UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

                                    FORM 10-Q

[X] Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange
    Act of 1934

                  For the quarterly period ended June 30, 2009

[ ] Transition Report pursuant to 13 or 15(d) of the Securities Exchange
    Act of 1934

               For the transition period __________ to __________

                       Commission File Number: 333-148801


                                ESL Teachers Inc.
        (Exact name of small business issuer as specified in its charter)

           Nevada                                                75-3252264
(State or other jurisdiction of                                (IRS Employer
 incorporation or organization)                              Identification No.)

          2475 Paseo del las Americas, Suite 1135, San Diego, CA 92154
                    (Address of principal executive offices)

                                  619-955-7885
                           (Issuer's telephone number)


              (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 Securities Exchange Act of 1934 during the preceding 12
months (or for such shorter period that the issuer was required to file such
reports), and (2) has been subject to such filing requirements for the past 90
days [X] Yes [ ] No

Indicate by check mark whether the registrant is a large accelerated filer, an
accelerated filer, a non-accelerated filer, or a smaller reporting company.

Large accelerated filer [ ]                        Accelerated Filer [ ]

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

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

State the number of shares outstanding of each of the issuer's classes of common
stock, as of the latest practicable date: 2,460,000 common shares as of July 31,
2009
<PAGE>
                                TABLE OF CONTENTS

                                                                            Page
                                                                            ----

                         PART I - FINANCIAL INFORMATION

Item 1:  Financial Statements                                                 3

Item 2:  Management's Discussion and Analysis of Financial Condition
          and Results of Operations                                          13

Item 3:  Quantitative and Qualitative Disclosures About Market Risk          21

Item 4T: Controls and Procedures                                             21

                                     PART II - OTHER INFORMATION

Item 1:  Legal Proceedings                                                   22

Item 1A: Risk Factors                                                        22

Item 2:  Unregistered Sales of Equity Securities and Use of Proceeds         22

Item 3:  Defaults Upon Senior Securities                                     22

Item 4:  Submission of Matters to a Vote of Security Holders                 22

Item 5:  Other Information                                                   23

Item 6:  Exhibits                                                            23

                                       2
<PAGE>
                         PART I - FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

Our financial statements included in this Form 10-Q are as follows:

Balance Sheets as of June 30, 2009 (unaudited) and September 30, 2008 (audited);

Statements of Operations for the three  and nine months ended June 30, 2009 and
2008 and period from August 31, 2007 (Inception) to June 30, 2009 (unaudited);

Statement of Stockholders' Equity for period from August 31, 2007 (Inception)
to June 30, 2009 (unaudited);

Statements of Cash Flows for the nine months ended June 30, 2009 and 2008 and
period from August 31, 2007 (Inception) to June 30, 2009 (unaudited);

Notes to Financial Statements;

These financial statements have been prepared in accordance with accounting
principles generally accepted in the United States of America for interim
financial information and the SEC instructions to Form 10-Q. In the opinion of
management, all adjustments considered necessary for a fair presentation have
been included. Operating results for the interim period ended June 30, 2009 are
not necessarily indicative of the results that can be expected for the full
year.

                                       3
<PAGE>
                                ESL TEACHERS INC.
                          (A Development Stage Company)

                                 BALANCE SHEETS

<TABLE>
<CAPTION>
                                                                June 30,         September 30,
                                                                  2009               2008
                                                                --------           --------
                                                               (unaudited)         (audited)
<S>                                                             <C>                <C>
ASSETS

Current assets
  Cash and bank accounts                                        $ 18,489           $ 40,604
  Prepaid expenses                                                 2,946                 --
                                                                --------           --------

      Total current assets                                        21,435             40,604
                                                                --------           --------

Total assets                                                    $ 21,435           $ 40,604
                                                                ========           ========

LIABILITIES AND STOCKHOLDERS' EQUITY

Current liabilities
  Accounts payable and accrued liabilities                      $  2,050           $  7,377
  Due to stockholder                                               6,058              6,058
                                                                --------           --------

      Total liabilities                                            8,108             13,435
                                                                --------           --------
Stockholders' equity
  Common stock authorized -
   50,000,000 common shares with a par value of $0.001
  Common stock issued and outstanding
   2,460,000 common shares  (Note 4)                               2,460              2,460
  Additional paid-in capital                                      60,540             60,540
  Deficit accumulated during the development stage               (49,673)           (35,831)
                                                                --------           --------

      Total stockholders' equity                                  13,327             27,169
                                                                --------           --------

Total liabilities and stockholders' equity                      $ 21,435           $ 40,604
                                                                ========           ========
</TABLE>


   The accompanying notes are an integral part of these financial statements.

                                       4
<PAGE>
                                ESL TEACHERS INC.
                          (A Development Stage Company)

                      STATEMENTS OF OPERATIONS (unaudited)

<TABLE>
<CAPTION>
                                                                                                   Cumulative
                                                                                                  From Date of
                             Three Months     Three Months      Nine Months      Nine Months      Inception on
                                Ended            Ended            Ended            Ended       August 31, 2007 to
                               June 30,         June 30,         June 30,         June 30,          June 30,
                                 2009             2008             2009             2008              2009
                              ----------       ----------       ----------       ----------        ----------
<S>                           <C>              <C>              <C>              <C>               <C>
REVENUE                       $       --       $       --       $       --       $       --        $       --
                              ----------       ----------       ----------       ----------        ----------
OPERATING EXPENSES
  General & administrative           750               --              885              255             2,804
  Incorporation costs                 --               --               --               --             2,101
  Transfer agent                   2,800               --            7,955               --             7,955
  Legal and accounting             1,000            6,530            5,002           23,330            36,813
                              ----------       ----------       ----------       ----------        ----------

Loss before income taxes          (4,550)          (6,530)         (13,842)         (23,585)          (49,673)

Provision for income taxes            --               --               --               --                --
                              ----------       ----------       ----------       ----------        ----------

Net loss                      $   (4,550)      $   (6,530)      $  (13,842)      $  (23,585)       $  (49,673)
                              ==========       ==========       ==========       ==========        ==========

Basic and diluted loss per
 Common share (1)                     (1)              (1)              (1)              (1)
                              ==========       ==========       ==========       ==========
Weighted average number
 of common shares
 outstanding (Note 4)          2,460,000        1,500,000        2,460,000        1,500,000
                              ==========       ==========       ==========       ==========
</TABLE>

----------
(1) less than $0.01


   The accompanying notes are an integral part of these financial statements.

                                       5
<PAGE>
                                ESL TEACHERS INC.
                          (A Development Stage Company)

                  STATEMENT OF STOCKHOLDERS' EQUITY (unaudited)

<TABLE>
<CAPTION>
                                                                                Deficit
                                                                              Accumulated
                                           Common Stock        Additional     During the        Total
                                        ------------------       Paid in      Development    Stockholders'
                                        Shares      Amount       Capital         Stage          Equity
                                        ------      ------       -------         -----          ------
<S>                                    <C>           <C>        <C>            <C>             <C>
Inception, August 31, 2007                   --     $   --       $    --       $     --        $     --

Initial capitalization
 Sale of common stock                 1,500,000      1,500        13,500             --          15,000
Net loss for the year                        --         --            --         (4,158)         (4,158)
                                      ---------     ------       -------       --------        --------
Balance September 30, 2007            1,500,000      1,500        13,500         (4,158)         10,842

Private placement on May 31,
 2008 at $0.05 per share                960,000        960        47,040             --          48,000
Net loss for the period                      --         --            --        (31,673)        (31,673)
                                      ---------     ------       -------       --------        --------
September 30, 2008                    2,460,000      2,460        60,540        (35,831)         27,169

Net loss for the period                      --         --            --        (13,842)        (13,842)
                                      ---------     ------       -------       --------        --------

June 30, 2009                         2,460,000     $2,460       $60,540       $(49,673)       $ 13,327
                                      =========     ======       =======       ========        ========
</TABLE>


   The accompanying notes are an integral part of these financial statements.

                                       6
<PAGE>
                                ESL TEACHERS INC.
                          (A Development Stage Company)

                      STATEMENTS OF CASH FLOWS (unaudited)

<TABLE>
<CAPTION>
                                                                                                  Cumulative
                                                                                                   Amounts
                                                                                                 From Date of
                                                            Nine Months        Nine Months       Inception on
                                                              Ended              Ended        August 31, 2007 to
                                                             June 30,           June 30,           June 30,
                                                               2009               2008               2009
                                                             --------           --------           --------
<S>                                                          <C>                <C>                <C>
CASH FLOWS USED IN OPERATING ACTIVITIES
  Net loss for the period                                    $(13,842)          $(23,585)          $(49,673)
  (Increase) Decrease in prepaid expenses                      (2,946)                --             (2,946)
  Increase (Decrease) in accounts payable and
   accrued liabilities                                         (5,327)             4,030              2,050
  Increase (Decrease) in due to stockholder                        --              5,000              6,058
                                                             --------           --------           --------

Net cash used in operating activities                         (22,115)           (14,555)           (44,511)
                                                             --------           --------           --------

CASH FLOWS FROM FINANCING ACTIVITIES
  Proceeds from issuance of common stock                           --             48,000             63,000
                                                             --------           --------           --------

Net cash provided by financing activities                          --             48,000             63,000
                                                             --------           --------           --------

CASH FLOWS USED IN INVESTING ACTIVITIES                            --                 --                 --
                                                             --------           --------           --------

Change in cash during the period                              (22,115)            33,445             18,489

Cash, beginning of the period                                  40,604             15,400                 --
                                                             --------           --------           --------

Cash, end of the period                                      $ 18,489           $ 48,845           $ 18,489
                                                             ========           ========           ========

Supplemental disclosure with respect to cash flows:
  Cash paid for income taxes                                 $     --           $     --           $     --
                                                             ========           ========           ========
  Cash paid for interest                                     $     --           $     --           $     --
                                                             ========           ========           ========
</TABLE>


   The accompanying notes are an integral part of these financial statements.

                                       7
<PAGE>
                                ESL TEACHERS INC.
                          (A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS


NOTE 1 - NATURE OF OPERATIONS

ESL Teachers Inc. (the "Company"), incorporated in the state of Nevada on August
31, 2007, and is developing business activities in teacher recruiting.

The  company  has not  yet  commenced  significant  business  operations  and in
accordance with SFAS#7 is considered to be in the development stage.

NOTE 2 - SIGNIFICANT ACCOUNTING POLICIES

ACCOUNTING BASIS

The accompanying  unaudited interim  financial  statements have been prepared in
accordance with accounting principles generally accepted in the United States of
America and the rules of the Securities  and Exchange  Commission  ("SEC"),  and
should be read in conjunction  with the audited  financial  statements and notes
thereto contained in the Company's annual report filed with the SEC on Form 10-K
as of and for the period ended September 30, 2008. In the opinion of management,
all  adjustments  necessary  in  order  to make  the  financial  statements  not
misleading  have been  reflected  herein.  The results of operations for interim
periods are not  necessarily  indicative  of the results to be expected  for the
full year.

MANAGEMENT CERTIFICATION

The financial  statements herein are certified by the officers of the Company to
present fairly, in all material  respects,  the financial  position,  results of
operations  and  cash  flows  for  the  periods  presented  in  conformity  with
accounting  principles  generally  accepted  in the  United  States of  America,
consistently applied.

CASH AND CASH EQUIVALENTS

The Company  considers all highly liquid  investments  with  maturities of three
months or less to be cash equivalents.

FAIR VALUE OF FINANCIAL INSTRUMENTS

The  Company's  financial  instruments  consist  of cash and  cash  equivalents,
accounts payable, and amounts due to Company stockholder. The carrying amount of
these  financial  instruments  approximates  fair  value due either to length of
maturity or interest  rates that  approximate  prevailing  market  rates  unless
otherwise disclosed in these financial  statements.  It is management's  opinion
that the  Company is not  exposed to  significant  interest,  currency or credit
risks arising from its other  financial  instruments  and that their fair values
approximate their carrying values except where separately disclosed.

USE OF ESTIMATES

The preparation of financial  statements in conformity  with generally  accepted
accounting principles of 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 year.
The  more  significant  areas  requiring  the  use of  estimates  include  asset
impairment,  stock-based compensation, and future income tax amounts. Management
bases its estimates on historical experience and on other assumptions considered
to be reasonable  under the  circumstances.  However,  actual results may differ
from the estimates.

                                       8
<PAGE>
                                ESL TEACHERS INC.
                          (A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS


NOTE 2 - SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

LOSS PER SHARE

Basic loss per share is calculated  using the weighted  average number of common
shares  outstanding  and the treasury stock method is used to calculate  diluted
earnings  per share.  For the years  presented,  this  calculation  proved to be
anti-dilutive.

DIVIDENDS

The  Company  has not  adopted any policy  regarding  payment of  dividends.  No
dividends have been paid during the period shown.

INCOME TAXES

The Company  provides for income taxes under  Statement of Financial  Accounting
Standards NO. 109,  "Accounting for Income Taxes." SFAS No. 109 requires the use
of an asset and liability approach in accounting for income taxes.

SFAS No. 109  requires  the  reduction  of  deferred  tax assets by a  valuation
allowance if, based on the weight of available evidence,  it is more likely than
not  that  some or all of the  deferred  tax  assets  will not be  realized.  No
provision for income taxes is included in the  statement  due to its  immaterial
amount, net of the allowance account,  based on the likelihood of the Company to
utilize the loss carry-forward. See Note 5.

NET LOSS PER COMMON SHARE

Net loss per common share is computed  based on the weighted  average  number of
common shares  outstanding and common stock  equivalents,  if not anti-dilutive.
The Company has not issued any potentially dilutive common shares.

NOTE 3 - DUE TO STOCKHOLDER

The  $6,058  due to a  stockholder  at June  30,  2009  and  2008 is  unsecured,
non-interest bearing and has no specific terms of repayment. See Note 6.

NOTE 4 - CAPITAL STOCK

The company has 50,000,000 common shares authorized at a par value of $0.001 per
share.

On August 31, 2007, the company issued  1,500,000  common shares to founders for
total proceeds of $15,000.

On May 31, 2008,  the company  completed a private  placement  whereby it issued
960,000 common shares at $0.05 per share for total proceeds of $48,000.

As at June 30, 2009, the company has no warrants or options outstanding.

                                       9
<PAGE>
                                ESL TEACHERS INC.
                          (A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS


NOTE 5 - INCOME TAXES

The Company  provides for income taxes under  Statement of Financial  Accounting
Standards No. 109, ACCOUNTING FOR INCOME TAXES. SFAS No. 109 requires the use of
an asset and  liability  approach in accounting  for income taxes.  Deferred tax
assets  and  liabilities  are  recorded  based on the  differences  between  the
financial statement and tax bases of assets and liabilities and the tax rates in
effect currently.

SFAS No. 109  requires  the  reduction  of  deferred  tax assets by a  valuation
allowance if, based on the weight of available evidence,  it is more likely than
not that some or all of the  deferred  tax assets will not be  realized.  In the
Company's opinion, it is uncertain whether they will generate sufficient taxable
income in the future to fully utilize the net deferred tax asset. Accordingly, a
valuation allowance equal to the deferred tax asset has been recorded.

The cumulative net operating loss carry-forward is approximately $49,673 at June
30, 2009, and will expire beginning in the year 2028.

The  cumulative  tax effect at the  expected  rate of 22% of  significant  items
comprising our net deferred tax amount is as follows:

                                                         2009
                                                       --------
        Deferred tax asset attributable to:
          Net operating loss carryover                 $ 10,928
          Valuation allowance                           (10,928)
                                                       --------
              Net deferred tax asset                   $     --
                                                       ========

NOTE 6 - RELATED PARTY TRANSACTIONS

As at June 30, 2009, there is a balance owing to a stockholder of the Company in
the amount of $6,058.

The  officers  and  directors  of the  Company are  involved  in other  business
activities  and  may,  in  the  future,   become   involved  in  other  business
opportunities  that  become  available.  They may face a conflict  in  selecting
between the Company and other business interests. The Company has not formulated
a policy for the resolution of such conflicts.

NOTE 7 - GOING CONCERN

The  accompanying  financial  statements  have been  prepared  assuming that the
company  will  continue as a going  concern.  As  discussed  in the notes to the
financial  statements,  the Company has no established  source of revenue.  This
raises  substantial  doubt  about the  Company's  ability to continue as a going
concern. Without realization of additional capital, it would be unlikely for the
Company to continue as a going concern.  The financial statements do not include
any adjustments that might result from this uncertainty.

                                       10
<PAGE>
                                ESL TEACHERS INC.
                          (A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS


NOTE 7 - GOING CONCERN (CONTINUED)

The Company's activities to date have been supported by equity financing. It has
sustained  losses in all  previous  reporting  periods with an inception to date
loss of $49,673 as of June 30, 2009.  Management  continues to seek funding from
its shareholders  and other qualified  investors to pursue its business plan. In
the  alternative,  the  Company  may be  amenable  to a sale,  merger  or  other
acquisition  in the event such  transaction is deemed by management to be in the
best interests of the shareholders.

NOTE 8 - RECENT ACCOUNTING PRONOUNCEMENTS

Below is a listing of the recent  accounting  standards  SFAS  150-154 and their
effect on the Company.

STATEMENT  NO.  150  -  ACCOUNTING  FOR  CERTAIN   FINANCIAL   INSTRUMENTS  WITH
CHARACTERISTICS OF BOTH LIABILITIES AND EQUITY (ISSUED 5/03)

This Statement  establishes  standards for how an issuer classifies and measures
certain  financial  instruments  with  characteristics  of both  liabilities and
equity.

STATEMENT NO. 151- INVENTORY COSTS-AN AMENDMENT OF ARB NO. 43, CHAPTER 4 (ISSUED
11/04)

This statement amends the guidance in ARB No. 43, Chapter 4, INVENTORY  PRICING,
to  clarify  the  accounting  for  abnormal  amounts of idle  facility  expense,
freight, handling costs, and wasted material (spoilage).  Paragraph 5 of ARB 43,
Chapter 4, previously  stated that "...under some  circumstances,  items such as
idle facility expense,  excessive spoilage, double freight and re-handling costs
may be so abnormal ass to require treatment as current period  charges...." This
Statement  requires  that those items be recognized  as  current-period  charges
regardless  of whether they meet the  criterion of "so  abnormal."  In addition,
this Statement  requires that  allocation of fixed  production  overheads to the
costs  of  conversion  be  based  on  the  normal  capacity  of  the  production
facilities.

STATEMENT NO. 152 - ACCOUNTING  FOR REAL ESTATE  TIME-SHARING  TRANSACTIONS  (AN
AMENDMENT OF FASB STATEMENTS NO. 66 AND 67)

This  Statement  amends  FASB  Statement  No. 66,  ACCOUNTING  FOR SALES OF REAL
ESTATE,  to reference the financial  accounting and reporting  guidance for real
estate time-sharing transactions that is provided in AICPA Statement of Position
(SOP) 04-2, ACCOUNTING FOR REAL ESTATE TIME-SHARING TRANSACTIONS.

This  Statement  also amends FASB  Statement  No. 67,  Accounting  FOR COSTS AND
INITIAL RENTAL OPERATIONS OF REAL ESTATE PROJECTS,  states that the guidance for
(a) incidental  operations  and (b) costs incurred to sell real estate  projects
does not apply to real estate  time-sharing  transactions.  The  accounting  for
those operations and costs is subject to the guidance in SOP 04-2.

                                       11
<PAGE>
                                ESL TEACHERS INC.
                          (A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS


NOTE 8 - RECENT ACCOUNTING PRONOUNCEMENTS (CONTINUED)

STATEMENT NO. 153- EXCHANGES OF NON-MONETARY ASSETS (AN AMENDMENT OF APB OPINION
NO. 29)

The guidance in APB Opinion No. 29, ACCOUNTING FOR NON-MONETARY TRANSACTIONS, is
based on the principle that exchanges of non-monetary  assets should be measured
based on the fair value of the assets  exchanged.  The guidance in that Opinion,
however,  includes  certain  exceptions to the principle.  This Statement amends
Opinion 29 to eliminate  the  exception  for  non-monetary  exchanges of similar
productive  assets and  replaces it with a general  exception  for  exchanges of
non-monetary  assets  that do not  have  commercial  substance.  A  non-monetary
exchange  has  commercial  substance  if the future cash flows of the entity are
expected to change significantly as a result of the exchange.

STATEMENT NO. 154 - ACCOUNTING  CHANGES AND ERROR  CORRECTIONS (A REPLACEMENT OF
APB OPINION NO. 20 AND FASB STATEMENT NO. 3)

This  Statement  replaces  APB  Opinion  No. 20,  ACCOUNTING  CHANGES,  and FASB
Statement No. 3, REPORTING  ACCOUNTING CHANGES IN INTERIM FINANCIAL  STATEMENTS,
and changes the requirements for the accounting for and reporting of a change in
accounting  principle.  This  Statement  applies  to all  voluntary  changes  in
accounting  principle.  It also  applies to changes  required  by an  accounting
pronouncement  in the unusual instance that the  pronouncement  does not include
specific  transition   provisions.   When  a  pronouncement   includes  specific
transition provisions, those provisions should be followed.

The  adoption of these and other more recent new  Statements  is not expected to
have a material effect on the Company's current financial  position,  results or
operations, or cash flows.

                                       12
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
        OF OPERATIONS

FORWARD-LOOKING STATEMENTS

Certain statements, other than purely historical information, including
estimates, projections, statements relating to our business plans, objectives,
and expected operating results, and the assumptions upon which those statements
are based, are "forward-looking statements" within the meaning of the Private
Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of
1933 and Section 21E of the Securities Exchange Act of 1934. These
forward-looking statements generally are identified by the words "believes,"
"project," "expects," "anticipates," "estimates," "intends," "strategy," "plan,"
"may," "will," "would," "will be," "will continue," "will likely result," and
similar expressions. We intend such forward-looking statements to be covered by
the safe-harbor provisions for forward-looking statements contained in the
Private Securities Litigation Reform Act of 1995, and are including this
statement for purposes of complying with those safe-harbor provisions.
Forward-looking statements are based on current expectations and assumptions
that are subject to risks and uncertainties which may cause actual results to
differ materially from the forward-looking statements. Our ability to predict
results or the actual effect of future plans or strategies is inherently
uncertain. Factors which could have a material adverse affect on our operations
and future prospects on a consolidated basis include, but are not limited to:
changes in economic conditions, legislative/regulatory changes, availability of
capital, interest rates, competition, and generally accepted accounting
principles. These risks and uncertainties should also be considered in
evaluating forward-looking statements and undue reliance should not be placed on
such statements. We undertake no obligation to update or revise publicly any
forward-looking statements, whether as a result of new information, future
events or otherwise. Further information concerning our business, including
additional factors that could materially affect our financial results, is
included herein and in our other filings with the SEC.

OVERVIEW

We were incorporated as "ESL Teachers Inc." on August 31, 2007, in the State of
Nevada for the purpose of developing and marketing an Internet Site (our
"Product" or our "Web Site" or our "Site") that will provide international
online employment services specifically for both English as second language
("ESL") teachers and their prospective employers. Such a Site will allow ESL
teachers and the employers in search of them to network and meet each other's
needs successfully and efficiently without the ambiguity and consequential high
turnover commonly associated with existing ESL online job boards. We are
currently in the process of designing and developing our Site, and we are
continually refining the Site through research into the successful aspects of
online dating and social networking sites that we intend to emulate. We will
continue to refine our Site by responding to user comments and questionnaires
that users will access in the feedback section of our site. When we are
satisfied that our Product will compete effectively in the ESL marketplace as an
online placement and recruiting company, we will begin the promotion and
marketing of our Site to ESL teachers and ESL operations.

                                       13
<PAGE>
Our principal executive offices are located at 2475 Paseo del las Americas,
Suite 1135, San Diego, CA 92154. Our phone number is 619-955-7885. Our fiscal
year end is September 30.

The rising demand for ESL teachers worldwide in conjunction with the
simultaneous need for an effectual and comprehensible medium to match ESL
employers and applicants has resulted in what we anticipate will be a highly
receptive potential market for our Site. We intend to develop an online
recruiting and placement Site to match ESL teachers and their potential
employers, in part by building on the emerging trend of social networking on the
internet. We believe that the depth of interactive functions available on our
Site and the ability for employers and applicants to establish personal,
in-depth connections through our site will distinguish us from our competitors.

We are in the process of developing a website that will provide the
infrastructure for applicants and ESL employers alike to share in-depth profiles
in a familiar social networking format. Facebook.com has a Developer's Platform
for those who want to integrate applications into the Facebook.com
infrastructure. We may choose to take advantage of that development option at
some point in time. In the early stages, we plan to borrow a number of the
attributes of the Facebook.com layout to create our Site. We see the
Facebook.com development platform as something worth exploring during our first
few years in business since it would allow access to the growing number of
Facebook.com users. The Facebook.com profiles that we will be modelling allow
users to share a variety of information, such as:

     *    Basic personal information
     *    Pictures of themselves, friends, and family
     *    Mini-Feed where the owner can add 10 personal stories
     *    Fun Wall - for music videos, slide shows, a sketching and other
          postings
     *    Cross-references within the Facebook.com database to other members
     *    References to Friends in Facebook.com
     *    Marketplace to offer things for sale

We plan to develop an online resource that blends together the functionality of
job searching with relocation and international travel. ESL teachers are highly
mobile and flexible in their working arrangements. They count on the internet
for access to information, and our website will be a reliable source of such
valuable information.

We are in the process of refining the format for our Product, which will be
integral to its success. Our Site will include several sections. A click through
icon on the home page of the website will allow visitors to drill down for more
information. Information will be organized by topic and allow ESL applicants to
quickly find what they are seeking. Every web page will feature a "Contact Us"
link as well as links back to the home page of the Site for efficient
navigation. Google advertising will bring traffic to our website where the first
step is to encourage people to register with us. For those who do register and
find work elsewhere we will provide an "Opt-In" function that will allow us to
keep in touch by periodic email newsletters. Our Site will include the following
pages:

     *    ESL TEACHERS CENTER - This section will offer a variety of information
          including: automated online registration, employment applications, an

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          online ESL skills test, an ESL accreditation questionnaire,
          international accreditation links, a question and answer section about
          relocation, international postings by country, work visa application
          forms, a video message (1-3 minutes long), travel medical insurance,
          and discount airfares.

     *    ESL EMPLOYERS CENTER - This section will be designed to be especially
          easy to navigate and use. It will have a straightforward format in
          order to minimize the chances of miscommunication between the
          employers and applicants. The content of this section will be
          available to all Site visitors, and will include: online registration,
          automated job order form, enhanced employer profiles, search
          functionality, cross-references to ESL applicants, work visa
          requirements, home stay programs, travel arrangements, video streaming
          options, and cultural customs and traditions. We will strongly
          encourage employers that register with us to provide a detailed
          description of the position for applicants, as well as intangibles
          such as the quality of the institution, the nature of the teaching
          opportunity, and the culture of the country and city where the teacher
          will be living and working. The employer may also provide a short
          video of themselves and the institution and share information from
          previous ESL teachers that may help the applicant in deciding on their
          employment choices.

     *    FEEDBACK SECTION - Here we will ask for ideas and suggestions on what
          else visitors would like to find on our site. Registration with us
          will include a feedback questionnaire in their monthly newsletter
          emailed to them. Topics and information that we will consider
          including are: a career services area, understanding foreign customs,
          continuing education, understanding payroll deductions, extending the
          employment term, and editorial articles about ESL.

     *    ADMINISTRATIVE MODULE - This will contain the back office functions
          necessary to conduct an e-commerce business. This includes running
          reports, reviewing the ESL teacher and employer registrations, ability
          to revoke registration privileges, newsletter distribution and other
          administrative functions. Access to the Administrative Module will be
          password protected and available only to directors of the company and
          future staff at the discretion of the directors.

The content of our website will be in English only during the first three years.
We may then consider expanding into a multi-lingual format depending on several
factors such as identifying where we are having the most success placing
teachers.

PLAN OF OPERATION IN THE NEXT TWELVE MONTHS

PRODUCT DEVELOPMENT

We are a development stage company with limited operations to date, including no
revenue sources, limited financial backing, and few assets. Our plan of
operation is to develop an industry leading online resource for ESL teachers and
ESL operations. Our web-based service will support both job inquiries and job
postings. Our business objectives include becoming a leading provider of ESL
candidates for placement into full time jobs in the United States, Mexico,

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Canada, Japan, China and South Korea by developing an interactive web service
that will generate income from multiple revenue streams and create value for our
shareholders.

We intend to continue the development and refinement of our Product over the
coming months. Our goals over the next twelve months are to develop our Site and
services to the point that we can begin taking job orders, start to develop our
inventory of job applicants, prepare to begin employer interviews of our
applicants, and begin discussions with 75 prospective employers about their
needs. We will also focus on our research and user feedback to improve the
quality of our Product to increase its appeal to ESL teachers and ESL
operations.

During the first year of operations, our officers and directors will provide
their time to the business at no charge. This includes all administrative duties
along with overseeing the development of the website, developing the sales and
marketing information material, researching background on potential job listings
from employers, and networking with ESL accreditation schools. As we have
limited financial resources, each member of the management team has agreed to
dedicate approximately 15-20 hours a week in order to attend to needs of the
business.

Our management has developed our information website, acquired a domain name on
the web located at www.esl-teachers.com, and uploaded the informational website,
which simply provides information about the services we will provide to Internet
users.

We plan to develop a beta-test version of the website and involve three ESL
employers during the test period. We have identified several prospective
companies to approach and plan to begin negotiations to find our three test
employers shortly. Our plan is to allow the members of the beta-test group
special consideration regarding job postings, enhanced services and other
benefits in appreciation for being involved in the test period.

We feel our final Product will compete effectively in the marketplace due to its
unique design, which will allow employers and applicants to exchange vital
information while forming a personal connection that they may build upon as a
foundation for their future working relationship. We intend to provide a high
quality of service and refer qualified applicants to our clients in order to
enhance our company reputation and attract new and repeat business.

LOCATE SUITABLE WEBSITE DEVELOPER

We intend to contract out the development of the Site to an accomplished web
developer who is familiar with online databases, streaming video, and content
management systems within our first three months of operation. The web
development contractor will produce the main website including all aspects
relating to secured portals for both the ESL applicants and employers. Once the
web development contractor has been selected, we will immediately begin work on
the high level design specifications for the Site. The web development
contractor will be responsible for the database of back office administrative
functions as well as the secure web portals for ESL applicants and employers.
All parties that we work with will be under a strict Non-Disclosure Agreement.
The administrative side of the website will support our own contact management
information system with upload capabilities for incremental changes. We

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anticipate that developing the interactive database and administrative sections
to the website will begin in our fourth month of operation. This will be
contracted out to an offshore contractor to reduce costs. While the web
development is underway, management will be working to build their international
network of contacts in the ESL community. Hosting of the website will be
contracted out to an internet company that can provide turn-key operations and a
high level of service and support.

SALES AND DISTRIBUTION STRATEGY

Our goal is for our online ESL employment services website to become a leading
website in the ESL Industry. In order to achieve our goal, we intend to increase
awareness of our Product with potential customers, who we anticipate will be ESL
teachers and the ESL operations that employ these teachers. We intend to do this
by engaging in the following:

     *    We will use the Google Adwords program (adwords.google.com/select/
          Login) as the center of our marketing strategy for the first three
          years. Google has a strong brand name around the world and is the
          number one ranked website for online searches by internet users. This
          fits the demographic of our ESL candidates who travel and use the
          internet to find information. The Google Adwords program allows us the
          flexibility to develop our own advertisements, control the frequency
          of the ads as well as the start and end date for each ad, and
          accurately track the click through activity from the online ads to our
          website. This combination of features gives us the ability to control
          our costs and make adjustments swiftly if needed. The Google Adwords
          program is built around the use of keywords. When someone uses one of
          our designated keywords, such as "ESL," our ad will appear on the
          search page results giving us visibility in the ESL marketplace for
          both applicants and employers.

     *    Our online marketing efforts will involve Search Engine Optimization,
          a process by which an online company can improve the volume and
          quality of the traffic to their website by using keywords. The index
          page will include the use of strategic meta-tags to help flag a web
          page for search engines inquiries. During the first six months of
          operation, we will probe the use of various search phrases and
          keywords that ESL applicants use when job hunting. Management will
          generate a summary report of this survey and share this data with our
          contract website designer.

     *    We plan to focus our sales efforts around our website by promoting its
          use to ESL applicants and employers alike. The unique features we are
          borrowing from social networking and online dating websites will
          encourage web visitors to register with us and become a part of our
          online community. Our approach will be to not only attract but to
          retain ESL applicants for long term relationships with us. Sales calls
          will begin discussions with employers about short term and long term
          needs for qualified ESL teachers.

     *    From our office in San Diego, California, we plan to begin promoting
          our services in Mexico and Southern California and gradually expand
          across the United States into Canada, Europe and the Far East. During
          the early phase of our sales efforts we will monitor the response from

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<PAGE>
          employers in various countries to determine where we should focus our
          efforts. As immigration rates in the United States continue to rise
          along with the demand for foreign workers, both skilled and unskilled,
          the demand or ESL teachers in the United States is expected to grow in
          the coming years. Countries like China that offer substantial personal
          tax incentives for ESL teachers may be a prominent market for us. Our
          approach is to take an aggressive pricing position in the marketplace
          that traditionally has charged placement fees ranging from 25% to 30%
          or more of the first year starting salary.

     *    We plan to write and publish information-style articles on ESL
          opportunities, overseas job searching and related topics. The
          directors of the company plan to submit at least one article per
          quarter to national and international media for publication.

     *    We will examine advertising opportunities within trade journals and
          international periodicals available in both hard copy and online
          formats. All media contact through press releases or advertising
          material will contain the website address, email and telephone number.

     *    Our home page will feature links to strategic partnerships that we
          develop over time. Hyperlinks from one web page to the next will help
          to raise the search engine visibility for prospective web visitors.

     *    During the first year we will investigate the effectiveness of email
          marketing campaigns. We plan to approach vendors that specialize in
          email marketing to assist in designing an email brochure, our
          newsletter, and to acquire email marketing lists. We will conduct
          several test email marketing campaigns and measure the results. The
          long term benefit to this marketing tactic depends on the quality of
          the email lists available. With that in mind, we plan to offer an
          opt-in feature throughout our website to encourage web visitors to
          submit their own email addresses. These new contacts will receive our
          online newsletter and have the choice of continuing to remain on our
          email broadcast network.

     *    We plan to develop a series of free online workshops that discuss
          trends in ESL job opportunities. We plan to initially promote these as
          quarterly workshops and gauge the response from attendees. The online
          workshops will be delivered in PowerPoint format using an online web
          conference provider. Topics will include emerging trends, hot job
          markets, 10 things to know when relocating to another country, and
          related material.

     *    According to our research there is a continuing demand for education
          services, so we plan to explore the possibilities of aligning
          ourselves with several companies that offer these kinds of services in
          exchange for visibility on each others' websites. Our visitors may
          need or want to upgrade their ESL credentials and their customers will
          be looking for jobs once their training has been completed. We view
          these types of discussions as an integral part of becoming involved in
          the international ESL community.

     *    To increase the number of return customers and visitors to our site,
          we will provide a constant turnover of current and interesting content
          about what's happening in the ESL job market including featured
          employers, countries, and ESL teachers.

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<PAGE>
     *    We will conduct monthly follow-ups with each newly placed applicant
          and their employer in order to improve the quality of our service and
          increase repeat applicants and employers.

     *    By the second year we will examine the potential of attracting paid
          sponsors to our website. Sponsorship opportunities may arise as we
          develop relationships with companies such as ESL training firms that
          do not compete directly with us. By year three we hope to see a modest
          amount of sponsorships develop that will bring a new revenue stream
          into the business.

REVENUE

Our primary source of revenue will come from 15% contingency fees charged to
employers that hire the applicants that have been referred and hired by their
company. The 15% contingency fee will be based on the starting salary of the new
employee. Payment by the employers will be made through our PayPal system that
will be featured in the Employer Module. All registered employers will have easy
access to the Employer Module.

No revenue will come from job postings. We plan to offer job postings as a free
service to registered employers. There will be no other charges to the employers
other than the contingency fees for placement of applicants.

EXPENSES

We estimate the costs to implement our business strategy over the following
twelve months to be:

     *    General, Travel, and Related expenses. We anticipate that this expense
          category will be used to cover our anticipated general and
          administrative expenses, including hiring sales and marketing
          personnel, technology specialists, mid-level management, project
          manager, and administrative personnel, office space and related
          overhead, insurance, marketing and sales expenses, legal and
          accounting fees, printing costs, blue sky fees, transfer agent fees
          and all other general expenses. Travel expenses will consist primarily
          of our executive officers and directors visiting ESL Training
          facilities and ESL Employers in their sales efforts. We estimate
          general and travel expenses for the next twelve months will be between
          approximately $30,000 and $35,000;

     *    Initial Marketing, which will consist of the marketing efforts
          discussed above, including direct marketing and attendance at trade
          shows. We estimate initial marketing expenses for the next twelve
          months will be between approximately $5,000 and $12,000;

     *    Research and Development costs consist of developing and testing our
          Site. We estimate that research and development costs for the next
          twelve months will be between approximately $5,000 and $13,000.

We intend to obtain business capital through the use of private equity
fundraising or shareholders loans. We anticipate that, in time, the primary
source of revenues for our business model will be the sale of our Product.

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<PAGE>
SIGNIFICANT EQUIPMENT

We do not intend to purchase any significant equipment for the next twelve
months.

RESULTS OF OPERATIONS FOR THE THREE AND NINE MONTHS ENDED JUNE 30, 2009 AND
PERIOD FROM AUGUST 31, 2007 (DATE OF INCEPTION) UNTIL JUNE 30, 2009

We generated no revenue for the period from August 31, 2007 (Date of Inception)
until June 30, 2009. Our Operating Expenses during this period equaled $49,673,
consisting primarily of Legal and Accounting Fees of $36,813. We recorded
Operating Expenses of $4,550 and $13,842 for the three and nine months ended
June 30, 2009, consisting entirely of Legal and Accounting Fees, Transfer Agent
Fees, Incorporation Costs and General and Administrative.

We recorded a net loss of $4,550 and $13,842 for the three and nine months ended
June 30, 2009 and a net loss of $49,673 for the period from August 31, 2007
(Date of Inception) until June 30, 2009.

Our operating expenses and net losses incurred for the three and nine months
ended June 30, 2008 were $6,530 and $23,585, respectively. Expenses were higher
in 2008 versus 2009 mainly due to the legal and accounting costs we incurred in
preparing our initial registration statement.

We anticipate our operating expenses will increase as we implement our business
plan. The increase will be attributable to expenses to implement our business
plan, and the professional fees to be incurred in connection with our reporting
obligations as a public company.

LIQUIDITY AND CAPITAL RESOURCES

As of June 30, 2009, we had total current assets of $21,435. We had current
liabilities of $8,108 as of June 30, 2009. Thus, we had working capital of
$13,327 as of June 30, 2009.

As demonstrated above, we expect to spend between approximately $50,000 and
$70,000 to implement our business plan over the coming year. Our accounting,
legal and administrative expenses for the next twelve months, included in the
above estimate, are anticipated to be between $35,000 and $45,000. As of June
30, 2009, we had $18,489 in cash.

As of June 30, 2009, we have sufficient cash to operate our business at the
current level for the next twelve months, but insufficient cash to achieve our
business goals beyond twelve months in the absence of a significant revenue
stream. The success of our business plan beyond the next 12 months is contingent
upon us obtaining additional financing or establishing a consistent revenue
stream. Future revenue and any debt and/or equity financing arrangements may be
insufficient to fund our capital expenditures, working capital, or other cash
requirements. We do not have any formal commitments or arrangements for the
sales of stock or the advancement or loan of funds at this time. There can be no
assurance that we will be able to generate sufficient revenues or that
additional financing will be available to us on acceptable terms, or at all.

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<PAGE>
OFF BALANCE SHEET ARRANGEMENTS

As of June 30, 2009, there were no off balance sheet arrangements.

GOING CONCERN

We have no established source of revenue and have incurred losses in all
previous reporting periods. These factors have caused our accountants to express
substantial doubt about our ability to continue as a going concern. Without
realization of additional capital, it would be unlikely for us to continue as a
going concern. The accompanying financial statements do not include any
adjustments that might result from this uncertainty.

Our activities to date have been supported by equity financing. We continue to
seek funding from our shareholders and other qualified investors to pursue our
business plan. In the alternative, we may be amenable to a sale, merger or other
acquisition in the event such transaction is deemed by management to be in the
best interests of the shareholders.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

A smaller reporting company is not required to provide the information required
by this Item.

ITEM 4T. CONTROLS AND PROCEDURES

We carried out an evaluation of the effectiveness of the design and operation of
our disclosure controls and procedures (as defined in Exchange Act Rules
13a-15(e) and 15d-15(e)) as of June 30, 2009. This evaluation was carried out
under the supervision and with the participation of our Chief Executive Officer
and our Chief Financial Officer, Mr. Mauricio Beltran. Based upon that
evaluation, our Chief Executive Officer and Chief Financial Officer concluded
that, as of June 30, 2009, our disclosure controls and procedures are effective.
There have been no changes in our internal controls over financial reporting
during the quarter ended June 30, 2009.

Disclosure controls and procedures are controls and other procedures that are
designed to ensure that information required to be disclosed in our reports
filed or submitted under the Exchange Act are recorded, processed, summarized
and reported, within the time periods specified in the SEC's rules and forms.
Disclosure controls and procedures include, without limitation, controls and
procedures designed to ensure that information required to be disclosed in our
reports filed under the Exchange Act is accumulated and communicated to
management, including our Chief Executive Officer and Chief Financial Officer,
to allow timely decisions regarding required disclosure.

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LIMITATIONS ON THE EFFECTIVENESS OF INTERNAL CONTROLS

Our management does not expect that our disclosure controls and procedures or
our internal control over financial reporting will necessarily prevent all fraud
and material error. Our disclosure controls and procedures are designed to
provide reasonable assurance of achieving our objectives and our Chief Executive
Officer and Chief Financial Officer concluded that our disclosure controls and
procedures are effective at that reasonable assurance level. Further, the design
of a control system must reflect the fact that there are resource constraints,
and the benefits of controls must be considered relative to their costs. Because
of the inherent limitations in all control systems, no evaluation of controls
can provide absolute assurance that all control issues and instances of fraud,
if any, within the Company have been detected. These inherent limitations
include the realities that judgments in decision-making can be faulty, and that
breakdowns can occur because of simple error or mistake. Additionally, controls
can be circumvented by the individual acts of some persons, by collusion of two
or more people, or by management override of the internal control. The design of
any system of controls also is based in part upon certain assumptions about the
likelihood of future events, and there can be no assurance that any design will
succeed in achieving its stated goals under all potential future conditions.
Over time, control may become inadequate because of changes in conditions, or
the degree of compliance with the policies or procedures may deteriorate.

                           PART II - OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

We are not a party to any pending legal proceeding. We are not aware of any
pending legal proceeding to which any of our officers, directors, or any
beneficial holders of 5% or more of our voting securities are adverse to us or
have a material interest adverse to us.

ITEM 1A: RISK FACTORS

A smaller reporting company is not required to provide the information required
by this Item.

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

None.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

None

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

No matters have been submitted to our security holders for a vote, through the
solicitation of proxies or otherwise, during the quarterly period ended June 30,
2009.

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ITEM 5. OTHER INFORMATION

None

ITEM 6. EXHIBITS

Exhibit
Number                             Description of Exhibit
------                             ----------------------

31.1      Certification of Chief Executive Officer pursuant to 18 U.S.C. Section
          1350, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of
          2002

31.2      Certification of Chief Financial Officer pursuant to 18 U.S.C. Section
          1350, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of
          2002

32.1      Certification of Chief Executive Officer and Chief Financial Officer
          pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906
          of the Sarbanes-Oxley Act of 2002

                                   SIGNATURES

In accordance with the requirements of the Securities and Exchange Act of 1934,
the Registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.

ESL Teachers Inc.

Date: July 31, 2009


By: /s/ Mauricio Beltran
   ----------------------------------------
       Mauricio Beltran
Title: Chief Executive Officer and Director

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