================================================================================


                                  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 QUARTERLY PERIOD ENDED MAY 31, 2009

                        Commission File Number 333-146344


                                  KAHZAM, INC.
             (Exact name of registrant as specified in its charter)

                            CENTAURUS RESOURCES CORP.
                           (Former Name of Registrant)

                                    Delaware
                (State or other jurisdiction of incorporation or

                      1515 South Federal Highway, Suite 100
                              Boca Raton, FL 33432

          (Address of principal executive offices, including zip code)

                            Telephone (561) 549-3131
                     (telephone number, including area code)

                                 Richard Weiner
                      1515 South Federal Highway, Suite 100
                              Boca Raton, FL 33432
                                 (561) 549-3131
            (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 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 last 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
the definitions of "large accelerated filer, "accelerated filer,"
"non-accelerated filer," and "smaller reporting company" in Rule 12b-2 of the
Exchange Act.

Largeaccelerated filer [ ]                         Accelerated filer [ ]

Non-accelerated filer [ ]                          Smaller reporting company [X]

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

State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date: 19,500,000 shares as of July 20, 2009


                                       1
<PAGE>

ITEM 1. FINANCIAL STATEMENTS

The un-audited quarterly financial statements for the period ended May 31, 2009,
prepared by the company, immediately follow.

                                  Kahzam, Inc.
                          (A Development Stage Company)
                            Condensed Balance Sheets
--------------------------------------------------------------------------------


                                                          As of         As of
                                                         May 31,      August 31,
                                                          2009           2008
                                                       (Unaudited)    (Audited)
                                                       -----------   -----------

                                     ASSETS

CURRENT ASSETS
  Cash                                                 $         -   $   17,654
  Other Current Asset                                        9,684            -
                                                       -----------   -----------
TOTAL CURRENT ASSETS                                         9,684       17,654
                                                       -----------   -----------

Property and Equipment                                         457            -
Other Assets                                                 1,434            -
                                                       -----------   -----------

      TOTAL ASSETS                                     $    11,575   $   17,654
                                                       ===========   ===========


                  LIABILITIES & STOCKHOLDERS' EQUITY (DEFICIT)

CURRENT LIABILITIES
  Accounts Payable                                     $   101,246   $    5,500
                                                       -----------   -----------
TOTAL CURRENT LIABILITIES                                  101,246        5,500
                                                       -----------   -----------

Long Term Debt, net of current portion                     191,046            -

      TOTAL LIABILITIES                                    191,046        5,500

STOCKHOLDERS' EQUITY (DEFICIT)
  Common stock, ($0.0001 par value, 80,000,000
   shares authorized; 19,500,000 shares and
   2,500,000 issued and outstanding as of
   May 31, 2009 and August 31, 2008,
   respectively.)                                            1,950          250
  Additional paid-in capital                                51,600       39,750
  Deficit accumulated during development stage            (233,021)     (27,846)
                                                       -----------   -----------

TOTAL STOCKHOLDERS' EQUITY (DEFICIT)                      (179,471)      12,154
                                                       -----------   -----------

       TOTAL LIABILITIES & STOCKHOLDERS'
          EQUITY (DEFICIT)                             $    11,575   $   17,654
                                                       ===========   ===========


See Notes to the Financial Statements


                                       2
<PAGE>

                                  Kahzam, Inc.
                          (A Development Stage Company)
                  Condensed Statements of Operation (Unaudited)
--------------------------------------------------------------------------------

                                                                       July 23,
                     Three       Three         Nine        Nine         2007
                    Months       Months       Months      Months     (inception)
                     Ended       Ended        Ended       Ended        through
                    May 31,     May 31,       May 31,     May 31,      May 31,
                     2009         2008         2009        2008         2009
                   ---------   ---------   -----------   ---------   -----------

REVENUES           $      --   $      --   $        --   $      --   $       --

GENERAL &
ADMINISTRATIVE
EXPENSES               5,526       2,990        11,056      10,145       38,902
                   ---------   ---------   -----------   ---------   -----------
TOTAL GENERAL &
ADMINISTRATIVE
EXPENSES               5,526       2,990        11,056      10,145        38,902
                   ---------   ---------   -----------   ---------   -----------

NET INCOME
(LOSS)             $  (5,526)  $  (2,990)  $   (11,056)  $ (10,145)  $  (38,902)
                   =========   =========   ===========   =========   ===========

BASIC EARNINGS
(LOSS) PER
SHARE              $   (0.00)  $   (0.00)  $     (0.00)  $   (0.00)
                   =========   =========   ===========   =========
WEIGHTED
AVERAGE NUMBER
OF COMMON
SHARES
OUTSTANDING        2,500,000   1,835,165    19,500,000   2,000,000
                   =========   =========   ==========    =========


See Notes to the Financial Statements
                                       3
<PAGE>

                                  Kahzam, Inc.
                          (A Development Stage Company)
      Condensed Statements of Changes in Shareholders's Equity (Unaudited)
                 From July 23, 2007 (inception) to May 31, 2009
--------------------------------------------------------------------------------

Deficit
                                                          Accumu-
                                                           lated
                                                          During
                                Common      Additional    Develop-
                    Common       Stock       Paid-in       ment
                    Stock        Amount      Capital       Stage        Total
                  ----------   ---------   -----------   ---------   -----------

Beginning balance,
July 23, 2007             --   $      --   $        --   $      --   $       --

Stock issued to
founder on August
13, 2007
@ $0.01 per share  1,500,000         150        14,850          --        15,000

Net loss, year
ended August 31,
2007                      --          --            --      (9,027)      (9,027)
                  ----------   ---------   -----------   ---------   -----------
BALANCE, A
GUST 31, 2007      1,500,000         150        14,850      (9,027)       5,973
                  ----------   ---------   -----------   ---------   -----------

Stock issued for
cash on December
31, 2007 @ $0.025
per share          1,000,000         100        24,900          --       25,000

Net loss, year
ended August 31,
2008                      --          --            --     (18,819)     (18,819)
                  ----------   ---------   -----------   ---------   -----------
BALANCE,
AUGUST 31, 2008    2,500,000         250        39,750     (27,846)      12,154
                  ----------   ---------   -----------   ---------   -----------

Stock issued for
acquisition of
Kahzam, Inc.       4,000,000         400        11,850          --       12,250

Net loss, nine
months ended
May 31, 2009              --          --            --    (194,114)    (194,114)
                  ----------   ---------   -----------   ---------   -----------

BALANCE, MAY 31,
2009 (UNAUDITED)  19,500,000   $   1,950   $    51,600   $(233,021)  $ (179,471)
                  ==========   =========   ===========   =========   ===========


See Notes to the Financial Statements


                                       4
<PAGE>
                                  Kahzam, Inc.
                          (A Development Stage Company)
                  Condensed Statements of Cash Flow (Unaudited)
--------------------------------------------------------------------------------

                                                                       July 23,
                     Three       Three         Nine        Nine         2007
                    Months       Months       Months      Months     (inception)
                     Ended       Ended        Ended       Ended        through
                    May 31,     May 31,       May 31,     May 31,      May 31,
                     2009         2008         2009        2008         2009
                   ---------   ---------   -----------   ---------   -----------

CASH FLOW FROM
OPERATING
ACTIVITIES
 Net income (loss) $  (5,526)  $  (1,814)  $   (11,056)  $  (7,155)  $  (38,902)
   Increase
  (decrease) in
  accounts payable        --          --        (5,500)         --           --
                   ---------   ---------   -----------   ---------   -----------
    NET CASH
    PROVIDED BY
    (USED IN)
    OPERATING
    ACTIVITIES        (5,526)     (1,814)      (16,556)     (7,155)     (38,902)

CASH FLOW FROM
INVESTING
ACTIVITIES

    NET CASH
    PROVIDED BY
    (USED IN)
    INVESTING
    ACTIVITIES

CASH FLOW FROM
FINANCING
ACTIVITIES
 Issuance of
  common stock            --         100            --         100          250
 Additional paid
  in capital              --      24,900            --      24,900       39,750
                   ---------   ---------   -----------   ---------   -----------
    NET CASH
    PROVIDED BY
    (USED IN)
    FINANCING
    ACTIVITIES            --      25,000            --      25,000        40,000
                   ---------   ---------   -----------   ---------   -----------

NET INCREASE
(DECREASE) IN CASH    (5,526)     23,186        24,678      17,845        1,098

CASH AT BEGINNING
OF PERIOD              6,624         632       (24,678)      5,973           --
                   ---------   ---------   -----------   ---------   -----------

CASH AT END OF
PERIOD             $   1,098   $  23,818   $         -   $  23,818   $    1,098
                   =========   =========   ===========   =========   ===========

SUPPLEMENTAL
DISCLOSURES OF
CASH FLOW
INFORMATION:
 Interest paid     $      --   $      --   $        --   $      --   $       --
                   =========   =========   ===========   =========   ===========

 Income taxes paid $      --   $      --   $        --   $      --   $       --
                   =========   =========   ===========   =========   ===========


See Notes to the Financial Statements

                                       5
<PAGE>

                                  Kahzam, Inc.
                         (A Development Stage Company)
                    Notes to Financial Statements (Unaudited)
                                  May 31, 2009
--------------------------------------------------------------------------------

NOTE 1 - ORGANIZATION AND DESCRIPTION OF BUSINESS

Kahzam, Inc. (formerly Centaurus Resources Corp.) (the Company) was incorporated
on July 23,  2007 under the laws of the State of  Delaware,  and  established  a
fiscal year end of August 31. On May 12, 2009, the Company  acquired 100% of the
issued and outstanding Common Stock of Kahzam, Inc., a Florida  Corporation,  in
exchange for 4,000,000  Shares of the Company's  Common  Stock.  Following  this
acquisition, the Company completed a statutory merger, which became effective on
May 31,  2009,  and the name of the  Company  was  changed  to Kahzam,  Inc.  (a
Delaware corporation).  Simultaneously with the merger, each Share of issued and
outstanding  Common Stock of the Company was  exchanged  for three Shares of new
Kahzam, Inc. Common Stock. As a result of these transactions, as of May 31, 2009
the Company has 19,500,000 Shares of Common Stock issued and outstanding.

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

BASIS OF PRESENTATION

The Company reports revenue and expenses using the accrual method.

USE OF ESTIMATES

Management   uses  estimates  and   assumptions  in  preparing  these  financial
statements in accordance with U.S.  generally  accepted  accounting  principles.
Those  estimates  and  assumptions  affect  the  reported  amounts of assets and
liabilities,  the  disclosure  of  contingent  assets and  liabilities,  and the
reported revenues and expenses.

INCOME TAXES

The Company  accounts  for its income  taxes in  accordance  with  Statement  of
Financial  Accounting  Standards No. 109,  "Accounting for Income Taxes".  Under
Statement  109,  a  liability  method is used  whereby  deferred  tax assets and
liabilities are determined based on temporary differences between basis used for
financial reporting and income tax reporting purposes. Income taxes are provided
based on tax rates in effect at the time such temporary differences are expected
to reverse. A valuation allowance is provided for certain deferred tax assets if
it is more  likely than not,  that the  Company  will not realize the tax assets
through future operations.


                                       6
<PAGE>
                                  Kahzam, Inc.
                         (A Development Stage Company)
                    Notes to Financial Statements (Unaudited)
                                  May 31, 2009
--------------------------------------------------------------------------------

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

FAIR VALUE OF FINANCIAL INSTRUMENTS

Statement of Financial  Accounting  Standards No. 107,  "Disclosures  about Fair
Value  of  Financial  Instruments",  requires  the  Company  to  disclose,  when
reasonably  attainable,  the fair  market  values of its assets and  liabilities
which  are  deemed  to  be  financial   instruments.   The  Company's  financial
instruments consist primarily of cash.

PER SHARE INFORMATION

The Company  computes loss per share in accordance with SFAS No. 128,  "Earnings
per Share" which requires  presentation  of both basic and diluted  earnings per
share  on the face of the  statement  of  operations.  Basic  loss per  share is
computed by dividing net loss available to common  shareholders  by the weighted
average number of outstanding common shares during the period.  Diluted loss per
share gives effect to all dilutive  potential common shares  outstanding  during
the period.  Dilutive  loss per share  excludes all  potential  common shares if
their effect is anti-dilutive.

The Company has no potential dilutive instruments and accordingly basic loss and
diluted loss per share are equal.

STOCK-BASED COMPENSATION

The Company  records  stock-based  compensation in accordance with SFAS No. 123R
"Share Based Payments",  using the fair value method.  All transactions in which
goods or services  are the  consideration  received  for the  issuance of equity
instruments  are  accounted  for  based on the fair  value of the  consideration
received or the fair value of the equity  instrument  issued,  whichever is more
reliably measurable.  Equity instruments issued to employees and the cost of the
services received as consideration are measured and recognized based on the fair
value of the equity instruments issued.

RECENT ACCOUNTING PRONOUNCEMENTS

Recently issued accounting pronouncements will have no significant impact on the
Company and its reporting methods.

                                       7
<PAGE>
                                  Kahzam, Inc.
                         (A Development Stage Company)
                    Notes to Financial Statements (Unaudited)
                                  May 31, 2009
--------------------------------------------------------------------------------

NOTE 3 - PROVISION FOR INCOME TAXES

As of February  28, 2009 the Company had net  operating  loss carry  forwards of
approximately  $38,902 that may be available this amount to reduce future years'
taxable income through 2028.  Future tax benefits which may arise as a result of
these losses have not been  recognized in these financial  statements,  as their
realization is determined not likely to occur and  accordingly,  the Company has
recorded a valuation  allowance for the deferred tax asset relating to these tax
loss carry-forwards.

                                                         As of February 28, 2009
                                                         -----------------------
     Deferred tax assets:
       Net Operating tax carryforwards                           $ 5,835
       Other                                                          --
                                                                 -------
       Gross deferred tax assets                                   5,835
       Valuation allowance                                        (5,835)
                                                                 -------
     Net deferred tax assets                                     $    --
                                                                 =======

NOTE 4 - COMMITMENTS AND CONTINGENCIES

LITIGATION

The Company is not presently involved in any litigation.

NOTE 5 - GOING CONCERN

Future  issuances of the Company's equity or debt securities will be required in
order for the Company to continue to finance its  operations  and  continue as a
going concern. The Company's present revenues are insufficient to meet operating
expenses.

The financial  statements  of the Company have been  prepared  assuming that the
Company  will  continue  as a going  concern,  which  contemplates,  among other
things,  the  realization of assets and the  satisfaction  of liabilities in the
normal  course of business.  The Company has incurred  cumulative  net losses of
$(233,021)  since  its  inception  and  requires  capital  for its  contemplated
operational  and marketing  activities to take place.  The Company's  ability to
raise  additional  capital  through  the  future  issuances  of common  stock is
unknown. The obtainment of additional financing,  the successful  development of
the Company's contemplated plan of operations,  and its transition,  ultimately,
to the  attainment  of  profitable  operations  are necessary for the Company to
continue operations.


                                       8
<PAGE>
                                  Kahzam, Inc.
                         (An Development Stage Company)
                    Notes to Financial Statements (Unaudited)
                                  May 31, 2009
--------------------------------------------------------------------------------

NOTE 5 - GOING CONCERN (continued)

The ability to successfully  resolve these factors raise substantial doubt about
the Company's ability to continue as a going concern.  The financial  statements
of the Company do not include any  adjustments  that may result from the outcome
of these aforementioned uncertainties.

NOTE 6 - RELATED PARTY TRANSACTIONS

J.  Franklin  Bradley and James  Lindsey,  the two officers and directors of the
Company, may, in the future, become involved in other business  opportunities as
they  become  available,  thus he may face a conflict in  selecting  between the
Company and his other business  opportunities.  The Company has not formulated a
policy for the resolution of such conflicts.

NOTE 7 - STOCK TRANSACTIONS

On August 13,  2007 the  Company  issued a total of  1,500,000  shares of common
stock to one  director  for cash in the amount of $0.01 per share for a total of
$15,000.

On December 31, 2007 the Company  issued a total of  1,000,000  shares of common
stock for cash in the amount of $0.025 per share for a total of $25,000. Kahzam,
Inc. was originally incorporated in January, 2008 as Centaurus Resources,  Inc.,
a Delaware  Corporation  ("the Company").  On May 12, 2009, the Company acquired
100% of the issued and  outstanding  Common  Stock of  Kahzam,  Inc.,  a Florida
Corporation,  in exchange for 4,000,000  Shares of the  Company's  Common Stock.
Following this  acquisition,  the Company  completed a statutory  merger,  which
became  effective  on May 31,  2009,  and the name of the Company was changed to
Kahzam,  Inc. (a Delaware  corporation).  Simultaneously  with the merger,  each
Share of issued and  outstanding  Common Stock of the Company was  exchanged for
three  Shares  of  new  Kahzam,   Inc.  Common  Stock.  As  a  result  of  these
transactions,  as of May 31, 2009 the Company  has  19,500,000  Shares of Common
Stock issued and outstanding.

NOTE 8 - STOCKHOLDERS' EQUITY

The  stockholders'  equity section of the Company contains the following classes
of capital stock as of May 31, 2009:

Common  stock,  $ 0.0001 par value:  80,000,000  shares  authorized;  19,500,000
shares issued and outstanding.

                                       9
<PAGE>

ITEM 2. MANAGEMENT DISCUSSION AND ANALYSIS AND PLAN OF OPERATION

BUSINESS OVERVIEW

Kahzam, Inc. was originally  incorporated in July, 2007 as Centaurus  Resources,
Inc., a Delaware  Corporation  ("the  Company").  On May 12,  2009,  the Company
acquired  100% of the issued and  outstanding  Common  Stock of Kahzam,  Inc., a
Florida  Corporation,  in exchange for 4,000,000  Shares of the Company's Common
Stock.  Following this  acquisition,  the Company  completed a statutory merger,
which became  effective on May 31, 2009, and the name of the Company was changed
to Kahzam, Inc. (a Delaware  corporation).  Simultaneously with the merger, each
Share of issued and  outstanding  Common Stock of the Company was  exchanged for
three  Shares  of  new  Kahzam,   Inc.  Common  Stock.  As  a  result  of  these
transactions,  as of May 31, 2009 the Company  has  19,500,000  Shares of Common
Stock issued and outstanding.

The Company's executive offices are located at 1515 South Federal Highway, Suite
100, Boca Raton, FL 33432.  The telephone  number is  561-549-3131,  and the fax
number is 561-393-8505. The Company's principal website is www.kahzam.com.

BUSINESS OPERATIONS

The Company is an emerging  presence in the global pay per click ("PPC")  search
engine  and  Web  portal  field,  utilizing  our  "Kahzam"  trademark.   We  are
headquartered in Boca Raton,  Florida with additional offices in Phoenix, AZ and
we plan to establish  offices in New York City, Los Angeles,  Washington,  D.C.,
Chicago and Las Vegas within the next twelve months.

We maintain a vast index of Web sites and other  online  content  that is freely
available via the search  engine to all Internet  users.  Our  automated  search
technology  helps anyone obtain nearly  instant  access to relevant  information
from our extensive index.

Our Company is assembling a team of experienced  professionals  from the world's
most  respected,  top-tier  marketing  and  advertising  firms.  They  exemplify
leadership,  optimism and  determination,  and possess the qualities critical to
success: a disciplined  approach,  a focus on  accountability,  self-confidence,
trust and an exceptional  capacity to balance  short-term results with long-term
goals.

OUR MARKETING PLAN

Our primary  objective is to build a profitable  long-term  business by becoming
the  leading  search and  portal  company  focused on serving  membership-driven
organizations  in the association and affinity group space.  Kahzam will develop
and deliver  indispensable  experiences and benefits to these  organizations and
their  members,  employees  and  business  partners via a  proprietary,  secure,
"white-label" technology platform. A broad range of advanced multimedia,  social
networking,  information  distribution,  e-commerce and advertising capabilities
will  provide  the  flexibility  and  reliability  to meet  the  most  demanding
enterprise needs. Kahzam's comprehensive  technical support team ensures maximum
results  and value for users,  clients,  publishers,  developers  and  marketers
alike.

By providing a platform that unifies search and multimedia technology,  content,
and community  development,  and enables  personalization and integration across
multiple  platforms  and  devices,  Kahzam  products and services can deepen the
engagement  of new and  existing  users.  This,  coupled  with the growth of the
Internet  as an  advertising  medium,  may lead to  consistent  and  significant
revenue growth. Similarly,  Kahzam is specifically designed to help associations
and affinity groups achieve higher revenues and member satisfaction.


                                       10
<PAGE>

In addition to providing a broad range of services to associations  and affinity
groups,  Kahzam will also offer superior online search functions,  with enhanced
privacy and security, for individual consumers. In addition, Kahzam will license
its proprietary  search function to Web sites that want to include a "Powered by
Kahzam" search functionality within their domain.

KEY MARKETING CONSIDERATIONS

A  Search Portal Market Readiness

Kahzam believes that current  marketplace and industry  fundamentals  provide an
ideal environment for the strategic  expansion of its search portal  operations.
Targeting the association/affinity  group and privacy markets,  Kahzam's goal is
to gain 1% of the total search engine market share.

Association Market Readiness

The current economic downturn has triggered restructurings and consolidations in
the  association/affinity  group sector. As a result, more and more associations
are  actively  searching  for  additional  ways to improve  member  services and
generate  additional  non-dues income.  Based on proprietary  research into this
market space,  Kahzam believes this creates an immediate and significant  market
opportunity.

Market Readiness

Direct-response  tactics such as online search activities continue to experience
growth, even in this economy.  According to advertising agencies,  media buyers,
publishers and third-party Internet monitoring organizations, marketers continue
to shift an increasing percentage of budget dollars to digital channels.  Online
and-Search-Engine  advertising is one of the fastest  growing,  most accountable
and cost-effective methods of advertising available.

Key Business Partners in Place

The company has  secured  agreements  with key,  synergistic  media,  marketing,
market  research,   public   relations,   strategic   planning,   search  engine
optimization,  financial services,  and database business partners.  Kahzam will
continue to  identify,  target and pursue  relationships  with  individuals  and
organizations that can increase its diversity and profitability.

Key Strategic Plans Complete

Kahzam has completed a comprehensive  Strategic Development Plan, which includes
a strong,  integrated public relations and marketing plan specifically  designed
to bring  Kahzam  to  market  rapidly  and to  position  Kahzam  for  sustained,
long-term growth.

Customer Acquisition

Based on market growth and demand  analysis,  Kahzam expects to secure a minimum
of 75 association  clients by the end of 2009 and an additional  300-400 clients
in 2010, and to expand by 500-600 more affinity groups by the end of 2011.


                                       11
<PAGE>

OUR STRATEGIC DEVELOPMENT PLAN

Defining Kahzam's Markets The Strategic Development Plan provides an analysis of
the  current,  highly  competitive  consumer  search  market,  as  well  several
potential  niche  markets.  According to the December  2008 Core Search  Report,
among the top search engines:

         o    Consumers chose Google sites for more than 8  billion of the total
              12.7 billion total searches conducted during this month - 63.5% of
              all searches among the top five search entities

         o    Yahoo  sites  totaled 20.5% (2.6 billion)  searches  and Microsoft
              searches  totaled  8.3% (1.1 billion) searches, while Ask  Network
              and AOL, LLC registered 3.9% (488 million)  and 3.8% (478 million)
              respectively

While the overall  number of searches  continues to increase by 3-4% each month,
there is little  competition  between  the top search  engines.  Only  Google is
gaining new market share,  despite  aggressive new product and service offerings
from Yahoo, Microsoft and Ask.com.

The vast number of individual  consumers has established a preference for one of
these top search  engines.  Ask.com's  recent  and  disastrous  $100  million ad
campaign proved that consumers have little need to switch from one search engine
to another.  They are  comfortable  and  satisfied  with the results of whatever
company they currently use.

Not even mounting  concerns,  raised by the government and the media,  about the
privacy and security of personal information obtained through the search process
and  retained  by the search  companies,  have  adversely  impacted  mass-market
consumer search usage. Instead,  those consumers who desire a private and secure
search  portal  remain a relatively  small  subset of the total  search  market.
Small, but valuable nonetheless.

However,  despite this competition and the established  market share of the "big
Five," Kahzam has identified one defensible and distinctive  "niche" market that
can  yield  rapid and  substantial  market  penetration,  sustained  growth  and
potentially massive audience aggregation - the Association market. The scope and
size of this virtually untapped market is impressive.

There   are   nearly   1.8   million    Associations    and    association-like,
membership-driven organizations in the following ready-made market segments:

         o    Trade, Business and Commercial

         o    Environmental and Agricultural

         o    Legal, Governmental, Public Administration, and Military

         o    Engineering, Technological and Natural/Social Sciences

         o    Educational

         o    Cultural

         o    Social Welfare



                                       12
<PAGE>
         o    Health and Medical

         o    Public Affairs

         o    Fraternal, Nationality, and Ethnic

         o    Religious

         o    Veterans', Hereditary and Patriotic

         o    Hobby and Avocational

         o    Athletic and Sports

         o    Labor Unions, Associations, and Federations

         o    Chambers of Commerce and Trade and Tourism

         o    Greek and Non-Greek Letter Societies, Associations, and
              Federations

         o    Fan Clubs

According to the American Society of Association Executives (ASAE), Associations
generate  more than $33  billion  in revenue  nationally  and held more than $50
billion in assets in 2006.  Clearly,  the Association market represents a series
of enormous  marketing  opportunities  for any  business  with a product  and/or
service that benefits both the Association  and the member,  and that can easily
be tailored to meet a wide range of specific needs.

The Kahzam Association Solution
This  Association  - along with its related  Affinity  Group space  represents a
windfall   opportunity  -  an  enormous   market   (comprised  of  thousands  of
highly-defined  segments)  that is searching  for a wide range of  Web-delivered
solutions that benefit their members and other stakeholders.  This traditionally
conservative  market is becoming ever more receptive to new technology,  as well
as new relationships with appropriate marketers (via advertising, e-commerce and
sponsorships)  that  help  gain and  retain  members  and  generate  additional,
non-dues income.

By  developing  and  offering  a  comprehensive,  "white-label"  version  of our
"standard" search/portal solution with features, functions, content and messages
that can be  customized  to the needs of  individual  Associations  and Affinity
Groups, Kahzam has an unprecedented  opportunity to penetrate,  satisfy, own and
grow this market.

Using this  strategy,  Kahzam can  rapidly  achieve  significant  market  share,
aggregate a large, segmented, "captive" and loyal user base, and monetize portal
usage through multiple revenue  streams.  The benefits to both  Associations and
Kahzam are clear:

         o    The  Association  appears  as  if  it is  providing  the  portal's
              comprehensive  and valuable  suite of services to their members at
              no charge to the members,  thus  increasing the real and perceived
              value   of   Association    membership   and   strengthening   the
              association's membership value proposition.

         o    The Association  realizes additional,  alternate,  non-dues income
              (from shared  advertising and e-commerce  revenue) at little or no
              expense



                                       13
<PAGE>

         o    The  Association  can apply these revenues to help cover the costs
              of operations, the delivery of additional services, and/or to help
              reduce member dues

         o    Kahzam  will gain  access to each  Association's  member,  vendor,
              strategic  partner  and  sponsor  bases,  as well  as the  various
              revenue streams they enable

         o    Finally,  Kahzam can achieve  all of this  without  incurring  the
              costs of direct  competition with other  established,  mass-market
              search/portal solution providers.

The Kahzam Standard Portal

This portal configuration will be available to any Web user. It will include the
following features and capabilities:

Multimedia  Center - built around a full-featured  media player. It will be able
to play  streaming  video and audio,  live  Webcasts  and  Podcasts,  as well as
advertising and other commercial messages.

Search Center - a  full-service  Internet  search  engine that  displays  search
criteria, search results,  sponsored results and Kahzam classified ads and other
advertising.

E-Commerce Shopping Center - populated with Kahzam "standard" stores, as well as
user-selected stores, it includes a shopping comparison engine.

E-Commerce  Deal  Center - a clearing  house for  advertiser,  sponsor and store
discounts  and special  offers.  It also provides  access to a Kahzam  community
discount/rewards program.

News Center - with access to user-selected news sources and Kahzam standard news
sources and program weekly/monthly pre-packaged content feeds.

Financial  Center - including  user-selectable  financial  news and  information
sources and Kahzam  standard  sources.  It  incorporates  a stock  "ticker"  and
enables customized user portfolio.

Weather Center - with coverage of user-selectable markets.

Entertainment Center - with user-selectable local television/movie  listings and
remote DVR programming.

Map Center - with  user-selectable  links to the user's favorite  map/directions
service(s).

Yellow Pages - with access to editions in user-selectable markets.

Game Center - with a user-selectable game collection.

Travel Center - with Kahzam  standard and  user-defined  links to travel service
home  pages/account  sign-in  pages,  a travel  comparison  engine and a booking
engine.

Real Estate Center - with Kahzam standard and  user-defined  links to major real
estate site home pages/account sign-in pages.



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<PAGE>

Job Center - with Kahzam  standard  and  user-definable  links to major job site
home pages/account sign-in pages.

Mail Center - with Kahzam's  full-service email system including real-time email
alerts.

Chat Center - with access to all Kahzam standard and user-created chat rooms and
bulletin  boards  categorized  and  searchable  by  topic,   geographic  region,
demographics, etc.

IM Center - with  user-definable  links to favorite IM service(s)  sign-in pages
and access to Kahzam's standard (cam capable) IM service.

Friend Center - with  user-definable  Kahzam  "friends,"  friend monitoring from
user-selectable sites

Opinion Center - with user-selectable survey/poll/quiz topics created by Kahzam.

Profile Center - with user-uploadable pictures and profile information.

Preference  Center - one,  central place for users to easily set up,  customize,
personalize and manage the entire portal experience.

Help Center - with a text-based,  online help index, as well as live/chat, email
and auto-dial phone contact help capability.

The Kahzam White-Label Portal

Each white-label portal can be branded with each  Association's  unique logo and
color scheme.  Branding extends from the portal's GUI and "skin"  throughout the
various internal navigation, feature and option menus, as well as content pages.

In addition to the custom branding capability, there are several other important
differences  between Kahzam's  standard and white-label  portals.  These provide
various  tailored  functionalities  and content.  They also provide  additional,
outstanding value to all stakeholders.

Associations will be able to:

         o    Deliver their own original  "programming,"  such as Webinars,  Web
              teleconferences, "news" reports and legacy video programs, via the
              Multimedia Center

         o    Create  a  virtual,  Association-specific,   secure,  members-only
              Intranet for member-to-member communication and social networking

         o    Operate  proprietary   e-stores  in  the  Shopping  Center  via  a
              comprehensive,  branded  e-commerce  engine and offer  e-stores to
              vendors, strategic allies, sponsors and key advertisers

         o    Offer members-only  discounts from the Association,  its strategic
              partners, vendors, sponsors and advertisers via the Deal Center



                                       15
<PAGE>
         o    Provide members with Association  news and targeted  breaking news
              along  with  weekly/monthly,  pre-packaged  news  feeds  from  the
              Association in the News Center

         o    Use their Job Center to post jobs  available in the  Association's
              specific  industry or  interest  area,  as well as jobs  available
              within the Association

         o    Offer the Community Center - a full-featured,  members-only social
              network with page  creation and  management  software,  as well as
              member blog page creation and management software

         o    Offer  the  Discussion  Center  -  with  user-definable  links  to
              favorite  Association chat rooms, as well as the ability to create
              and manage  moderated  Association  discussion  groups and program
              real-time discussion alerts

         o    Allow members to identify and monitor other logged-in  Association
              members and Association friends via the Friend Center

         o    Create and manage  member-targeted  surveys, polls and quizzes via
              the Opinion Center

         o    Allow Association  members to send general and targeted  "HelpMe!"
              alerts    via   the    Alert    Center   to    arrange    ad   hoc
              brainstorming/problem-solving   sessions   in   the   members-only
              Discussion Center

Kahzam will also provide a "backroom" that enables Association administrators to
control and manage all of these capabilities and content.

Portal Design

The proposed  Kahzam portal design will embrace the future.  Indeed,  the portal
GUI will look more like a hand-held  device  than a Web page.  It will adopt the
clean,  uncluttered  attributes of an iPhone-like interface and allow the user's
specific needs to drive navigation, as well as the overall portal experience.

The Kahzam  standard and white label portal GUI design  maximizes the utility of
the portal on advanced smart phones and computers  alike.  It also maximizes the
available   space  for  Kahzam  and  association   branding  and  content,   and
revenue-generating advertising.

The PR and Marketing Plan
Kahzam's  breakthrough  product and marketing  strategies  will be promoted by a
comprehensive,  company-wide  PR and marketing plan. Each of Kahzam's two "lead"
service markets:  1) Associations,  association-like  organizations and affinity
groups, and 2) the privacy-focused Internet public, will have its own public and
media  relations  programs.  These  will  be  based  on  and  will  support  the
company-wide  program,  but each will have the focus  necessary  for product and
sales success.


                                       16
<PAGE>

Kahzam will use a variety of media  outreach  strategies  for image creation and
positioning,  as well  as for the  promotion  of  marketing-driven  initiatives.
Kahzam  will  be  positioned  as  an   authoritative   industry   voice  in  the
rapidly-evolving search engine marketplace,  as well as the emerging Web 2.0/3.0
person-to-person communications marketplace.

Through the media,  Associations  and consumer  markets will see Kahzam as their
"first-choice" for making the most of their Internet experience.  To do this, we
will  create  a  professional  and   bottom-line-focused   PR-driven   marketing
communications campaign.

The Strategic  Development Plan sets forth the exhaustive,  high-performance and
cost-effective strategies and tactics that will be executed to achieve success.

OUR PRODUCTS AND REVENUE STREAMS

Kahzam's  primary  revenue  streams will be driven by  independent,  negotiated,
revenue sharing  agreements  with each  Association  client or each  association
management  company  client.  Revenue  from  general  consumer use of the Kahzam
public portal will become  significant  over time as Association  members become
loyal users outside of the Association space and as various marketing and public
relations strategies begin to attract large numbers of new, individual users.

Generating  revenue  is  all  about  eyeballs.   And  Kahzam's  distinctive  and
comprehensive  business model is designed to aggregate audiences both within the
Association space and beyond.

Revenue Streams

There is an enormous  potential for Kahzam  e-commerce direct revenue and client
revenue sharing opportunities. These include:

         o    Association Advertising/Sponsorships

         o    e-commerce and Affinity Marketing

         o    Premium Content Subscriptions

         o    Proprietary Databases

Additional,  and  distinct  streams  will  help  generate  the  revenue  returns
projected for Kahzam. These include:

         o    Key word advertising

         o    Proprietary classified box ads

         o    PPC Banner ads

         o    Streaming video and audio ads

         o    Sponsored social networking posts and pages

         o    Sponsored outbound Association member alerts

         o    Sponsored outbound Kahzam member alerts

         o    Enhanced,  premium  services  for Association  Intranet/portal Web
              sites



                                       17
<PAGE>

         o    Kahzam e-commerce

         o    Packaging  and   reselling/renting/leasing   database  information
              gathered  on  Kahzam's  social  networking   platform  along  with
              information   gathered   on   Association   members  who  use  the
              Kahzam-provided Intranet/portals

Enhanced Premium Services

Kahzam  also has an  opportunity  to develop and market a  proprietary  suite of
superior privacy and security services to individual portal users.  Because this
is a speculative concept, the projected revenue from such a product has not been
combined  with the other  revenue  stream  projections.  However,  a  successful
implementation  of such a product has the  potential to increase  the  projected
revenue by as much as 60% in the first three years of operations.

RESULTS OF OPERATIONS

We are still in our development stage and have generated no revenues to date. We
incurred operating expenses of $11,056 and $10,145 for the nine months Ended May
31, 2009 and May 31, 2008,  respectively.  These  expenses  consisted of general
operating  expenses and professional fees incurred in connection with the day to
day operation of our business and the preparation and filing of our reports with
the Securities and Exchange Commission.

Our net loss from inception through May 31, 2009 was $(233,021).

Our  auditors  have  issued a going  concern  opinion.  This means that there is
substantial  doubt that we can  continue  as an on-going  business  for the next
twelve  months  unless we obtain  additional  capital to pay our bills.  This is
because we have not generated  revenues and no revenues are anticipated until we
begin  removing and selling  minerals.  There is no assurance we will ever reach
that point.



                                       18
<PAGE>

LIQUIDITY AND CAPITAL RESOURCES

Our cash  balance at May 31, 2009 was $0 with  liabilities  of  $191,046.  Since
inception  we have sold  $40,000 in equity  securities.  On August  13,  2007 we
issued a total of 1,500,000  shares of common  stock to our Former  director for
cash in the amount of $0.01 per share or $15,000. On December 31, 2007 we issued
a total of 1,000,000 shares of common stock for cash in the amount of $0.025 per
share or $25,000,  pursuant to our SB-2  Registration  Statement  filed with the
Securities and Exchange  Commission under file number  333-146344,  which became
effective on October 19, 2007.

If we experience a shortage of funds prior to generating revenue from operations
we may utilize  funds from our  director  who has  informally  agreed to advance
funds to allow us to pay for business  operations,  however, our director has no
formal  commitment,  arrangement or legal obligation to advance or loan funds to
us.

PLAN OF OPERATION

The Company is an emerging  presence in the global pay per click ("PPC")  search
engine  and  Web  portal  field,  utilizing  our  "Kahzam"  trademark.   We  are
headquartered in Boca Raton,  Florida with additional offices in Phoenix, AZ and
we plan to establish  offices in New York City, Los Angeles,  Washington,  D.C.,
Chicago and Las Vegas within the next twelve months.

We maintain a vast index of Web sites and other  online  content  that is freely
available via the search  engine to all Internet  users.  Our  automated  search
technology  helps anyone obtain nearly  instant  access to relevant  information
from our extensive index.

Our Company is assembling a team of experienced  professionals  from the world's
most  respected,  top-tier  marketing  and  advertising  firms.  They  exemplify
leadership,  optimism and  determination,  and possess the qualities critical to
success: a disciplined  approach,  a focus on  accountability,  self-confidence,
trust and an exceptional  capacity to balance  short-term results with long-term
goals.

ITEM 4. CONTROLS AND PROCEDURES

EVALUATION OF DISCLOSURE CONTROLS AND PROCEDURES

Under the supervision and with the  participation  of our management,  including
our principal  executive officer and the principal  financial  officer,  we have
conducted an evaluation of the  effectiveness of the design and operation of our
disclosure controls and procedures,  as defined in Rules 13a-15(e) and 15d-15(e)
under the  Securities  and  Exchange  Act of 1934,  as of the end of the  period
covered  by this  report.  Based on this  evaluation,  our  principal  executive
officer and principal financial officer concluded as of the evaluation date that
our  disclosure  controls and  procedures  were effective such that the material
information  required to be included in our Securities  and Exchange  Commission
reports is recorded, processed,  summarized and reported within the time periods
specified in SEC rules and forms  relating to our company,  particularly  during
the period when this report was being prepared.



                                       19
<PAGE>

Additionally,  there were no significant  changes in our internal controls or in
other factors that could  significantly  affect these controls subsequent to the
evaluation date. We have no identified any significant  deficiencies or material
weaknesses  in our internal  controls,  and  therefore  there were no corrective
actions taken.

                           PART II. OTHER INFORMATION

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  333-144279,  at the SEC
website at www.sec.gov:

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

        3.1         Certificate of Merger
        3.2         Bylaws*
                    2009 Stock Incentive Plan
       31.1         Sec. 302 Certification of Principal Executive Officer
       31.2         Sec. 302 Certification of Principal Financial Officer
       32.1         Sec. 906 Certification of Principal Executive Officer
       32.2         Sec. 906 Certification of Principal Financial Officer

SIGNATURES

Pursuant  to the  requirements  of  Section  13(a) or  15(d)  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.

July 17, 2009                          Kahzam, Inc., Registrant


                                       By: /s/ J. FRANKLIN BRADLEY
                                           -------------------------------------
                                           J. FRANKLIN BRADLEY
                                           President and Chief Executive Officer

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

July 17, 2009                          Kahzam, Inc., Registrant


                                       By: /s/ JAMES LINDSEY
                                           -------------------------------------
                                           JAMES LINDSEY
                                           Secretary and Treasurer
                                           Chief Financial Officer (Principal
                                           Executive Officer and Principal
                                           Accounting Officer)









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