Form 10-QSB

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


                 QUARTERLY REPORT UNDER SECTION 13 OR 15 (D) OF
                       THE SECURITIES EXCHANGE ACT OF 1934
       For the Quarter ended October 31, 2006 Commission file No. 0-05767

                       LINCOLN INTERNATIONAL CORPORATION
             (Exact Name of Registrant as specified in its charter)


           Delaware                                      20-1748504
______________________________                     ______________________
(State of other Jurisdiction of                       (I.R.S. Employer
 incorporation or organization)                    Identification Number)

     641 Lexington Avenue, 25th Floor
           New York, New York                              10022
________________________________________                 __________
(Address or principal executive offices)                 (Zip Code)

       (Registrants Telephone Number, Including Area Code) (212) 421-1616

Indicate by check whether the registrant (1) has filed reports required to be
filed by Section 13 or 15 (d) of the Securities Exchange Act of 1934 during the
preceding 12 months (or of such shorter period that the registrant was required
to file such reports) and has been subject to such filing requirements for the
past 90 days.
YES [X] NO [  ]

Indicate by check whether the registrant is an accelerated filer (as defined in
Rule 12b-2 of the Exchange Act).
YES [ ] NO [X]

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

Indicate the numbers of shares outstanding of each of the issuer's classes of
common stock, as of the December 11, 2006: 2,610,000 shares of common stock,
$0.0001 par value.

Traditional Small Business Disclosure Format YES [ ] NO [X]

<PAGE>

                        LINCOLN INTERNATIONAL CORPORATION

                                      INDEX


                                                                       PAGE(S)

Part I: Financial Information

  Item 1.  Financial Statements:

     Balance Sheets as of October 31, 2006
         and July 31, 2006                                                    1

     Statements of Operations for the three months
         ended October 31, 2006 and October 31, 2005                          2

     Statements of Cash Flows for the three months ended
         October 31, 2006 and October 31, 2005                                3

     Notes to the Financial Statements                                        4

  Item 2.  Management's Discussion and Analysis of
         Financial Condition and Results of Operations                        5

  Item 3.  Controls and Procedures                                            6

Part II: Other Information

  Item 4.  Submission of Matters for a vote of Security Holders

  Item 6.  Exhibits                                                           7

  Signatures                                                                  7

<PAGE>

                        LINCOLN INTERNATIONAL CORPORATION
                          PART 1: FINANCIAL INFORMATION
                          ITEM 1: FINANCIAL STATEMENTS
                                 BALANCE SHEETS

                                                       (Unaudited)     (Audited)
                                                        10/31/06        7/31/06
                                                       ----------      ---------

                                     ASSETS
Current assets:
  Cash & equivalents                                   $     396      $   2,801
                                                       ----------     ----------
Total assets                                           $     396      $   2,801
                                                       ==========     ==========

                      LIABILITIES AND STOCKHOLDERS' DEFICIT

Current liabilities:
  Accrued expenses                                     $  30,614      $  42,464
  Advances from - related party                          125,126        102,626
  Notes payable - related party                           65,000         65,000
                                                       ----------     ----------
            Total current liabilities                    220,740        210,090
                                                       ==========     ==========

Stockholders' deficit:
  Preferred stock, no par value, 50,000,000 shares
     Authorized, no shares issued and outstanding              -               -
  Common stock, par value $0.0001 per share,
     500,000,000 shares authorized, 2,610,000 issued
     and outstanding (2,610,000 on 7/31/06)                  261            261
  Additional paid-in-capital                           1,918,361      1,918,361
  Accumulated deficit                                 (2,138,966)    (2,125,911)

                                                       ----------     ----------

            Total stockholders' deficit                 (220,344)      (207,289)
                                                       ----------     ----------
            Total liabilities and
               stockholders' deficit                   $     396      $   2,801
                                                       ==========     ==========

  The accompanying notes are an integral part of the Financial Statements.

                                        1

<PAGE>

                        LINCOLN INTERNATIONAL CORPORATION
                          PART I: FINANCIAL INFORMATION
                          ITEM 1. FINANCIAL STATEMENTS
                            STATEMENTS OF OPERATIONS
                           FOR THE THREE MONTHS ENDED:
                                   (Unaudited)


                                                  10/31/06       10/31/05
                                                -----------     ----------
Costs and expenses:
   Selling, general and administrative expenses $    8,950      $  13,195
                                                -----------     ----------
            Loss from operations                    (8,950)       (13,195)
                                                -----------     ----------
Other income (expense):
  Interest expense, net                             (4,300)        (2,276)
  Miscellaneous income (expense)                       195            (20)
                                                -----------     ----------
            Total other income (expense), net       (4,105)        (2,296)
                                                -----------     ----------

            Net loss                            $  (13,055)     $ (15,491)
                                                ===========     ==========
Per
    Common Share:
  L
   oss from operations                          $    (0.00)     $   (0.01)
                                                -----------     ----------
            Net loss                            $    (0.01)     $   (0.01)
                                                ===========     ==========

The accompanying notes are an integral part of the Financial Statements.






                                        2

<PAGE>

                        LINCOLN INTERNATIONAL CORPORATION
                          PART I: FINANCIAL INFORMATION
                          ITEM 1. FINANCIAL STATEMENTS
                             STATEMENTS OF CASH FLOW
                           FOR THE THREE MONTHS ENDED:
                                   (Unaudited)


                                                10/31/06            10/31/05
                                              ------------        ------------
Cash flows from operating activities:
  Net loss                                    $  (13,055)         $  (15,491)
  Adjustments to reconcile net loss to net
        cash used in operating activities:
          Increase (decrease) in:
          Accrued expenses                       (11,850)            (12,414)
                                              ------------        ------------
          Net cash used in operating
               activities                        (24,905)            (27,905)
                                              ------------        ------------

Cash flows from financing activities:
  Advances from - related party                   22,500              45,247
                                              ------------        ------------
          Net cash provided by
               financing activities               22,500              45,247
                                              ------------        ------------
          Net increase (decrease) in cash         (2,405)             17,342

          Cash at beginning of the year            2,801               7,067
                                              ------------        ------------
          Cash at end of period               $      396          $   24,409
                                              ============        ============

The accompanying notes are an integral part of the Financial Statements.




                                       3

<PAGE>

                        LINCOLN INTERNATIONAL CORPORATION
                          PART 1: FINANCIAL INFORMATION
                          ITEM 1: FINANCIAL STATEMENTS
                        NOTES TO THE FINANCIAL STATEMENTS
                                   (Unaudited)


NOTE A - MANAGEMENT'S STATEMENT

In the opinion of management the accompanying unaudited financial statements
contain all adjustments (all of which are normal and recurring in nature)
necessary to present fairly the financial position of Lincoln International
Corporation ("Lincoln" or the "Company") at October 31, 2006 and July 31, 2006
and the results of operations for the three months ended October 31, 2006 and
October 31, 2005. The notes to the financial statements contained in the 2006
Form 10-KSB should be read in conjunction with these financial statements.

NOTE B - GOING CONCERN

The accompanying financial statements have been prepared on a going concern
basis, which contemplates the realization of assets and satisfaction of
liabilities in the normal course of business. As reflected in the accompanying
financial statements, the Company has incurred recurring operating losses and
negative cash flows from operations over the prior three years which raises
substantial doubt about the Company's ability to continue as a going concern.
The financial statements do not include any adjustments that might result from
the Company being unable to continue as a going concern.

NOTE C - MERGER & RECAPITALIZATION

On November 3, 2004, Lincoln International Corporation (a Kentucky corporation)
was re-domesticated from Kentucky to Delaware. This was effectuated by merging
Lincoln International Corporation (a Kentucky corporation) into Lincoln
International Corporation (a Delaware Corporation), a subsidiary formed
specifically to effect this re-domestication.

Concurrent with this re-domestication, the Company has increased the number of
authorized shares from three million (3,000,000) to five hundred fifty million
(550,000,000). Of these five hundred fifty million (550,000,000) shares, five
hundred million (500,000,000) shares are common stock, par value $0.0001, and
fifty million (50,000,000) are "blank check preferred stock" as provided for
under Delaware law. Blank check preferred stock is a series of preferred stock
that is authorized by a company's Certificate of Incorporation, but this series
of preferred stock will have those rights, preferences, and privileges as are
subsequently authorized by the Board of Directors at some time in the future.
The issuance of this blank check preferred stock will not require any further
vote or authorization by shareholders, and it can be issued by the Board of
Directors at any time.

NOTE D - STOCK DIVIDEND

On February 1, 2005, the Board of Directors declared a 999-to-1 stock dividend
for the common stock of the Company for all holders of common stock as of the
close of business on February 2, 2005. Total shares issued and outstanding
immediately following such stock dividend was 2,610,000. All per share
information in this report has been restated retroactively for this stock split.

                                       4

<PAGE>

                        LINCOLN INTERNATIONAL CORPORATION
                          PART 1: FINANCIAL INFORMATION

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


OVERVIEW

Lincoln International Corporation was incorporated in 1960 in the Commonwealth
of Kentucky. During the period, the company had no commercial operations.

On August 6, 2004, certain shareholders representing 83.3% of the company's
issued and outstanding shares sold their stock to a Mr. Nathan Low. Between
September 27, 2004 and April 30, 2005, Mr. Low made a total of $65,000 in loan
advances to the company for general corporate purposes. The notes are payable on
demand, accrue interest at an annual rate of 9.0%, and are convertible into
565,513 shares of common stock. The notes also include warrants to purchase a
total of 565,513 shares of common stock at a strike price of $0.11 per share for
a period of five years. The strike price equals the price per share paid in the
August 6, 2004 stock purchase transaction which is believed to approximate fair
market value.

On November 3, 2004, the company completed a merger into its wholly-owned
subsidiary, Lincoln International Corporation, a Delaware corporation, for the
purpose of changing the state of incorporation from Kentucky to Delaware. On
February 1, 2005, the Board of Directors declared a 999-to-1 stock dividend for
the common stock of the company for all holders of common stock as of the close
of business on February 2, 2005. Total shares issued and outstanding immediately
following such stock dividend was 2,610,000. All per share information in this
report has been restated retroactively for this stock split.

Between May 1, 2005 and October 31, 2006, Lincoln's principal shareholder
advanced $125,126 so the Company could pay its professional fees and other
expenses. All advances are to be reimbursed at a later date with interest
accrued at an annual rate of 9.0%.

RESULTS OF OPERATIONS

Three Months Ended  October 31, 2006  Compared to the Three Months Ended October
31, 2005

The Company had no commercial operations in the first fiscal quarter of 2007 as
all previous business operations have been sold or discontinued. The Company's
only activities have been the maintenance of the corporation's public shell.

The Company incurred $8,950 in operating expenses in the first fiscal quarter of
2006 related to the maintenance of its corporate organization. These expenses
were largely professional fees for legal, accounting, and administrative
services. Other expenses consisted primarily of $4,300 of interest expense
accrued on notes payable to the Company's principal shareholder. Other income of
$195 consisted of a reduction of local income tax accruals. The net loss for the
quarter totaled $13,055.

The Company incurred $13,195 in operating expenses in the first fiscal quarter
of 2005 related to the maintenance of its corporate organization. These expenses
were largely professional fees for legal, accounting, and administrative
services. Other income and expenses consisted of $2,276 of interest expense
accrued on a note payable to the Company's principal shareholder and $20 of
miscellaneous expense. The net loss for the quarter totaled $15,491.

                                       5

<PAGE>

Inflation has not had any material impact during the last 3 years on net revenue
or income from operations. The Company has had no material benefit from
increases in its prices for services during the last three years.

LIQUIDITY AND CAPITAL RESOURCES

In 2004, Lincoln liquidated and distributed substantially all of its assets,
liabilities and operations and, therefore, only has expenses related to
maintaining the corporate shell on an ongoing basis. Between September 27, 2004
and October 31, 2006, Lincoln's principal shareholder has loaned the company a
total of $65,000 for general corporate purposes and made other cash advances
totaling $125,126. Lincoln will continue to require additional capital if it is
to meet its current and future obligations.

ACQUISITION OR DISPOSITION OF ASSETS

None.

                         ITEM 3: CONTROLS AND PROCEDURES

Evaluation of disclosure controls and procedures. The Company's management has
evaluated, with the participation of the Chief Executive Officer and the Chief
Financial Officer, the effectiveness of the Company's disclosure controls and
procedures as of the end of the period covered by the Company's last Annual
Report on Form 10-KSB. Based on this evaluation, the Chief Executive Officer and
the Chief Financial Officer concluded that the Company's disclosure controls and
procedures are effective to ensure that information the Company is required to
disclose in reports that it files or submits under the Securities Exchange Act
of 1934 is recorded, processed, summarized and reported within the time periods
specified in Securities and Exchange Commission rules and forms.

Changes in internal controls over financial reporting. There has not been any
change in the Company's internal controls over financial reporting that occurred
during the period covered by this Quarterly Report on Form 10-QSB that has
materially affected, or is reasonably likely to materially affect, the Company's
internal control over financial reporting.

                                       6

<PAGE>

                        LINCOLN INTERNATIONAL CORPORATION
                           PART II: Other Information

ITEM 6.  EXHIBITS

Exhibits

31.1 Certification  of President  Pursuant to Section 302 of the  Sarbanes-Oxley
     Act of 2002, Derek L. Caldwell, President and Chief Executive Officer

31.2 Certification of Treasurer and Chief Financial  Officer Pursuant to Section
     302 of the Sarbanes-Oxley Act of 2002, Sam N. Masri, Treasurer and CFO


32.1 Certification Pursuant to 18 U.S.C.  Subsection 1350 As Adopted Pursuant To
     Subsection  906 Of The  Sarbanes-Oxley  Act of  2002,  Derek  L.  Caldwell,
     President and Chief Executive Officer

32.2 Certification Pursuant to 18 U.S.C.  Subsection 1350 As Adopted Pursuant To
     Subsection 906 Of The Sarbanes-Oxley  Act of 2002, Sam N. Masri,  Treasurer
     and CFO


                                    SIGNATURE

Pursuant  to the  requirement  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.

                                   LINCOLN INTERNATONAL CORPORATION


                                   /s/: Derek L. Caldwell
                                   ----------------------
                                   Name:  Derek L. Caldwell
                                   Title:  President and Chief Executive Officer
                                   Date:  December 11, 2006

                                       7