UNITED STATES


SECURITIES AND EXCHANGE COMMISSION


Washington, DC 20549





FORM 10-Q /A





[X]
Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934For the quarterly period ended February 28, 2009[  ]
Transition Report pursuant to 13 or 15(d) of the Securities Exchange Act of 1934For the transition period  to__________Commission File Number: 333-149197





Wishart Enterprises Limited


(Exact name of small business issuer as specified in its charter)





Nevada
39-2068976(State or other jurisdiction of incorporation or organization)
(IRS Employer Identification No.)




#108-2940 Louise Street Saskatoon, Saskatchewan
Canada S7J 5K2(Address of principal executive offices)





206-203-1156(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[X] Smaller reporting company





Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). [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:  78,542,870 common shares as of August 5, 2009 .







EXPLANATORY NOTE




The purpose of this Amendment No. 1 to the Quarterly Report on Form 10-Q, previously filed with the United States Securities and Exchange Commission on April 13, 2009, is to correctly state the number of issued and oustanding shares.




Table of Contents




TABLEOF CONTENTS
PagePART I – FINANCIAL INFORMATIONItem 1:
Financial Statements
3Item 2:
Management’s Discussion and Analysis of Financial Condition and Results of Operations
4Item 3:
Quantitative and Qualitative Disclosures About Market Risk
9Item 4T:
Controls and Procedures
9PART II – OTHER INFORMATIONItem 1:
Legal Proceedings
10Item 1A:
Risk Factors
10Item 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
10




2
 Table of Contents




PART I - FINANCIAL INFORMATION





Item1.     Financial Statements





Our financial statements included in this Form 10-Q are as follows:F-1
Balance Sheets as of February 28, 2009 (unaudited) and November 30, 2008 (audited);F-2
Statements of Operations for the three months ended February 28, 2009 and February 29, 2008, and for the period from December 31, 2006 (Inception) to February 28, 2009 (unaudited);F-3
Statement of Stockholders’ Equity for period from December 13, 2006 (Inception) to February 28, 2009 (unaudited);F-4
Statements of Cash Flows for the three months ended February 28, 2009 and February 29, 2008, and for the period from December 31, 2006 (Inception) to February 28, 2009 (unaudited);F-5
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 February 28, 2009 are not necessarily indicative of the results that can be expected for the full year.




3
 Table of Contents


WISHARTENTERPRISES LIMITED


(A DEVELOPMENT STAGE COMPANY)
 BALANCE SHEETS
 As at February 28, 2009 and November 30, 2008
  ASSETS
February 28,
2009

November 30,
2008(unaudited)

(audited)Current AssetsCash
$
6,417

$
6,896Total Current Assets

6,417


6,896Computer equipment, net of accumulated depreciation of $867(2008-$771)

847


943TOTAL ASSETS
$
7,264

$
7,839LIABILITIES AND STOCKHOLDERS’ DEFICITCurrent LiabilitiesAccounts payable and accrued liabilities
$
9,792

$
10,492Advances from director

24,932


16,459Total Liabilities

34,724


26,951STOCKHOLDERS’ DEFICITCommon stock, $.001 par value, 100,000,000 shares authorized, 78,542,870,000 shares issued and outstanding

61,200


2,515Additional paid in capital

-0-


58,685Deficit accumulated during the development stage

(88,660)


(80,312)Total Stockholders’ Deficit

(27,460)


(19,112)TOTAL LIABILITIES AND STOCKHOLDERS’ DEFICIT
$
7,264

$
7,839
 
 See accompanying notes to financial statements.
 F-1
 Table of Contents
 WISHARTENTERPRISES LIMITED
 (A DEVELOPMENT STAGE COMPANY)
 UNAUDITED STATEMENTS OF OPERATIONS
 Three months ended February 28, 2009 and February 29, 2008
 Period from December 13, 2006 (Inception) to February 28, 2009
  Three months ended
February 28, 2009

Three months ended February 29, 2008

Period from
December 13, 2006 (Inception) to February 28, 2009Revenues
$
0-

$
0-

$
0-General and Administrative Expenses:Depreciation

96


96


867General and administrative

691


404


5,551Filing and registration fees

-0-


-0-


13,320Professional fees

5,505


11,322


41,588Management fees

417


417


3,512Rent and utilities

1,639


1,639


13,795Travel, meals and entertainment

-0-


-0-


5,633Website

-0-


332


4,394Total General and Administrative Expenses

8,348


14,210


88,660Net Loss
$
( 8,348)

$
(14,210)

$
(88,660)Net Loss Per Share:Basic and diluted
$
0 .00

$
( 0 .01)Weighted Average Shares Outstanding:Basic and diluted

78,542,870


78,542,870
 
 See accompanying notes to financial statements.
 F-2
 Table of Contents
 WISHARTENTERPRISES LIMITED
 (A DEVELOPMENT STAGE COMPANY)
 UNAUDITED STATEMENT OF STOCKHOLDERS’ DEFICIT
 Period from December 13, 2006 (Inception) to February 28, 2009
 
 Common stock

Additional
paid-in

Deficit
accumulated
during the
developmentShares

Amount

capital

stage

TotalIssuance of common stockfor cash to founders

2,000,000

$
2,000

$
18,000

$
-

$
18,000Issuance of common stockfor cash at $ .08 per share

515,000


515


40,685


-


41,200Net loss for the period

-


-


-


(26,282)


(26,282)Balance, November 30, 2007

2,515,000


2,515


58,685


(26,282)


34,918Net loss for the period

-


-


-


(54,030)


(54,030)Balance, November 30, 2008

2,515,000


2,515


58,685


(80,312)


(19,112)Adjustment for stock split

76,027,870


58,685


(58,685)Net loss for the period

-


-


-


( 8,348)


(8,348)Balance, February 28, 2009

78,542,870

$
61,200

$
-

$
(88,660)

$
(27,460)
 
 See accompanying notes to financial statements.
 F-3
 Table of Contents
 WISHARTENTERPRISES LIMITED
 (A DEVELOPMENT STAGE COMPANY)
 UNAUDITED STATEMENTS OF CASH FLOWS
 Three months ended February 28, 2009 and February 29, 2008
 Period from December 13, 2006 (Inception) to February 28, 2009
  Threemonths ended February 28, 2009

Threemonthsended
February 29, 2008

Period from December 13, 2006 (Inception) to February 28, 2009CASH FLOWS FROM OPERATING ACTIVITIESNet loss
$
(8,348)

$
(14,210)

$
(88,660)Adjustments to reconcile net loss to cash used by operating activities:Depreciation

96


96


867Change in non-cash working capital itemsAccounts payable and accrued liabilities

(700)


(822)


9,792CASH FLOWS USED IN OPERATING ACTIVITIES

(8,952)


(14,936)


(59,069)CASH FLOWS USED IN INVESTING ACTIVITIESAcquisition of computer equipment

-0-


-0-


(1,714)CASH FLOWS FROM FINANCING ACTIVITIESProceeds from sales of common stock

-0-


-0-


61,200Advances from director

8,473


2,594


24,932CASH FLOWS PROVIDED BY FINANCING ACTIVITIES

8,473


2,594


86,132NET INCREASE (DECREASE) IN CASH

(479)


(12,342)


6,417Cash, beginning of period

6,896


46,496


-0-Cash, end of period
$
6,417

$
34,154

$
6,417SUPPLEMENTAL CASH FLOWINFORMATIONInterest paid
$
-

$
-

$
-Income taxes paid
$
-

$
-

$
-
 
 See accompanying notes to financial statements.
 F-4
 Table of Contents
 WISHARTENTERPRISES LIMITED
 (A DEVELOPMENT STAGE COMPANY)
 NOTES TO THE FINANCIAL STATEMENTS
 February 28, 2009
 
 NOTE 1 - BASIS OF PRESENTATION

The accompanying unaudited interim financial statements of Wishart Enterprises Limited 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 registration statement filed with the SEC on Form 10-K.  In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of financial position and the results of operations for the interim periods presented 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.  Notes to
the financial statements which would substantially duplicate the disclosure contained in the audited financial statements for the most recent fiscal year 2008 as reported in Form 10-K have been omitted.

NOTE 2 – SUMMARY OF ACCOUNTING POLICIES

Nature of Business

Wishart Enterprises Limited (“Wishart”) was incorporated in Nevada on December 13, 2006 and was subsequently registered in Saskatchewan, Canada as an extra-provincial corporation.  Wishart develops health related websites advocating a blend of western medicine with alternative health practices. Wishart is a development
stage company and has not yet realized any revenues from its planned operations.

Cash and Cash Equivalents

For the purposes of presenting cash flows, Wishart considers all highly liquid investments with original 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 accrued liabilities, and advances from a director. 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.

Reclassifications

Certain amounts in the February 29, 2008 financial statements have been reclassified to conform to the presentation in the February 28, 2009 financial statements.
 
 F-5
 Table of Contents
 WISHART ENTERPRISES LIMITED
 (A DEVELOPMENT STAGE COMPANY)
 NOTES TO THE FINANCIAL STATEMENTS
 February 28, 2009
 
 NOTE 2 – SUMMARY OF ACCOUNTING POLICIES (continued)

Comprehensive Income

The Company has adopted SFAS 130 “Reporting Comprehensive Income” which establishes standards for reporting and display of comprehensive income, its components and accumulated balances.  When applicable, the Company would disclose this information on its Statement of Stockholders’ Equity.  Comprehensive
income comprises equity except those resulting from investments by owners and distributions to owners.  The Company has not had any significant transactions that are required to be reported in other comprehensive income.

Income Tax

Wishart follows SFAS 109, “Accounting for Income Taxes.” Deferred income taxes reflect the net effect of (a) temporary difference between carrying amounts of assets and liabilities for financial purposes and the amounts used for income tax reporting purposes, and (b) net operating loss carryforwards. No net provision for refundable
Federal income tax has been made in the accompanying statement of loss because no recoverable taxes were paid previously. Similarly, no deferred tax asset attributable to the net operating loss carryforward has been recognized, as it is not deemed likely to be realized.

Use of Estimates

The preparation of financial statements in conformity with generally accepted accounting principles 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 the financial statements and the reported amount of revenues
and expenses during the reporting period.  Actual results could differ from those estimates.

Basic loss per share

Basic loss per share has been calculated based on the weighted average number of shares of common stock outstanding during the period.

Property and Equipment

Computer equipment is stated at cost less accumulated depreciation.  Depreciation is computed using the declining balance method at the annual rate of 45%.  One half of the annual depreciation is taken in the year of acquisition.
 
 F-6
 Table of Contents
 WISHART ENTERPRISES LIMITED
 (A DEVELOPMENT STAGE COMPANY)
 NOTES TO THE FINANCIAL STATEMENTS
 February 28, 2009
 
 NOTE 2 – SUMMARY OF ACCOUNTING POLICIES (continued)

Foreign Currency

The operations of the Company are located in Canada.  Wishart maintains both U.S. Dollar and Canadian Dollar bank accounts.  The functional currency is the U.S. Dollar.  Transactions in foreign currencies other than the functional currency, if any, are re-measured into the functional currency at the rate in
effect at the time of the transaction.  Re-measurement gains and losses that arise from exchange rate fluctuations are included in income or loss from operations.  Monetary assets and liabilities denominated in Canadian Dollars are translated into U.S. Dollars at the rate in effect at the balance sheet date.  Revenue and expenses denominated in Canadian Dollars are translated at the average exchange rate.

Development Stage

Wishart entered the development stage upon its inception in the current period.  Accordingly, income and expenses for the current year and cash flow for the current year equal income and expenses and cash flow on a cumulative basis since inception.

Recent accounting pronouncements

Wishart does not expect the adoption of recently issued accounting pronouncements to have a significant impact on the Company’s results of operations, financial position or cash flow.

NOTE 3 - GOING CONCERN

Wishart  has negative working capital,  recurring losses and has a deficit accumulated during the development stage of $88,660 as of February 28, 2009.  Wishart's financial statements are prepared using the generally accepted accounting principles applicable to a going concern, which contemplates the realization
of assets and liquidation of liabilities in the normal course of business.  However, Wishart has no current source of revenue. Without realization of additional capital, it would be unlikely for Wishart to continue as a going concern.  Wishart's management plans on raising cash from public or private debt or equity financing, on an as needed basis and in the longer term, and, ultimately, upon achieving profitable operations through the development of business activities.
 
 F-7
 Table of Contents
 WISHART ENTERPRISES LIMITED
 (A DEVELOPMENT STAGE COMPANY)
 NOTES TO THE FINANCIAL STATEMENTS
 February 28, 2009
 
 NOTE 4 – INCOME TAXES

For the periods ended February 28, 2009, Wishart has incurred net losses and, therefore, has no tax liability.  The net deferred tax asset generated by the loss carry-forward has been fully reserved.  The cumulative net operating loss carry-forward is approximately $88,600 at February 28, 2009, and will begin to expire
in the year 2027.

The cumulative tax effect at the expected rate of 34% of significant items comprising our net deferred tax amount is as follows:
  2009Deferred tax asset attributable to:Net operating loss carryover
$
30,144Valuation allowance

(30,144)Net deferred tax asset
$
-
 
 NOTE 5 – COMMON STOCK

At inception, Wishart issued 2,000,000 shares of stock for $20,000 cash.

During the period ended November 2007, Wishart issued 515,000 shares of stock for $41,200 cash.

Effective December 5, 2008, the Company splits is issued and outstanding shares 31.229774 for 1.
NOTE 6 - RELATED PARTY TRANSACTIONS

During the period ended February 28, 2009, rent and utilities expenses of $1,639 (2008-$1,639) and management fees of $417 (2008- $417) were paid to the director of Wishart.

The advances from director represent amounts used for working capital and are non-interest bearing, due on demand and have no specified terms of repayment.

NOTE 7 – COMMITMENTS

Wishart neither owns nor leases any real or personal property.  Our officer has provided rent and utilities to the company at a cost of $690 per month and management services at a cost of $140 per month.  The officer and director are involved in other business activities and most likely will become involved in other
business activities in the future.


F-8
 Table of Contents




Item2.     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 are engaged in the business of developing a family of “Healing Naturally” health-related websites advocating a blend of western medicine with alternative health practices such as meditation, yoga, and careful nutrition specifically designed for individuals with particular illnesses, as well as their families and friends. We
have already developed our initial website, www.healinglupusnaturally.com (our “Product” or our “Site”), which provides information, inspiration, and direction for those dealing with lupus.   Such a product will allow people with specific illnesses and their families and friends efficient and convenient access to information regarding an alternative approach to dealing with their illness.





We intend to earn revenue by selling advertising space on this and future websites, by selling third party health products directly through our websites using e-commerce functionality, and from product referral, sponsorship and affiliate fees from third parties. We are currently in the process of designing and developing our Site with the
aid of Marginally Clever Software.  The beta version of our Site was posted on the Internet in August, 2007, and we have continued to refine our Site since then. We are also presently developing our Site’s advertising and affiliate capability. On February 21, 2008 we activated Google Adsense advertising on the site.  To date we have had limited success with Adsense and management is considering alternatives.We have also begun to promote our site to individuals with specific illnesses
as well as their families and friends.




4
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Plan of Operation





Product Development





We intend to continue the development and refinement of our Product over the coming months. We will first focus our efforts on our initial Site by investing in the resources needed to deliver health and wellness information by continuing to build our repository of wellness content, introducing and broadening our interactive services such
as forums and blogs, and increasing their functionality relative to similar products in the marketplace.  On April 23, 2007, we engaged Marginally Clever Software to develop our Site and have been refining the Site since that date.





We intend to acquire and develop additional domains as our business grows.  Some of the new domains will deal with specific ailments and others will simply refer back to other domains.  The purpose of these “refer back” domains is to increase our visibility and accessibility on the Internet.  We
intend to begin tracking visitors to our websites and other usage data and report this on a periodic basis.





We also intend to develop multiple language websites, translating our English content to other languages using free or low-cost computer programs available on the Internet.  Although the resulting translations may lose some dialectic artifacts, we believe they will provide useful information to individuals who are suffering from
particular ailments.  The goal of providing multiple languages is to increase the aggregate number of visitors to our family of websites.  We believe that some foreign language visitors to our websites will be interested in the products we advertise or feature, which will lead to increased revenue.  All of our websites will contain meta tag keywords in multiple languages to enable us to attract the most visitors possible.  Meta tags are hidden identifiers in web pages which
are recognized by search engines such as Google and enable more accurate web searches.  Because of our current financing difficulties, we do not anticipate developing other language websites in the near future.  It remains a long term goal.





Our plan is to create an interactive, feature-rich family of “Healing Naturally” websites which will become the destination of choice for individuals in search of an alternative approach to dealing with their illness. The overriding goal of our websites will be to maximize the number of unique and repeat visitors and the time
visitors spend at our websites.  The appeal to repeat visitors is sometimes called stickiness.  To maximize stickiness we intend to develop the following features for our websites:





§
interactive forums for visitors





§
video and audio discussions of the ailment





§
continuously updated relevant information, news and links





§
blogs or web logs





5
 Table of Contents


§
guest contributors such as doctors, patients, and others





§
sponsored areas which are maintained by third parties





Revenue Generation





We are currently developing our Site’s advertising and affiliate capability. We are promoting our site at third-party sites such as digg.com botw.org, about.com and wehavelupus.com.  We expect our additional content and promotional efforts to increase traffic to our site, which should result in increasing advertising revenue.  To
date, we have experienced only modest increases in traffic.  Management is considering alternatives to Google Adsense and may change its advertising strategy in the coming months.





We plan to generate revenue primarily through the sale of advertising, referral and affiliate fees.  We do not anticipate charging user fees for access to our information.  We anticipate that our sponsors, advertisers and affiliates will consist primarily of vitamin, pharmaceutical, food, biotechnology and medical device
companies, and consumer products companies whose products relate to health, wellness, diet, fitness, lifestyle, and illness prevention.





We believe that we are well positioned to benefit from the expected trend toward increased online advertising spending by health and lifestyle businesses because, if our business develops as planned, we will provide access to a highly specific audience for advertisers and sponsors to target.  If possible, we will provide a means
by which advertisers can gauge the effectiveness of their online marketing campaigns and programs through objective statistical reports that detail the number of visitors to their sponsored area and the type of actions taken by these visitors.





Sales and Distribution Strategy





Our goal is for our websites to become a leading source of alternative healthcare information in the online healthcare information marketplace. In order to achieve our goal, we intend to increase awareness of our Product with potential customers, who we anticipate will be people with specific illnesses as well as their friends and families.
We plan to promote the “Healing Naturally” brand through relationships with other Internet media and wellness companies and through advertising and promotion.   We intend to devote significant resources to establishing a sponsorship base for our Site and for “Healing Naturally” generally. Specifically, we intend to do the following:




§
Develop relationships with sponsors interested in adding content, participating in forums, and using our portals to market their products and services.





§
Contract with affiliates – most likely other websites which sell products and services – to share revenue from sales referred through our portals.





§
Add an interactive forum to the website.





§
Add additional content on a regular basis and increase the number of web pages, which should drive traffic and increased revenue from advertisers.





§
Enhance our tracking of visits, page views and other usage data.





§
Engage a website optimization consultant to improve our ranking on Google and other search engines.





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Intellectual Property Protection





We intend to aggressively assert our rights under trademark and copyright laws to protect our intellectual property, including products and technologies, product research and concepts, and recognized trademarks. These rights are protected through the acquisition of copyright and trademark registrations, the maintenance of trade secrets,
and, where appropriate, litigation against those who are, in our opinion, infringing these rights.





While there can be no assurance that registered trademarks will protect our proprietary information, we intend to assert our intellectual property rights against any infringer. Although any assertion of our rights can result in a substantial cost to, and diversion of effort by, our company, management believes that the protection of our
intellectual property rights is a key component of our operating strategy.





Sales Personnel





We do not currently employ any sales personnel. In the short term, we intend to use the services of our management to sell our Product.  In the event we hire sales personnel, we do not intend to do so in the next twelve months unless our revenues are enough to absorb the cost of these personnel.





Expenses





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





§
Travel and Related expenses, which will consist primarily of our executive officers and directors visiting food merchants and resellers in their sales efforts. We estimate travel and related expenses for the next twelve months will be approximately $4,000;





§
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 approximately $2,000





§
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 approximately $5,000





§
Office rent of $6,000





§
Internet and telephone expenses of $900





§
Management fees to Barbara Lamb of $1,680





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 advertising and third party and affiliate revenue.




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Significant Equipment





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





Results of Operations for the Three Months Ended February 28, 2009 and February 29, 2008, and Period from December 13, 2006 (Date of Inception) until February 28, 2009 and 2007





We generated no revenue for the period from December 13, 2006 (Date of Inception) until February 28, 2009.





Our operating expenses were $8,348 for the three months ended February 28, 2009 as compared with $14,210 for the three months ended February 29, 2008.  Our primary operating expenses for the three months ended February 28, 2009 were professional fees of $5,505, and rent and utilities of $1,639.  Our primary operating expenses
for the three months ended February 29, 2008 were professional fees of $11,322 and rent and utilities of $1,196.




Our operating expenses were $88,660 for the period from December 13, 2006 (Inception) to February 28, 2009.  Our operating expenses for the period from December 13, 2006 (Inception) to February 28, 2009 were primarily related to professional fees in the amount of $41,588, rent and utilities in the amount of $13,795 and website costs
of $4,394.





We recorded a net loss of $8,348 for the three months ended February 28, 2009, compared with $14,210 for the three months ended February 29, 2008; and $88,660 for the period from December 13, 2006 (Inception) to February 28, 2009.





Liquidity and Capital Resources





As of February 28, 2009, we had total current assets of $6,417, consisting entirely of cash. We had current liabilities in the amount of $34,724 as of February 28, 2009. Thus, we had a working capital deficit of $27,460 as of February 28, 2009.





Operating activities used $78,001 in cash for the period from December 13, 2006 (Date of Inception) until February 28, 2009. Our net loss of $88,660 was the primary reason for our negative operating cash, offset primarily by an increase in accounts payable and accrued liabilities of $9,792. Financing activities during the period from December
13, 2006 (Date of Inception) until February 28, 2009 generated $86,132 in cash during the period.





As set out above, we expect to spend approximately $19,580 to implement our business plan over the coming year. Our accounting, legal and administrative expenses for the next twelve months are anticipated to be $30,000.   As of February 28, 2009, we had $6,417 in cash.





As of February 28, 2009, we have insufficient cash to operate our business at the current level for the next twelve months and insufficient cash to achieve our business goals. The success of our business plan beyond the next 12 months is contingent upon us obtaining additional financing. We intend to fund operations through debt and/or equity
financing arrangements, which 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 such additional financing will be available to us on acceptable terms, or at all.




8
 Table of Contents





Going Concern





We have recurring losses, a working capital deficit, and a deficit accumulated during the developing stage of $88,660 as of February 28, 2009.  Our financial statements are prepared using the generally accepted accounting principles applicable to a going concern, which contemplates the realization of assets and liquidation of
liabilities in the normal course of business.  However, we have no current source of revenue. Without realization of additional capital, it would be unlikely for us to continue as a going concern.  Our management plans on raising cash from public or private debt or equity financing, on an as needed basis and in the longer term, and, ultimately, upon achieving profitable operations through the development of business activities.





Off Balance Sheet Arrangements





As of February 28, 2009, there were no off balance sheet arrangements.





Item3.     Quantitative and Qualitative Disclosures About Market Risk





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





Item4T.     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 February 28, 2009.  This evaluation was carried out under the supervision and with the participation of our Chief Executive Officer and our Chief
Financial Officer, Barbara Lamb.  Based upon that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that, as of February 28, 2009, our disclosure controls and procedures are effective.  There have been no changes in our internal controls over financial reporting during the quarter ended February 28, 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.





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.




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PART II – OTHER INFORMATION





Item1.     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.





Item1A:  Risk Factors





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





Item2.     Unregistered Sales of Equity Securities and Use of Proceeds





None





Item3.     Defaults upon Senior Securities





None





Item4.     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 February 28, 2009.





Item5.     Other Information





None




Item6.      Exhibits





Exhibit Number
Description of Exhibit31.1
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 200231.2
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 200232.1
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





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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.





Wishart Enterprises LimitedDate:
August 5, 2009By:       /s/ Barbara Lamb
Barbara Lamb
Title:Chief Executive Officer and Director