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, 2010

                        Commission File Number 333-146627


                             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 [ ] 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]

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 11, 2010.
<PAGE>
ITEM 1. FINANCIAL STATEMENTS.

The un-audited quarterly financial statements for the period ended March 31,
2010, prepared by the company, immediately follow.



                                       2
<PAGE>
                               GEORGE STEWART, CPA
                              316 17th AVENUE SOUTH
                            SEATTLE, WASHINGTON 98144
                        (206) 328-8554 FAX (206) 328-0383


             REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Directors and
Stockholders of Boreal Productions, Inc.

I have  reviewed the  condensed  balance  sheet of Boreal  Productions,  Inc. (A
Development  Stage  Company) as of March 31,  2010,  and the  related  condensed
statements of  operations  for the three and six months ended March 31, 2010 and
2009 and for the period from  September 24, 2007  (inception) to March 31, 2010,
and  condensed  statements of cash flows for the six months ended March 31, 2010
and 2009 and for the period from  September  24, 2007  (inception)  to March 31,
2010.  These  financial  statements  are  the  responsibility  of the  company's
management.

I conducted my review in  accordance  with the  standards of the Public  Company
Accounting  Oversight  Board  (United  States).  A review of  interim  financial
information  consists  principally of applying analytical  procedures and making
inquiries of persons  responsible  for financial and accounting  matters.  It is
substantially less in scope than an audit conducted in accordance with standards
of the Public Company Accounting  Oversight Board (United States), the objective
of which is the  expression of an opinion  regarding  the  financial  statements
taken as a whole. Accordingly, I do not express such an opinion.

Based on my review, I am not aware of any material  modifications that should be
made  to  the  accompanying  interim  financial  statements  for  them  to be in
conformity with generally accepted accounting principles in the United States of
America.

I have previously  audited,  in accordance with auditing standards of the Public
Company Accounting  Oversight Board (United States), the balance sheet of Boreal
Productions,  Inc. (A  Development  Stage Company) as of September 30, 2009, and
the related  statements of operations,  retained earnings and cash flows for the
year then ended (not  presented  herein);  and in my report  dated  December 16,
2009, I expressed a going concern opinion on those financial  statements.  In my
opinion,  the information set forth in the accompanying  condensed balance sheet
as of September  30,  2009,  is fairly  stated,  in all  material  respects,  in
relation to the balance sheet from which it has been derived.



/s/ George Stewart, CPA
--------------------------------
Seattle, Washington
May 7, 2010

                                       3
<PAGE>
                             BOREAL PRODUCTIONS INC.
                          (A Development Stage Company)
                                 Balance Sheet
--------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                     As of             As of
                                                                   March 31,        September 30,
                                                                     2010               2009
                                                                   --------           --------
<S>                                                                <C>                <C>
                                     ASSETS

CURRENT ASSETS
  Cash                                                             $  2,948           $ 16,980
                                                                   --------           --------
TOTAL CURRENT ASSETS                                                  2,948             16,980

OTHER ASSETS
  Intellectual Property                                               9,550              2,500
                                                                   --------           --------
TOTAL OTHER ASSETS                                                    9,550              2,500
                                                                   --------           --------

      TOTAL ASSETS                                                 $ 12,498           $ 19,480
                                                                   ========           ========

                       LIABILITIES & STOCKHOLDERS' EQUITY

CURRENT LIABILITIES
  Accounts Payable                                                 $     --           $     15
                                                                   --------           --------
TOTAL CURRENT LIABILITIES                                                --                 15

      TOTAL LIABILITIES                                                  --                 15

STOCKHOLDERS' EQUITY
  Common stock, ($0.001 par value, 375,000,000 shares
   authorized; 30,000,000 shares issued and outstanding
   as of March 31, 2010 and September 30, 2009                       30,000             30,000
  Additional paid-in capital                                         24,000             24,000
  Deficit accumulated during development stage                      (41,502)           (34,535)
                                                                   --------           --------
TOTAL STOCKHOLDERS' EQUITY                                           12,498             19,465
                                                                   --------           --------

      TOTAL LIABILITIES & STOCKHOLDERS' EQUITY                     $ 12,498           $ 19,480
                                                                   ========           ========
</TABLE>


                        See Notes to Financial Statements

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

<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,
                                              2010             2009             2010            2009             2010
                                          ------------     ------------     ------------    ------------     ------------
<S>                                       <C>              <C>              <C>             <C>              <C>
REVENUES
  Revenues                                $         --     $         --     $         --    $         --     $         --
                                          ------------     ------------     ------------    ------------     ------------
TOTAL REVENUES                                      --               --               --              --               --

GENERAL & ADMINISTRATIVE EXPENSES                1,947              370            2,567           1,209           20,807
PROFESSIONAL FEES                                1,500            1,400            4,400           4,100           20,695
                                          ------------     ------------     ------------    ------------     ------------
TOTAL GENERAL & ADMINISTRATIVE EXPENSES          3,447            1,770            6,967           5,309           41,502
                                          ------------     ------------     ------------    ------------     ------------

NET INCOME (LOSS)                         $     (3,447)    $     (1,770)    $     (6,967)   $     (5,309)    $    (41,502)
                                          ============     ============     ============    ============     ============

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

                                       5
<PAGE>
                             BOREAL PRODUCTIONS INC.
                          (A Development Stage Company)
                             Statement of Cash Flows
--------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                                                   September 24, 2007
                                                                Six Months         Six Months         (inception)
                                                                  Ended              Ended             through
                                                                 March 31,          March 31,          March 31,
                                                                   2010               2009               2010
                                                                 --------           --------           --------
<S>                                                              <C>                <C>                <C>
CASH FLOWS FROM OPERATING ACTIVITIES
  Net income (loss)                                              $ (6,967)          $ (5,309)          $(41,502)
  Adjustments to reconcile net loss to net cash
   provided by (used in) operating activities:

  Changes in operating assets and liabilities:
    Increase (Decrease) in Stock Subscriptions Received                --                 --                 --
    Increase (Decrease) in Accounts Payable                           (15)             1,400                 --
                                                                 --------           --------           --------
          NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES      (6,982)            (3,909)           (41,502)

CASH FLOWS FROM INVESTING ACTIVITIES
  Intellectual Property                                            (7,050)            (2,500)            (9,550)
                                                                 --------           --------           --------
          NET CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES      (7,050)            (2,500)            (9,550)

CASH FLOWS FROM FINANCING ACTIVITIES
  Issuance of common stock                                             --                 --             54,000
  (Increase) Decrease in Subscription Receivable                       --                 --                 --
                                                                 --------           --------           --------
          NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES          --                 --             54,000
                                                                 --------           --------           --------

NET INCREASE (DECREASE) IN CASH                                   (14,032)            (6,409)             2,948

CASH AT BEGINNING OF PERIOD                                        16,980             31,721                 --
                                                                 --------           --------           --------

CASH AT END OF YEAR                                              $  2,948           $ 25,311           $  2,948
                                                                 ========           ========           ========

SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION

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

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


                        See Notes to Financial Statements

                                       6
<PAGE>
                             BOREAL PRODUCTIONS INC.
                         (An Development Stage Company)
                          Notes to Financial Statements
                                 March 31, 2010
--------------------------------------------------------------------------------

NOTE 1. ORGANIZATION AND DESCRIPTION OF BUSINESS

Boreal  Productions  Inc. (the Company) was  incorporated  under the laws of the
State of Nevada on September 24, 2007.  The Company was formed to option feature
films and TV  projects  and then  package  them to sell at a profit  to  various
studios and production companies.

The  Company  is in the  development  stage.  Its  activities  to date have been
limited to capital formation, organization and development of its business plan.
The Company has commenced limited operations.

NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

A. BASIS OF ACCOUNTING

The Company's  financial  statements  are prepared  using the accrual  method of
accounting. The Company has elected an September 30, year-end.

B. BASIC EARNINGS PER SHARE

ASC No. 260, "Earnings Per Share",  specifies the computation,  presentation and
disclosure requirements for earnings (loss) per share for entities with publicly
held common stock. The Company has adopted the provisions of ASC No. 260.

Basic net loss per share  amounts is computed  by  dividing  the net loss by the
weighted average number of common shares outstanding. Diluted earnings per share
are the same as basic  earnings  per share due to the lack of dilutive  items in
the Company.

C. CASH EQUIVALENTS

The Company considers all highly liquid  investments  purchased with an original
maturity of three months or less to be cash equivalents.

D. USE OF ESTIMATES AND ASSUMPTIONS

The preparation of financial  statements in conformity  with generally  accepted
accounting principles requires management to make estimates and assumptions that
affect  the  reported  amounts  of assets  and  liabilities  and  disclosure  of
contingent  assets and  liabilities at the date of the financial  statements and
the  reported  amounts of revenues  and expenses  during the  reporting  period.
Actual results could differ from those estimates. In accordance with ASC No. 250
all adjustments are normal and recurring.

                                       7
<PAGE>
                             BOREAL PRODUCTIONS INC.
                         (An Development Stage Company)
                          Notes to Financial Statements
                                 March 31, 2010
--------------------------------------------------------------------------------

NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

E. INCOME TAXES

Income taxes are provided in accordance with ASC No. 740,  Accounting for Income
Taxes.  A  deferred  tax  asset  or  liability  is  recorded  for all  temporary
differences   between  financial  and  tax  reporting  and  net  operating  loss
carryforwards. Deferred tax expense (benefit) results from the net change during
the year of deferred tax assets and liabilities.

Deferred tax assets are reduced by a valuation allowance when, in the opinion of
management,  it is more likely than not that some portion of all of the deferred
tax assets will be realized.  Deferred tax assets and  liabilities  are adjusted
for the effects of changes in tax laws and rates on the date of enactment.

F. REVENUE

The Company  records  revenue on the accrual  basis when all goods and  services
have been performed and  delivered,  the amounts are readily  determinable,  and
collection  is  reasonably  assured.  The Company has not  generated any revenue
since its inception.

G. ADVERTISING

The  Company  will  expense its  advertising  when  incurred.  There has been no
advertising since inception.

NOTE 3. GOING CONCERN

The  accompanying  financial  statements are presented on a going concern basis.
The Company had no operations during the period from September 24, 2007 (date of
inception) to March 31, 2010 and generated a net loss of $41,502. This condition
raises  substantial  doubt  about the  Company's  ability to continue as a going
concern.  Even though the Company is currently in the development  stage and has
minimal expenses, management does not believe that the company's current cash of
$2,948 is  sufficient  to cover the  expenses  they will  incur  during the next
twelve months.

NOTE 4. WARRANTS AND OPTIONS

There are no warrants or options outstanding to acquire any additional shares of
common.

                                       8
<PAGE>
                             BOREAL PRODUCTIONS INC.
                         (An Development Stage Company)
                          Notes to Financial Statements
                                 March 31, 2010
--------------------------------------------------------------------------------

NOTE 5. RELATED PARTY TRANSACTIONS

The sole officer and director of the Company may, in the future, become involved
in  other  business  opportunities  as they  become  available,  she may  face a
conflict in selecting between the Company and her other business  opportunities.
The Company has not formulated a policy for the resolution of such conflicts.

NOTE 6. INCOME TAXES

                                                            As of March 31, 2010
                                                            --------------------
     Deferred tax assets:
       Net operating tax carryforwards                            $ 41,502
       Other                                                             0
                                                                  --------
       Gross deferred tax assets                                    41,502
       Valuation allowance                                         (41,502)
                                                                  --------

       Net deferred tax assets                                    $      0
                                                                  ========

Realization of deferred tax assets is dependent upon  sufficient  future taxable
income during the period that deductible temporary differences and carryforwards
are expected to be available to reduce  taxable  income.  As the  achievement of
required  future taxable income is uncertain,  the Company  recorded a valuation
allowance.

NOTE 7. NET OPERATING LOSSES

As of March 31, 2010,  the Company has a net  operating  loss  carryforwards  of
approximately $41,502. Net operating loss carryforward expires twenty years from
the date the loss was incurred.

NOTE 8. STOCK TRANSACTIONS

Transactions,  other than employees' stock issuance,  are in accordance with ASC
No. 505.  Thus  issuances  shall be accounted for based on the fair value of the
consideration  received.  Transactions  with  employees'  stock  issuance are in
accordance with ASC No. 718. These issuances shall be accounted for based on the
fair  value  of the  consideration  received  or the fair  value  of the  equity
instruments issued, or whichever is more readily determinable.

On September 24, 2007 the Company issued a total of 15,000,000  shares of common
stock to one director for cash in the amount of $0.0006 per share for a total of
$9,000.

                                       9
<PAGE>
                             BOREAL PRODUCTIONS INC.
                         (An Development Stage Company)
                          Notes to Financial Statements
                                 March 31, 2010
--------------------------------------------------------------------------------

NOTE 8. STOCK TRANSACTIONS (CONTINUED)

On February 18, 2008 the Company  issued a total of 15,000,000  shares of common
stock to thirty investors for cash in the amount of $0.003 per share for a total
of $45,000.

On June 11,  2008 the  Company  effected  a 5 for 1  forward  split of its share
capital such that every one share of common stock issued and  outstanding  prior
to the split was  exchanged  for five  post-split  shares of common  stock.  The
number of shares referred to in the previous  paragraphs is post-split number of
shares.   The  Company  also  changed  its  post-split   authorized  capital  to
375,000,000  shares of common  stock with a par value of $0.001  per share.  All
share amounts have been retroactively adjusted for all periods presented.

As of March 31, 2010 the Company had  30,000,000  shares of common  stock issued
and outstanding.

NOTE 9. STOCKHOLDERS' EQUITY

The  stockholders'  equity section of the Company contains the following classes
of capital stock as of March 31, 2010:

Common stock, $0.001 par value: 375,000,000 shares authorized; 30,000,000 shares
issued and outstanding.

NOTE 10. NEW ACCOUNTING PRONOUCEMENTS

Recent  accounting  pronouncements  that are  listed  below did  and/or  are not
currently  expected  to  have  a  material  effect  on the  Company's  financial
statements.

FASB STATEMENTS:

In  February  2010,  the  FASB  issued   Accounting   Standards  Update  ("ASU")
No.2010-09,  "Amendments to Certain  Recognition  and  Disclosure  Requirements"
("ASU2010-09"),  which is included in the FASB Accounting Standards Codification
(the "ASC") Topic 855  (Subsequent  Events).  ASU 2010-09  clarifies that an SEC
filer is  required  to  evaluate  subsequent  events  through  the date that the
financial  statements are issued.  ASU 2010-09 is effective upon the issuance of
the  final  update  and did  not  have a  significant  impact  on the  Company's
financial statements.

In June 2009,  the FASB  issued  guidance  now  codified  as ASC 105,  Generally
Accepted Accounting Principles as the single source of authoritative  accounting
principles  recognized by the FASB to be applied by nongovernmental  entities in
the preparation of financial statements in conformity with U.S. GAAP, aside from
those  issued by the SEC.  ASC 105 does not change  current  U.S.  GAAP,  but is
intended to simplify user access to all authoritative U.S. GAAP by providing all
authoritative  literature  related  to a  particular  topic  in one  place.  The
adoption of ASC 105 did not have a material impact on the

                                       10
<PAGE>
                             BOREAL PRODUCTIONS INC.
                         (An Development Stage Company)
                          Notes to Financial Statements
                                 March 31, 2010
--------------------------------------------------------------------------------

NOTE 10. NEW ACCOUNTING PRONOUCEMENTS (CONTINUED)

Company's   financial   statements,   but  did  eliminate   all   references  to
pre-codification standards.

June 2009, the FASB issued SFAS No. 166,  "Accounting for Transfers of Financial
Assets--an  amendment of FASB Statement No. 140" ("SFAS 166"). The provisions of
SFAS 166, in part, amend the  derecognition  guidance in FASB Statement No. 140,
eliminate  the  exemption  from  consolidation  for  qualifying  special-purpose
entities and require additional disclosures. SFAS 166 is effective for financial
asset  transfers  occurring after the beginning of an entity's first fiscal year
that begins after  November 15, 2009. The Company does not expect the provisions
of SFAS 166 to have a  material  effect on the  financial  position,  results of
operations or cash flows of the Company.

In June 2009, the FASB issued SFAS No. 167,  "Amendments to FASB  Interpretation
No. 46(R) ("SFAS 167"). SFAS 167 amends the consolidation guidance applicable to
variable interest entities.  The provisions of SFAS 167 significantly affect the
overall consolidation analysis under FASB Interpretation No. 46(R).

SFAS 167 is effective  as of the  beginning of the first fiscal year that begins
after November 15, 2009. SFAS 167 will be effective for the Company beginning in
2010.  The Company does not expect the provisions of SFAS 167 to have a material
effect on the  financial  position,  results of  operations or cash flows of the
Company.

In June 2009,  the FASB  issued  SFAS No. 168,  "The FASB  Accounting  Standards
Codification and the Hierarchy of Generally Accepted  Accounting  Principles - a
replacement of FASB Statement No. 162" ("SFAS No. 168").  Under SFAS No. 168 the
"FASB Accounting Standards Codification" ("Codification") will become the source
of authoritative U. S. GAAP to be applied by nongovernmental entities. Rules and
interpretive  releases of the Securities and Exchange  Commission  ("SEC") under
authority of federal  securities laws are also sources of authoritative GAAP for
SEC registrants.

SFAS No. 168 is effective for financial statements issued for interim and annual
periods ending after September 15, 2009. On the effective date, the Codification
will supersede all then-existing non-SEC accounting and reporting standards. All
other  non-grandfathered  non-SEC  accounting  literature  not  included  in the
Codification  will become  non-authoritative.  SFAS No. 168 is effective for the
Company's  interim quarterly period beginning July 1, 2009. The Company does not
expect  the  adoption  of  SFAS  No.  168 to  have an  impact  on the  financial
statements.

In June 2009,  the  Securities  and  Exchange  Commission's  Office of the Chief
Accountant  and Division of Corporation  Finance  announced the release of Staff
Accounting  Bulletin  (SAB) No. 112. This staff  accounting  bulletin  amends or
rescinds portions of the interpretive  guidance included in the Staff Accounting
Bulletin Series in order to make the relevant  interpretive  guidance consistent

                                       11
<PAGE>
                             BOREAL PRODUCTIONS INC.
                         (An Development Stage Company)
                          Notes to Financial Statements
                                 March 31, 2010
--------------------------------------------------------------------------------

NOTE 10.  NEW ACCOUNTING PRONOUCEMENTS (CONTINUED)

with current  authoritative  accounting and auditing guidance and Securities and
Exchange Commission rules and regulations.  Specifically,  the staff is updating
the Series in order to bring  existing  guidance  into  conformity  with  recent
pronouncements by the Financial Accounting Standards Board, namely, Statement of
Financial  Accounting Standards No. 141 (revised 2007),  Business  Combinations,
and  Statement  of  Financial  Accounting  Standards  No.  160,  Non-controlling
Interests  in  Consolidated  Financial  Statements.   The  statements  in  staff
accounting bulletins are not rules or interpretations of the Commission, nor are
they published as bearing the  Commission's  official  approval.  They represent
interpretations  and practices  followed by the Division of Corporation  Finance
and  the  Office  of  the  Chief  Accountant  in  administering  the  disclosure
requirements of the Federal securities laws.

In April  2009,  the  FASB  issued  FSP No.  FAS  107-1  and APB  28-1,  Interim
Disclosures  about Fair Value of  Financial  Instruments.  This FSP amends  FASB
Statement No. 107,  Disclosures  about Fair Value of Financial  Instruments,  to
require  disclosures  about  fair value of  financial  instruments  for  interim
reporting  periods of publicly traded  companies as well as in annual  financial
statements. This FSP also amends APB Opinion No. 28,

Interim  Financial  Reporting,   to  require  those  disclosures  in  summarized
financial  information at interim reporting periods. This FSP shall be effective
for interim  reporting  periods ending after June 15, 2009. The Company does not
have any fair value of financial instruments to disclose.

In April 2009, the FASB issued FSP No. FAS 115-2 and FAS 124-2,  Recognition and
Presentation   of   Other-Than-Temporary   Impairments.   This  FSP  amends  the
other-than-temporary  impairment  guidance in U.S.  GAAP for debt  securities to
make  the  guidance  more  operational  and  to  improve  the  presentation  and
disclosure of other-than-temporary  impairments on debt and equity securities in
the  financial  statements.  The FSP does not  amend  existing  recognition  and
measurement  guidance  related  to  other-than-temporary  impairments  of equity
securities.  The FSP shall be effective for interim and annual reporting periods
ending after June 15, 2009.  The Company  currently  does not have any financial
assets that are other-than-temporarily impaired.

In April  2009,  the FASB  issued FSP No. FAS  141(R)-1,  Accounting  for Assets
Acquired  and  Liabilities  Assumed  in a Business  Combination  That Arise from
Contingencies,  to address some of the application issues under SFAS 141(R). The
FSP deals with the initial recognition and measurement of an asset acquired or a
liability  assumed in a business  combination  that  arises  from a  contingency
provided the asset or liability's  fair value on the date of acquisition  can be
determined.  When the fair value can-not be  determined,  the FSP requires using
the  guidance  under  SFAS  No.  5,  Accounting  for  Contingencies,   and  FASB
Interpretation (FIN) No. 14, Reasonable Estimation of the Amount of a Loss.

                                       12
<PAGE>
                             BOREAL PRODUCTIONS INC.
                         (An Development Stage Company)
                          Notes to Financial Statements
                                 March 31, 2010
--------------------------------------------------------------------------------

NOTE 10. NEW ACCOUNTING PRONOUCEMENTS (CONTINUED)

This FSP was effective for assets or liabilities  arising from  contingencies in
business  combinations  for which the acquisition date is on or after January 1,
2009.  The adoption of this FSP has not had a material  impact on our  financial
position, results of operations, or cash flows during the six months ended March
31, 2010.

In April 2009, the FASB issued FSP No. FAS 157-4,  "Determining  Fair Value When
the Volume and Level of Activity for the Asset or Liability  Have  Significantly
Decreased and Identifying  Transactions That Are Not Orderly" ("FSP FAS 157-4").
FSP FAS 157-4 provides  guidance on estimating  fair value when market  activity
has  decreased   and  on   identifying   transactions   that  are  not  orderly.
Additionally,  entities are  required to disclose in interim and annual  periods
the inputs and  valuation  techniques  used to measure  fair value.  This FSP is
effective for interim and annual periods ending after June 15, 2009. The Company
does not expect the adoption of FSP FAS 157-4 will have a material impact on its
financial condition or results of operation.

In October 2008, the FASB issued FSP No. FAS 157-3,  "Determining the Fair Value
of a Financial  Asset When the Market for That Asset is Not  Active,"  ("FSP FAS
157-3"), which clarifies application of SFAS 157 in a market that is not active.
FSP FAS 157-3 was effective  upon  issuance,  including  prior periods for which
financial  statements have not been issued. The adoption of FSP FAS 157-3 had no
impact on the  Company's  results of  operations,  financial  condition  or cash
flows.

In  December  2008,  the  FASB  issued  FSP  No.  FAS  140-4  and  FIN  46(R)-8,
"Disclosures  by Public  Entities  (Enterprises)  about  Transfers  of Financial
Assets and Interests in Variable Interest  Entities." This  disclosure-only  FSP
improves the  transparency of transfers of financial  assets and an enterprise's
involvement   with   variable   interest    entities,    including    qualifying
special-purpose  entities.  This FSP is effective for the first reporting period
(interim or annual)  ending after  December 15, 2008,  with earlier  application
encouraged. The Company adopted this FSP effective January 1, 2009. The adoption
of the FSP had no impact  on the  Company's  results  of  operations,  financial
condition or cash flows.

In December 2008, the FASB issued FSP No. FAS 132(R)-1,  "Employers' Disclosures
about Postretirement Benefit Plan Assets" ("FSP FAS 132(R)-1"). FSP FAS 132(R)-1
requires   additional  fair  value  disclosures  about  employers'  pension  and
postretirement  benefit plan assets  consistent with guidance  contained in SFAS
157. Specifically,  employers will be required to disclose information about how
investment  allocation decisions are made, the fair value of each major category
of plan assets and information about the inputs and valuation techniques used to
develop the fair value  measurements  of plan assets.  This FSP is effective for
fiscal  years ending  after  December 15, 2009.  The Company does not expect the
adoption  of FSP FAS  132(R)-1  will have a  material  impact  on its  financial
condition or results of operation.

                                       13
<PAGE>
                             BOREAL PRODUCTIONS INC.
                         (An Development Stage Company)
                          Notes to Financial Statements
                                 March 31, 2010
--------------------------------------------------------------------------------

NOTE 10. NEW ACCOUNTING PRONOUCEMENTS (CONTINUED)

In September  2008, the FASB issued  exposure  drafts that eliminate  qualifying
special  purpose  entities  from the guidance of SFAS No. 140,  "Accounting  for
Transfers and Servicing of Financial Assets and Extinguishments of Liabilities,"
and FASB  Interpretation 46 (revised December 2003),  "Consolidation of Variable
Interest  Entities  - an  interpretation  of ARB  No.  51,"  as  well  as  other
modifications. While the proposed revised pronouncements have not been finalized
and the proposals are subject to further public comment, the Company anticipates
the  changes  will not have a  significant  impact  on the  Company's  financial
statements.  The changes  would be  effective  March 1, 2010,  on a  prospective
basis.

In June 2008,  the FASB  issued FASB Staff  Position  EITF  03-6-1,  Determining
Whether   Instruments   Granted  in   Share-Based   Payment   Transactions   Are
Participating Securities, ("FSP EITF 03-6-1"). FSP EITF 03-6-1 addresses whether
instruments  granted  in  share-based  payment  transactions  are  participating
securities  prior  to  vesting,  and  therefore  need  to  be  included  in  the
computation  of earnings  per share under the  two-class  method as described in
FASB Statement of Financial  Accounting Standards No. 128, "Earnings per Share."
FSP EITF 03-6-1 is effective  for financial  statements  issued for fiscal years
beginning on or after December 15, 2008 and earlier  adoption is prohibited.  We
are not required to adopt FSP EITF  03-6-1;  neither do we believe that FSP EITF
03-6-1 would have material  effect on our  consolidated  financial  position and
results of operations if adopted.

In May 2008, the Financial  Accounting  Standards Board ("FASB") issued SFAS No.
163, "Accounting for Financial Guarantee Insurance Contracts-and  interpretation
of FASB  Statement  No. 60".  SFAS No. 163 clarifies how Statement 60 applies to
financial   guarantee  insurance   contracts,   including  the  recognition  and
measurement  of premium  revenue and claims  liabilities.  This  statement  also
requires expanded  disclosures about financial  guarantee  insurance  contracts.
SFAS No. 163 is effective  for fiscal years  beginning on or after  December 15,
2008, and interim periods within those years.  SFAS No. 163 has no effect on the
Company's  financial position,  statements of operations,  or cash flows at this
time.

In May 2008, the Financial  Accounting  Standards Board ("FASB") issued SFAS No.
162, "The Hierarchy of Generally Accepted Accounting  Principles".  SFAS No. 162
sets  forth  the  level of  authority  to a given  accounting  pronouncement  or
document by  category.  Where there might be  conflicting  guidance  between two
categories,  the more  authoritative  category will  prevail.  SFAS No. 162 will
become  effective 60 days after the SEC approves  the PCAOB's  amendments  to AU
Section 411 of the AICPA Professional  Standards.  SFAS No. 162 has no effect on
the Company's  financial  position,  statements of operations,  or cash flows at
this time.

In March 2008, the Financial  Accounting  Standards Board, or FASB,  issued SFAS
No. 161,  Disclosures  about Derivative  Instruments and Hedging  Activities--an
amendment of FASB Statement No. 133. This standard requires companies to provide

                                       14
<PAGE>
                             BOREAL PRODUCTIONS INC.
                         (An Development Stage Company)
                          Notes to Financial Statements
                                 March 31, 2010
--------------------------------------------------------------------------------

NOTE 10.  NEW ACCOUNTING PRONOUCEMENTS (CONTINUED)

enhanced   disclosures   about  (a)  how  and  why  an  entity  uses  derivative
instruments,  (b) how  derivative  instruments  and  related  hedged  items  are
accounted for under Statement 133 and its related  interpretations,  and (c) how
derivative  instruments  and related  hedged items affect an entity's  financial
position, financial performance, and cash flows. This Statement is effective for
financial statements issued for fiscal years and interim periods beginning after
November 15, 2008, with early  application  encouraged.  The Company has not yet
adopted  the  provisions  of SFAS No.  161,  but does  not  expect  it to have a
material impact on its consolidated financial position, results of operations or
cash flows.


                                       15
<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

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".

                                       16
<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 - JUNE 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 plan to attend
the Banff TV conference again to further develop our programs and attach other
key players.

LIQUIDITY AND CAPITAL RESOURCES

Our cash balance at March 31, 2010 was $2,948, with no outstanding liabilities.
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 $3,447 and $1,770 for the three months ended
March 31, 2010 and 2009, 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,
2010 was $41,502.

Cash provided by financing activities for the period from inception (September
24, 2007) through March 31, 2010 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

                                       17
<PAGE>
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
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, 2010.

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, 2010, 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.

                                       18
<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, 2009 filed with the SEC on
December 24, 2009.

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. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.

There were no matters submitted to a vote of security holders during the period
covered by this report.

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

                                       19
<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 11, 2010             Boreal Productions Inc.


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


                                       20