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

                                   FORM 10-QSB
(Mark one)

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

         For the quarterly period ended March 31, 2007
                                        --------------

                                       OR

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

         For the transition period from _________ to _________

                         Commission file number 0-50490
                                                -------

                               INNER SYSTEMS, INC.
                               -------------------
              (Exact name of small business issuer in its charter)

           New York                                               11-3447096
-------------------------------                              -------------------
(State or other jurisdiction of                               (I.R.S. Employer
incorporation or organization)                               Identification No.)

                     1895 Byrd Drive, East Meadow, NY 11554
                     --------------------------------------
                    (Address of principal executive offices)

                                 (516) 794-2179
                                 --------------
                           (Issuer's telephone number)

                                       N/A
                                       ---
              (Former name, former address and former fiscal year,
                          if changed since last report)

         Check whether the issuer (1) filed all reports required to be filed by
Section 13 or 15(d) of the Exchange Act of 1934 during the past 12 months (or
for such shorter period that the registrant was required to file such reports),
and (2) has been subject to such filing requirements for the past 90 days.

                             YES __X__   NO _____

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

                             YES __X__   NO _____

         The number of shares outstanding of the issuer's Common Stock, $.001
par value per share, as of May 16, 2007, is 1,000,000.

Transitional Small Business Disclosure Format (check one):

                             YES _____   NO __X__

<PAGE>

                          PART I. FINANCIAL INFORMATION

                                                             INNER SYSTEMS, INC.
                                                   (A Development Stage Company)

                                                         CONDENSED BALANCE SHEET
                                                                     (unaudited)
________________________________________________________________________________

                                     ASSETS
                                     ------

                                                                  March 31, 2007
                                                                  --------------

CURRENT ASSETS
--------------
  Cash .........................................................  $       2,170
                                                                  -------------
TOTAL ASSETS ...................................................  $       2,170
                                                                  =============

                    LIABILITIES AND STOCKHOLDERS' DEFICIENCY
                    ----------------------------------------

CURRENT LIABILITIES
-------------------
  Accrued Expenses .............................................  $      15,721
  Notes payable ................................................        138,175
                                                                  -------------
    TOTAL LIABILITIES ..........................................        153,896
                                                                  -------------

CONTINGENCIES
-------------

STOCKHOLDERS' DEFICIENCY
------------------------
Preferred stock, par value $0.001; 5,000,000 shares
  authorized, no shares issued and outstanding .................              -
Common stock, par value $0.001; 20,000,000 shares
  authorized, 1,000,000 shares issued and outstanding ..........          1,000
Additional paid in capital .....................................          9,000
Deficit accumulated during the development stage ...............       (161,726)
                                                                  -------------

    TOTAL STOCKHOLDERS' DEFICIENCY .............................       (151,726)
                                                                  -------------

    TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIENCY .............  $       2,170
                                                                  =============

                  See notes to condensed financial statements.

                                        2
<PAGE>

                                                             INNER SYSTEMS, INC.
                                                   (A Development Stage Company)

                                              CONDENSED STATEMENTS OF OPERATIONS
                                                                     (unaudited)
________________________________________________________________________________


                                                                 Cumulative from
                                        Three Months Ended        August 9, 2000
                                             March 31,            (Inception) to
                                     -------------------------       March 31,
                                         2007          2006            2007
                                     -----------   -----------   ---------------

NET SALES .........................  $        --   $        --     $        --

GENERAL AND ADMINISTRATIVE EXPENSES        3,780         8,025         136,168

INTEREST EXPENSE ..................        1,953         1,550          15,558

IMPAIRMENT OF REORGANIZATION VALUE            --            --          10,000
                                     -----------   -----------     -----------

  NET LOSS ........................  $    (5,733)  $    (9,575)    $  (161,726)
                                     -----------   -----------     -----------

PER SHARE INFORMATION

  Basic and diluted,
   net loss per share .............  $      (.01)  $      (.01)
                                     ===========   ===========

  Basic and diluted,
   weighted average
   common shares outstanding ......    1,000,000     1,000,000
                                     ===========   ===========


                  See notes to condensed financial statements.

                                        3
<PAGE>

                                                             INNER SYSTEMS, INC.
                                                   (A Development Stage Company)

                                              CONDENSED STATEMENTS OF CASH FLOWS
                                                                     (unaudited)
________________________________________________________________________________


                                                                 Cumulative from
                                           For the Three Months   August 9, 2000
                                              Ended March 31,     (Inception) to
                                           --------------------      March 31,
                                             2007        2006          2007
                                           --------    --------  ---------------

CASH FLOWS FROM OPERATING ACTIVITIES
Net loss ................................  $ (5,733)   $ (9,575)    $(161,726)
  Adjustments to reconcile net loss to
   net cash used in operating activities:
    Impairment of reorganization value ..        --          --        10,000
  Changes in operating liabilities:
    Accrued expenses ....................    (2,335)     (4,887)       15,721
                                           --------    --------     ---------

    NET CASH USED IN OPERATING ACTIVITIES    (8,068)    (14,462)     (136,005)
                                           --------    --------     ---------

CASH FLOWS FROM INVESTING ACTIVITIES ....        --          --            --
                                           --------    --------     ---------

CASH FLOWS FROM FINANCING ACTIVITIES
  Issuance of Notes Payable .............     8,000      13,131       138,175
                                           --------    --------     ---------

    NET (DECREASE) INCREASE IN CASH .....       (68)     (1,331)        2,170

CASH - Beginning ........................     2,238       3,376            --
----                                       --------    --------     ---------

CASH - Ending ...........................  $  2,170    $  2,045     $   2,170
----                                       --------    --------     ---------


                   See notes to condensed financial statements

                                        4
<PAGE>

                                                             INNER SYSTEMS, INC.
                                                   (A Development Stage Company)

                                         NOTES TO CONDENSED FINANCIAL STATEMENTS
                                                                     (unaudited)

                                 For the Three Months Ended March 31, 2007, 2006
                                  And Cumulative From August 9, 2000 (Inception)
________________________________________________________________________________


NOTE 1 - Formation, Nature of Business and Going Concern
         -----------------------------------------------

Inner Systems, Inc. (the "Company"), a Delaware company, was organized in May
1997. The Company was in the business of providing concession services. On May
21, 1999, the Company filed a voluntary petition for reorganization pursuant to
Chapter 11 of the United States Bankruptcy Code. The petition was filed in the
United States Bankruptcy Court for the Eastern District of New York and its plan
of reorganization was confirmed on August 9, 2000 ("Inception Date").

Pursuant to the plan of reorganization, the Company sold its operations to an
unrelated third party. Effective August 9, 2000, the Company is in the
development stage and is seeking to raise capital to fund possible acquisitions.
The Company is actively searching for acquisition targets. As of May 16, 2007,
the Company has no agreement to acquire or merge with any specific business or
company.

The Company has not commenced principal operations as of March 31, 2007 and
there is no assurance that the Company will have the ability to carry out its
business plan without raising sufficient debt or equity financing. Through March
31, 2007, the Company has raised $138,175 from debt financing (Note 4), plus an
additional $4,000 in May 2007; additional funds will be necessary. Although the
Company intends to obtain either additional debt or equity financing, there can
be no assurance that they will be successful. These factors raise substantial
doubt as to the Company's ability to continue as a going concern. The financial
statements do not include any disclosures that might be necessary should the
Company be unable to continue as a going concern.

NOTE 2 - Basis of Presentation
         ---------------------

The accompanying unaudited condensed financial statements reflect all
adjustments, which are, in the opinion of management, necessary to make the
financial position, results of operations and cash flows not misleading as of
March 31, 2007 and for all periods presented. All such adjustments are of a
normal recurring nature. The results of operations for the three months ended
March 31, 2007 are not necessarily indicative of the results that may be
expected for any other interim period or the full year. The condensed financial
statements should be read in conjunction with the notes to the financial
statements and in conjunction with the Company's audited financial statements
for the period August 9, 2000 (Inception) through December 31, 2006, which are
included in the Company's annual report on Form 10-KSB for the year ended
December 31, 2006. The accounting policies used to prepare the condensed
financial statements are consistent with those described in the December 31,
2006 financial statements.

                                        5
<PAGE>

                                                             INNER SYSTEMS, INC.
                                                   (A Development Stage Company)

                                         NOTES TO CONDENSED FINANCIAL STATEMENTS
                                                                     (unaudited)

                                 For the Three Months Ended March 31, 2007, 2006
                                  And Cumulative From August 9, 2000 (Inception)
________________________________________________________________________________


NOTE 3 - Summary of Significant Accounting Principles
         --------------------------------------------

STOCK BASED COMPENSATION

In December 2004, the Financial Accounting Standards Board ("FASB") issued
Statement of Financial Accounting Standards ("SFAS") No. 123R "Share Based
Payment." This statement is a revision of SFAS No. 123 and supersedes APB
Opinion No. 25, and its related implementation guidance. SFAS No. 123R addresses
all forms of share based payment ("SBP") awards including shares issued under
employee stock purchase plans, stock options, restricted stock and stock
appreciation rights. Under SFAS No. 123R, SBP awards result in a cost that will
be measured at fair value on the awards' grant date, based on the estimated
number of awards that are expected to vest. The Company adopted the provisions
of SFAS 123R as of January 1, 2006. The adoption of SFAS No. 123R did not have a
material effect on the Company's financial position, results of operations or
cash flows, as the Company has not issued any SBP awards.

USE OF ESTIMATES IN THE FINANCIAL STATEMENTS

The preparation of financial statements in conformity with accounting principles
generally accepted in the United States of America 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.

LOSS PER SHARE

The Company adopted the provisions of SFAS No. 128, "Earnings per Share." SFAS
No. 128 requires the presentation of basic and diluted earnings per share
("EPS"). Basic EPS is computed by dividing the net loss by the weighted-average
number of common shares outstanding for the period. Diluted EPS includes the
potential dilution that could occur if options or other contracts to issue
common stock were exercised or converted. During the period August 9, 2000
(Inception) through March 31, 2007, no options or other contracts to issue
common stock were issued or entered into. Accordingly, basic and diluted
earnings per share are identical. See Note 4 for the issuance of Senior
Convertible Promissory Notes, which contain a contingent conversion feature.

                                        6
<PAGE>

                                                             INNER SYSTEMS, INC.
                                                   (A Development Stage Company)

                                         NOTES TO CONDENSED FINANCIAL STATEMENTS
                                                                     (unaudited)

                                 For the Three Months Ended March 31, 2007, 2006
                                  And Cumulative From August 9, 2000 (Inception)
________________________________________________________________________________


NOTE 3 - Summary of Significant Accounting Principles, continued
         -------------------------------------------------------

ACCOUNTING FOR UNCERTAINTY IN INCOME TAXES

The Company adopted Financial Accounting Standards Board's Interpretation No.
48, "Accounting for Uncertainty in Income Taxes, an interpretation of FASB
Statement No. 109" ("FIN 48"), effective January 1, 2007. FIN 48 clarifies the
accounting for uncertainty in income taxes recognized in financial statements
and requires the impact of a tax position to be recognized in the financial
statements if that position is more likely than not of being sustained by the
taxing authority. FIN 48 is effective for fiscal years beginning after December
31, 2006, and is to be applied to all open tax years as of the date of
effectiveness. FIN 48 also provides guidance on derecognition, classification,
interest and penalties, accounting in interim periods, disclosure and
transition. There were no unrecognized tax benefits as of January 1, 2007.

The Company has identified its federal tax return and its state tax return in
New York as "major" tax jurisdictions, as defined in FIN 48. Based on the
Company's evaluation, it has been concluded that there are no significant
uncertain tax positions requiring recognition in the Company's financial
statements. The Company's evaluation was performed for tax years ended 2004
through 2006, the only periods subject to examination. The Company believes that
its income tax positions and deductions will be sustained upon audit and does
not anticipate any adjustments that will result in a material change to its
financial position. In addition, the Company did not record a cumulative effect
adjustment related to the adoption of FIN 48. The Company has elected to
classify interest and penalties incurred on income taxes, if any, as income tax
expense. No interest or penalties on income taxes have been recorded during the
three months ended March 31, 2007. The Company does not expect its unrecognized
tax benefit position to change during the next twelve months. Management is
currently unaware of any issues under review that could result in significant
payments, accruals or material deviations from its position. The adoption of FIN
48 did not have a material effect on our financial position, results of
operations or cash flows.

NEW ACCOUNTING PRONOUNCEMENTS

In January 2007, the Company adopted the Financial Accounting Standards Board
Staff Position EITF 00-19-2 ("FSP EITF 00-19-2") which provides that the
contingent obligation to make future payments under a registration payment
arrangement should be accounted for as a separate agreement in accordance with
FASB Statement No. 5, Accounting for Contingencies. The adoption of FSP EITF
00-19-2 did not have a material effect on the Company's financial position,
results of operations or cash flows.

Management does not believe that any other recently issued, but not yet
effective, accounting standards will have a material effect on the accompanying
financial statements.

                                        7
<PAGE>

                                                             INNER SYSTEMS, INC.
                                                   (A Development Stage Company)

                                         NOTES TO CONDENSED FINANCIAL STATEMENTS
                                                                     (unaudited)

                                 For the Three Months Ended March 31, 2007, 2006
                                  And Cumulative From August 9, 2000 (Inception)
________________________________________________________________________________


NOTE 4 - Notes Payable
         -------------

The Company financed operations through loans from various investors.
Originally, these loans were evidenced by Demand Promissory Notes bearing
interest at the rate of 6% per annum, although it was the intention of
management of the Company and the investors to exchange these notes for
convertible promissory notes which would be convertible into shares of the
Company's common stock. On January 14, 2006, management finalized the specific
terms of their agreement and form of documents and exchanged the original Demand
Promissory Notes for Senior Convertible Promissory Notes (the "Notes"). The
Notes, which represent $138,175 in the aggregate, continue to bear interest at
the rate of 6% per annum and are generally due at the earlier of December 31,
2007, or a Change of Control Transaction (as defined below). Additionally, the
Notes are only convertible when the Company consummates a Change of Control
Transaction. A Change in Control Transaction shall mean (i) a sale of all or
substantially all of the Company's assets, (ii) a transaction (or series of
transactions, including merger, consolidation or other reorganization of the
Company, or issuance of additional shares of capital stock of the Company other
than in connection with capital raising transactions) which results in the
holders of the Company's capital stock prior to the transaction owning less than
50% of the voting power, on a fully diluted, as-converted basis for all
outstanding classes thereof, of the Company's capital stock after the
transaction or (iii) a liquidation, dissolution or winding up of the Company.
The Notes are convertible at various rates ranging from $.005 to $.40 per share,
representing an aggregate of 4,776,958 shares potentially issuable. Since the
conversion feature in the Notes is contingent on a future event outside the
control of the investors, the contingent beneficial conversion feature, valued
at approximately $138,175, will not be recognized until the contingency is
resolved.

The holders of the Notes were also granted Registration Rights with respect to
the shares of common stock issuable upon conversion of the Notes, if they are
converted. These rights are evidenced by a Registration Rights Agreement between
the Company and the holders of the Notes; such registration rights do not become
effective until a Change in Control transaction occurs.

In March and May 2007, the Company received additional advances of $8,000 and
$4,000, respectively. The Company expects that these advances will be converted
into notes on the same terms as the existing notes.

                                        8
<PAGE>

ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS
         ------------------------------------

LIQUIDITY AND CAPITAL RESOURCES

         In the three months ended March 31, 2007, we financed operations by
advances of $8,000 which are expected to be converted into Senior Convertible
Promissory Notes. On May 21, 2007, we borrowed an additional $4,000. These funds
were utilized to satisfy accrued expenses and general administrative expenses
included in our Statement of Operations for the three months ended March 31,
2007. We are seeking to acquire business entities that will generate cash from
operations.

         For the fiscal year ending December 31, 2007, we anticipate incurring a
loss as a result of expenses associated with compliance with the reporting
requirements of the Exchange Act, and expenses associated with locating and
evaluating acquisition candidates. We anticipate that until a business
combination is completed with an acquisition candidate, we will not generate
revenues. We may also continue to operate at a loss after completing a business
combination, depending upon the performance of the acquired business.

PLAN OF OPERATIONS AND NEED FOR ADDITIONAL FINANCING

         During the fiscal year ending December 31, 2007, we plan to continue
with efforts to seek, investigate, and, if warranted, acquire one or more
properties or businesses. We also plan to file all required periodic reports and
to maintain our status as a fully-reporting company under the Exchange Act. In
order to proceed with our plans for the next year, it is anticipated that we
will require additional capital in order to meet our cash needs. These include
the costs of compliance with the continuing reporting requirements of the
Exchange Act as well as any costs we may incur in seeking business
opportunities.

         Based upon our current cash reserves, we do not have adequate resources
to meet our short-term or long-term cash requirements. No specific commitments
to provide additional funds have been made by management, the principal
stockholders or other stockholders, and we have no current plans, proposals,
arrangements or understandings with respect to the sale or issuance of
additional securities prior to the location of a merger or acquisition
candidate. Accordingly, there can be no assurance that any additional funds will
be available to us to allow us to cover our expenses. Notwithstanding the
foregoing, to the extent that additional funds are required, we anticipate
receiving such funds in the form of advancements from current stockholders
without issuance of additional shares or other securities, or through the
private placement of restricted securities rather than through a public
offering. As a result, these conditions raise substantial doubt about our
ability to continue as a going concern.

                                        9
<PAGE>

CRITICAL ACCOUNTING POLICIES

         The preparation of financial statements and related disclosures in
conformity with accounting principles generally accepted in the United States
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. For example, unexpected changes in market conditions or a
downturn in the economy could adversely affect actual results. Estimates are
used in accounting for, among other things, legal liability and contingencies.
Estimates and assumptions are reviewed periodically and the effects of revisions
are reflected in the Financial Statements in the period they are determined to
be necessary.

ITEM 3.  CONTROLS AND PROCEDURES
         -----------------------

DISCLOSURE CONTROLS AND PROCEDURES

         The Company's management, which is comprised solely of John M. Sharpe,
Jr., has carried out an evaluation of the effectiveness of the design and
operation of our disclosure controls and procedures pursuant to Exchange Act
Rule 13a-15(c) and 5d-15(c). Based upon that evaluation, our chief executive
officer and chief financial officer concluded that our disclosure controls and
procedures were not effective as of the end of the period covered by this
report. This material weakness is the result of the Company's complete
dependence upon John M. Sharpe, Jr., who acts as both chief executive officer
and chief financial officer, and the lack of staff with public accounting
experience.

         Although this constitutes a material weakness in the Company's
financial reporting, management has decided that, in light of the Company's
financial situation and limited operations, the risks associated with the
dependence upon Mr. Sharpe as compared to the potential benefits of adding new
employees, does not justify the expenses that would need to be incurred to
remedy this situation. Management will periodically re-evaluate this situation.
If the situation changes and/or sufficient capital is obtained, it is the
Company's intention to increase staffing to mitigate the current dependence upon
Mr. Sharpe and limited experience with public accounting.

CHANGES IN CONTROL OVER FINANCIAL REPORTING

         There have been no changes in our internal controls over financial
reporting or other factors which has materially affected, or is reasonably
likely to materially affect, the Company's internal control over financial
reporting.

                                       10
<PAGE>

                           PART II - OTHER INFORMATION

ITEM 1.  LEGAL PROCEEDINGS
         -----------------

         Not Applicable.

ITEM 2.  CHANGES IN SECURITIES
         ---------------------

         Not Applicable

ITEM 3.  DEFAULTS UPON SENIOR SECURITIES
         -------------------------------

         Not Applicable

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

         Not Applicable

ITEM 5.  OTHER INFORMATION
         -----------------

         Not Applicable

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K
         --------------------------------

         a. EXHIBITS.

            31   Certification of CEO and CFO Pursuant to Section 302

            32   Certification of  CEO and CFO Pursuant to Section 906

         b. FORM 8-K.

            NONE.

                                       11
<PAGE>

                                   SIGNATURES
                                   ----------

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

                                        INNER SYSTEMS, INC.


Date:    May 21, 2007                   By: /s/ John M. Sharpe, Jr.
                                            -----------------------
                                            John M. Sharpe, Jr., President


                                       12