UNITED
STATES


SECURITIES
AND EXCHANGE COMMISSION


Washington,
D.C. 20549





FORM
10-Q





x QUARTERLY REPORT UNDER SECTION 13 OR
15(d) OF THE SECURITIES EXCHANGE ACT OF 1934





For the
quarter ended June 30, 2009





 ̈ TRANSITION REPORT UNDER SECTION 13 OR
15(d) OF THE SECURITIES EXCHANGE ACT OF 1934


For the
transition period from _____ to _____





Commission
File Number:333-147979





CASEYCORP
ENTERPRISES, INC.


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





Nevada
                (State
      of incorporation)
              98-0523910
                (IRS
      Employer ID Number)





410 Park Avenue, 15th Floor


New York,
New York 10022


(Address
of principal executive offices)


(888)
251-3422


(Issuer's
telephone number)







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





Check
whether the issuer (1) filed all reports required to be filed by Section 13 or
15(d) of the Exchange Act during the past 12 months (or for 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 large accelerated filer, an
accelerated filer, a non-accelerated filer, or a smaller reporting company. See
definitions of “large accelerated filer,” “accelerated filer” and “smaller
reporting company” in Rule 12b-2 of the Exchange Act. (Check one):





Large
      accelerated filer
                 ̈
                Accelerated
      filer
                 ̈Non-accelerated
      filer
                 ̈
                Smaller
      reporting company
                x


(Do not
check if a smaller reporting company)





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





As of
August 14, 2009, there were 16,875,000 shares of registrant’s common stock,
par value $0.0001 per share outstanding.










TABLE
OF CONTENTS





PagePART
      IItem
      1.
                    
                    Interim
      Financial Statements
                    
                    3-8Item
      2.
                    
                    Management’s
      Discussion and Analysis or Plan of Operations
                    
                    9Item
      3.
                    
                    Quantitative
      and Qualitative Disclosures About Market Risk
                    
                    10Item
      4.
                    
                    Controls
      and Procedures
                    
                    10PART
      IIItem
      1.
                    
                    Legal
      Proceedings
                    
                    11Item
      IA.
                    
                    Risk
      Factors
                    
                    11Item
      2.
                    
                    Unregistered
      Sales of Equity Securities and Use of Proceeds
                    
                    11Item
      3.
                    
                    Defaults
      Upon Senior Securities
                    
                    11Item
      4.
                    
                    Submission
      of Matters to a Vote of Security Holders
                    
                    11Item
      5.
                    
                    Other
      Information
                    
                    11Item
      6.
                    
                    Exhibits
                    
                    11




2




CASEYCORP
ENTERPRISES INC. AND SUBSIDIARY


CONDENSED
CONSOLIDATED BALANCE SHEETS





June 30
                                              
                                              
                                              December 31,2009
                                              
                                              
                                              2008(Unaudited)ASSETSCURRENT
      ASSETSCash
                                              
                                              $
                                              116,347
                                              
                                              
                                              $
                                              -Accounts
      receivable
                                              
                                              
                                              416,643
                                              
                                              
                                              
                                              -Total
      current assets
                                              
                                              
                                              532,990
                                              
                                              
                                              
                                              -Goodwill
                                              
                                              
                                              810,000
                                              
                                              
                                              
                                              -Total
      assets
                                              
                                              $
                                              1,342,990
                                              
                                              
                                              $
                                              -LIABILITIES
      AND STOCKHOLDERS' EQUITY (DEFICIENCY)CURRENT
      LIABILITIESAccounts
      payable and accrued liabilities
                                              
                                              $
                                              20,147
                                              
                                              
                                              $
                                              12,091Accounts
      payable - related party
                                              
                                              
                                              488,899
                                              
                                              
                                              
                                              -Income
      taxes payable
                                              
                                              
                                              16,206
                                              
                                              
                                              
                                              -Loan
      payable
                                              
                                              
                                              4,500
                                              
                                              
                                              
                                              4,500Total
      current liabilities
                                              
                                              
                                              529,752
                                              
                                              
                                              
                                              16,591STOCKHOLDERS'
      EQUITY (DEFICIENCY)Preferred
      stock, $.0001 par value;5,000,000
      shares authorized; none issued and outstanding
                                              
                                              
                                              -
                                              
                                              
                                              
                                              -Common
      stock, $.0001 par value;500,000,000
      shares authorized; 16,875,000and
      11,000,000 issued and outstanding, respectively
                                              
                                              
                                              1,688
                                              
                                              
                                              
                                              1,100Additional
      paid-in capital
                                              
                                              
                                              854,363
                                              
                                              
                                              
                                              44,700Accumulated
      deficit
                                              
                                              
                                              (42,812
                                              )
                                              
                                              
                                              (62,391
                                              )Total
      stockholders' equity (deficiency)
                                              
                                              
                                              813,238
                                              
                                              
                                              
                                              (16,591
                                              )Total
      liabilities and stockholders' equity (deficiency)
                                              
                                              $
                                              1,342,990
                                              
                                              
                                              $
                                              -





See Notes
to Condensed Consolidated Financial Statements.




3





CASEYCORP
ENTERPRISES INC. AND SUBSIDIARY


CONDENSED
CONSOLIDATED STATEMENTS OF OPERATIONS





Six Months
                                
                                
                                Six Months
                                
                                
                                Three Months
                                
                                
                                Three MonthsEnded
                                
                                
                                Ended
                                
                                
                                Ended
                                
                                
                                EndedJune 30,
                                
                                
                                June 30,
                                
                                
                                June 30,
                                
                                
                                June 30,2009
                                
                                
                                2008
                                
                                
                                2009
                                
                                
                                2008(Unaudited)
                                
                                
                                (Unaudited)
                                
                                
                                (Unaudited)
                                
                                
                                (Unaudited)Revenues
                                
                                $
                                8,010,768
                                
                                
                                $
                                -
                                
                                
                                $
                                8,010,768
                                
                                
                                $
                                -Cost
      of sales
                                
                                
                                7,949,257
                                
                                
                                
                                -
                                
                                
                                
                                7,949,257
                                
                                
                                
                                -Gross
      profit
                                
                                
                                61,511
                                
                                
                                
                                -
                                
                                
                                
                                61,511
                                
                                
                                
                                -General
      and administrative expenses
                                
                                
                                25,546
                                
                                
                                
                                28,815
                                
                                
                                
                                20,996
                                
                                
                                
                                5,877Income
      (loss) from operations
                                
                                
                                35,965
                                
                                
                                
                                (28,815
                                )
                                
                                
                                40,515
                                
                                
                                
                                (5,877
                                )Interest
      expense
                                
                                
                                (180
                                )
                                
                                
                                (12
                                )
                                
                                
                                (90
                                )
                                
                                
                                (12
                                )Net
      income (loss) before provision of taxes
                                
                                
                                35,785
                                
                                
                                
                                (28,827
                                )
                                
                                
                                40,425
                                
                                
                                
                                (5,889
                                )Provision
      for income taxes
                                
                                
                                16,206
                                
                                
                                
                                -
                                
                                
                                
                                16,206
                                
                                
                                
                                -Net
      income (loss)
                                
                                $
                                19,579
                                
                                
                                $
                                (28,827
                                )
                                
                                $
                                24,219
                                
                                
                                $
                                (5,889
                                )Basic
      and diluted loss per share:
                                
                                $
                                0.00
                                
                                
                                $
                                (0.00
                                )
                                
                                
                                0.00
                                
                                
                                $
                                (0.00
                                )Weighted
      average number of shares outstandingBasic
      and diluted
                                
                                
                                12,689,917
                                
                                
                                
                                11,000,000
                                
                                
                                
                                14,155,220
                                
                                
                                
                                11,000,000





See Notes
to Condensed Consolidated Financial Statements.




4





CASEYCORP
ENTERPRISES INC. AND SUBSIDIARY


CONDENSED
CONSOLIDATED STATEMENTS OF CASH FLOWS




Six Months
                                      
                                      
                                      Six MonthsEnded
                                      
                                      
                                      EndedJune 30,
                                      
                                      
                                      June 30,2009
                                      
                                      
                                      2008(Unaudited)
                                      
                                      
                                      (Unaudited)CASH
      FLOWS FROM OPERATING ACTIVITIESNet
      income (loss)
                                      
                                      $
                                      19,579
                                      
                                      
                                      $
                                      (28,827
                                      )Adjustments
      to reconcile net income (loss) to net cashprovided
      by (used in) operating activities:Stock
      based compensation
                                      
                                      
                                      250
                                      
                                      
                                      
                                      -Increase
      (decrease) in operating assets:Accounts
      receivable
                                      
                                      
                                      (416,643
                                      )
                                      
                                      
                                      -Prepaid
      expenses and other current assets
                                      
                                      
                                      -
                                      
                                      
                                      
                                      -(Increase)
      decrease in operating liabilities:Accounts
      payable
                                      
                                      
                                      8,056
                                      
                                      
                                      
                                      (1,652
                                      )Accounts
      payable - related party
                                      
                                      
                                      488,899
                                      
                                      
                                      
                                      -Income
      taxes payable
                                      
                                      
                                      16,206
                                      
                                      
                                      
                                      -Net
      cash provided by (used )in operating activities
                                      
                                      
                                      116,347
                                      
                                      
                                      
                                      (30,479
                                      )CASH
      FLOWS FROM FINANCING ACTIVITIESProceeds
      from borrowing
                                      
                                      
                                      -
                                      
                                      
                                      
                                      4,500Net
      cash provided by financing activities
                                      
                                      
                                      -
                                      
                                      
                                      
                                      4,500INCREASE
      (DECREASE) IN CASH
                                      
                                      
                                      116,347
                                      
                                      
                                      
                                      (25,979
                                      )CASH
      - BEGINNING OF PERIOD
                                      
                                      
                                      -
                                      
                                      
                                      
                                      26,147CASH
      - END OF PERIOD
                                      
                                      $
                                      116,347
                                      
                                      
                                      $
                                      168Schedule
      of non-cash investing and financing transaction:Issuance
      of common stock for acquisition of subsidiary
                                      
                                      $
                                      810,000
                                      
                                      
                                      $
                                      -Supplemental
      disclosures of cash flow information:Cash
      paid for:Interest
                                      
                                      $
                                      -
                                      
                                      
                                      $
                                      -Taxes
                                      
                                      $
                                      -
                                      
                                      
                                      $
                                      -





See Notes
to Condensed Consolidated Financial Statements.




5


CASEYCORP
ENTERPRISES, INC.
 NOTES
TO UNAUDITED CONDENSED FINANCIAL STATEMENTS




NOTE
1 – GENERAL





Caseycorp
Enterprises, Inc. (the “Company”) was incorporated on February 21, 2007 under
the laws of the State of Nevada. The Company originally planned to focus on
developing and distributing advanced surveillance and security products. On May 14, 2009, the Company acquired ESM Refiners,
Inc. ("ESM") a newly organized New York corporation formed to enter into the
business of being a wholesale buyer and seller of gold and diamonds. The Company
acts as a middleman aggregating gold and diamonds, which is purchased primarily
from retail jewelers (who have purchased gold from customers) and selling it to
refiners. Following the consummation of the acquisition, ESM became a
wholly-owned subsidiary of the Company and the Company adopted the business of
ESM.





NOTE
2 – ACQUISITION





On May
14, 2009, pursuant to a Stock Purchase Agreement, the Company acquired
ESM.  The total consideration for the acquisition of ESM was 5,625,000
shares of the Company’s common stock valued at $810,000. The fair
value of the acquisition was determined using a discounted cash flow analysis
based upon projected financial information of the ESM
business.





The
transaction was accounted for as a purchase and the entire consideration was
allocated to goodwill.





NOTE
3 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES





Basis
of Presentation





The
accompanying unaudited condensed financial statements of the Company have
been prepared in accordance with U.S. generally accepted accounting principles
for interim financial information and with Rule 8-03 of Regulation S-X.
Accordingly, they do not include all of the information and footnotes required
by generally accepted accounting principles for complete financial statements.
In the opinion of management, all adjustments (consisting of normal recurring
accruals) considered necessary for a fair presentation have been included.
Operating results for the six months ended June 30, 2009, are not necessarily
indicative of the results that may be expected for the year ending December 31,
2009. These unaudited financial statements should be read in conjunction with
the audited financial statements and footnotes thereto included in the Company's
Annual Report on Form 10-K for the year ended December 31, 2008, as filed with
the Securities and Exchange Commission on March 30, 2009.





We have
evaluated subsequent events, as defined by Statement of Financial Accounting
Standards (“SFAS”) No. 165 “Subsequent Events,” through the date that the
financial statements were issued on August 19, 2009.





Use
of Estimates





These
financial statements and accompanying notes have been prepared in accordance
with accounting principles generally accepted in the United States of America.
The preparation of these financial statements requires management to make
estimates, judgments and assumptions that affect the reported amounts of assets,
liabilities, revenues and expenses. The Company continually evaluates the
accounting policies and estimates we use to prepare the consolidated financial
statements. The Company bases its estimates on historical experiences and
assumptions believed to be reasonable under current facts and circumstances.
Actual amounts and results could differ from these estimates made by
management.




Accounts
Receivable
 
 Accounts
receivable are recorded net of an allowance for doubtful accounts based upon
management's analysis of the collectivity of the balances.  At June 30,
2009, management believed that no allowance was
necessary.




Revenue
Recognition





Revenue
is recognized upon the shipment of merchandise to the customer, subject to the
following criteria: (i) persuasive evidence of an arrangement exists, (ii) the
selling price is fixed and determinable and (iii) no significant obligations
remain to the Company and collection of the related receivable is reasonable
assured.





Basic
and Diluted Loss per Common Share





Basic
loss per share is computed by dividing the net loss attributable to the common
stockholders by the weighted average number of shares of common stock
outstanding during the period. Fully diluted loss per share is computed similar
to basic loss per share except that the denominator is increased to include the
number of additional common shares that would have been outstanding if the
potential common shares had been issued and if the additional common shares were
dilutive. There were no dilutive financial instruments issued and outstanding as
of June 30, 2009.




6




CASEYCORP
ENTERPRISES, INC.
 NOTES
TO UNAUDITED CONDENSED FINANCIAL STATEMENTS




Income
Taxes





The
Company accounts for income taxes in accordance with Statement of Financial
Accounting Standards No. 109, "Accounting for Income Taxes" ("SFAS No. 109").
This Statement prescribes the use of the liability method whereby deferred tax
assets and liability account balances are determined based on differences
between financial reporting and tax bases of assets and liabilities and are
measured using the enacted tax rates and laws that will be in effect when the
differences are expected to reverse. The Company provides a valuation allowance,
if necessary to reduce the amount of deferred tax assets to their estimated
realizable value.





Fair
Value of Financial Instruments





Substantially
all of the Company’s financial instruments, consisting primarily of accounts
receivable, accounts payable and accrued expenses, accounts payable – related
party and loans payable, are carried at, or approximate, fair value because of
their short-term nature or because they carry market rates of
interest.




Goodwill





Goodwill
consists of the excess of cost over net assets acquired of ESM. Under the
provisions of SFAS no. 142, “Goodwill and Other Intangible Assets”, goodwill is
not amortized, but is tested at least annually for impairment, or if
circumstances change that will more likely than not reduce the fair value of the
reporting unit below its carrying amount. The Company will perform its first
impairment test in the fourth quarter of 2009.





Recently
Issued Accounting Pronouncements




Effective
January 1, 2009, the Company adopted Financial Accounting Standards Board’s
("FASB") Staff Position 157-2, "Effective Date of FASB Statement No. 157," which
delays the effective date of SFAS No. 157 until January 1, 2009 for all
nonfinancial assets and nonfinancial liabilities, except for items that are
recognized or disclosed at fair value in the financial statements on a recurring
basis (at least annually). The adoption of the delayed items of SFAS No. 157 did
not have a material impact on the Company’s consolidated financial
statements.




In June
2009, the FASB issued SFAS No. 168, “The FASB Accounting Standards Codification
and the Hierarchy of Generally Accepted Accounting Principles” ("SFAS 168").
SFAS 168 identifies the FASB Accounting Standards Codification as the
authoritative source of generally accepted accounting principles in the United
States. Rules and interpretive releases of the Securities and Exchange
Commission under federal securities laws are also sources of authoritative GAAP
for SEC registrants. SFAS 168 is effective for financial statements issued for
interim and annual periods ending after September 15, 2009. The Company does not
expect adoption to have a material impact on our consolidated financial
statements.




Effective
January 1, 2009, the Company adopted FASB Staff Position No. 142-3,
"Determination of the Useful Life of Intangible Assets" ("FSP
142-3").  FSP 142-3 amends FASB Statement No. 142, "Goodwill and Other
Intangible Assets" ("SFAS 142") to improve the consistency between the useful
life of a recognized intangible asset under SFAS 142 and the period of expected
cash flows used to measure the fair value of the asset under SFAS 141R and other
U.S. GAAP. The adoption did not have a material impact on the Company’s
consolidated financial statements.




Management
does not believe that any other recently issued, but not yet effective,
accounting standard if currently adopted would have a material effect on the
accompanying financial statements.





NOTE
4 - DEVELOPMENT STAGE





From
inception through the first quarter of 2009, the Company was in the development
stage as it had not yet commenced planned principal operations. SFAS No. 7
defines a development stage activity as one in which all efforts are devoted
substantially to establishing a new business and even if planned principal
operations have commenced, revenues are insignificant.  In the second
quarter of 2009, commencing with the acquisition of ESM, the Company was no
longer in the development stage.





NOTE
5 – ACCOUNTS PAYABLE – RELATED PARTY





On May
14, 2009, the Company entered into an exclusive purchasing agreement with Ed
& Serge Gold and Diamond, Inc. (“ESGD”), an entity wholly-owned by one of
the Company’s stockholders. Under the agreement, ESGD has agreed not to sell any
gold and diamonds to any other party other than ESM. ESM retains the right,
however, to purchase from other vendors. Under the agreement, ESGD has agreed to
invoice the Company at cost plus .05% on daily sales of up to $250,000 and .025%
of daily sales over on amounts over $250,000. The agreement is for five years
and automatically renews for additional one year periods unless notified by
either party. All of the merchandise purchased that were made by the Company for
the six and three months ended June 30, 2009 were from ESGD.  At June
30, 2009, the Company owed ESGD $488,889.




7




CASEYCORP
ENTERPRISES, INC.


NOTES
TO UNAUDITED CONDENSED FINANCIAL STATEMENTS





NOTE
6 – LOANS PAYABLE





Loans
payable consist of advances, bearing interest at 8% per annum and due on
demand.





NOTE
7 – CAPITAL TRANSACTIONS





In
January 2009, the Company issued 250,000 shares of its common stock to service
providers in consideration of services rendered totaling $250.





On May
14, 2009, the Company issued 5,625,000 shares of its common stock to acquire
ESM.  See Note 2.





NOTE
8 – SALES AND MAJOR CUSTOMERS





Two
customers accounted for 82.7% and 13.5% of total revenues for the six and three
months ended June 30, 2009.   At June 30, 2009, these two
customers accounted for 83.2% and 14.4% of accounts receivable.





NOTE
9 - EMPLOYMENT AGREEMENT





On May
14, 2009, the Company appointed Eduard Musheyev as President. In connection
with his appointment, the Company and Mr. Musheyev entered into a five-year
employment agreement pursuant to which Mr. Musheyev will be paid an annual base
salary of $120,000 provided that, in the event, the Company, as measured on a
year to date basis, has a negative net income, the base salary will be accrued
and not paid until the Company has a positive net income.  Mr.
Musheyev is also entitled to bonuses, as determined from time to time by the
Company's board of directors, based on the Company's profitability and earnings
goals, as to be determined in a bonus plan to be adopted by the board of
directors.


8


ITEM
2.  MANAGEMENT’S DISCUSSION AND ANALYSIS OR PLAN OF
OPERATIONS.





As used
in this Form 10-Q, references to the “CaseyCorp,” Company,” “we,” “our” or “us”
refer to CaseyCorp Enterprises, Inc. unless the context otherwise
indicates.





Forward-Looking
Statements





The
following discussion should be read in conjunction with our financial
statements, which are included elsewhere in this Form 10-Q (the “Report”). This
Report contains forward-looking statements which relate to future events or our
future financial performance. In some cases, you can identify forward-looking
statements by terminology such as “may,” “should,” “expects,” “plans,”
“anticipates,” “believes,” “estimates,” “predicts,” “potential” or “continue” or
the negative of these terms or other comparable terminology. These statements
are only predictions and involve known and unknown risks, uncertainties, and
other factors that may cause our or our industry’s actual results, levels of
activity, performance or achievements to be materially different from any future
results, levels of activity, performance or achievements expressed or implied by
these forward-looking statements.





While
these forward-looking statements, and any assumptions upon which they are based,
are made in good faith and reflect our current judgment regarding the direction
of our business, actual results will almost always vary, sometimes materially,
from any estimates, predictions, projections, assumptions or other future
performance suggested herein. The results anticipated by any or all of these
forward-looking statements might not occur. Important factors, uncertainties and
risks that may cause actual results to differ materially from these
forward-looking statements include matters relating to the business and
financial condition of any company we acquire. We undertake no obligation to
publicly update or revise any forward-looking statements, whether as the result
of new information, future events or otherwise.  Except as required by
applicable law, including the securities laws of the United States, we do not
intend to update any of the forward-looking statements to conform these
statements to actual results.





Overview





Caseycorp
Enterprises, Inc. (the “Company”) was incorporated on February 21, 2007 under
the laws of the State of Nevada. The Company originally planned to focus on
developing and distributing advanced surveillance and security
products.   On May 14, 2009, the Company acquired ESM Refiners,
Inc. ("ESM") a newly organized New York corporation formed to enter into the
business of being a wholesale buyer and seller of gold and
diamonds.  The Company acts as a middleman aggregating gold and
diamonds, which is purchased primarily from retail jewelers (who have purchased
gold from customers) and selling it to refiners at a mark up ranging from .75%
to .95%.  Following the consummation of the acquisition, ESM
became a wholly-owned subsidiary of the Company and the Company adopted the
business of ESM.





Results
of Operations





Revenues





Revenues
for the six and three month periods ended June 30, 2009 were $8,010,768. We sell
scrap gold primarily to two refiners which accounted for 83% and 13.5% of total
revenues for the periods.  The Company had no revenues in the
respective 2008 periods.





Cost
of Sales and Gross Profit





Our cost
of sales represent the cost of purchasing gold which we then aggregate and sell
to refiners.  Cost of sales for the six and three month periods ended
June 30, 2009 were $7,949,257.   The gross profit for the six and
three month periods amounted to $61,511 or 0.8% of revenue.





General
and Administrative





General
and administrative expenses for the six and three month periods ended June 30,
2009 were $25,546 and $20,996 which are primarily rent, payroll and professional
fees.  General and administrative expenses for the six and three month
periods ended June 30, 2008 were $28,815 and $5,877 which were primarily
professional fees incurred to enable the Company to satisfy the requirements of
a reporting company.





Liquidity
and Capital Resources





As of
June 30, 2009, we had cash of $116,347 which was a result of cash provided
exclusively from operating activities.  Management believes that cash
on hand, plus anticipated revenue will be sufficient to support our operations
through the end of 2009; provided that, in the event that that Company shall
acquire additional products or subsidiaries, we may require significant amounts
of additional capital sooner than the end of 2009. In such a case, we may seek
to sell additional equity or debt securities or obtain a credit facility. The
sale of additional equity or convertible debt securities could result in
additional dilution to our stockholders. Incurring indebtedness would result in
an increase in our fixed obligations and could result in borrowing covenants
that would restrict our operations. There can be no assurance that financing
will be available in amounts or on terms acceptable to us, if at all. If
financing is not available when required or is not available on acceptable
terms, we may be unable to develop or enhance our products or services, or, we
may potentially not be able to continue business activities. Any of these events
could have a material and adverse effect on our business, results of operations
and financial condition.


9





The
statement made above relating to the adequacy of our working capital is a
forward-looking statement within the meaning of the Private Securities
Litigation Reform Act of 1995. The statements that express the “belief,”
“anticipation,” “plans,” “expectations,” “will” and similar expressions are
intended to identify forward-looking statements.




Critical
Accounting Policies and Estimates




Our
discussion and analysis of its financial condition and results of operations are
based upon its financial statements, which have been prepared in accordance with
accounting principles generally accepted in the United States.  The
preparation of these financial statements requires us to make estimates and
judgments that affect the reported amounts of assets, liabilities, revenues and
expenses, and related disclosure of contingent assets and
liabilities.  On an on-going basis, we evaluate our estimates,
including those related to bad debts, income taxes and contingencies and
litigation.  We base our estimates on historical experience and on
various other assumptions that are believed to be reasonable under the
circumstances, the results of which form the basis for making judgments about
carrying values of assets and liabilities that are not readily apparent from
other sources.  Actual results may differ from these estimates under
different assumptions or conditions.





Off-Balance
Sheet Arrangements





We have
no off-balance sheet arrangements.





ITEM
3.   QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET
RISKS.





Not
applicable.





ITEM
4T.  CONTROLS AND PROCEDURES.





Disclosure
Controls and Procedures





We
carried out an evaluation required by Rule 13a-15(b) of the Securities
Exchange Act of 1934 or the Exchange Act under the supervision and with the
participation of our management, including our Principal Executive Officer and
Principal Financial Officer, of the effectiveness of the design and operation of
our disclosure controls and procedures.




Disclosure
controls and procedures are designed with the objective of ensuring that (i)
information required to be disclosed in an issuer's reports filed under the
Exchange Act is recorded, processed, summarized and reported within the time
periods specified in the SEC rules and forms and (ii) information is accumulated
and communicated to management, including our Principal Executive Officer and
Principal Financial Officer, as appropriate to allow timely decisions regarding
required disclosures.





The
evaluation of our disclosure controls and procedures included a review of our
objectives and processes and effect on the information generated for use in this
Report. This type of evaluation is done quarterly so that the conclusions
concerning the effectiveness of these controls can be reported in our periodic
reports filed with the SEC. We intend to maintain these controls as processes
that may be appropriately modified as circumstances warrant.





Based on
their evaluation, our Principal Executive Officer and Principal Financial
Officer has concluded that our disclosure controls and procedures are effective
in timely alerting them to material information which is required to be included
in our periodic reports filed with the SEC as of the filing of this
Report.





Changes
in Internal Controls over Financial Reporting





There
have been no changes in our internal control over financial reporting (as
defined in Exchange Act Rule 13a-15(f)) during the three months ended June 30,
2009.


10


PART
II


OTHER
INFORMATION





ITEM
1.  LEGAL PROCEEDINGS.





There are
no pending legal proceedings to which the Company is a party or, to the
Company’s knowledge, in which any director, officer or affiliate of the Company,
any owner of record or beneficially of more than 5% of any class of voting
securities of the Company, or security holder is a party adverse to the Company
or has a material interest adverse to the Company. The Company’s property is not
the subject of any pending legal proceedings.





ITEM
1A.  RISKS FACTORS.





Not
required of smaller reporting companies.




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





Unregistered
Sales of Equity Securities





On May
14, 2009, the Company issued 5,625,000 newly issued shares of the Company’s
common stock to Eduard Musheyev as consideration for the purchase of all of the
issued and outstanding capital stock of ESM. This transaction was not registered
under the Act in reliance on the exemption from registration in Section 4(2) of
the Act, as a transaction not involving any public offering.  These
securities were issued as restricted securities and the certificates were
stamped with restrictive legends to prevent any resale without registration
under the Act or in compliance with an exemption.





Purchases
of equity securities by the issuer and affiliated purchasers





None.





ITEM
3.  DEFAULTS UPON SENIOR SECURITIES.





None.





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





There was
no matter submitted to a vote of security holders during the fiscal quarter
ended June 30, 2009.





ITEM
5.  OTHER INFORMATION.





None




ITEM
6.  EXHIBITS.


Exhibit
      No.
                    
                    Description31.1
                    
                    PEO
      and PFO certifications required under Section 302 of the Sarbanes-Oxley
      Act of 200232.1
                    
                    PEO
      and PFO certifications required under Section 906 of the Sarbanes-Oxley
      Act of 2002




11





SIGNATURES





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





CASEYCORP ENTERPRISES,
      INC.Dated:
      August 19, 2009
                
                Eduard
      MusheyevBy:
                /s/
      Eduard MusheyevName:
                Eduard
      MusheyevTitle:
                President,
      Chief Executive Officer,and
      Director
                  (Principle
      Executive, Financial and
                  Accounting
      Officer)


12