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

                                    FORM 10-Q

                 Quarterly Report under Section 13 or 15 (d) of
                         Securities Exchange Act of 1934

                  For the quarterly period ended March 31, 2013

                        Commission File Number 000-53988


                             BOREAL PRODUCTIONS INC.
              (Exact name of small business issuer in its charter)

           Nevada                                                26-1134956
(State or other jurisdiction of                                 (IRS Employer
incorporation or organization)                               Identification No.)

                               8017 Kenyon Avenue
                              Los Angeles, CA 90045
                    (Address of principal executive offices)

                                  (310) 510-6826
                               (Telephone Number)

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 such filing
requirements for the past 90 days. Yes [X] No [ ]

Indicate by check mark whether the registrant has submitted electronically and
posted on its corporate Web site, if any, every Interactive Data File required
to be submitted and posted pursuant to Rule 405 of Regulation S-T (ss.232.405 of
this chapter) during the preceding 12 months (or for such shorter period that
the registrant was required to submit and post such files). Yes [X] No [ ]

Indicate by check mark whether the registrant is a large accelerated filer, an
accelerated filer, or a non-accelerated filer.

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 [X] No [ ]

There were 30,000,000 shares of Common Stock outstanding as of May 13, 2013.
<PAGE>
ITEM 1. FINANCIAL STATEMENTS

The un-audited quarterly financial statements for the period ended March 31,
2013, prepared by the company, immediately follow.



                                       2
<PAGE>
                             BOREAL PRODUCTIONS INC.
                          (A Development Stage Company)
                                  Balance Sheet
                                   (Unaudited)
--------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                     As of             As of
                                                                   March 31,        September 30,
                                                                     2013               2012
                                                                   --------           --------
<S>                                                                <C>                <C>
                                     ASSETS

CURRENT ASSETS
  Cash                                                             $    762           $  1,157
                                                                   --------           --------
      TOTAL CURRENT ASSETS                                              762              1,157

OTHER ASSETS
  Intellectual Property                                               9,550              9,550
                                                                   --------           --------
      TOTAL OTHER ASSETS                                              9,550              9,550
                                                                   --------           --------

      TOTAL ASSETS                                                 $ 10,312           $ 10,707
                                                                   ========           ========

                       LIABILITIES & STOCKHOLDERS' EQUITY

CURRENT LIABILITIES
  Accounts Payable                                                    5,760              1,335
  Loan Payable - Related Party                                       28,000             26,000
                                                                   --------           --------
      TOTAL CURRENT LIABILITIES                                      33,760             27,335

      TOTAL LIABILITIES                                              33,760             27,335

STOCKHOLDERS' EQUITY
  Common stock, ($0.001 par value, 375,000,000 shares
   authorized; 30,000,000 shares issued and outstanding
   as of March 31, 2012 and September 30, 2011                       30,000             30,000
  Additional paid-in capital                                         24,000             24,000
  Deficit accumulated during development stage                      (77,448)           (70,628)
                                                                   --------           --------
      TOTAL STOCKHOLDERS' EQUITY                                    (23,448)           (16,628)
                                                                   --------           --------

      TOTAL LIABILITIES & STOCKHOLDERS' EQUITY                     $ 10,312           $ 10,707
                                                                   ========           ========
</TABLE>


                        See Notes to Financial Statements

                                       3
<PAGE>
                             BOREAL PRODUCTIONS INC.
                          (A Development Stage Company)
                             Statement of Operations
                                  (Unaudited)
--------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                                                         September 24, 2007
                                         Three Months     Three Months     Six Months      Six Months       (inception)
                                            Ended            Ended           Ended           Ended            through
                                           March 31,        March 31,       March 31,       March 31,        March 31,
                                             2013             2012            2013            2012             2013
                                          -----------      -----------     -----------     -----------      -----------
<S>                                       <C>              <C>             <C>             <C>              <C>
REVENUES
  Revenues                                $        --      $        --     $        --     $        --      $        --
                                          -----------      -----------     -----------     -----------      -----------
TOTAL REVENUES                                     --               --              --              --               --

GENERAL & ADMINISTRATIVE EXPENSES               1,530            1,258           1,821           1,489           33,653
PROFESSIONAL FEES                               1,900            4,500           5,000           4,500           43,795
                                          -----------      -----------     -----------     -----------      -----------
TOTAL GENERAL & ADMINISTRATIVE EXPENSES         3,430            5,758           6,821           5,989           77,448
                                          -----------      -----------     -----------     -----------      -----------

NET INCOME (LOSS)                         $    (3,430)     $    (5,758)    $    (6,821)    $    (5,989)     $   (77,448)
                                          ===========      ===========     ===========     ===========      ===========

BASIC EARNINGS PER SHARE                  $      0.00      $      0.00     $      0.00     $      0.00
                                          ===========      ===========     ===========     ===========
WEIGHTED AVERAGE NUMBER OF
 COMMON SHARES OUTSTANDING                 30,000,000       30,000,000      30,000,000      30,000,000
                                          ===========      ===========     ===========     ===========
</TABLE>


                        See Notes to Financial Statements

                                       4
<PAGE>
                             BOREAL PRODUCTIONS INC.
                          (A Development Stage Company)
                             Statement of Cash Flows
                                   (Unaudited)
--------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                                                     September 24, 2007
                                                                  Six Months         Six Months         (inception)
                                                                    Ended              Ended              through
                                                                   March 31,          March 31,          March 31,
                                                                     2013               2012               2013
                                                                   --------           --------           --------
<S>                                                                <C>                <C>                <C>
CASH FLOWS FROM OPERATING ACTIVITIES
  Net income (loss)                                                $ (6,821)          $ (5,989)          $(77,448)
  Adjustments to reconcile net loss to net cash
   provided by (used in) operating activities:

  Changes in operating assets and liabilities:
    Increase (Decrease) in Accounts Payable                           4,425                443              5,760
                                                                   --------           --------           --------
          NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES        (2,396)            (5,546)           (71,688)

CASH FLOWS FROM INVESTING ACTIVITIES
  Intellectual Property                                                  --                 --             (9,550)
                                                                   --------           --------           --------
          NET CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES            --                 --             (9,550)

CASH FLOWS FROM FINANCING ACTIVITIES
  Loan Payable - Related Party                                        2,000             11,000             28,000
  Issuance of common stock                                               --                 --             54,000
                                                                   --------           --------           --------
          NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES         2,000             11,000             82,000
                                                                   --------           --------           --------

NET INCREASE (DECREASE) IN CASH                                        (396)             5,454                762

CASH AT BEGINNING OF PERIOD                                           1,157                 74                 --
                                                                   --------           --------           --------

CASH AT END OF PERIOD                                              $    762           $  5,528           $    762
                                                                   ========           ========           ========
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION

Cash paid during year for:
  Interest                                                         $     --           $     --           $     --
                                                                   ========           ========           ========

  Income Taxes                                                     $     --           $     --           $     --
                                                                   ========           ========           ========
</TABLE>


                        See Notes to Financial Statements

                                       5
<PAGE>
                             BOREAL PRODUCTIONS INC.
                         (An Development Stage Company)
                          Notes to Financial Statements
                                 March 31, 2013
--------------------------------------------------------------------------------

NOTE 1. BASIS OF PRESENTATION

The accompanying  unaudited interim financial  statements of Boreal  Productions
Inc.  (the  "Company"),   have  been  prepared  in  accordance  with  accounting
principles  generally  accepted in the United States of America and the rules of
the Securities and Exchange  Commission,  and should be read in conjunction with
the audited  financial  statements and notes thereto  contained in the Company's
Form 10-K  filed  with SEC.  In the  opinion  of  management,  all  adjustments,
consisting of normal recurring adjustments, necessary for a fair presentation of
financial  position  and the  results  of  operations  for the  interim  periods
presented  have been  reflected  herein.  The results of operations  for interim
periods are not  necessarily  indicative  of the results to be expected  for the
full year. Notes to the financial statements which would substantially duplicate
the disclosure  contained in the audited financial statements for fiscal 2012 as
reported in the Form 10-K have been omitted.

NOTE 2. GOING CONCERN

As of March 31, 2013, the Company has not generated revenues and has accumulated
losses since  inception.  The  continuation of the Company as a going concern is
dependent  upon the  continued  financial  support  from its  shareholders,  its
ability to obtain  necessary equity  financing to continue  operations,  and the
attainment of profitable  operations.  These  factors  raise  substantial  doubt
regarding the Company's ability to continue as a going concern.

NOTE 3. NOTE PAYABLE

As of March 31,  2013,  there is a loan  payable  due to Andrea  Fehsenfeld  for
$28,000, that is non-interest bearing with no specific repayment terms.

                                       6
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
        OF OPERATIONS

FORWARD-LOOKING STATEMENTS

This Quarterly Report on Form 10-Q contains forward-looking statements. Any
statements contained herein that are not statements of historical fact may be
deemed to be forward-looking statements within the meaning of Section 21E of the
Securities Exchange Act. The words "believes," "anticipates," "plans," "seeks,"
"expects," "intends" and similar expressions identify some of the
forward-looking statements. Forward-looking statements are not guarantees of
performance or future results and involve risks, uncertainties and assumptions.
The factors discussed elsewhere in this Form 10-Q could also cause actual
results to differ materially from those indicated by the Company's
forward-looking statements. Boreal undertakes no obligation to publicly update
or revise any forward-looking statements.

OVERVIEW OF OUR BUSINESS

Our planned principal products will be feature films and television series
designed for the North American market.

We intend to option scripts and treatments to package the projects and sell to
them to various studios and production companies. Our choice of projects will
vary dependent upon market trends and interests. The entertainment sector is
booming as an exploding television and internet landscape are increasing the
demand for quality filmed material.

The projects we package will have the opportunity to generate revenue not just
in North America but also in the foreign and ancillary markets. TV series can
syndicate both locally and globally and films can be shown in a variety of
markets for years, which provide an ongoing source of revenue, often in
perpetuity. This will make them very attractive to possible buyers.

PLAN OF OPERATION

MILESTONES

MAY 2008 - JUNE 2008

Our corporate logo design and stationary was completed. Boreal web site began
construction. We attended the Banff TV and New Media festival from the 6th-11th
of June. At these two events, we made contact with three other producers and
writers who we have received scripts from for packaging. We sent the scripts out
for review from actors and directors.

JULY 2008 - DECEMBER 2008:

During this phase, Boreal optioned a new film property, Crimson Falls, and we
are currently in negotiations on another TV series. Our web site has its home
page up with more information to follow. We secured a director for a project
that we will be optioning in 2009 called "The Clinic".

                                       7
<PAGE>
JANUARY 2009 - JUNE 2009

We approached a director and lead actors for "The Clinic" packaging. We also
started preliminary negotiations on both director and composer for "Crimson
Falls". There are four other TV projects, which we began negotiations on to
option. We attended the Banff TV Festival in June 2009 and made several good
connections with distributors. We are packaging two other series: Vikram Vij:
India Infused and Raider of the Spice Rack.

JULY 2009 - DECEMBER 2009

We did a joint deal with Vancouver based Free Form Productions on three TV
projects: ICON, Breakaway and My Kind of Town. We approached three different Los
Angeles based agents: CAA, UTA and Rebel Entertainment to assist us with other
packaging elements and meetings have been set up for the New Year - February
2010. "The Clinic" packaging is completed. Tickets and flights were booked for
the NATPE conference, which is happening at the end of January 2010 in Las
Vegas, Nevada.

JANUARY 2010 - SEPTEMBER 2010

We attended the NATPE conference in Las Vegas at the end of January to market
the company. We had successful meetings with NBC, Marvista, ABC Family and
Lionsgate. We traveled to Los Angeles in February and met agents at Rebel
Entertainment, CAA, UTA and William Morris to develop new referrals for
packaging. The meetings were successful and we have started discussions with
other producers. In March we secured the director for Crimson Falls - PR Brown -
and started approaching key distributors on that film. In June we attended the
Banff TV conference again to further develop our programs and attach other key
players.

OCTOBER 2010 - MARCH 2011

We have made a deal with Arclight Films to distribute Crimson Falls. We are
currently in discussions with a financier in Los Angeles to complete the
equity-financing component of the project. Since Arclight committed to
distribution, we did not attend the American Film Market. In September we
attended West Doc in Los Angeles, where we met with Discovery, History, Bravo,
WETV and the Game Show Network to discuss unscripted ideas. In November we met
with various talent agents in Los Angeles to start securing LOI's for the lead
roles in Crimson Falls.

APRIL - SEPTEMBER 2011

We were delayed in closing financing on Crimson Falls due to an integral change
in the Northern Ontario film credit program, which was to supply 20% of our
financing. There continued to be great interest from the talent agents we have
approached re: cast options for this project. We attended the Toronto Film
Festival in early September to create pre-buzz for the movie. In June, we
attended the Banff New Media festival to speak with distributors about other
upcoming projects.

                                       8
<PAGE>
OCTOBER - DECEMBER 2011

The Northern Ontario film tax credit program was reinstated and we submitted our
application to them in November. We had preliminary confirmation of being
shortlisted for the program. We will find out in January 2012 if we are
successful. The outcome of this decision will dictate what remaining financing
needs to be completed. Our CEO will be in Los Angeles for several months in the
New Year, trying to secure the last leg of financing. Our meetings at TIFF went
well and we secured an Ontario based producer, Michael Baker, for the production
of Crimson Falls in Ontario in 2012 if the financing is completed. We also
forged a relationship with Breakthrough Entertainment, a large distributor, for
a possible output deal for TV movies.

JANUARY - JUNE 2012

As of May 7, 2012, we are still waiting for a final funding answer from the
Northern Ontario film tax credit program. Their decision-making has been
deferred by several months as they were assessing the funds they had to
distribute. Currently, we have several Canadian distributors on standby, waiting
for the funding decision. If we do not receive the funds, the project will need
to be re-assessed as Arclight Films, the international sales agent, is unable to
offer any upfront pre sales. Our CEO will be attending the Real Screen West
Conference on May 30th and 31st in Santa Monica, to try and move several other
projects into development. In addition, the CEO will likely attend the Producers
Guild of America's annual conference June 8-10th in Culver City to continue
momentum on additional projects.

JULY 2012 - DECEMBER 2012

Crimson Falls was not chosen for funding from the Northern Ontario film tax
credit program. As a result, we will be changing directors to try and access
Telefilm financing and complete the project in 2013. Our CEO did attend Real
Screen West and pitched new projects; we are waiting to hear back from Discovery
and Spike (US Broadcasters) on possibly moving forward into development.

JANUARY 2013 - JUNE 2013

We are currently waiting assessment from a major distributor on contributing the
necessary piece of financing for Crimson Falls, which will allow us to apply to
Telefilm and move into production in mid 2013. Our CEO is attending a digital
marketing conference in Las Vegas in January 2013 to investigate and develop
additional streams for marketing content ideas. The digital marketing conference
proved interesting for many different leads for distribution. In early February,
our CEO met with a visual effects company who were interested in investing into
a film where they could use their employee talent to create visual effects. They
are reviewing our feature film to see if this project could be a fit. Our CEO
was unable to attend Real Screen in Washington as they had sold out the
conference; as a result, we will look at attending the west coast version of the
conference in May 2013.

JULY 2013 - DECEMBER 2013

Our CEO did attend the Digital Summit in Las Vegas and met several key players
for digital distribution. We were unable to secure the visual effects company

                                       9
<PAGE>
for the film, but will look at other players to see if we can strike a deal. Our
CEO is aiming to attend the Produced By Conference in Los Angeles in June and
will set up various meetings at that time.

LIQUIDITY AND CAPITAL RESOURCES

Our cash balance at March 31, 2013 was $762, with $33,760 in outstanding
liabilities, which includes a loan payable of $28,000 to our director.
Management believes our current cash balance will not be sufficient to fund
operations for the next twelve months. Our director has agreed to advance us
funds for operational expenses until we are able to generate revenue; however
she has no legal obligation to do so.

RESULTS OF OPERATIONS

We are still in our development stage and have generated no revenues to date. We
incurred operating expenses of $3,430 and $5,758 for the three months ended
March 31, 2013 and 2012, respectively. These expenses consisted of general
operating expenses and professional fees incurred in connection with the day to
day operation of our business.

We incurred operating expenses of $6,821 and $5,989 for the six months ended
March 31, 2013 and 2012, respectively. These expenses consisted of general
operating expenses and professional fees incurred in connection with the day to
day operation of our business.

Our net loss from inception through March 31, 2013 was $77,448.

Cash provided by financing activities for the period from inception (September
24, 2007) through March 31, 2013 was $54,000, resulting from the sale of
3,000,000 shares of common stock issued to our director at $0.003 per share for
$9,000 and 3,000,000 shares of common stock issued to 30 un-affiliated investors
at $0.015 for proceeds of $45,000.

Effective June 11, 2008, we effected a five for one forward stock split of our
authorized and issued and outstanding common stock. As a result, our authorized
capital has increased from 75,000,000 to 375,000,000 shares of common stock and
our outstanding share capital has increased from 6,000,000 shares of common
stock to 30,000,000 shares of common stock.

OFF-BALANCE SHEET ARRANGEMENTS

We do not have any off-balance sheet arrangements that have or are reasonably
likely to have a current or future effect on our financial condition, changes in
financial condition, revenues or expenses, results of operations, liquidity,
capital expenditures or capital resources that is material to investors.

ITEM 4. CONTROLS AND PROCEDURES

EVALUATION OF DISCLOSURE CONTROLS AND PROCEDURES

Management maintains "disclosure controls and procedures," as such term is
defined in Rule 13a-15(e) under the Securities Exchange Act of 1934 (the
"Exchange Act"), that are designed to ensure that information required to be
disclosed in Boreal Productions' Exchange Act reports is recorded, processed,
summarized and reported within the time periods specified in the Securities and

                                       10
<PAGE>
Exchange Commission rules and forms, and that such information is accumulated
and communicated to management, including our Chief Executive Officer and Chief
Financial Officer, as appropriate, to allow timely decisions regarding required
disclosure.

In connection with the preparation of this quarterly report on Form 10-Q, an
evaluation was carried out by management, with the participation of the Chief
Executive Officer and the Chief Financial Officer, of the effectiveness of our
disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e)
under the Exchange Act) as of March 31, 2013.

Based on that evaluation, management concluded, as of the end of the period
covered by this report, that Boreal Productions' disclosure controls and
procedures were effective in recording, processing, summarizing, and reporting
information required to be disclosed, within the time periods specified in the
Securities and Exchange Commission's rules and forms.

CHANGES IN INTERNAL CONTROLS OVER FINANCIAL REPORTING

As of the end of the period covered by this report, there have been no changes
in Boreal Productions' internal controls over financial reporting during the
quarter ended March 31, 2013, that materially affected, or are reasonably likely
to materially affect, our internal control over financial reporting subsequent
to the date of management's last evaluation.

                                       11
<PAGE>
                           PART II - OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

Boreal Productions is not currently involved in any legal proceedings and we are
not aware of any pending or potential legal actions.

ITEM 1A. RISK FACTORS

There have been no material changes to the risks to our business described in
our Form 10-K for the year ended September 30, 2012 filed with the SEC on
January 4, 2013.

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

There were no sales of unregistered securities during the period covered by this
report.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

There were no defaults upon senior securities during the period covered by this
report.

ITEM 4. MINE SAFETY DISCLOSURES

None.

ITEM 5. OTHER INFORMATION

None.

ITEM 6. EXHIBITS

The following exhibits are included with this quarterly filing. Those marked
with an asterisk and required to be filed hereunder, are incorporated by
reference and can be found in their entirety in our original Form SB-2
Registration Statement, filed under SEC File Number 333-146842, at the SEC
website at www.sec.gov:

Exhibit No.                        Description
-----------                        -----------

    3.1         Articles of Incorporation*
    3.2         Bylaws*
   31.1         Rule 13a-14(a)/15d-14(a) Certification
   31.2         Rule 13a-14(a)/15d-14(a) Certification
   32.1         Certification Pursuant to 18 U.S.C. 1350
  101           Interactive data files pursuant to Rule 405 of Regulation S-T**

----------
**   To be provided by Amendment

                                       12
<PAGE>
                                   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, thereunto duly authorized.

May 13, 2013                        Boreal Productions Inc.


                                        /s/ Andrea Fehsenfeld
                                        ----------------------------------------
                                    By: Andrea Fehsenfeld
                                        (Chief Executive Officer, Chief
                                        Financial Officer, Principal Accounting
                                        Officer, President, Secretary, Treasurer
                                        & Sole Director)

                                       13