB

(Mark One)

[x]  Quarterly Report under Section 13 or 15(d) of the Securities
     Exchange Act of 1934

     For the quarterly period ended April 30, 2008
----------------------------------------------------------------------------

[ ]  Transition Report under Section 13 or 15(d)of the Exchange Act For the
     Transition Period from ________  to  ___________
----------------------------------------------------------------------------

                                 AirtimeDSL
              ------------------------------------------------
               (Name of Small Business Issuer in its Charter)

            Nevada                   333-146032            20-8257363
 ----------------------------       ------------       ------------------
 (State or other jurisdiction       (Commission          (IRS Employer
      of incorporation)             File Number)       Identification No.)

       2920 N. Green Valley Pkwy, Suite 321, Henderson, NV         89014
       ----------------------------------------------         -----------
            (Address of Principal Executive Offices)           (Zip Code)

                                 Ed Heckerson
                      2920 N. Green Valley Pkwy, Suite 321
                             Henderson, NV  89014
                                (702) 898-7158
        ---------------------------------------------------------
        (Name, address and telephone number of agent for service)

---------------------------------------------------------------------------

Check whether the issuer (1) filed all reports required to be filed by Section
13 or 15(d) of the Exchange Act of 1934 during the past 12 months (or such
shorter period that the registrant was required to file such reports), and (2)
has been subject to such filing requirements for the past 90 days.

                                          Yes [X]     No [ ]

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

APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE
PRECEDING FIVE YEARS:

Check whether the registrant filed all documents and reports required to be
filed by Section 12, 13 or 15(d) of the Exchange Act after the distribution
of securities under a plan confirmed by a court.

                                          Yes [ ]     No [ ]  N/A

                     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 June 5, 2008, the registrant's outstanding common stock consisted
of 25,645,000 shares, $0.001 par value.  Authorized - 70,000,000 common
voting shares.

Transitional Small Business Disclosure Format (Check one): Yes [ ]  No [X]


                                      1

<PAGE>




PART I.  FINANCIAL INFORMATION

Item 1.   Financial Statements.................................. 3
          Balance Sheet (unaudited)............................. 4
          Statements of Operations (unaudited).................. 5
          Statements of Cash Flows (unaudited).................. 6
          Notes to Financial Statements......................... 7

Item 2.  Management's Discussion and Analysis of Plan
           of Operation......................................... 9

Item 3. Controls and Procedures.................................14


PART II. OTHER INFORMATION

Item 1.   Legal Proceedings.....................................15

Item 2.   Changes in Securities and Use of Proceeds.............15

Item 3.   Defaults upon Senior Securities.......................15

Item 4.   Submission of Matters to a Vote
           of Security Holders..................................15

Item 5.   Other Information.....................................15

Item 6.   Exhibits and Reports on Form 8-K......................15

Signatures......................................................16







                                      2
<PAGE>




PART I. FINANCIAL INFORMATION

ITEM 1.  FINANCIAL STATEMENTS AND EXHIBITS

As prescribed by item 310 of Regulation S-B, the independent auditor has
reviewed these unaudited interim financial statements of the registrant
for the nine months ended April 30, 2008.  The financial statements
reflect all adjustments which are, in the opinion of management, necessary
to a fair statement of the results for the interim period presented.  The
unaudited financial statements of registrant for the nine months ended
April 30, 2008, follow.


                                       3

<PAGE>

                                 AirtimeDSL
                        (A development stage company)
                                Balance Sheets
                April 30, 2008 (Unaudited) and July 31, 2007

<TABLE>
<CAPTION>

Balance Sheets

                                                     (Unaudited)
                                                      April 30,     July 31,
                                                        2008          2007
                                                     -----------   ----------
<S>                                                  <C>           <C>
ASSETS

Current Assets:
   Cash                                              $  152,906    $ 150,552
   Funds held in escrow                                       -        6,450
   Accounts Receivable                                    2,258            -
                                                     -----------   ----------
     Total current assets                               155,164      157,002
                                                     -----------   ----------

Fixed assets, net of accumulated
  depreciation of  $4,200 at April 30, 2008
  and $1,500 at July 31, 2007                            63,221       65,921
                                                     -----------   ----------
TOTAL ASSETS                                         $  218,385    $ 222,923
                                                     ===========   ==========

LIABILITIES AND STOCKHOLDERS' EQUITY

Stockholders' Equity:
   Preferred stock, $0.001
     par value, 5,000,000 shares authorized,
     no shares issued or outstanding                          -            -
   Common stock, $0.001 par value, 70,000,000
     shares authorized, 25,645,000, 25,645,000
     shares issued and outstanding as of
     7/31/2007 and 1/31/2008, respectively               25,645       25,645
   Additional paid-in capital                           201,235      201,235
   Earnings (Deficit) accumulated during
     development stage                                   (8,495)      (3,957)
                                                     -----------   ----------
     Total stockholders' equity                         218,385      222,923
                                                     -----------   ----------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY           $  218,385    $ 222,923
                                                     ===========   ==========
</TABLE>

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

                                      4
<PAGE>

                                AirtimeDSL
                        (A development stage company)
                           Statement of Operations
            For the three and nine months ending April 30, 2008
           From December 28, 2006 (Inception) to April 30, 2008
                                (Unaudited)


<TABLE>
<CAPTION>

Statement of Operations


                           For the             For the       From December 28,
                     Three Months Ending Nine Months Ending  2006 (Inception)
                        April 30, 2008     April 30, 2008    to April 30, 2008
                       ----------------  ------------------  ----------------
<S>                    <C>               <C>                 <C>
Revenue                $         3,026   $           5,284   $         5,284
                       ----------------  ------------------  ----------------

Expenses:

General and administrative
 expenses                        4,249               7,122             9,579
Depreciation                       900               2,700             4,200
                       ----------------  ------------------  ----------------
   Total expenses                5,149               9,822            13,779
                       ----------------  ------------------  ----------------

Net income (loss)      $        (2,123)  $          (4,538)  $        (8,495)
                       ================  ==================  ================

Weighted average
 number of
 common shares
 outstanding -
 basic and fully
 diluted                    25,645,000          25,645,000
                       ================  ==================
Net (loss) per
 share - basic
 and fully
 diluted               $         (0.00)  $           (0.00)
                       ================  ==================
</TABLE>

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

                                      5
<PAGE>



                                 AirtimeDSL
                        (A development stage company)
                           Statement of Cash Flows
                 For the nine months ending April 30, 2008
           From December 28, 2006 (Inception) to April 30, 2008
                                (Unaudited)

<TABLE>
<CAPTION>

Statement of Cash Flows

                                               For the       From December 28,
                                         Nine Months Ending  2006 (Inception)
                                           April 30, 2008    to April 30, 2008
                                         ------------------  ----------------
<S>                                      <C>                 <C>
Operating activities:
Net income (loss)                        $          (4,538)  $        (8,495)
Adjustments to reconcile
  net loss to net cash
  Used by operating
  activities
    Depreciation                                     2,700             4,200
                                         ------------------  ----------------
Net cash (used) from operating
 activities                                         (1,838)           (4,295)


Investing activities
Purchase of fixed asset                                  -           (67,421)
                                         ------------------  ----------------
Net cash provided
(used) by investing
activities                                               -           (67,421)


Financing activities:
Officer Donated Capital                                  -               430
Issuances of common stock                                -           226,450
                                         ------------------  ----------------
Net cash provided from financing
 activities                                                          226,880


Net increase (decrease) in
 cash                                               (1,838)          155,164
Cash and
 equivalents-
 beginning                                         157,002                 -
                                         ------------------  ----------------
Cash and
 equivalents-
 ending                                  $         155,164   $       155,164
                                         ==================  ================

Supplemental disclosures:
 Interest paid                           $               -   $             -
                                         ==================  ================
 Income taxes paid                       $               -   $             -
                                         ==================  ================
 Non-cash transactions                   $               -   $             -
                                         ==================  ================
</TABLE>

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

                                      6
<PAGE>



                                AirtimeDSL
                       (A Development Stage Company)
                       Notes to Financial Statements

Note 1 - Basis of Presentation

The consolidated interim financial statements included herein, presented in
accordance with United States generally accepted accounting principles and
stated in US dollars, have been prepared by the Company, without audit,
pursuant to the rules and regulations of the Securities and Exchange
Commission.  Certain information and footnote disclosures normally included
in financial statements prepared in accordance with generally accepted
accounting principles have been condensed or omitted pursuant to such rules
and regulations, although the Company believes that the disclosures are
adequate to make the information presented not misleading.

These statements reflect all adjustments, consisting of normal recurring
adjustments, which, in the opinion of management, are necessary for fair
presentation of the information contained therein.  It is suggested that
these consolidated interim financial statements be read in conjunction with
the financial statements of the Company for the period ended July 31, 2007
and notes thereto included in the Company's SB-2 Registration Statement.  The
Company follows the same accounting policies in the preparation of interim
reports.

Results of operations for the interim periods are not indicative of annual
results.


Note 2 - Going concern

These consolidated financial statements have been prepared in accordance with
generally accepted accounting principles applicable to a going concern which
contemplates the realization of assets and the satisfaction of liabilities
and commitments in the normal course of business.  As at April 30, 2008,
the Company has recognized revenues of $5,284 to date and has accumulated
operating losses of approximately $(8,495) since inception.  The Company's
ability to continue as a going concern is contingent upon the successful
completion of additional financing arrangements and its ability to achieve
and maintain profitable operations.  While the Company is expending its best
efforts to achieve the above plans, there is no assurance that any such
activity will generate funds that will be available for operations.

These conditions raise substantial doubt about the Company's ability to
continue as a going concern.  These financial statements do not include any
adjustments that might arise from this uncertainty.


                                      7
<PAGE>



                                 AirtimeDSL
                       (A Development Stage Company)
                       Notes to Financial Statements


Note 3 - Related party transactions

The Company does not lease or rent any property.  Office services are
provided without charge by a director.  Such costs are immaterial to the
financial statements and, accordingly, have not been reflected therein.  The
officers and directors of the Company are involved in other business
activities and may, in the future, become involved in other business
opportunities.  If a specific business opportunity becomes available, such
persons may face a conflict in selecting between the Company and their other
business interests.  The Company has not formulated a policy for the
resolution of such conflicts.



                                      8
<PAGE>



Item 2.  Management's Discussion and Analysis of Plan of Operation.

AirtimeDSL ("Airtime" or "the Company") was incorporated in the State of Nevada
on December 28, 2006, under the name AirtimeDSL.   AirtimeDSL is in the
business of providing high speed wireless services to the business, residential
and consumer marketplace.  Activities to date have been limited primarily to
organization, initial capitalization, and developing business strategies.

Business of Registrant
----------------------

AirtimeDSL plans to provide fixed Broadband Wireless Access in the use of a
wireless communications link as a connection for delivering and broadband
internet services to its customers.

The Company partners with existing wireless organizations to leverage their
legacy infrastructure to provide converged communications to its future
subscriber base.  Some of these services include Internet Access (ISP), Voice
Over Internet Service (VOIP), Cell Phone Service, Video On Demand (VOD) and
802.11 WIFI Service.

Broadband wireless access is the use of a wireless communications link as the
"last mile/first mile" connection for delivering plain old telephone service
and broadband Internet to telecommunications customers.  It is the part of the
telecommunications network that links users with broadband/faster access.

The Broadband wireless access market offers Internet Service Providers
immediate access to customer markets without having to either lay cable through
a metropolitan area or work through the local telephone companies, reselling
the telephone, cable or satellite networks, owned by companies that prefer to
largely sell direct.  We plan to rent/utilize space on fixed communication
towers to provide direct-line internet access to its future customer base at a
reasonable price.

AirtimeDSL's goal is to provide customers with a complete solution to their
entire current and future Internet and private network needs.  The Company's
services will be directed towards all consumers and all small-to medium-sized
businesses.  AirtimeDSL plans to initially offer its services in Southern
California.  Management has identified a cell tower owner/operator in Southern
California, who has agreed to allow us to place our equipment on his towers for
a nominal fee which equals approximately ten percent of our actual revenues.

AirtimeDSL plans to offer competitive pricing on most services.  The Company
will be competing against other ISPs located in or around Southern California,
including national carriers, such as Covad, AT&T, Verizon and the following
regional companies:  Jump.Net, EarthLink, and Mindspring.  Most competitors
offer solutions for Windows, and perhaps Macintosh, but ignore all other
operating systems.  With the rise of Linux and other alternative operating
systems, we have a potential to capture some of their market share.


                                     9

<PAGE>



The Company's initial focus includes nine areas of growth:

    o  Increase personnel to handle sales, service, and development efforts.
    o  Increase marketing to assure future customers are aware of our
       services and aggressive pricing.
    o  Provide competitive commercial broadband access
    o  Expand our base of operations to offer our services outside of Southern
       California.
    o  Provide broadband service for multi-dwelling residences
    o  Perform research and development to bring new products to market.

AirtimeDSL's equipment will allow the Company to offer a broad range of
internet and telephone services to residential and small businesses in the
area.  The advantages our services offer, include:

   o  Faster internet connectivity
   o  Flexibility in service delivery using shared or dedicated bandwidth
   o  Scalability to handle rural and urban subscriber densities on the same
      infrastructure
   o  Security, performance and reliability that meets a leased line networks

It is management's goal to provide a cost-effectively create wireless network
to capture new customers and deliver secure and reliable access to high-speed
data and voice services.

 Competition

The Company offers high speed wireless services to the business, residential
and consumer marketplace.  AirtimeDSL competes with many established companies
in the wireless business, including Covad, AT&T, Verizon and a number of
smaller regional companies.  The market for high speed wireless services is
projected to continue to grow, fueled by increasing demand from business
enterprises and residential customers.  The projected growth has attracted both
established companies as well as new entrants offering high speed wireless
solutions.   Because of increased demand for wireless services in the
residential market, competition is expected to increase.

The telecommunications industry is highly competitive. Factors contributing to
the industry's increasingly competitive market include regulatory changes,
product substitution, technological advances, excess network capacity and the
entrance of new competitors. In this environment, competition is based on price
and pricing plans, the types of services offered, the combination of services
into bundled offerings, customer service, the quality and reliability of
services provided and the development of new products and services.  Current
and potential competitors in wireless service providers, long distance
companies, other local telephone companies, foreign telecommunications
providers, electric utilities, Internet service providers and other companies
that offer network services.  Many of these companies have a strong market
presence, brand recognition and existing customer relationships, all of which
contribute to intensifying competition and may affect our future revenue
growth.

                                       10
<PAGE>



Results of Operations
---------------------

During the nine month period ended April 30, 2008, the Company generated
revenues of $5,284 and for the three month period ended April 30, 2008, the
Company generated $3,026 in revenues.  The Company does not expect to earn
any significant profit during its current fiscal year.

Since the Company's inception on December 28, 2006 through the period ended
April 30, 2008, the Company generated revenues of $5,284.  During the three
months ended April 30, 2008, the Company incurred $5,149 in expenses.  During
the nine months ended April 30, 2008, the Company incurred $9,822 in expenses
of which $7,122 represented in general and administrative costs.  The bulk of
these expenses represented accounting fees to keep the Company fully reporting.
There are no comparisons to the same period(s) last year, as the Company was
inactive and had no expenses during that time.

Plan of Operation
-----------------

Management does not believe that the Company will be able to generate
any significant profit during their current fiscal year.  Management believes
developmental and marketing costs will most likely exceed any anticipated
revenues for the coming year.

AirtimeDSL is a developmental stage company with a principal business
strategy of providing high speed wireless services at discounted rates to
the business, residential and consumer marketplace.

Management believes the Company has sufficient funds to sustain itself for the
next twelve months.  The Company's need for capital may change dramatically
when it moves its business plan forward.  In the event the Company requires
additional funds, the Company will have to seek loans or equity placements to
cover such cash needs.  There is no assurance additional capital will be
available to the Company on acceptable terms.

Management is currently exploring various business strategies to build the
Company's business.  This includes evaluating various options and strategies.
The analysis of new business opportunities and evaluating new business
strategies will be undertaken by or under the supervision of the Company's
sole Officer.  In analyzing prospective businesses opportunities, management
will consider, to the extent applicable, the available technical, financial
and managerial resources of any given business venture.  Management will also
consider the nature of present and expected competition; potential advances
in research and development or exploration; the potential for growth and
expansion; the likelihood of sustaining a profit within given time frames;
the perceived public recognition or acceptance of products, services, trade
or service marks; name identification; and other relevant factors.

                                      11
<PAGE>




The Company anticipates that the results of operations of a specific business
venture may not necessarily be indicative of the potential for future earnings,
which may be impacted by a change in marketing strategies, business expansion,
modifying product emphasis, changing or substantially augmenting management,
and other factors.  Management will analyze all relevant factors and make a
determination based on a composite of available information, without reliance
on any single factor.


Liquidity and Capital Resources
-------------------------------

As of April 30, 2008, the Company's current assets exceeded its current
liabilities by $155,164.

As of April 30, 2008, the Company has 25,645,000 shares of common stock
issued and outstanding.

As the Company implements its business plan, it may need to raise additional
funding.  The ability to raise necessary financing will depend on many factors,
including the nature and prospects of any business to be acquired and the
economic and market conditions prevailing at the time financing is sought.
No assurances can be given that any necessary financing can be obtained on
terms favorable to the Company, or at all.

Since the Company has generated limited revenues, the Company's sole
officer/director received no compensation from the Company's inception through
the Quarter ending April 30, 2008.   The Company's sole officer/director
received stock options or other non-cash compensation since the Company's
inception through April 30, 2008.  The Company has no employment agreements
in place with its officer.  Nor does the Company owe its officer any accrued
compensation, as the sole officer agreed to work for company at no cost, until
the company can become profitable on a consistent Quarter-to-Quarter basis.

The Company has no material commitments for capital expenditures nor does it
foresee the need for such expenditures over the next year.



                                       12
<PAGE>

Market Information
------------------

The common stock of the Company was cleared for trading the NASD OTC Bulletin
Board on December 24, 2007.  The stock's trading symbol is:  ATIM.  There has
been no trading market to date in the Company's common stock, and there are no
assurances that any trading market will develop.

(a) There is currently no Common Stock which is subject to outstanding
options or warrants to purchase, or securities convertible into, the
Company's common stock.

(b)  There is currently no common stock of the Company which could be sold
under Rule 144 under the Securities Act of 1933 as amended or that the
registrant has agreed to register for sale by security holders.

(c)  The Company did not repurchase any of its shares during the fiscal year
covered by this report.

Dividends
---------

Holders of common stock are entitled to receive such dividends as the board of
directors may from time to time declare out of funds legally available for the
payment of dividends. No dividends have been paid on the Company's common
stock, and management does not anticipate paying any dividends on the
Company's common stock in the foreseeable future.

Forward-Looking Statements
--------------------------

This Form 10-QSB includes "forward-looking statements" within the meaning
of Section 27A of the Securities Act of 1933, as amended, and Section 21E of
the Securities Exchange Act of 1934, as amended.  All statements, other than
statements of historical facts, included or incorporated by reference in this
Form 10-QSB which address activities, events or developments which the Company
expects or anticipates will or may occur in the future, including such things
as future capital expenditures (including the amount and nature thereof),
finding suitable merger or acquisition candidates, expansion and growth of
the Company's business and operations, and other such matters are forward-
looking statements.  These statements are based on certain assumptions and
analyses made by the Company in light of its experience and its perception
of historical trends, current conditions and expected future developments as
well as other factors it believes are appropriate in the circumstances.
However, whether actual results or developments will conform with the
Company's expectations and predictions is subject to a number of risks and
uncertainties, general economic  market and business conditions; the business
opportunities (or lack thereof) that may be presented to and pursued by the
Company;  changes in laws or  regulation; and other factors, most of which
are beyond the control of the Company.


                                    13
<PAGE>


This Form 10-QSB contains statements that constitute "forward-looking
statements." These forward-looking statements can be identified by the use of
predictive, future-tense or forward-looking terminology, such as "believes,"
"anticipates," "expects," "estimates," "plans," "may," "will," or similar
terms. These statements appear in a number of places in this Registration and
include statements regarding the intent, belief or current expectations of
the Company, its directors or its officers with respect to, among other
things: (i) trends affecting the Company's financial condition or results of
operations for its limited history; (ii) the Company's business and growth
strategies; and, (iii) the Company's financing plans.  Investors are
cautioned that any such forward-looking statements are not guarantees of
future performance and involve significant risks and uncertainties, and that
actual results may differ materially from those projected in the forward-
looking statements as a result of various factors.  Factors that could
adversely affect actual results and performance include, among others, the
Company's limited operating history, potential fluctuations in quarterly
operating results and expenses, government regulation, technological change
and competition.

Consequently, all of the forward-looking statements made in this Form 10-QSB
are qualified by these cautionary  statements and there can be no assurance
that the actual results or developments anticipated by the Company will be
realized or, even if substantially realized, that they will have the expected
consequence to or effects on the Company or its business or operations.  The
Company assumes no obligations to update any such forward-looking statements.


Item 3.  Controls and Procedures

As of the end of the period covered by this report, the Company conducted an
evaluation, under the supervision and with the participation of the principal
executive officer and principal financial officer, of the Company's disclosure
controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the
Securities Exchange Act of 1934 (the "Exchange Act")).  Based on this
evaluation, the principal executive officer and principal financial officer
concluded that the Company's disclosure controls and procedures are effective
to ensure that information required to be disclosed by the Company in reports
that it files or submits under the Exchange Act is recorded, processed,
summarized and reported within the time periods specified in Securities and
Exchange Commission rules and forms.  There was no change in the Company's
internal control over financial reporting during the Company's most recently
completed fiscal quarter that has materially affected, or is reasonably likely
to materially affect, the Company's internal control over financial reporting.


                                     14
<PAGE>


                       PART II OTHER INFORMATION

ITEM 1.  Legal Proceedings

The Company is not a party to any legal proceedings.

ITEM 2.  Changes in 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 and Reports on Form 8-K

a) Exhibits

  Exhibit
  Number        Title of Document
  ----------------------------------------------------------------
    31.1     Certifications of the President/CFO pursuant to Section 302 of
             the Sarbanes-Oxley Act of 2002.

    32.1     Certifications of President/CFO pursuant to 18 U.S.C.  Section
             1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act
             of 2002.


                                     15

<PAGE>


b)  Reports on Form 8-K

None filed during the quarter ended April 30, 2008.



                                   SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.

                                          AirtimeDSL
                                   ------------------------
                                          Registrant

                                By: /s/ Ed Heckerson
                                --------------------------------
                                 Name:  Ed Heckerson
                                 Title: President/Director

Dated:  June 5, 2008
        ------------

                                    16

<PAGE>