UNITED
STATES


SECURITIES
AND EXCHANGE COMMISSION


Washington,
D.C.  20549




Form 10-Q




Quarterly
Report Pursuant to Section 13 or 15(d) of the


Securities
Exchange Act of 1934





For the
Quarterly Period Ended March 31, 2009




Commission
File Number 333-149025




Rhino
Productions, Inc.


(Exact
name of registrant as specified in its charter)




Nevada
            
            33-1176182(State
      or other jurisdiction of
            
            (I.R.S.
      Employerincorporation
      or organization)
            
            Identification
      No.)







Rhino Productions,
Inc.


16887 NW
King Richard Court


Sherwood,
Oregon 94140


(503)
516-2027


(Registrant’s
telephone number, including area code)




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




Yes   x                 
No   o




Indicate
by check mark whether the registrant is a large accelerated filer, an
accelerated filer, a non-accelerated filer, or a smaller reporting company. See
definitions of “large accelerated filer,” “accelerated filer,” and “smaller
reporting company” in Rule 12b-2 of the Exchange Act. (Check
one):




1







Large
      accelerated filer o
            
            Accelerated
      filer oNon-accelerated
      filer o
            
            Smaller
      reporting company x(Do
      not check if a smaller reporting company)




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




Yes   x                 
No o










2,545,000
shares of Common Stock, par value $0.001, were outstanding on November 19,
2008.










2





RHINO
PRODUCTIONS, INC.




INDEX




PageNumberPART I
      - FINANCIAL INFORMATION
                  4Item
      1 – Financial Statements -Unaudited
                  4Balance
      Sheets
                  F-1Statements
      of Operations
                  F-2Statements
      of Cash Flows
                  F-3Notes
      to Financial Statements
                  F-4Item
      2 – Management’s Discussion and Analysis of Financial Condition and
      Results of Operations
                  6Item
      3 – Quantitative and Qualitative Disclosure About Market
    Risk
                  7Item
      4 – Controls and Procedures
                  8PART II
      – OTHER INFORMATION
                  9Item
      1 - Legal Proceedings
                  9Item
      2 – Unregistered Sales of  Equity Securities and Use of
      Proceeds
                  10Item
      3 - Defaults upon Senior Securities
                  10Item
      4 – Submission of Matters to a Vote of Security Holders
                  10Item
      5 - Other Information
                  10Item
      6 – Exhibits
                  10Signatures
                  11





3





PART
I ― FINANCIAL INFORMATION





Item
1.                      Financial
Statements.





RHINO
PRODUCTIONS, INC.


(A
Development Stage Company)





Unaudited
Financial Statements


For the
Three Months Ended March 31, 2009 and 2008 and the


Period of
October 16, 2007 (Inception) to March 31, 2009







4





RHINO
PRODUCTIONS, INC.


(A
Development Stage Company)





Unaudited
Financial Statements


For the
Three Months Ended March 31, 2009 and 2008 and the


Period of
October 16, 2007 (Inception) to March 31, 2009







CONTENTS




Page(s)Balance
      Sheets as of March 31, 2009 and December 31, 2008
              F-1Statements
      of Operations for the three months ended March 31, 2009 and 2008 and the
      period of October 16, 2007 (Inception) to March 31, 2009
              F-2Statements
      of Cash Flows for the three months ended March 31, 2009 and 2008 and the
      period of October 16, 2007 (Inception) to March 31, 2009
              F-3Notes
      to the Unaudited Financial Statements
              F-4-5


5


RHINO
      PRODUCTIONS, INC.(A
      Development Stage Company)Balance
      SheetsMarch
      31, 2008
                          
                          December
      31, 2008(Unaudited)ASSETSCurrent
      assetsCash
                          
                          $
                          12,361
                          
                          
                          $
                          3,458Total
      current assets
                          
                          
                          12,361
                          
                          
                          
                          3,458Total
      assets
                          
                          $
                          12,361
                          
                          
                          $
                          3,458LIABILITIES
      AND STOCKHOLDERS' EQUITY (DEFICIT)Current
      liabilitiesAccounts
      payable
                          
                          $
                          5,700
                          
                          
                          $
                          2,700Loan
      from shareholder
                          
                          
                          3,760
                          
                          
                          
                          3,760Total
      current liabilities
                          
                          
                          9,460
                          
                          
                          
                          6,460Stockholders'
      Equity (Deficit)Preferred
      stock, $.001 par value; 5,000,000 shares authorized, no shares issued or
      outstanding
                          
                          
                          -
                          
                          
                          
                          -Common
      stock, $.001 par value; 70,000,000 shares authorized, 2,597,600 and
      2,475,000 shares issued and outstanding at March 31, 2009 and December 31,
      2008
                          
                          
                          2,598
                          
                          
                          
                          2,475Additional
      paid in capital
                          
                          
                          27,730
                          
                          
                          
                          15,350Deficit
      accumulated during the development stage
                          
                          
                          (27,427
                          )
                          
                          
                          (20,827
                          )Total
      stockholders' equity (deficit)
                          
                          
                          2,901
                          
                          
                          
                          (3,002
                          )Total
      liabilities and stockholders' equity (deficit)
                          
                          $
                          12,361
                          
                          
                          $
                          3,458See
      accompanying notes to financial statements


F-1


RHINO
      PRODUCTIONS, INC.(A
      Development Stage Company)Statements
      of Operations (Unaudited)For
      the period from October 16, 2007 (inception) to March 31,
    2009Three
      months ended March 31,2009
                
                2008Revenue
                
                $
                -
                
                
                
                -
                
                
                $
                -ExpensesGeneral
      and administrative
                
                
                -
                
                
                
                10
                
                
                
                467Travel
                
                
                -
                
                
                
                800
                
                
                
                1,300Professional
      fees
                
                
                6,600
                
                
                
                4,710
                
                
                
                25,660Total
      expenses
                
                
                6,600
                
                
                
                5,520
                
                
                
                27,427Net
      loss
                
                $
                (6,600
                )
                
                $
                (5,520
                )
                
                $
                (27,427
                )Basic
      and diluted loss per common share
                
                $
                (0.00
                )
                
                $
                (0.00
                )Weighted
      average shares outstanding
                
                
                2,542,496
                
                
                
                2,350,000See
      accompanying notes to financial statements


F-2


RHINO
      PRODUCTIONS, INC.(A
      Development Stage Company)Statements
      of Cash Flows (Unaudited)For
      the period of October 16, 2007 (inception) to March 31,
    2009Three
      months ended March 31,2009
                
                
                2008Cash
      flows from operating activitiesNet
      loss
                
                $
                (6,600
                )
                
                $
                (5,520
                )
                
                $
                (27,427
                )Changes
      in operating assets and liabilities:Accounts
      payable
                
                
                3,000
                
                
                
                1,950
                
                
                
                5,700Net
      cash used in operating activities
                
                
                (3,600
                )
                
                
                (3,570
                )
                
                
                (21,727
                )Net
      cash used in investing activities
                
                
                -
                
                
                
                
                
                
                
                -Cash
      flows from financing activitiesBank
      overdraft
                
                
                -
                
                
                
                16
                
                
                
                -Loan
      from shareholder
                
                
                -
                
                
                
                2,704
                
                
                
                3,760Proceeds
      from sale of stock
                
                
                12,503
                
                
                
                
                
                
                
                30,328Net
      cash provided by financing activities
                
                
                12,503
                
                
                
                2,720
                
                
                
                34,088Net
      change in cash
                
                
                8,903
                
                
                
                (850
                )
                
                
                12,361Cash
      at beginning of period
                
                
                3,458
                
                
                
                850
                
                
                
                -Cash
      at end of period
                
                $
                12,361
                
                
                
                -
                
                
                $
                12,361Supplemental
      Cash Flow Information:Cash
      paid for interest
                
                $
                -
                
                
                $
                -
                
                
                $
                -Cash
      paid for income taxes
                
                $
                -
                
                
                $
                -
                
                
                $
                -See
      accompanying notes to financial statements


F-3




RHINO
PRODUCTIONS, INC.
 (A
Development Stage Company)
 Notes
to the Unaudited Financial Statements
 For
the Three Months Ended March 31, 2009 and 2008 and the
 Period
of October16, 2007 (Inception) to March 31, 2009
 
 Note
1 – Condensed Financial Statements
 
 The
accompanying financial statements have been prepared by the Company without
audit.  In the opinion of management, all adjustments (which include
only normal recurring adjustments) necessary to present fairly the financial
position, results of operations and cash flows at March 31, 2009 and 2008 and
for all periods presented have been made.
 
 Certain
information and footnote disclosures normally included in financial statements
prepared in accordance with accounting principles generally accepted in the
United States of America have been condensed or omitted. It is suggested that
these condensed financial statements be read in conjunction with the financial
statements and notes thereto included in the Company's December 31, 2008 audited
financial statements as reported in Form 10-K.  The results of
operations for the period ended March 31, 2009 are not necessarily indicative of
the operating results for the full year.
 
 Note
2 – Going Concern
 
 The
Company's financial statements are prepared using accounting principles
generally accepted in the United States of America applicable to a going concern
which contemplates the realization of assets and liquidation of liabilities in
the normal course of business. The Company has not yet established an ongoing
source of revenues sufficient to cover its operating costs and allow it to
continue as a going concern.  The ability of the Company to continue
as a going concern is dependent on the Company obtaining adequate capital to
fund operating losses until it becomes profitable.  If the Company is
unable to obtain adequate capital, it could be forced to cease
operations.
 
 In order
to continue as a going concern, the Company will need, among other things,
additional capital resources.  Management's plans to obtain such
resources for the Company include (1) obtaining capital from management and
significant stockholders sufficient to meet its minimal operating expenses, and
(2) as a last resort, seeking out and completing a merger with an existing
operating company. However, management cannot provide any assurances that the
Company will be successful in accomplishing any of its plans.
  F-4
  RHINO
PRODUCTIONS, INC.
 (A
Development Stage Company)
 Notes
to the Unaudited Financial Statements
 For
the Three Months Ended March 31, 2009 and 2008 and the
 Period
of October16, 2007 (Inception) to March 31, 2009
 
 The
ability of the Company to continue as a going concern is dependent upon its
ability to successfully accomplish the plans described in the preceding
paragraph and eventually secure other sources of financing and attain profitable
operations. The accompanying financial statements do not include any adjustments
that might be necessary if the Company is unable to continue as a going
concern.
  F-5
  Item 2. Management's Discussion and
Analysis of Financial Condition and Plan of Operations.
 
 FORWARD
LOOKING STATEMENTS
 
 This
report contains forward-looking statements that involve risk and uncertainties.
We use words such as "anticipate", "believe", "plan", "expect", "future",
"intend", and similar expressions to identify such forward-looking statements.
Investors should be aware that all forward-looking statements contained within
this filing are good faith estimates of management as of the date of this filing
and actual results may differ materially from historical results or our
predictions of future results.
 
 General
 
 Rhino
Productions, Inc. ("Rhino” “RPI” or the "Company") was incorporated in the State
of Nevada on October 16, 2007. Since inception the Company’s has not generated
any revenues.  Within the next twelve months the Company will be
required to raise additional proceeds from the sale of its common stock or
through debt financing.  The Company cannot provide any assurance or
guarantee that it will be able to obtain the necessary proceeds to continue as a
going concern.
 
 Since
becoming incorporated, Bella Viaggio has not made any significant purchase or
sale of assets, nor has it been involved in any mergers, acquisitions or
consolidations and the Company owns no subsidiaries.  The fiscal year
end is December 31st.
 
 Plan
of Operation
 
 As of
March 31, 2009, we have $12,361of cash available.  We have current
liabilities of $9,460.  From the
date of inception (October 16, 2007) to March 31, 2009 the Company has recorded
a net loss of $27,427 of which were expenses relating to the initial development
of the Company, filing its Registration Statement on Form SB-2, and expenses
relating to maintaining Reporting Company status with the SEC.  In
order to survive as a going concern over the Company will require additional
capital investments or borrowed funds to meet cash flow projections and carry
forward our business objectives. There can be no guarantee or assurance that we
can raise adequate capital from outside sources to fund the proposed business.
Failure to secure additional financing would result in business failure and a
complete loss of any investment made into the Company.
 
 The
Company filed a registration statement on Form S-1 on February 1, 2008, which
was deemed effective on March 14, 2008.  Since this time the Company
has sold 497,600
shares of common stock to the public with total proceeds raised of $49,600.  These
proceeds have been utilized by the Company to fund its initial development
including administrative costs associated with maintaining its status as a
Reporting Company as defined by the Securities and Exchange Commission (“SEC”)
under the Exchange Act of 1934 as amended.
  6
  The
Company plans to continue to focus efforts on selling their common shares
through this offering in order to continue to fund its initial development and
fund the expenses associated with maintaining a reporting company
status.
 
 In
addition, over the course of the next 90 to 120 days, management intends to
focus efforts on obtaining a quotation for its common stock on the Over the
Counter Bulletin Board (“OTCBB”).  Management believes having its
common stock quoted on the OTCBB will provide it increased opportunity to raise
additional capital for its proposed business development.  However,
there can be no guarantee or assurance the Company will be successful in filing
a Form 211 application and obtaining a quotation.  To date there is no
public market for the Company’s common stock. There can be no guarantee or
assurance that a public market will ever exist for the common stock. Failure to
create a market for the Company’s common stock would result in business failure
and a complete loss of any investment made into the Company.
 
 Product
Research and Development
 
 The
Company does not anticipate any costs or expenses to be incurred for product
research and development within the next twelve months.
 
 Employees
 
 There are
no employees of the Company, excluding the current President and Director, Mr.
Brigham and the Company does not anticipate hiring any additional employees
within the next twelve months.
 
 Off-Balance
Sheet Arrangements
 
 As of the
date of this Quarterly Report, the Company does not have any off-balance sheet
arrangements that have or are reasonably likely to have a current or future
effect on the Company's financial condition, changes in financial condition,
revenues or expenses, results of operations, liquidity, capital expenditures or
capital resources that are material to investors. The term "off-balance sheet
arrangement" generally means any transaction, agreement or other contractual
arrangement to which an entity unconsolidated with the Company is a party, under
which the Company has (i) any obligation arising under a guarantee contract,
derivative instrument or variable interest; or (ii) a retained or contingent
interest in assets transferred to such entity or similar arrangement that serves
as credit, liquidity or market risk support for such assets.
 
 Item
3.                      Quantitative
and Qualitative Disclosures about Market Risk.
  Not
Applicable
  7
  Item
4. Controls and Procedures
 
 The
management of the Company is responsible for establishing and maintaining
adequate internal control over financial reporting, as required by
Sarbanes-Oxley (SOX) Section 404 A. The Company's internal control over
financial reporting is a process designed under the supervision of the Company's
Chief Executive Officer and Chief Financial Officer to provide reasonable
assurance regarding the reliability of financial reporting and the preparation
of the Company's financial statements for external purposes in accordance with
U.S. generally accepted accounting principles.
 
 As of
September 30, 2008 management assessed the effectiveness of the Company's
internal control over financial reporting based on the criteria for effective
internal control over financial reporting established in SEC guidance on
conducting such assessments. Based on that evaluation, they concluded that,
during the period covered by this report, such internal controls and procedures
were not effective to detect the inappropriate application of US GAAP rules as
more fully described below. This was due to deficiencies that existed in the
design or operation of our internal control over financial reporting that
adversely affected our internal controls and that may be considered to be
material weaknesses.
 
 The
matters involving internal controls and procedures that the Company's management
considered to be material weaknesses under the standards of the Public Company
Accounting Oversight Board were: (1) lack of a functioning audit committee and
lack of a majority of outside directors on the Company's board of directors,
resulting in ineffective oversight in the establishment and monitoring of
required internal controls and procedures; (2) inadequate segregation of duties
consistent with control objectives; (3) insufficient written policies and
procedures for accounting and financial reporting with respect to the
requirements and application of US GAAP and SEC disclosure requirements; and (4)
ineffective controls over period end financial disclosure and reporting
processes. The aforementioned material weaknesses were identified by the
Company's Chief Financial Officer in connection with the review of our financial
statements as of September 30, 2008 and communicated the matters to our
management.
 
 Management
believes that the material weaknesses set forth in items (2), (3) and (4) above
did not have an effect on the Company's financial results. However, management
believes that the lack of a functioning audit committee and lack of a majority
of outside directors on the Company's board of directors, resulting in
ineffective oversight in the establishment and monitoring of required internal
controls and procedures can result in the Company's determination to its
financial statements for the future years.
  8
  We are
committed to improving our financial organization. As part of this commitment,
we will create a position to segregate duties consistent with control objectives
and will increase our personnel resources and technical accounting expertise
within the accounting function when funds are available to the Company: i)
Appointing one or more outside directors to our board of directors who shall be
appointed to the audit committee of the Company resulting in a fully functioning
audit committee who will undertake the oversight in the establishment and
monitoring of required internal controls and procedures; and ii) Preparing and
implementing sufficient written policies and checklists which will set forth
procedures for accounting and financial reporting with respect to the
requirements and application of US GAAP and SEC disclosure
requirements.
 
 Management
believes that the appointment of one or more outside directors, who shall be
appointed to a fully functioning audit committee, will remedy the lack of a
functioning audit committee and a lack of a majority of outside directors on the
Company's Board. In addition, management believes that preparing and
implementing sufficient written policies and checklists will remedy the
following material weaknesses (i) insufficient written policies and procedures
for accounting and financial reporting with respect to the requirements and
application of US GAAP and SEC disclosure requirements; and (ii) ineffective
controls over period end financial close and reporting
processes.  Further, management believes that the hiring of additional
personnel who have the technical expertise and knowledge will result proper
segregation of duties and provide more checks and balances within the
department. Additional personnel will also provide the cross training needed to
support the Company if personnel turn over issues within the department occur.
This coupled with the appointment of additional outside directors will greatly
decrease any control and procedure issues the company may encounter in the
future.
 
 We will
continue to monitor
and  evaluate  the  effectiveness  of
our  internal controls and procedures and our internal controls over
financial reporting on an ongoing  basis and
are  committed  to
taking  further  action  and  implementing
additional enhancements or improvements, as necessary and as funds
allow.
 
 Changes
in Internal Controls.
 
 There
were no significant changes in the Company's internal controls or, to the
Company's knowledge, in other factors that could significantly affect these
controls subsequent to the date of their evaluation.
 
 
 PART
II - OTHER INFORMATION
 
 Item
1. Legal Proceedings
 
 The
Company is not a party to any pending legal proceedings, and no such proceedings
are known to be contemplated.
  9
  No
director, officer, or affiliate of the Company and no owner of record or
beneficial owner of more than 5.0% of the securities of the Company, or any
associate of any such director, officer or security holder is a party adverse to
the Company or has a material interest adverse to the Company in reference to
pending litigation.
 
 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 Vote of Security Holders
 None.
 
 Item
5. Other Information
 None.
 
 Item
6.                      Exhibits
  (a)                                 
      Exhibits furnished as Exhibits hereto:
 
 Exhibit No.
              
              Description31.1
              
              Certification
      of Ronald G. Brigham pursuant to Section 302 of the Sarbanes-Oxley
      Act of 200232.1
              
              Certification
      pursuant to Section 906 of the Sarbanes-Oxley Act of
    2002
 
  10
  Signature
 
 Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has
duly caused this report to be signed onits behalf by the undersigned,
thereunto duly authorized.
  
 Rhino
      Productions, Inc.Date:
      May 6, 2009
                  By:
                  /s/Ronald
      G. BrighamRonald
      G. BrighamChief
      Financial Officer, Treasurer
      and       Secretary principal financial
      and accounting officer(Date:
      May 6, 2009
                  By:
                  /s/Ronald
      G. BrighamRonald
      G. BrighamPresident
      and Chief Executive
Officer
  11