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                UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON D.C. 20549

                                    FORM 10-Q

           [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE
                              SECURITIES EXCHANGE
                                   ACT OF 1934

                   For the fiscal year ended: August 31, 2008

                                       OR

          [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

                       Commission File Number: 000 - 53254

                               ECONOMETRICS, INC.
                 (Name of small business issuer in its charter)

                Delaware                                       26-2443288
       (State or other jurisdiction of                      (I.R.S. Employer
       incorporation or organization)                       Identification No.)

                330 Clematis Street, Suite 217, West Palm Beach,
                                 Florida, 33401
               (Address of principal executive offices) (zip code)

Indicate by check mark whether the registrant (1) filed all reports required to
be filed by Section 13 or 15(d) of the Exchange Act during the past 12 months
(or for such shorter period that the Registrant was required to file such
reports) and (2) has been subject to such filing requirements for the past 90
days. YES [X] NO [ ]

Indicate by checkmark whether the registrant is a large accelerated filer, an
accelerated filer, a non-accelerated filer, or a smaller reporting company. [X}
Smaller Reporting Company

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


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

Check whether the issuer has filed all documents and reports required to be
filed by Section 12, 13 or 15(d) of the Exchange Act after the distribution of
securities under a plan confirmed by a court. YES [ ] NO [ ]

                    APPLICABLE ONLY TO CORPORATE REGISTRANTS

Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date. 4,243,318 as of October 7, 2008




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                                 ECONOMETRICS, INC.

                                TABLE OF CONTENTS


                                                                            Page
                                     Part I

Item 1.  Financial Statements.................................................3

Item 2.  Management's Discussion and Analysis.................................10

Item 3.  Quantitative and Qualitative Disclosures About Market Risk...........20

Item 4T.  Controls and Procedures.............................................20

                                     Part II

Item 1.  Legal Proceedings....................................................21

Item 1A.  Risk Factors........................................................21

Item 2.     Unregistered Sales of Equity Securities and Use of Proceeds.......26

Item 3.  Default Upon Senior Securities.......................................26

Item 4.  Submission of Matters to a Vote of Security Holders..................26

Item 5.  Controls and Procedures..............................................26

Item 6.  Exhibits.............................................................27


Signatures....................................................................28




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                         PART I - FINANCIAL INFORMATION

ITEM 1.

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<S>     <C>

                             Econometrics, Inc.
                                Balance Sheet

-------------------------------------------------------------------------------
                                                                 August 31,
                                                                    2008
                                                                 (unaudited)
                                                                  --------


                                  ASSETS

Current assets
Cash                                                              $ 14,774
Prepaid expenses                                                         0
                                                                  --------
  Total current assets                                              14,774


Total Assets                                                      $ 14,774
                                                                  --------

                 LIABILITIES AND STOCKHOLDERS' DEFICIENCY

Current liabilities:
Accounts payable-trade                                            $  5,523
Accrued expenses                                                         0
Due to related parties                                              32,157
                                                                  --------
 Total current liabilities                                          37,680

Stockholders' Deficiency:
Common stock-300,000,000 authorized $0.001 par value
4,243,318 issuable or issued & outstanding                           4,243
Additional paid-in capital                                          56,000
Accumulated Deficit (since quasi-reorganization June 1, 2005)      (83,149)
                                                                  --------
Total Stockholders' Deficiency                                     (22,906)


Total Liabilities & Stockholders' Deficiency                      $ 14,774
                                                                  --------

See notes to unaudited interim financial statements.



                                     3

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                                   Econometrics, Inc.
                                Statement of Operations
                                      (unaudited)

                                                               Three Months Ended
                                                         ------------------------------
                                                         Aug 31, 2008     Aug 31, 2007
                                                          -----------      -----------


Revenue                                                   $         0      $         0

Costs & Expenses:
  General & administrative                                     14,246                0
  Interest                                                          0                0
                                                          -----------      -----------
  Total Costs & Expenses                                       14,246                0

Loss from continuing operations before income taxes           (14,246)               0

Income taxes                                                        0                0

                                                          -----------      -----------
Net Loss                                                  ($   14,246)     $         0
                                                          -----------      -----------

Basic and diluted per share amounts:
Continuing operations                                             Nil              Nil
                                                          -----------      -----------
Basic and diluted net loss                                        Nil              Nil
                                                          -----------      -----------

                                                          -----------      -----------
Weighted average shares outstanding (basic & diluted)       4,243,318          243,318
                                                          -----------      -----------
See notes to unaudited interim financial statements.



                                     4

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                             Econometrics, Inc.
                           Statement of Cash Flows
                                 (unaudited)

                                                         Three Months Ended
                                                    ---------------------------
                                                       Aug 31,        Aug 31,
                                                         2008          2007
                                                       --------      --------

Cash flows from operating activities:
Net Loss                                               ($14,246)     $      0
Adjustments required to reconcile net loss
      to cash used in operating activities:
Fair value of services provided by related parties        6,000             0
                                                       --------      --------
 Cash used by operating activities:                      (8,246)            0
                                                       --------      --------


Change in cash                                           (8,246)            0
Cash-beginning of period                                 23,020             0
                                                       --------      --------
Cash-end of period                                     $ 14,774      $      0
                                                       --------      --------

See notes to unaudited interim financial statements.
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                                     5

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                               ECONOMETRICS, INC.
                 NOTES TO UNAUDITED INTERIM FINANCIAL STATEMENTS


1.     BASIS OF PRESENTATION

Effective May 31, 2005, the Company approved and authorized a plan of quasi
reorganization and restatement of accounts to eliminate the accumulated deficit
and related capital accounts on the Company's balance sheet. The Company
concluded its period of reorganization after reaching a settlement agreement
with all of its significant creditors. The Company, as approved by its Board of
Directors, elected to state its May 31, 2005, balance sheet as a "quasi
reorganization", pursuant to ARB 43. These rules require the revaluation of all
assets and liabilities to their current values through a current charge to
earnings and the elimination of any deficit in retained earnings by charging
paid-in capital. From June 1, 2005 forward, the Company has recorded net income
(and net losses) to retained earnings and (and net losses) to retained earnings
and (accumulated deficit).

The Financial Statements presented herein have been prepared by us in accordance
with the accounting policies described in our May 31, 2008 Annual Report on Form
10-K and should be read in conjunction with the Notes to Financial Statements
which appear in that report.

The preparation of these financial statements in conformity with accounting
principles generally accepted in the United States requires us to make estimates
and judgments that affect the reported amounts of assets, liabilities, revenues
and expenses, and related disclosure of contingent assets and liabilities. On an
ongoing basis, we evaluate our estimates, including those related intangible
assets, income taxes, insurance obligations and contingencies and litigation. We
base our estimates on historical experience and on various other assumptions
that are believed to be reasonable under the circumstances, the results of which
form the basis for making judgments about the carrying values of assets and
liabilities that are not readily apparent from other resources. Actual results
may differ from these estimates under different assumptions or conditions.

In the opinion of management, the information furnished in this Form 10-Q
reflects all adjustments necessary for a fair statement of the financial
position and results of operations and cash flows as of and for the three-month
periods ended August 31, 2008 and 2007. All such adjustments are of a normal
recurring nature. The financial statements have been prepared in accordance with
the instructions to Form 10-Q and therefore do not include some information and
notes necessary to conform with annual reporting requirements.

2.   RECENT COURT PROCEEDINGS:

On April 12, 2007, Douglas County Court, Colorado approved an Order granting
the custodianship of the company to Corporate Services International, Inc.
(CSI) The appointment is requires the custodian is to continue the business
of the corporation and not to liquidate its affairs or distribute its
assets. The material terms of the transaction confirmed by the Court
generally authorize CSI to appoint new members to the Registrant's board of
directors and to take any and all actions on behalf of the Company permitted
by Colorado Statutes Section 7-114-303, including actions to:




                                     6

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         |X|      settle affairs, collect outstanding debts, sell and convey
                  property, real and personal

         |X|      demand, sue for, collect, receive and take into his or
                  their possession all the goods and chattels, rights and
                  credits, moneys and effects, lands and tenements, books,
                  papers, choses in action, bills, notes and property, of
                  every description of the corporation

         |X|      institute suits at law or in equity for the recovery of
                  any estate, property, damages or demands existing in favor
                  of the corporation

         |X|      exercise the rights and authority of a Board of Directors
                  and Officers in accordance with state law, the articles
                  and bylaws

The accounts of the former subsidiaries were not included and have not been
carried forward.

RESULTANT CHANGE IN CONTROL: In connection with the Order, Michael Anthony was
appointed our sole director and President on April 12, 2007. The subsequent
shareholder meeting confirmed his appointment on February 15, 2008 As sole
officer and director, Michael Anthony entered into an agreement with CSI
whereby CSI agreed to make an investment of paid in capital of $30,000 to be
used to pay for costs and expenses necessary to bring the Company back into
compliance with state and federal securities laws and bring current all
Securities and Exchange disclosure obligations. In exchange for the $30,000 CSI
was issued 200,000,000 (4,000,000 post split) shares of common stock on February
9, 2008.

Mr. Anthony is the President of CSI and has sole voting and dispositive
control.

3.      EARNINGS/LOSS PER SHARE

Basic earnings per share is computed by dividing income available to common
shareholders (the numerator) by the weighted-average number of common shares
outstanding (the denominator) for the period. Diluted earnings per share assume
that any dilutive convertible securities outstanding were converted, with
related preferred stock dividend requirements and outstanding common shares
adjusted accordingly. It also assumes that outstanding common shares were
increased by shares issuable upon exercise of those stock options for which
market price exceeds the exercise price, less shares which could have been
purchased by us with the related proceeds. In periods of losses, diluted loss
per share is computed on the same basis as basic loss per share as the inclusion
of any other potential shares outstanding would be anti-dilutive.

Effective May 16, 2008 we declared a reverse split of our common stock. The
formula provided that every fifty (50) issued and outstanding shares of common
stock of the Corporation be automatically split into 1 share of common stock.
All per share disclosures retroactively reflect shares outstanding or issuable
as though the reverse split had occurred June 1, 2005.




                                     7

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4.      NEW ACCOUNTING STANDARDS

 In December 2007, the Financial Accounting Standards Board issued FASB
Statement No. 141 (Revised 2007), Business Combinations ("SFAS 141R"). SFAS 141R
provides additional guidance on improving the relevance, representational
faithfulness, and comparability of the financial information that a reporting
entity provides in its financial reports about a business combination and its
effects. This Statement applies prospectively to business combinations for which
the acquisition date is on or after the beginning of the first annual reporting
period beginning on or after December 15, 2008.

In December 2007, the Financial Accounting Standards Board issued FASB Statement
No. 160, NONCONTROLLING INTERESTS IN CONSOLIDATED FINANCIAL STATEMENTS--AN
AMENDMENT OF ARB NO. 51 ("SFAS 160"). SFAS 160 amends ARB No. 51 to establish
accounting and reporting standards for the noncontrolling interest in a
subsidiary and for the deconsolidation of a subsidiary. This Statement is
effective for fiscal years and interim periods within those fiscal years,
beginning on or after December 15, 2008. The Company is currently evaluating the
impact of adopting SFAS 160 on our financial statements.

In May 2008, the Financial Accounting Standards Board issued Statement of
Financial Accounting Standard ("SFAS") No. 162, "THE HIERARCHY OF GENERALLY
ACCEPTED ACCOUNTING PRINCIPLES". SFAS 162 identifies the sources of accounting
principles and the framework for selecting the principles used in the
preparation of financial statements of nongovernmental entities that are
presented in conformity with generally accepted accounting principles (GAAP) in
the United States. SFAS 162 is effective 60 days following the SEC's approval of
the Public Company Accounting Oversight Board amendments to AU Section 411, The
Meaning of Present Fairly in Conformity With Generally Accepted Accounting
Principles. The Company is currently evaluating the impact of SFAS 162 on its
consolidated financial statements but does not expect it to have a material
effect.

Management does not anticipate that the adoption of these standards will have a
material impact on the financial statements.

5.      RELATED PARTY TRANSACTIONS NOT DISCLOSED ELSEWHERE

On January 17, 2008 Corporate Services International, Inc. agreed to contribute
a total of $30,000 as paid in capital in exchange for 4,000,000 post-split
shares of restricted common stock. The company is to use these funds to pay the
costs and expenses necessary to revive business operations. Such expenses
include fees to reinstate the corporate charter; payment of all past due
franchise taxes; settling all past due accounts with the transfer agent;
accounting and legal fees; costs associated with bringing current its filings
with the Securities and Exchange Commission, etc

       FAIR VALUE OF SERVICES:
The principal stockholder provided, without cost to the Company, his services,
valued at $1,800 per month through August 31, 2008, which totaled $5,400 for the
three-month period then ended. The principal stockholder also provided, without
cost to the Company, office space valued at $200 per month, which totaled $600
for the three-month period ended August 31, 2008. The total of these expenses
was $6,000 and was reflected in the statement of operations as general and
administrative expenses with a corresponding contribution of paid-in capital.
The company was inactive in 2007.




                                     8

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Legal services provided to the company by Laura Anthony through Legal &
Compliance, LLC (Michael Anthony's spouse) was valued at $10,000 and was unpaid
at August 31, 2008.

DUE RELATED PARTIES: Other amounts due related parties consist of corporate
reinstatement expenses paid by the principal shareholder prior to the
establishment of a bank account. Such items aggregated $22,178 at February 29,
2008. A summary is a s follows:


          Reinstatement expenses paid      $22,364
          Fair value of legal services       9,793
                                           -------
            Total                           32,157




                                     9

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ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS

BUSINESS

         This quarterly report on Form 10-Q contains forward-looking
statements that are based on current expectations, estimates, forecasts and
projections about the Company, us, our future performance, our beliefs and
our Management's assumptions. In addition, other written or oral statements
that constitute forward-looking statements may be made by us or on our
behalf. Words such as "expects," "anticipates," "targets," "goals,"
"projects," "intends," "plans," "believes," "seeks," "estimates," variations
of such words and similar expressions are intended to identify such
forward-looking statements. These statements are not guarantees of future
performance and involve certain risks, uncertainties and assumptions that
are difficult to predict or assess. Therefore, actual outcomes and results
may differ materially from what is expressed or forecast in such
forward-looking statements. Except as required under the federal securities
laws and the rules and regulations of the SEC, we do not have any intention
or obligation to update publicly any forward-looking statements after the
filing of this Form 10-Q, whether as a result of new information, future
events, changes in assumptions or otherwise.

         Readers are cautioned not to place undue reliance on the
forward-looking statements contained herein, which speak only as of the date
hereof. We believe the information contained in this Form 10-Q to be accurate as
of the date hereof. Changes may occur after that date. We will not update that
information except as required by law in the normal course of its public
disclosure practices.

         Additionally, the following discussion regarding our financial
condition and results of operations should be read in conjunction with the
financial statements and related notes.

History

         Econometrics, Inc., (the "Company" or "Econometrics"), was originally
incorporated on June 25, 1986 in Colorado as Concelebratus, Inc. At the time of
formation the Company was authorized to issue 750,000,000 shares of no par value
common stock and 10,000,000 shares of $.10 par value blank check preferred
shares. On October 20, 1987, the Company changed its name to Crossroads
Investments, Inc.

         The Company went public in March, 1988 and began trading on the NASDAQ
over the counter market. The Company had no operations from 1989 through 1993,
when a new management team took over operations with a renewed interest in
pursuing potential business opportunities. In addition, the new management was
issued a control block of common stock in exchange for an investment of $10,000
into the Company. On December 2, 1993, the Company changed its name to Victory
Waste, Inc., however despite efforts of management; the Company was unable to
develop a successful business and remained largely inactive until 1997.




                                     10

<page>


         On August 20, 1997, the Company consummated the acquisition of
Econometrics, Inc., an Illinois corporation, through a share exchange
transaction, and immediately began operating under the trade name
"Econometrics". The share exchange resulted in a change of the control and
business operations of the Company. On November 21, 1997, the Company dropped
the trade name and changed its corporate name to Econometrics, Inc. On March 22,
1999, the Company changed its name to Smartmarket.com, Inc. but on April 16,
1999 changed it back to Econometrics, Inc.

         From approximately 1991 to 2001 Econometrics (first as the Illinois
corporation and later as the Registrant) was an entrepreneurial consumer market
research firm based in Chicago with one of the largest national consumer
databases. The Company linked marketers to its database through the internet and
provided predictive modeling services using financial, behavioral, demographic
and lifestyle information. The Company's revenues during that time were
primarily generated through online information retrieval, analytical modeling,
list rentals, banner ads and e-mail services.

         By 1991, the Company was having financial difficulties. Ultimately the
business of Econometrics failed. In addition, in June, 2006, the State of
Colorado administratively dissolved Econometrics for not maintaining proper
filings with the state and not paying its franchise tax fees.

         Econometrics has not conducted any business operations since late 2001.

         Effective May 31, 2005, the Company approved and authorized a plan of
quasi reorganization and restatement of accounts to eliminate the accumulated
deficit and related capital accounts on the Company's balance sheet. The Company
concluded its period of reorganization after reaching a settlement agreement
with all of its significant creditors. The Company, as approved by its Board of
Directors, elected to state its May 31, 2005, balance sheet as a "quasi
reorganization", pursuant to ARB 43. These rules require the revaluation of all
assets and liabilities to their current values through a current charge to
earnings and the elimination of any deficit in retained earnings by charging
paid-in capital. From June 1, 2005 forward, the Company has recorded net income
(and net losses) to retained earnings and (and net losses) to retained earnings
and (accumulated deficit).

         On April 12, 2007, in its Court Order, the District Court Douglas
County, Colorado appointed Corporate Services International, Inc. custodian of
the registrant for the purposes of appointing new officers and directors. In
addition, the Order granted Corporate Services International, Inc. the full
authority to conduct the affairs of the Registrant as stated in C.R.S.A. ss.
7-114-303(3)(II)(b) which allows the Custodian to exercise all powers of the
Board of Directors and Officers. Mr. Michael Anthony is the sole officer,
director and shareholder of Corporate Services International.

         On or near April 16, 2007, Mr. Anthony filed the requisite documents,
including Amended and Restated Articles of Incorporation, with the State of
Colorado for the purposes of reinstating the corporate charter. The Amended and
Restated Articles of Incorporation maintained the current authorized common
stock of 750,000,000 shares, but changed the par value to $.001 and decreased
the blank check preferred stock to 5,000,000 shares, $.001 par value.





                                     11

<page>


         On February 15, 2008 after proper notice to all shareholders, the
Company held an annual meeting for the purposes of the election of directors and
voting on a change of domicile from Colorado to Delaware. At the meeting,
Michael Anthony was elected the sole Director and the shareholders approved the
change of domicile from Colorado to Delaware. Immediately following the
shareholder meeting, Michael Anthony was appointed President, Secretary and
Treasurer.

         From April, 2007 through May 31, 2008 Corporate Services International
lent Econometrics $22,364.00 which funds were used to pay ongoing administrative
expenses, including but not limited to, outstanding transfer agent fees, state
reinstatement and filing fees and all costs associated with conducting the
shareholders meeting.

       On or near January 17, 2008, Corporate Services International agreed to
contribute $30,000 as paid in capital to Econometrics, the entire amount of
which was paid to Econometrics on May 7, 2008. This capital contribution is
separate from and in addition to the $22,364 lent to the Company by Corporate
Services International, Inc. Econometrics has used and shall continue to use
these funds to pay the costs and expenses necessary to revive the Company's
business and implement the Company's business plan. Such expenses include,
without limitation, fees to redomicile the Company to the state of Delaware;
payment of state filing fees; transfer agent fees; calling and holding a
shareholder's meeting; accounting and legal fees; and costs associated with
preparing and filing a Registration Statement on Form 10 and subsequent
quarterly and annual reports, etc.

         Moreover, Michael Anthony, as officer and director has agreed to assist
the Company in its efforts to salvage value for the benefit of its shareholders.
Mr. Anthony's efforts include and will continue to include, but are not limited
to, assistance in gathering information, retaining counsel and working with
counsel and the auditor for purposes of preparation of a Registration Statement
and corresponding audited financial statements and subsequent quarterly and
annual reports. Mr. Anthony and Econometrics do not have a written agreement.
Corporate Services International has also agreed to advise Econometrics as to
potential business combinations. The agreement between Econometrics and
Corporate Services International has not been reduced to writing.

        In consideration for the capital contribution, on or near January 17,
2008 Econometrics issued to Corporate Services International 200,000,000 shares
of its common stock (4,000,000 shares post May, 2008 reverse) representing
approximately 94.2% of its common stock outstanding on that date.

         Corporate Services International, Inc. is a private services
corporation for which Michael Anthony is the sole shareholder, officer and
director.

         On January 22, 2008, Econometrics, Inc. was incorporated in Delaware
for the purpose of merging with Econometrics, Inc. a Colorado Corporation so as
to effect a re-domicile to Delaware. The Delaware Corporation is authorized to
issue 750,000,000 shares of $.001 par value common stock and 5,000,000 shares of
$.001 par value preferred stock, representing the same share structure as the
Colorado corporation. On February 27, 2008 both Econometrics the Colorado
corporation and Econometrics the Delaware corporation signed and filed Articles



                                     12

<page>


of Merger with their respective states, pursuant to which the Colorado
Corporation's shareholders received one share of new (Delaware) common stock for
every one share of old (Colorado) common stock they owned. All outstanding
shares of the Colorado Corporation's common stock were effectively purchased by
the new Delaware Corporation, effectively merging the Colorado Corporation into
the Delaware Corporation, and making the Delaware Corporation the surviving
entity.

         On or near March 7, 2008, the Company changed its transfer agent from
Standard Registrar & Transfer Agency to Columbia Stock Transfer.

         Effective May 16, 2008 the Company enacted a 1:50 reverse split of its
outstanding common stock and changed the authorized capital stock to 300,000,000
shares $.001 par value common stock and 10,000,000 shares of blank check
preferred stock $.001 par value.

CURRENT BUSINESS PLAN

         Econometrics is a shell company in that it has no or nominal operations
and either no or nominal assets. At this time, Econometrics' purpose is to seek,
investigate and, if such investigation warrants, acquire an interest in business
opportunities presented to it by persons or firms who or which desire to seek
the perceived advantages of an Exchange Act registered corporation. The Company
will not restrict its search to any specific business, industry, or geographical
location and the Company may participate in a business venture of virtually any
kind or nature. This discussion of the proposed business is purposefully general
and is not meant to be restrictive of the Company's virtually unlimited
discretion to search for and enter into potential business opportunities.
Management anticipates that it may be able to participate in only one potential
business venture because the Company has nominal assets and limited financial
resources. This lack of diversification should be considered a substantial risk
to shareholders of the Company because it will not permit the Company to offset
potential losses from one venture against gains from another.

         Management has substantial flexibility in identifying and selecting a
prospective new business opportunity. Econometrics would not be obligated nor
does management intend to seek pre-approval by our shareholders.

         Econometrics may seek a business opportunity with entities which have
recently commenced operations, or which wish to utilize the public marketplace
in order to raise additional capital in order to expand into new products or
markets, to develop a new product or service, or for other corporate purposes.
Econometrics may acquire assets and establish wholly owned subsidiaries in
various businesses or acquire existing businesses as subsidiaries.

         Econometrics intends to promote itself privately. The Company has not
yet begun such promotional activities. The Company anticipates that the
selection of a business opportunity in which to participate will be complex and
risky. Due to general economic conditions, rapid technological advances being
made in some industries and shortages of available capital, management believes
that there are numerous firms seeking the perceived benefits of a publicly
registered corporation. Such perceived benefits may include facilitating or
improving the terms on which additional equity financing may be sought,
providing liquidity for incentive stock options or similar benefits to key
employees, providing liquidity (subject to restrictions of applicable statutes),
for all shareholders, and other factors. Potentially, available business
opportunities may occur in many different industries and at various stages of
development, all of which will make the task of comparative investigation and
analysis of such business opportunities difficult and complex.




                                     13

<page>


         Econometrics has, and will continue to have, little or no capital with
which to provide the owners of business opportunities with any significant cash
or other assets. At quarter end August 31, 2008 the cash balance was $14,774.
Management believes the Company will be able to offer owners of acquisition
candidates the opportunity to acquire a controlling ownership interest in a
publicly registered company without incurring the cost and time required to
conduct an initial public offering. The owners of the business opportunities
will, however, incur significant legal and accounting costs in connection with
the acquisition of a business opportunity, including the costs of preparing Form
8K's, 10K's, 10Q's and agreements and related reports and documents. The
Securities Exchange Act of 1934 (the "34 Act"), specifically requires that any
merger or acquisition candidate comply with all applicable reporting
requirements, which include providing audited financial statements to be
included within the numerous filings relevant to complying with the `34 Act.
Nevertheless, the officer and director of Econometrics has not conducted market
research and is not aware of statistical data which would support the perceived
benefits of a merger or acquisition transaction for the owners of a business
opportunity.

         The analysis of new business opportunities will be undertaken by, or
under the supervision of, the officer and director of the Company, or successor
management, with such outside assistance as he or they may deem appropriate. The
Company intends to concentrate on identifying preliminary prospective business
opportunities, which may be brought to its attention through present
associations of the Company's officer and director. In analyzing prospective
business opportunities, the Company will consider such matters as the available
technical, financial and managerial resources; working capital and other
financial requirements; history of operations, if any; prospects for the future;
nature of present and expected competition; the quality and experience of
management services which may be available and the depth of that management; the
potential for further research, development, or exploration; specific risk
factors not now foreseeable but which then may be anticipated to impact the
proposed activities of the Company; the potential for growth or expansion; the
potential for profit; the perceived public recognition or acceptance of
products, services, or trades; name identification; and other relevant factors.
The Company will not acquire or merge with any company for which audited
financial statements are not available.

         The foregoing criteria are not intended to be exhaustive and there may
be other criteria that the Company may deem relevant. In connection with an
evaluation of a prospective or potential business opportunity, management may be
expected to conduct a due diligence review.

         The Officer of Econometrics has some, but not extensive experience in
managing companies similar to the Company and shall mainly rely upon his own
efforts, in accomplishing the business purposes of the Company. The Company may
from time to time utilize outside consultants or advisors to effectuate its
business purposes described herein. No policies have been adopted regarding use
of such consultants or advisors, the criteria to be used in selecting such
consultants or advisors, the services to be provided, the term of service, or
regarding the total amount of fees that may be paid. However, because of the
limited resources of the Company, it is likely that any such fee the Company
agrees to pay would be paid in stock and not in cash.




                                     14

<page>


         The Company will not restrict its search for any specific kind of
business, but may acquire a venture which is in its preliminary or development
stage, which is already in operation, or in essentially any stage of its
corporate life. It is impossible to predict at this time the status of any
business in which the Company may become engaged, in that such business may need
to seek additional capital, may desire to have its shares publicly traded, or
may seek other perceived advantages which the Company may offer.

         Econometrics does not intend to obtain funds in one or more private
placements to finance the operation of any acquired business opportunity until
such time as the Company has successfully consummated such a merger or
acquisition.

         The time and costs required to pursue new business opportunities, which
includes due diligence investigations, negotiating and documenting relevant
agreements and preparing requisite documents for filing pursuant to applicable
securities laws, cannot be ascertained with any degree of certainty.

         Management intends to devote such time as it deems necessary to carry
out the Company's affairs. The exact length of time required for the pursuit of
any new potential business opportunities is uncertain. No assurance can be made
that we will be successful in our efforts. We cannot project the amount of time
that our management will actually devote to our plan of operation.

         Econometrics intends to conduct its activities so as to avoid being
classified as an "Investment Company" under the Investment Company Act of 1940,
and therefore avoid application of the costly and restrictive registration and
other provisions of the Investment Company Act of 1940 and the regulations
promulgated thereunder.

         Management has not identified and is not currently negotiating a
new business opportunity for us. As of October 7, 2008, Econometrics is not
in negotiations with, nor does it have any agreements with any potential
merger candidate or any transaction that could result in a change of control
of the Company.

ACQUISITION OF OPPORTUNITIES

         Management owns 4,000,020 shares (post split) or 94.26% of the total
issued and outstanding shares of Econometrics. As a result, management will have
substantial flexibility in identifying and selecting a prospective new business
opportunity. In implementing a structure for a particular business acquisition,
the Company may become a party to a merger, consolidation, reorganization, joint
venture, or licensing agreement with another corporation or entity. It may also
acquire stock or assets of an existing business. On the consummation of a
transaction, it is probable that the present management and shareholders of the
Company will no longer be in control of the Company. In addition, the Company's
directors may, as part of the terms of the acquisition transaction, resign and
be replaced by new directors without a vote of the Company's shareholders or may
sell their stock in the Company. Moreover, management may sell or otherwise
transfer his interest in the Company to new management who will then continue
the Company business plan of seeking new business opportunities. Any and all
such sales will only be made in compliance with the securities laws of the
United States and any applicable state.




                                     15

<page>


         It is anticipated that any securities issued in any such
reorganization would be issued in reliance upon an exemption from
registration under applicable federal and state securities laws. In some
circumstances, however, as a negotiated element of its transaction, the
Company may agree to register all or a part of such securities immediately
after the transaction is consummated or at specified times thereafter. If
such registration occurs, of which there can be no assurance, it will be
undertaken by the surviving entity after the Company has successfully
consummated a merger or acquisition.

         With respect to any merger or acquisition, negotiations with target
company management are expected to focus on the percentage of the Company which
the target company shareholders would acquire in exchange for all of their
shareholdings in the target company. Depending upon, among other things, the
target company's assets and liabilities, the Company's shareholders will in all
likelihood hold a substantially lesser percentage ownership interest in the
Company following any merger or acquisition. The percentage ownership may be
subject to significant reduction in the event the Company acquires a target
company with substantial assets. Any merger or acquisition effected by the
Company can be expected to have a significant dilutive effect on the percentage
of shares held by the Company's then shareholders.

         Econometrics will participate in a business opportunity only after
the negotiation and execution of appropriate written agreements. Although
the terms of such agreements cannot be predicted, generally such agreements
will require some specific representations and warranties by all of the
parties thereto, will specify certain events of default, will detail the
terms of closing and the conditions which must be satisfied by each of the
parties prior to and after such closing, will outline the manner of bearing
costs, including costs associated with the Company's attorneys and
accountants, will set forth remedies on default and will include
miscellaneous other terms.

         Econometrics does not intend to provide its security holders with any
complete disclosure documents, including audited financial statements,
concerning an acquisition or merger candidate and its business prior to the
consummation of any acquisition or merger transaction.

         Econometrics has not expended funds on and has no plans to expend funds
or time on product research or development.

COMPETITION

         Econometrics will remain an insignificant participant among the firms
which engage in the acquisition of business opportunities. There are many
established venture capital and financial concerns which have significantly
greater financial and personnel resources and technical expertise than the
Company. In view of Econometrics' combined extremely limited financial resources
and limited management availability, the Company will continue to be at a
significant competitive disadvantage compared to the Company's competitors





                                     16

<page>


EMPLOYEES

         Econometrics currently has no employees. The business of the Company
will be managed by its sole officer and director and such officers or directors
which may join the Company in the future, and who may become employees of the
Company. The Company does not anticipate a need to engage any fulltime employees
at this time.

Conflicts of Interest
---------------------

         Our management is not required to commit his full time to our affairs.
As a result, pursuing new business opportunities may require a greater period of
time than if he would devote his full time to our affairs. Management is not
precluded from serving as an officer or director of any other entity that is
engaged in business activities similar to those of Econometrics, Inc. Management
has not identified and is not currently negotiating with a new business
opportunity for us. Management may have conflicts of interest in determining to
which entity a particular business opportunity should be presented. In general,
officers and directors of a California corporation are required to present
certain business opportunities to such corporation. As management has multiple
business affiliations, he may have similar legal obligations to present certain
business opportunities to multiple entities. In the event that a conflict of
interest shall arise, management will consider factors such as reporting status,
availability of audited financial statements, current capitalization and the
laws of jurisdictions. If several business opportunities or operating entities
approach management with respect to a business combination, management will
consider the foregoing factors as well as the preferences of the management of
the operating company. However, management will act in what he believes will be
in the best interests of the shareholders of Econometrics, Inc. and other
respective public companies. Econometrics, Inc. shall not enter into a
transaction with a target business that is affiliated with management.


GOVERNMENT REGULATIONS

         As a registered corporation, Econometrics, Inc. is subject to the
reporting requirements of the Securities Exchange Act of 1934 (the "34 Act")
which includes the preparation and filing of periodic, quarterly and annual
reports on Forms 8K, 10Q and 10K. The 34 Act specifically requires that any
merger or acquisition candidate comply with all applicable reporting
requirements, which include providing audited financial statements to be
included within the numerous filings relevant to complying with the `34 Act.

Econometrics, Inc. is a Blank Check Company
------------------------------------------

         At present, Econometrics, Inc. is a development stage company with
no revenues and has no specific business plan or purpose. Econometrics,
Inc.'s business plan is to seek new business opportunities or to engage in a
merger or acquisition with an unidentified company. As a result,
Econometrics, Inc. is a blank check company and any offerings of our
securities needs to comply with Rule 419 under the Act. Econometrics, Inc.
has no current plans to engage in any such offerings.





                                     17

<page>


Econometrics, Inc.'s Common Stock is a Penny Stock
-------------------------------------------------

         Econometrics, Inc.'s common stock is a "penny stock," as defined in
Rule 3a51-1 under the Exchange Act. The penny stock rules require a
broker-dealer, prior to a transaction in a penny stock not otherwise exempt from
the rules, to deliver a standardized risk disclosure document that provides
information about penny stocks and the nature and level of risks in the penny
stock market. The broker-dealer also must provide the customer with current bid
and offer quotations for the penny stock, the compensation of the broker-dealer
and its sales person in the transaction, and monthly account statements showing
the market value of each penny stock held in the customer's account. In
addition, the penny stock rules require that the broker-dealer, not otherwise
exempt from such rules, must make a special written determination that the penny
stock is suitable for the purchaser and receive the purchaser's written
agreement to the transaction. These disclosure rules have the effect of reducing
the level of trading activity in the secondary market for a stock that becomes
subject to the penny stock rules. So long as the common stock of Econometrics,
Inc. is subject to the penny stock rules, it may be more difficult to sell our
common stock.

OVERVIEW

         Effective May 31, 2005, the Company approved and authorized a plan of
quasi reorganization and restatement of accounts to eliminate the accumulated
deficit and related capital accounts on the Company's balance sheet. The Company
concluded its period of reorganization after reaching a settlement agreement
with all of its significant creditors. The Company, as approved by its Board of
Directors, elected to state its May 31, 2005, balance sheet as a "quasi
reorganization", pursuant to ARB 43. These rules require the revaluation of all
assets and liabilities to their current values through a current charge to
earnings and the elimination of any deficit in retained earnings by charging
paid-in capital. From June 1, 2005 forward, the Company has recorded net income
(and net losses) to retained earnings and (and net losses) to retained earnings
and (accumulated deficit).

         Our current activities are related to seeking new business
opportunities. We will use our limited personnel and financial resources in
connection with such activities. It may be expected that pursuing a new business
opportunity will involve the issuance of restricted shares of common stock. At
quarter end August 31, 2008 and 2007, we had $14,774 and $0 cash balance
respectively. At August 31, 2008 the Company had current liabilities of $37,680,
of which $32,157 are owed to related parties.

         We have had no revenues in either the quarter end August 31, 2008 or
2007. Our operating expenses for the quarter end August 31, 2007 were $0 and for
the quarter end August 31, 2008 were $14,246, comprised of general and
administrative expenses. Accordingly, we had a net loss of $0 and a net loss per
share of $Nil for the quarter end August 31, 2007 and a net loss of $14,246 and
a net loss per share of $Nil for the quarter end August 31, 2008.




                                     18

<page>


CONTINUING OPERATIONS, LIQUIDITY AND CAPITAL RESOURCES

         From April 2007 through May 31, 2008, management loaned the Company a
total of $22,364 to pay for ongoing general and administrative expenses. In
addition, on May 6, 2008, we received $30,000 through the sale of a total of
200,000,000 restricted shares (4,000,000 post reverse) to Corporate Services
International an entity owned and controlled by our officer and director,
Michael Anthony. While we are dependent upon interim funding provided by
management to pay professional fees and expenses, we have no written finance
agreement with management to provide any continued funding. As of August 31,
2008 the Company had current liabilities of $37,680 of which $32,157 are due to
related parties. Although we believe management will continue to fund the
Company on an as needed basis, we do not have a written agreement requiring such
funding. In addition, future management funding, will more than likely be in the
form of loans, for which the Company will be liable to pay back.

         Through the date of this annual report management related parties have
made a capital investment of $30,000 into the Company and have loaned the
Company an additional $22,364 for ongoing expenses.

         Management provided, without cost to the Company, his services, valued
at $1,800 per month through August 31, 2008, which totaled $5,400 for the
three-month period then ended. Management also provided, without cost to the
Company, office space valued at $200 per month, which totaled $600 for the
three-month period ended August 31, 2008. The total of these expenses was $6,000
and was reflected in the statement of operations as general and administrative
expenses with a corresponding contribution of paid-in capital. The company was
inactive in 2007.

         The Board of Directors of the Company has determined that the best
course of action for the Company is to complete a business combination with an
existing business. The Company has limited liquidity or capital resources. As of
August 31, 2007 and August 31, 2008, the Company had a cash balance of $0 and
$14,774 respectively. In the event that the Company cannot complete a merger or
acquisition and cannot obtain capital needs for ongoing expenses, including
expenses related to maintaining compliance with the securities laws and filing
requirements of the Securities Exchange Act of 1934, the Company could be forced
to cease operations.

         Econometrics currently plans to satisfy its cash requirements for the
next 12 months though it's current cash and by borrowing from its officer and
director or companies affiliated with its officer and director and believes it
can satisfy its cash requirements so long as it is able to obtain financing from
these affiliated entities. Econometrics currently expects that money borrowed
will be used during the next 12 months to satisfy the Company's operating costs,
professional fees and for general corporate purposes. The Company may explore
alternative financing sources, although it currently has not done so.

         Econometrics will use its limited personnel and financial resources in
connection with seeking new business opportunities, including seeking an
acquisition or merger with an operating company. It may be expected that
entering into a new business opportunity or business combination will involve
the issuance of a substantial number of restricted shares of common stock. If
such additional restricted shares of common stock are issued, the shareholders
will experience a dilution in their ownership interest in the Company. If a
substantial number of restricted shares are issued in connection with a business
combination, a change in control may be expected to occur.




                                     19

<page>


         In connection with the plan to seek new business opportunities and/or
effecting a business combination, the Company may determine to seek to raise
funds from the sale of restricted stock or debt securities. The Company has no
agreements to issue any debt or equity securities and cannot predict whether
equity or debt financing will become available at acceptable terms, if at all.

         There are no limitations in the certificate of incorporation on the
Company's ability to borrow funds or raise funds through the issuance of
restricted common stock to effect a business combination. The Company's limited
resources and lack of recent operating history may make it difficult to borrow
funds or raise capital. Such inability to borrow funds or raise funds through
the issuance of restricted common stock required to effect or facilitate a
business combination may have a material adverse effect on the Company's
financial condition and future prospects, including the ability to complete a
business combination. To the extent that debt financing ultimately proves to be
available, any borrowing will subject the Company to various risks traditionally
associated with indebtedness, including the risks of interest rate fluctuations
and insufficiency of cash flow to pay principal and interest, including debt of
an acquired business.

         The Company currently has no plans to conduct any research and
development or to purchase or sell any significant equipment. The Company does
not expect to hire any employees during the next 12 months.

OFF BALANCE SHEET ARRANGEMENTS

         None.

ITEM 3.  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

Not applicable to Econometrics, Inc. as a smaller reporting company.

ITEM 4T.  CONTROLS AND PROCEDURES

         It is the responsibility of the chief executive officer and chief
financial officer of Econometrics, Inc. to establish and maintain a system
for internal controls over financial reporting such that Econometrics, Inc.
properly reports and files all matters required to be disclosed by the
Securities Exchange Act of 1934 (the "Exchange Act"). Michael Anthony is the
Company's chief executive officer and chief financial officer. The Company's
system is designed so that information is retained by the Company and
relayed to counsel as and when it becomes available. As the Company is a
shell company with no or nominal business operations, Mr. Anthony
immediately becomes aware of matters that would require disclosure under the
Exchange Act. After conducting an evaluation of the effectiveness of the
design and operation of the Company's disclosure controls and procedures as
of August 31, 2008, he has concluded that the Company's disclosure controls
and procedures were effective to ensure that information required to be
disclosed by it in its reports filed or submitted under the Exchange Act is
recorded, processed summarized and reported within the time periods
specified in the rules and forms of the Securities and Exchange Commission
(the "SEC").




                                     20

<page>


         This quarterly report does not include an attestation report of the
Company's registered public accounting firm regarding internal control over
financial reporting. Management's report was not subject to attestation by
the Company's registered public accounting firm pursuant to temporary rules
of the Securities and Exchange Commission that permit the Company to provide
only management's report in this quarterly report.

         There were no significant changes in the Company's internal
controls or in other factors that could significantly affect these controls
subsequent to that evaluation, and there were no significant deficiencies or
material weaknesses in such controls requiring corrective actions.

                           PART II - OTHER INFORMATION


ITEM 1:  LEGAL PROCEEDINGS

         On April 12, 2007, in its Court Order, the District Court Douglas
County, Colorado appointed Corporate Services International, Inc. custodian
of the registrant for the purposes of appointing new officers and directors.
In addition, the Order granted Corporate Services International, Inc. the
full authority to conduct the affairs of the Registrant as stated in
C.R.S.A. ss. 7-114-303(3)(II)(b) which allows the Custodian to exercise all
powers of the Board of Directors and Officers. Mr. Michael Anthony is the
sole officer, director and shareholder of Corporate Services International.

         Econometrics' officers and directors are not aware of any
threatened or pending litigation to which the Company is a party or which
any of its property is the subject and which would have any material,
adverse effect on the Company.

ITEM 1A:  RISK FACTORS


FORWARD-LOOKING STATEMENTS

         This quarterly report on Form 10-Q contains forward-looking
statements that are based on current expectations, estimates, forecasts and
projections about us, our future performance, the market in which we
operate, our beliefs and our management's assumptions. In addition, other
written or oral statements that constitute forward-looking statements may be
made by us or on our behalf. Words such as "expects", "anticipates",
"targets", "goals", "projects", "intends", "plans", "believes", "seeks",
"estimates", variations of such words and similar expressions are intended
to identify such forward-looking statements. These statements are not
guarantees of future performance and involve certain risks, uncertainties
and assumptions that are difficult to predict or assess. Therefore, actual
outcomes and results may differ materially from what is expressed or
forecast in such forward-looking statements.




                                     21

<page>


DEPENDENCE ON KEY PERSONNEL

         Econometrics is dependent upon the continued services of its sole
officer and director, Michael Anthony. To the extent that his services
become unavailable, Econometrics will be required to obtain other qualified
personnel and there can be no assurance that it will be able to recruit and
hire qualified persons upon acceptable terms.

LIMITED RESOURCES; NO PRESENT SOURCE OF REVENUES.

         At present, our business activities are limited to seeking
potential business opportunities. Due to our limited financial and personnel
resources, there is only a limited basis upon which to evaluate our
prospects for achieving our intended business objectives. We have only
limited resources and have no operating income, revenues or cash flow from
operations. Our management is providing us with funding, on an as needed
basis, necessary for us to continue our corporate existence and our business
objective to seek new business opportunities, as well as funding the costs,
including professional accounting fees, of registering our securities under
the Exchange Act and continuing to be a reporting company under the Exchange
Act. We have no written agreement with our management to provide any interim
financing for any period. In addition, we will not generate any revenues
unless and until we enter into a new business, of which there can be no
assurance. As of August 31, 2008 we had cash of $14,774.

BROAD DISCRETION OF MANAGEMENT

         Any person who invests in our securities will do so without an
opportunity to evaluate the specific merits or risks of any potential new
prospective business in which we may engage. As a result, investors will be
entirely dependent on the broad discretion and judgment of management in
connection with the selection of a prospective business. There can be no
assurance that determinations made by our management will permit us to
achieve our business objectives.

ABSENCE OF SUBSTANTIVE DISCLOSURE RELATING TO PROSPECTIVE BUSINESS

         As of the date of this annual report, we have not yet identified
any prospective business or industry in which we may seek to become involved
and at present we have no information concerning any prospective business.
There can be no assurance that any prospective business opportunity will
benefit shareholders or prove to be more favorable to shareholders than any
other investment that may be made by shareholders and investors.

THERE IS NO ACTIVE MARKET FOR OUR COMMON STOCK AND NONE MAY DEVELOP OR BE
SUSTAINED

         Econometrics' common stock has been subject to quotation on the
pink sheets. There is not currently an active trading market in the
Company's shares nor do we believe that any active trading market has
existed for the last 2 years. There can be no assurance that there will be
an active trading market for our securities following the effective date of
our Registration Statement and this annual report. In the event that an
active trading market commences, there can be no assurance as to the market
price of our shares of common stock, whether any trading market will provide
liquidity to investors, or whether any trading market will be sustained.




                                     22

<page>


UNSPECIFIED INDUSTRY FOR NEW PROSPECTIVE BUSINESS OPPORTUNITIES;
UNASCERTAINABLE RISKS

         There is no basis for shareholders to evaluate the possible merits
or risks of potential new business opportunities or the particular industry
in which we may ultimately operate. To the extent that we effect a business
combination with a financially unstable entity or an entity that is in its
early stage of development or growth, including entities without established
records of revenues or income, we will become subject to numerous risks
inherent in the business and operations of that financially unstable
company. In addition, to the extent that we effect a business combination
with an entity in an industry characterized by a high degree of risk, we
will become subject to the currently unascertainable risks of that industry.
A high level of risk frequently characterizes certain industries that
experience rapid growth. Although management will endeavor to evaluate the
risks inherent in a particular new prospective business or industry, there
can be no assurance that we will properly ascertain or assess all such risks
or that subsequent events may not alter the risks that we perceive at the
time of the consummation of any new business opportunity.

CONFLICTS OF INTEREST

         Our management is not required to nor will he commit his full time to
our affairs. As a result, pursuing new business opportunities may require a
greater period of time than if he would devote his full time to our affairs.
Management is not precluded from serving as an officer or director of any other
entity that is engaged in business activities similar to those of Econometrics.

         Management may have conflicts of interest in determining to which
entity a particular business opportunity should be presented. In general,
officers and directors of a Delaware corporation are required to present certain
business opportunities to a corporation for which they serve as an officer of
director. In the event that our management has multiple business affiliations,
he may have similar legal obligations to present certain business opportunities
to multiple entities. In the event that a conflict of interest shall arise,
management will consider factors such as reporting status, availability of
audited financial statements, current capitalization and the laws of
jurisdictions. If several business opportunities or operating entities approach
management with respect to a business combination, management will consider the
foregoing factors as well as the preferences of the management of the operating
company. However, management will act in what he believes will be in the best
interests of the shareholders of Econometrics and other respective public
companies. Econometrics shall not enter into a transaction with a target
business that is affiliated with management.

COMPETITION

         Econometrics expects to encounter intense competition from other
entities seeking to pursue new business opportunities. Many of these entities
are well-established and have extensive experience in identifying new
prospective business opportunities. Many of these competitors possess greater
financial, technical, human and other resources than we do and there can be no
assurance that we will have the ability to compete successfully. Based upon our
limited financial and personnel resources, we may lack the resources as compared
to those of many of our potential competitors.




                                     23

<page>


ADDITIONAL FINANCING REQUIREMENTS

         Econometrics has no revenues and is dependent upon the willingness of
management and management controlled entities to fund the costs associated with
the reporting obligations under the Exchange Act, and other administrative costs
associated with our corporate existence. As of August 31, 2008, Econometrics had
incurred $14,246 for general and administrative expenses including accounting
fees, reinstatement fees, and other professional fees related to the preparation
and filing of the registration statement on Form 10 and subsequent periodic
reports. In addition, as of August 31, 2008 Econometrics had current liabilities
of $37,680, however, $32,157 of these liabilities are due to related parties. We
may not generate any revenues unless and until the commencement of new business
operations. We believe that management will continue to provide sufficient funds
to pay accounting and professional fees and other expenses to fulfill our
reporting obligations under the Exchange Act until we commence business
operations. Through the date of this quarterly report management related parties
have made a capital investment of $30,000 into the Company and as of August 31,
2008 have loaned the Company an additional $22,364 for ongoing expenses. In the
event that our available funds from our management and affiliates prove to be
insufficient, we will be required to seek additional financing. Our failure to
secure additional financing could have a material adverse affect on our ability
to pay the accounting and other fees in order to continue to fulfill our
reporting obligations and pursue our business plan. We do not have any
arrangements with any bank or financial institution to secure additional
financing and there can be no assurance that any such arrangement would be
available on terms acceptable and in our best interests. We do not have any
written agreement with our affiliates to provide funds for our operating
expenses.

STATE BLUE SKY REGISTRATION; POTENTIAL LIMITATIONS ON RESALE OF THE SECURITIES

         The holders of our shares of common stock and those persons, who desire
to purchase our stock in any trading market that might develop, should be aware
that there may be state blue-sky law restrictions upon the ability of investors
to resell our securities. Accordingly, investors should consider the secondary
market for Econometrics' securities to be a limited one.

         It is the present intention of Econometrics' management, after the
commencement of new business operations, to seek coverage and publication of
information regarding our Company in an accepted publication manual which
permits a manual exemption. The manual exemption permits a security to be
distributed in a particular state without being registered if the Company
issuing the security has a listing for that security in a securities manual
recognized by the state. However, it is not enough for the security to be listed
in a recognized manual. The listing entry must contain (1) the names of issuer's
officers, and directors, (2) an issuer's balance sheet, and (3) a profit and
loss statement for either the fiscal year preceding the balance sheet or for the
most recent fiscal year of operations. Furthermore, the manual exemption is a
non-issuer exemption restricted to secondary trading transactions, making it
unavailable for issuers selling newly issued securities.




                                     24

<page>


         Most of the accepted manuals are those published in Standard and
Poor's, Moody's Investor Service, Fitch's Investment Service, and Best's
Insurance Reports, and many states expressly recognize these manuals. A smaller
number of states declare that they "recognize securities manuals" but do not
specify the recognized manuals. The following states do not have any provisions
and therefore do not expressly recognize the manual exemption: Alabama, Georgia,
Illinois, Kentucky, Louisiana, Montana, South Dakota, Tennessee, Vermont and
Wisconsin.

DIVIDENDS UNLIKELY

         We do not expect to pay dividends for the foreseeable future because we
have no revenues. The payment of dividends will be contingent upon our future
revenues and earnings, if any, capital requirements and overall financial
condition. The payment of any future dividends will be within the discretion of
our board of directors. It is our expectation that after the commencement of new
business operations that future management will determine to retain any earnings
for use in business operations and accordingly, we do not anticipate declaring
any dividends in the foreseeable future.

POSSIBLE ISSUANCE OF ADDITIONAL SECURITIES

         Our Articles of Incorporation, as amended, authorize the issuance of
300,000,000 shares of common stock, par value $0.001. As of October 7, 2008, we
have 4,243,318 shares issued and outstanding. We may be expected to issue
additional shares in connection with our pursuit of new business opportunities
and new business operations. To the extent that additional shares of common
stock are issued, our shareholders would experience dilution of their respective
ownership interests. If we issue shares of common stock in connection with our
intent to pursue new business opportunities, a change in control of our Company
may be expected to occur. The issuance of additional shares of common stock may
adversely affect the market price of our common stock, in the event that an
active trading market commences.

COMPLIANCE WITH PENNY STOCK RULES

         Our securities will be considered a "penny stock" as defined in the
Exchange Act and the rules thereunder, unless the price of our shares of common
stock is at least $5.00. We expect that our share price will be less than $5.00.
Unless our common stock is otherwise excluded from the definition of "penny
stock", the penny stock rules apply. The penny stock rules require a
broker-dealer, prior to a transaction in a penny stock not otherwise exempt from
the rules, to deliver a standardized risk disclosure document that provides
information about penny stocks and the nature and level of risks in the penny
stock market. The broker-dealer also must provide the customer with current bid
and offer quotations for the penny stock, the compensation of the broker-dealer
and its sales person in the transaction, and monthly account statements showing
the market value of each penny stock held in the customer's account. In
addition, the penny stock rules require that the broker-dealer, not otherwise
exempt from such rules, must make a special written determination that the penny
stock is suitable for the purchaser and receive the purchaser's written
agreement to the transaction. These disclosure rules have the effect of reducing
the level of trading activity in the secondary market for a stock that becomes
subject to the penny stock rules. So long as the common stock is subject to the
penny stock rules, it may become more difficult to sell such securities. Such
requirements could limit the level of trading activity for our common stock and
could make it more difficult for investors to sell our common stock.




                                     25

<page>


GENERAL ECONOMIC RISKS

         Econometrics' current and future business plans are dependent, in large
part, on the state of the general economy. Adverse changes in economic
conditions may adversely affect our plan of operation.


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

         The following is a list of unregistered securities sold by the Company
within the last three years including the date sold, the title of the
securities, the amount sold, the identity of the person who purchased the
securities, the price or other consideration paid for the securities, and the
section of the Securities Act of 1933 under which the sale was exempt from
registration as well as the factual basis for claiming such exemption.

         On January 17, 2008, Corporate Services International agreed to
contribute $30,000 as paid in capital to Econometrics, the entire amount of
which was paid to Econometrics on May 6, 2008. In consideration for the agreed
upon capital contribution Econometrics issued to Corporate Services
International 200,000,000 (4,000,000 post split) shares of its common stock
representing approximately 94.2% of its common stock outstanding on that date.

         The Company believes that the issuance and sale of the restricted
shares was exempt from registration pursuant to Section 4(2) of the Act as
privately negotiated, isolated, non-recurring transactions not involving any
public solicitation. An appropriate restrictive legend is affixed to the stock
certificates issued in such transactions.


ITEM 3.  DEFAULTS UPON SENIOR SECURITIES.

         None.

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

         On February 15, 2008 after proper notice to all shareholders, the
Company held an annual meeting for the purposes of the election of directors and
voting on a change of domicile from Colorado to Delaware. At the meeting,
Michael Anthony was elected the sole Director and the shareholders approved the
change of domicile from Colorado to Delaware. Immediately following the
shareholder meeting, Michael Anthony was appointed President, Secretary and
Treasurer. The total votes, in pre-split numbers in favor of Mr. Anthony's
election and a change of domicile to Delaware were 200,961,136; those against
were 0; and those abstaining were 11,201,687.

ITEM 5.  OTHER INFORMATION

         None.



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ITEM 6. EXHIBITS

EXHIBITS

NUMBER                         DESCRIPTION
------                         -----------


3.1.1    Original Articles of Incorporation dated June 25, 1986*

3.1.2    Amendment to Articles of Incorporation - October 20, 1987*

3.1.3    Amendment to Articles of Incorporation - December 2, 1993*

3.1.4    Certificate of Assumed or Trade Name - August 20, 1997*

3.1.5    Articles of Share Exchange - August 20, 1997*

3.1.6    Amendment to Articles of Incorporation - November 21, 1997*

3.1.7    Amendment to Articles of Incorporation - March 22, 1999*

3.1.8    Amendment to Articles of Incorporation - April 16, 1999*

3.1.9    Statement Curing Delinquency - April 16, 2007*

3.1.10   Amended and Restated Articles of Incorporation - April 16, 2007*

3.1.11   Articles of Incorporation - Delaware - January 22, 2008*

3.1.12   Certificate of Merger - Delaware - February 28, 2008*

3.1.13   Statement of Merger - Colorado - March 6, 2008*

3.1.14   Agreement of Merger - February 27, 2008*

3.1.15   Amendment to Articles of Incorporation - May 6, 2008*

3.2      Amended and Restated By-Laws*

31.1     Certification of the Chief Executive Officer and Chief Financial
         Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

32.1     Certification of the Chief Executive Officer and Chief Financial
         Officer pursuant to Section 906 of the Sarbanes Oxley Act of 2002

*        Previously filed with the Company Form 10 filed on May 22, 2008


REPORTS ON 8-K

         None




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                                  SIGNATURES

            In accordance with Section 13 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.


Date:  October 7, 2008                        ECONOMETRICS, INC.


                                            By: /s/ Michael Anthony
                                                 ------------------------------
                                                  Name: Michael Anthony
                                                  Title: Chief Executive Officer





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