U.
S. SECURITIES AND EXCHANGE COMMISSION


WASHINGTON,
D.C. 20549





FORM
10-Q


(Mark
One)


x
              QUARTERLY REPORT PURSUANT TO
      SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
      1934
 For the
Fiscal quarter ended June 30,
2009
 
 o
              TRANSITION REPORT PURSUANT TO
      SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF
      1934


For the
transition period from ___________ to _____________





Commission
File Number: 333-150266





BNH
INC.


(Exact
Name of Registrant as specified in its charter)





Nevada
              
              92-0189305(State
      or other jurisdiction of
                incorporation
      or organization)
              
              (I.R.S.
      Employer
                Identification
      No.)





BNH
INC.


c/o
Nehemya Hesin


29 Rashbi
St. Apt # 19


Modiin Illit, Israel,
71919





(Address
of principal executive offices, including zip code)







Indicate
by check mark whether the Registrant (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 Registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days.


Yes x Noo




Indicate
by check mark whether the registrant has submitted electronically and posted on
its corporate Web site, if any, every Interactive Data File required to be
submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this
chapter) during the preceding 12 months (or for such shorter period that the
registrant was required to submit and post such files).


Yes o     No o





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


YES  ̈ NO x





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
the definitions of “large accelerated filer,” “accelerated filer” and “smaller
reporting company” in Rule 12b-2 of the Exchange Act.


(Check
one): Large accelerated filer o    Accelerated
filer   ̈    Non-accelerated
filer   ̈    Smaller
reporting company  x




The
issuer had 7,000,000 shares of its common stock issued and outstanding as of
July 13, 2009.







TABLE OF
CONTENTS





PagePART
      IITEM
      1.
                      
                      Financial
      Statements
                      F-1ITEM
      2.
                      
                      Management's
      Discussion and Analysis of Financial Condition and Results of
      Operations
                      4ITEM
      3.
                      
                      Quantitative
      and Qualitative Disclosures about Market Risk
                      6ITEM
      4.
                      
                      Controls
      and Procedures
                      6ITEM
      4T.
                      
                      Controls
      and ProceduresPART
      IIITEM
      1.
                      
                      Legal
      Proceedings
                      7ITEM 1A.
                      
                      Risk
      Factors
                      7ITEM
      2.
                      
                      Unregistered
      Sales of Equity Securities and Use of Proceeds
                      7ITEM
      3.
                      
                      Defaults
      Upon Senior Securities
                      7ITEM
      4.
                      
                      Submission
      of Matters to a Vote of Security Holders
                      7ITEM
      5.
                      
                      Other
      Information
                      7ITEM
      6.
                      
                      Exhibits
                      7Signatures
                      8




2





Cautionary
Statement Concerning


Forward-Looking
Statements





USE OF
NAMES




In this
quarterly report, the terms “BNH,” “Company,” “we,” or “our,” unless the context
otherwise requires, mean BNH Inc.




CAUTIONARY
STATEMENT REGARDING FORWARD-LOOKING STATEMENTS




This
Quarterly Report on Form 10-Q and other reports that we file with the SEC
contain statements that are considered forward-looking statements.
Forward-looking statements give the Company’s current expectations, plans,
objectives, assumptions, or forecasts of future events. All statements other
than statements of current or historical fact contained in this quarterly
report, including statements regarding the Company’s future financial position,
business strategy, budgets, projected costs and plans and objectives of
management for future operations, are forward-looking statements. In some cases,
you can identify forward-looking statements by terminology such as “anticipate,”
“estimate,” “plans,” “potential,” “projects,” “ongoing,” “expects,” “management
believes,” “we believe,” “we intend,” and similar expressions. These statements
are based on the Company’s current plans and are subject to risks and
uncertainties, and as such the Company’s actual future activities and results of
operations may be materially different from those set forth in the forward
looking statements. Any or all of the forward-looking statements in this
quarterly report may turn out to be inaccurate and as such, you should not place
undue reliance on these forward-looking statements. The Company has based these
forward-looking statements largely on its current expectations and projections
about future events and financial trends that it believes may affect its
financial condition, results of operations, business strategy and financial
needs. The forward-looking statements can be affected by inaccurate assumptions
or by known or unknown risks, uncertainties, and assumptions due to a number of
factors, including:


·
              dependence on key
      personnel;
 
 ·
              competitive
      factors;
 
 ·
              degree of success of research and
      development programs
 
 ·
              the operation of our business;
      and
 
 ·
              general economic conditions in
      the United States and
Israel.


These
forward-looking statements speak only as of the date on which they are made, and
except to the extent required by federal securities laws, we undertake no
obligation to update any forward-looking statements to reflect events or
circumstances after the date on which the statement is made or to reflect the
occurrence of unanticipated events. In addition, we cannot assess the impact of
each factor on our business or the extent to which any factor, or combination of
factors, may cause actual results to differ materially from those contained in
any forward-looking statements. All subsequent written and oral forward-looking
statements attributable to the Company or persons acting on its behalf are
expressly qualified in their entirety by the cautionary statements contained in
this Quarterly Report.


3


PART
I





Item
1. Financial Statements.




BNH
INC.


(A
DEVELOPMENT STAGE COMPANY)




INDEX
TO FINANCIAL STATEMENTS


JUNE
30, 2009




Financial
      Statements-Balance
      Sheets as of June 30, 2009 and December 31, 2008
                      F-2Statements
      of Operations for the Three Months and Six Months EndedJune
      30, 2009 and 2008, and Cumulative from Inception
                      F-3Statement
      of Stockholders’ Equity for the Period from InceptionThrough
      June 30, 2009
                      F-4Statements
      of Cash Flows for the Six Months EndedJune
      30, 2009 and 2008,and Cumulative from Inception
                      F-5Notes
      to Financial Statements
                      F-6




F-1




BNH
INC.


(A
DEVELOPMENT STAGE COMPANY)


BALANCE
SHEETS


AS
OF JUNE 30, 2009 AND DECEMBER 31, 2008





As
      of
                        
                        
                        As
      ofJune
      30,
                        
                        
                        December
      31,2009
                        
                        
                        2008(Unaudited)
                        
                        
                        (Audited)ASSETSCurrent
      Assets:Cash
      in bank
                        
                        $
                        6,114
                        
                        
                        $
                        6,354Prepaid
      expenses
                        
                        
                        -
                        
                        
                        
                        287Total
      current assets
                        
                        
                        6,114
                        
                        
                        
                        6,641Total
      Assets
                        
                        $
                        6,114
                        
                        
                        $
                        6,641LIABILITIES AND STOCKHOLDERS'
      EQUITYCurrent
      Liabilities:Accounts
      payable
                        
                        $
                        19,555
                        
                        
                        $
                        200Accrued
      liabilities
                        
                        
                        7,000
                        
                        
                        
                        5,500Due
      to shareholder
                        
                        
                        1,750
                        
                        
                        
                        250Total
      current liabilities
                        
                        
                        28,305
                        
                        
                        
                        5,950Total
      liabilities
                        
                        
                        28,305
                        
                        
                        
                        5,950Commitments
      and Contingencies
                        
                        
                        -
                        
                        
                        
                        -Stockholders'
      Equity (Deficit):Preferred
      stock, par value $0.001 per share, 5,000,000 shares authorized; no shares
      issued and outstanding
                        
                        
                        -
                        
                        
                        
                        -Common
      stock, par value $0.001 per share, 100,000,000 shares authorized;
      7,000,000 shares issued and outstanding
                        
                        
                        7,000
                        
                        
                        
                        7,000Additional
      paid-in capital
                        
                        
                        48,000
                        
                        
                        
                        48,000Paid
      stock subscription
                        
                        
                        -
                        
                        
                        
                        -(Deficit)
      accumulated during development stage
                        
                        
                        (77,191
                        )
                        
                        
                        (54,309
                        )Total
      stockholders' equity (deficit)
                        
                        
                        (22,191
                        )
                        
                        
                        691Total
      Liabilities and Stockholders' Equity (Deficit)
                        
                        $
                        6,114
                        
                        
                        $
                        6,641




The
accompanying notes to financial statements are


an
integral part of these statements.


F-2


BNH
INC.


(A
DEVELOPMENT STAGE COMPANY)


STATEMENTS
OF OPERATIONS


FOR
THE THREE MONTHS AND SIX MONTHS ENDED JUNE 30, 2009 AND 2008, AND


CUMULATIVE
FROM INCEPTION (SEPTEMBER 4, 2007)


THROUGH
JUNE 30, 2009


(Unaudited)





Three
      Months Ended
                
                
                Six
      Months Ended
                
                
                CumulativeJune
      30,
                
                
                June
      30,
                
                
                From2009
                
                
                2008
                
                
                2009
                
                
                2008
                
                
                Inception(Unaudited)
                
                
                (Unaudited)
                
                
                (Unaudited)
                
                
                (Unaudited)
                
                
                (Unaudited)Revenues
                
                $
                -
                
                
                $
                -
                
                
                $
                -
                
                
                $
                -
                
                
                $
                -Expenses:General
      and administrative-Professional
      fees
                
                
                17,725
                
                
                
                2,250
                
                
                
                21,700
                
                
                
                12,000
                
                
                
                67,334Filing
      fees
                
                
                363
                
                
                
                2,030
                
                
                
                942
                
                
                
                2,030
                
                
                
                3,655Officers'
      compensation paid by issued shares
                
                
                -
                
                
                
                -
                
                
                
                -
                
                
                
                -
                
                
                
                4,750Organization
      costs
                
                
                -
                
                
                
                -
                
                
                
                -
                
                
                
                -
                
                
                
                488Other
                
                
                182
                
                
                
                23
                
                
                
                240
                
                
                
                574
                
                
                
                964Total
      general and administrative expenses
                
                
                18,270
                
                
                
                4,303
                
                
                
                22,882
                
                
                
                14,604
                
                
                
                77,191-(Loss)
      from Operations
                
                
                (18,270
                )
                
                
                (4,303
                )
                
                
                (22,882
                )
                
                
                (14,604
                )
                
                
                (77,191
                )Other
      Income (Expense)
                
                
                -
                
                
                
                -
                
                
                
                -
                
                
                
                -
                
                
                
                -Provision
      for Income Taxes
                
                
                -
                
                
                
                -
                
                
                
                -
                
                
                
                -
                
                
                
                -Net
      (Loss)
                
                $
                (18,270
                )
                
                $
                (4,303
                )
                
                $
                (22,882
                )
                
                $
                (14,604
                )
                
                $
                (77,191
                )(Loss)
      Per Common Share:(Loss)
      per common share - Basic and Diluted
                
                $
                (0.00
                )
                
                $
                (0.00
                )
                
                $
                (0.00
                )
                
                $
                (0.00
                )Weighted
      Average Number of Common Shares Outstanding - Basic and
      Diluted
                
                
                7,000,000
                
                
                
                7,000,000
                
                
                
                7,000,000
                
                
                
                6,879,121





The
accompanying notes to financial statements are


an integral part of these
statements.


F-3


BNH
INC.


(A
DEVELOPMENT STAGE COMPANY)


STATEMENT
OF STOCKHOLDERS' EQUITY


FOR
THE PERIOD FROM INCEPTION (SEPTEMBER 4, 2007)


THROUGH
JUNE 30, 2009


(Unaudited)




(Deficit)AccumulatedAdditional
                
                
                Paid
                
                
                During
      theCommon
      stock
                
                
                Paid-in
                
                
                Stock
                
                
                DevelopmentDescription
                
                Shares
                
                
                Amount
                
                
                Capital
                
                
                Subscriptions
                
                
                Stage
                
                
                TotalsBalance
      at inception
                
                
                -
                
                
                $
                -
                
                
                $
                -
                
                
                $
                -
                
                
                $
                -
                
                
                $
                -Common
      stock issued for officers' compensation
                
                
                4,750,000
                
                
                
                4,750
                
                
                
                -
                
                
                
                -
                
                
                
                -
                
                
                
                4,750Payment
      for stock subscriptions
                
                
                -
                
                
                
                -
                
                
                
                -
                
                
                
                1,000
                
                
                
                -
                
                
                
                1,000Common
      stock issued for cash
                
                
                1,250,000
                
                
                
                1,250
                
                
                
                24,000
                
                
                
                -
                
                
                
                -
                
                
                
                25,250Net
      (loss) for the year
                
                
                -
                
                
                
                -
                
                
                
                -
                
                
                
                -
                
                
                
                (25,798
                )
                
                
                (25,798
                )Balance
      - December 31, 2007
                
                
                6,000,000
                
                
                
                6,000
                
                
                
                24,000
                
                
                
                1,000
                
                
                
                (25,798
                )
                
                
                5,202Common
      stock issued for cash
                
                
                1,000,000
                
                
                
                1,000
                
                
                
                24,000
                
                
                
                (1,000
                )
                
                
                -
                
                
                
                24,000Net
      (loss) for the year
                
                
                -
                
                
                
                -
                
                
                
                -
                
                
                
                -
                
                
                
                (28,511
                )
                
                
                (28,511
                )Balance
      - December 31, 2008
                
                
                7,000,000
                
                
                
                7,000
                
                
                
                48,000
                
                
                
                -
                
                
                
                (54,309
                )
                
                
                691Net
      (loss) for the period
                
                
                -
                
                
                
                -
                
                
                
                -
                
                
                
                -
                
                
                
                (22,882
                )
                
                
                (22,882
                )Balance
      - June 30, 2009
                
                
                7,000,000
                
                
                $
                7,000
                
                
                $
                48,000
                
                
                $
                -
                
                
                $
                (77,191
                )
                
                $
                (22,191
                )




The
accompanying notes to financial statements are


an
integral part of these statements.


F-4


BNH
INC.


(A
DEVELOPMENT STAGE COMPANY)


STATEMENTS
OF CASH FLOWS


FOR
THE SIX MONTHS ENDED JUNE 30, 2009 AND 2008, AND


CUMULATIVE
FROM INCEPTION (SEPTEMBER 4, 2007)


THROUGH
JUNE 30, 2009


(Unaudited)




Six
      Months Ended
                    
                    
                    CumulativeJune
      30,
                    
                    
                    From2009
                    
                    
                    2008
                    
                    
                    Inception(Unaudited)
                    
                    
                    (Unaudited)
                    
                    
                    (Unaudited)Operating
      Activities:Net
      (loss)
                    
                    $
                    (22,882
                    )
                    
                    $
                    (14,604
                    )
                    
                    $
                    (77,191
                    )Adjustments
      to reconcile net (loss) to net cashprovided
      by operating activities:Common
      stock issued for officers' compensation
                    
                    
                    -
                    
                    
                    
                    -
                    
                    
                    
                    4,750Changes
      in net assets and liabilities-Prepaid
      expenses
                    
                    
                    287
                    
                    
                    
                    (970
                    )
                    
                    
                    -Accounts
      payable
                    
                    
                    19,355
                    
                    
                    
                    750
                    
                    
                    
                    19,555Accrued
      liabilities
                    
                    
                    1,500
                    
                    
                    
                    (18,250
                    )
                    
                    
                    7,000Net
      Cash Used in Operating Activities
                    
                    
                    (1,740
                    )
                    
                    
                    (33,074
                    )
                    
                    
                    (45,886
                    )Investing
      Activities:Cash
      provided by investing activities
                    
                    
                    -
                    
                    
                    
                    -
                    
                    
                    
                    -Net
      Cash Provided by Investing Activities
                    
                    
                    -
                    
                    
                    
                    -
                    
                    
                    
                    -Financing
      Activities:Loan
      from shareholder
                    
                    
                    1,500
                    
                    
                    
                    -
                    
                    
                    
                    1,750Issuance
      of common stock for cash
                    
                    
                    -
                    
                    
                    
                    24,000
                    
                    
                    
                    50,250Net
      Cash Provided by Financing Activities
                    
                    
                    1,500
                    
                    
                    
                    24,000
                    
                    
                    
                    52,000Net
      (Decrease) Increase in Cash
                    
                    
                    (240
                    )
                    
                    
                    (9,074
                    )
                    
                    
                    6,114Cash
      - Beginning of Period
                    
                    
                    6,354
                    
                    
                    
                    26,440
                    
                    
                    
                    -Cash
      - End of Period
                    
                    $
                    6,114
                    
                    
                    $
                    17,366
                    
                    
                    $
                    6,114Supplemental
      disclosure of cash flow information:Cash
      paid during the period for:Interest
                    
                    $
                    -
                    
                    
                    $
                    -
                    
                    
                    $
                    -Income
      taxes
                    
                    $
                    -
                    
                    
                    $
                    -
                    
                    
                    $
                    -Supplemental
      schedule of noncash investing and financing activities:Common
      stock issued as compensation to officers
                    
                    $
                    -
                    
                    
                    $
                    -
                    
                    
                    $
                    4,750





The
accompanying notes to financial statements are


an
integral part of these statements.


F-5




BNH
INC.


(A
DEVELOPMENT STAGE COMPANY)
 NOTES TO FINANCIAL STATEMENTS


1. Summary of
Significant Accounting Policies




Basis
of Presentation and Organization





BNH Inc.
(the “Company”) is a Nevada corporation in the development stage, and has
limited operations. The Company was incorporated under the laws of the State of
Nevada on September 4, 2007.  As originally stated, the business plan
of the Company was to establish the Company as a distributor of
environmentally-friendly, bio-plastic utensils.  Currently, the
Company plans to shift its focus from bioplastic products to the emerging
greenhouse gas (GHG) carbon credit market.  The Company plans to
provide matching services for corporations who need to reduce emission outputs
in light of more stringent environmental regulations with emission credit
specialists who can assist such corporations in reducing their emissions and in
earning and/or trading carbon credits.  The accompanying financial
statements of the Company were prepared from the accounts of the Company under
the accrual basis of accounting.





Unaudited
Interim Financial Statements





The
interim financial statements of the Company as of June 30, 2009, and for the
periods ended, and cumulative from inception, are unaudited. However, in the
opinion of management, the interim financial statements include all adjustments,
consisting of only normal recurring adjustments, necessary to present fairly the
Company’s financial position as of June 30, 2009, and the results of its
operations and its cash flows for the periods ended June 30, 2009, and
cumulative from inception. These results are not necessarily indicative of the
results expected for the calendar year ending December 31, 2009. The
accompanying financial statements and notes thereto do not reflect all
disclosures required under accounting principles generally accepted in the
United States. Refer to the Company’s audited financial statements as of
December 31, 2008, filed with the SEC, for additional information, including
significant accounting policies.





Cash and Cash
Equivalents





For
purposes of reporting within the statement of cash flows, the Company considers
all cash on hand, cash accounts not subject to withdrawal restrictions or
penalties, and all highly liquid debt instruments purchased with a maturity of
three months or less to be cash and cash equivalents.





Revenue
Recognition





The Company is in the development stage
and has yet to realize revenues from operations. Once the Company has commenced
operations, it will recognize revenues when delivery of goods or completion of
services has occurred provided there is persuasive evidence of an agreement,
acceptance has been approved by its customers, the fee is fixed or determinable
based on the completion of stated terms and conditions, and collection of any
related receivable is probable.





Loss
per Common Share





Basic
loss per share is computed by dividing the net loss attributable to the common
stockholders by the weighted average number of shares of common stock
outstanding during the period. Fully diluted loss per share is computed similar
to basic loss per share except that the denominator is increased to include the
number of additional common shares that would have been outstanding if the
potential common shares had been issued and if the additional common shares were
dilutive. There were no dilutive financial instruments issued or outstanding for
the period ended June 30, 2009.


F-6


Income
Taxes





The
Company accounts for income taxes pursuant to SFAS No. 109, “Accounting for Income Taxes”
(“SFAS 109”). Under SFAS 109, deferred tax assets and liabilities are determined
based on temporary differences between the bases of certain assets and
liabilities for income tax and financial reporting purposes. The deferred tax
assets and liabilities are classified according to the financial statement
classification of the assets and liabilities generating the
differences.





The
Company maintains a valuation allowance with respect to deferred tax assets. The
Company establishes a valuation allowance based upon the potential likelihood of
realizing the deferred tax asset and taking into consideration the Company’s
financial position and results of operations for the current period. Future
realization of the deferred tax benefit depends on the existence of sufficient
taxable income within the carryforward period under the federal tax
laws.





Changes
in circumstances, such as the Company generating taxable income, could cause a
change in judgment about the realizability of the related deferred tax asset.
Any change in the valuation allowance will be included in income in the year of
the change in estimate.




Fair
Value of Financial Instruments





The
Company estimates the fair value of financial instruments using the available
market information and valuation methods. Considerable judgment is required in
estimating fair value. Accordingly, the estimates of fair value may not be
indicative of the amounts the Company could realize in a current market
exchange. As of December 31, the carrying value of accounts payable-trade and
accrued liabilities approximated fair value due to the short-term nature and
maturity of these instruments.





Deferred
Offering Costs





The
Company defers as other assets the direct incremental costs of raising capital
until such time as the offering is completed. At the time of the completion of
the offering, the costs are charged against the capital raised. Should the
offering be terminated, deferred offering costs are charged to operations during
the period in which the offering is terminated.





Concentration
of Risk





As of
June 30, 2009, the Company maintained its cash account at one commercial bank.
The balance in the account was subject to FDIC coverage.





Common
Stock Registration Expenses





The
Company considers incremental costs and expenses related to the registration of
equity securities with the SEC, whether by contractual arrangement as of a
certain date or by demand, to be unrelated to original issuance transactions. As
such, subsequent registration costs and expenses are reflected in the
accompanying financial statements as general and administrative expenses, and
are expensed as incurred.





Lease
Obligations





All
noncancellable leases with an initial term greater than one year are categorized
as either capital leases or operating leases. Assets recorded under capital
leases are amortized according to the methods employed for property and
equipment or over the term of the related lease, if shorter.





Estimates





The
financial statements are prepared on the basis of accounting principles
generally accepted in the United States. 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 as of June 30, 2009, and expenses for the period ended June 30,
2009, and cumulative from inception. Actual results could differ from those
estimates made by management.


F-7


Recent Accounting
Pronouncements
 
 In April
2009, the FASB issued FSP No. FAS 157-4, “Determining Fair Value When the Volume
and Level of Activity for the Asset or Liability Have Significantly Decreased
and Identifying Transactions That Are Not Orderly” (“FSP FAS
157-4”).  FSP FAS 157-4 provides guidance on estimating fair value
when market activity has decreased and on identifying transactions that are not
orderly.  Additionally, entities are required to disclose in interim
and annual periods the inputs and valuation techniques used to measure fair
value.  This FSP is effective for interim and annual periods ending
after June 15, 2009.  The Company does not expect that the adoption of
FSP FAS 157-4 will have a material impact on its financial condition or results
of operations.
 
 In
October 2008, the FASB issued FSP No. FAS 157-3, “Determining the Fair Value of
a Financial Asset When the Market for That Asset is Not Active,” (“FSP FAS
157-3”), which clarifies application of SFAS 157 in a market that is not
active.  FSP FAS 157-3 was effective upon issuance, including prior
periods for which financial statements have not been issued.  The
adoption of FSP FAS 157-3 had no impact on the Company’s results of operations,
financial condition or cash flows.
 
 In
December 2008, the FASB issued FSP No. FAS 140-4 and FIN 46(R)-8, “Disclosures
by Public Entities (Enterprises) about Transfers of Financial Assets and
Interests in Variable Interest Entities.”  This disclosure-only FSP
improves the transparency of transfers of financial assets and an enterprise’s
involvement with variable interest entities, including qualifying
special-purpose entities.  This FSP is effective beginning with the
first reporting period (interim or annual) ending after December 15, 2008, with
earlier application encouraged.  The Company adopted this FSP
effective January 1, 2009.  The adoption of the FSP had no impact
on the Company’s results of operations, financial condition or cash
flows.
 
 In
December 2008, the FASB issued FSP No. FAS 132(R)-1, “Employers’ Disclosures
about Postretirement Benefit Plan Assets” (“FSP FAS 132(R)-1”).  FSP
FAS 132(R)-1 requires additional fair value disclosures about employers’ pension
and postretirement benefit plan assets consistent with guidance contained in
SFAS 157.  Specifically, employers will be required to disclose
information about how investment allocation decisions are made, the fair value
of each major category of plan assets and information about the inputs and
valuation techniques used to develop the fair value measurements of plan assets.
This FSP is effective for fiscal years ending after December 15,
2009.  The Company does not expect that the adoption of FSP FAS
132(R)-1 will have a material impact on its financial condition or results of
operations.
 
 In
September 2008, the FASB issued exposure drafts that eliminate qualifying
special purpose entities from the guidance of SFAS No. 140, “Accounting for
Transfers and Servicing of Financial  Assets and  Extinguishments of
Liabilities,” and  FASB  Interpretation 46 (revised December 2003),
“Consolidation of  Variable  Interest Entities − an
interpretation of ARB  No. 51,” as well as other
modifications.  While the proposed revised pronouncements have not
been finalized and the proposals are subject to further public comment, the
Company anticipates the changes will not have a significant impact on the
Company’s financial statements.  The changes would be effective March
1, 2010, on a prospective basis.
 
 In
June 2008, the FASB issued FASB Staff Position EITF 03-6-1, Determining
Whether Instruments Granted in Share-Based Payment Transactions Are
Participating Securities, (“FSP EITF 03-6-1”). FSP EITF 03-6-1 addresses whether
instruments granted in share-based payment transactions are participating
securities prior to vesting, and therefore need to be included in the
computation of earnings per share under the two-class method as described in
FASB Statement of Financial Accounting Standards No. 128, “Earnings per
Share.” FSP EITF 03-6-1 is effective for financial statements issued for fiscal
years beginning on or after December 15, 2008 and earlier adoption is
prohibited. The Company is not required to adopt FSP EITF 03-6-1; nor does the
Company believe that FSP EITF 03-6-1 would have material effect on its financial
position and results of operations if adopted.
 
 In May
2008, the Financial Accounting Standards Board (“FASB”) issued SFAS No. 163,
“Accounting for Financial Guarantee Insurance Contracts-and interpretation of
FASB Statement No. 60”.  SFAS No. 163 clarifies how Statement 60
applies to financial guarantee insurance contracts, including the recognition
and measurement of premium revenue and claims liabilities. This statement also
requires expanded disclosures about financial guarantee insurance contracts.
SFAS No. 163 is effective for fiscal years beginning on or after December 15,
2008, and interim periods within those years. SFAS No. 163 has no effect on the
Company’s financial position, statements of operations, or cash flows at this
time.
  F-8
 
 In May
2008, the Financial Accounting Standards Board (“FASB”) issued SFAS No. 162,
“The Hierarchy of Generally Accepted Accounting Principles”.  SFAS No.
162 sets forth the level of authority to a given accounting pronouncement or
document by category. Where there might be conflicting guidance between two
categories, the more authoritative category will prevail. SFAS No. 162 will
become effective 60 days after the SEC approves the PCAOB’s amendments to AU
Section 411 of the AICPA Professional Standards. SFAS No. 162 has no effect on
the Company’s financial position, statements of operations, or cash flows at
this time.
 
 In March
2008, the Financial Accounting Standards Board, or FASB, issued SFAS No. 161,
Disclosures about Derivative Instruments and Hedging Activities—an amendment of
FASB Statement No. 133.  This standard requires companies to provide
enhanced disclosures about (a) how and why an entity uses derivative
instruments, (b) how derivative instruments and related hedged items are
accounted for under Statement 133 and its related interpretations, and (c) how
derivative instruments and related hedged items affect an entity’s financial
position, financial performance, and cash flows. This Statement is effective for
financial statements issued for fiscal years and interim periods beginning after
November 15, 2008, with early application encouraged. SFAS No. 161 has no effect
on the Company’s financial position, statements of operations, or cash flows at
this time.
 
 In
December 2007, the SEC issued Staff Accounting Bulletin (SAB) No. 110 regarding
the use of a "simplified" method, as discussed in SAB No. 107 (SAB 107), in
developing an estimate of expected term of "plain vanilla" share options in
accordance with SFAS No. 123 (R), Share-Based Payment.  In particular,
the staff indicated in SAB 107 that it will accept a company's election to use
the simplified method, regardless of whether the company has sufficient
information to make more refined estimates of expected term. At the time SAB 107
was issued, the staff believed that more detailed external information about
employee exercise behavior (e.g., employee exercise patterns by industry and/or
other categories of companies) would, over time, become readily available to
companies. Therefore, the staff stated in SAB 107 that it would not expect a
company to use the simplified method for share option grants after December 31,
2007. The staff understands that such detailed information about employee
exercise behavior may not be widely available by December 31, 2007. Accordingly,
the staff will continue to accept, under certain circumstances, the use of the
simplified method beyond December 31, 2007. It is not believed that this will
have an impact on the Company’s financial position, results of operations or
cash flows.
 
 In
December 2007, the FASB issued SFAS No. 160, Noncontrolling Interests in
Consolidated Financial Statements—an amendment of ARB No. 51.  This
statement amends ARB 51 to establish accounting and reporting standards for the
noncontrolling interest in a subsidiary and for the deconsolidation of a
subsidiary. It clarifies that a noncontrolling interest in a subsidiary is an
ownership interest in the consolidated entity that should be reported as equity
in the consolidated financial statements. Before this statement was issued,
limited guidance existed for reporting noncontrolling interests. As a result,
considerable diversity in practice existed. So-called minority interests were
reported in the consolidated statement of financial position as liabilities or
in the mezzanine section between liabilities and equity. This statement improves
comparability by eliminating that diversity. This statement is effective for
fiscal years, and interim periods within those fiscal years, beginning on or
after December 15, 2008 (that is, January 1, 2009, for entities with calendar
year-ends). Earlier adoption is prohibited. The effective date of this statement
is the same as that of the related Statement 141 (revised 2007). It is not
believed that this will have an impact on the Company’s financial position,
results of operations or cash flows.
 
 In
December 2007, the FASB, issued FAS No. 141 (revised 2007), Business
Combinations.  This Statement replaces FASB Statement No. 141,
Business Combinations, but retains the fundamental requirements in
Statement 141.  This Statement establishes principles and
requirements for how the acquirer: (a) recognizes and measures in its financial
statements the identifiable assets acquired, the liabilities assumed, and any
noncontrolling interest in the acquiree; (b) recognizes and measures the
goodwill acquired in the business combination or a gain from a bargain purchase;
and (c) determines what information to disclose to enable users of the financial
statements to evaluate the nature and financial effects of the business
combination. This statement applies prospectively to business combinations for
which the acquisition date is on or after the beginning of the first annual
reporting period beginning on or after December 15, 2008. An entity may not
apply it before that date. The effective date of this statement is the same as
that of the related FASB Statement No. 160, Noncontrolling Interests in
Consolidated Financial Statements.  It is not believed that this will
have an impact on the Company’s financial position, results of operations or
cash flows.
  F-9
  2. Development Stage
Activities and Going Concern
 
 The
Company is currently in the development stage, and has limited operations. As
originally stated, the business plan of the Company was to establish the Company
as a distributor of environmentally-friendly, bio-plastic
utensils.  Currently, the Company plans to shift its focus from
bioplastic products to the emerging greenhouse gas (GHG) carbon credit
market.  The Company plans to provide matching services for
corporations who need to reduce emission outputs in light of more stringent
environmental regulations with emission credit specialists who can assist such
corporations in reducing their emissions and in earning and/or trading carbon
credits.   The Company’s plan is to identify project and joint
venture opportunities in the emerging carbon credit market.
 
 During
the period ended June 30, 2008 and December 31, 2007, the Company began a
capital formation activity through a PPO, exempt from registration under the
Securities Act of 1933, to raise up to $50,000 through the issuance of 2,000,000
shares of its common stock, par value $0.001 per share, at an offering price of
$0.025 per share. As of January 23, 2008, the Company had fully subscribed the
PPO and raised $50,000 in proceeds with the issuance of 2,000,000 shares of its
common stock.
 
 The Company also commenced an activity
to submit a Registration Statement on Form S-1 to the Securities and Exchange
Commission (“SEC”) to register 2,000,000 of its outstanding shares of common
stock on behalf of selling stockholders. The Company will not receive any of the
proceeds of this registration activity once the shares of common stock are
sold.The Registration
Statement on Form S-1 was filed with the SEC on April 16, 2008, and declared
effective on April 30, 2008.
 
 The
accompanying financial statements have been prepared in conformity with
accounting principles generally accepted in the United States, which contemplate
continuation of the Company as a going concern. The Company has not established
any source of revenues to cover its operating costs, and as such, has incurred
an operating loss since inception. Further, as of June 30, 2009, the cash
resources of the Company were insufficient to meet its current business plan.
These and other factors raise substantial doubt about the Company’s ability to
continue as a going concern. The accompanying financial statements do not
include any adjustments to reflect the possible future effects on the
recoverability and classification of assets or the amounts and classification of
liabilities that may result from the possible inability of the Company to
continue as a going concern.
 
 3.   Loan
from Stockholder
 
 As of
June 30, 2009, a loan from an individual who is a stockholder of the Company
amounted to $1,750. The loan was provided for working capital purposes, and is
unsecured, non-interest bearing, and has no terms for repayment.
 
 4. Common
Stock
 
 On
September 4, 2007, pursuant to the terms of a subscription agreement, the
Company sold 250,000 shares of common stock to Mrs. Goldy Klein, Secretary, for
cash payment of $250 (par value).  The Company believes this issuance
was deemed to be exempt under Regulation S of the Securities Act.
 
 On
October 18, 2007, the Company issued 1,500,000 shares of common stock, valued at
$1,500, to an officer of the Company for services rendered.
 
 On
October 25, 2007, the Company issued 250,000 shares of common stock, valued at
$250, to an officer of the Company for services rendered.
  F-10
  On
November 12, 2007, the Company issued 3,000,000 shares of common stock, valued
at $3,000, to an officer of the Company for services rendered.
 
 In
addition, on November 30, 2007, the Company began a capital formation activity
through a PPO, exempt from registration under the Securities Act of 1933, to
raise up to $50,000 through the issuance of 2,000,000 shares of its common
stock, par value $0.001 per share, at an offering price of $0.025 per share. As
of December 27, 2007, the Company had received $26,000 in proceeds from the PPO.
As of January 23, 2008, the Company had fully subscribed the PPO and raised
$50,000 in proceeds with the issuance of 2,000,000 shares of its common
stock.
 
 The
Company also submitted a Registration Statement on Form S-1 to the Securities
and Exchange Commission (“SEC”) to register 2,000,000 of its outstanding shares
of common stock on behalf of selling stockholders. The Company will not receive
any of the proceeds of this registration activity once the shares of common
stock are sold.  The Registration Statement on Form S-1 was filed with
the SEC on April 16, 2008, and declared effective on April 30,
2008.
 
 5. Income
Taxes
 
 The
provision (benefit) for income taxes for the period ended June 30, 2009 and 2008
was as follows (assuming a 23% effective tax rate):
  2009
                          
                          
                          2008Current
      Tax Provision:Federal-Taxable
      income
                          
                          $
                          -
                          
                          
                          $
                          -Total
      current tax provision
                          
                          $
                          -
                          
                          
                          $
                          -Deferred
      Tax Provision:Federal-Loss
      carryforwards
                          
                          $
                          5,263
                          
                          
                          $
                          3,359Change
      in valuation allowance
                          
                          
                          (5,263
                          )
                          
                          
                          (3,359
                          )Total
      deferred tax provision
                          
                          $
                          -
                          
                          
                          $
                          -
 
 The
Company had deferred income tax assets as of June 30, 2009 and 2008 as
follows:
  2009
                      
                      
                      2008Loss
      carryforwards
                      
                      $
                      17,754
                      
                      
                      $
                      12,491Less
      - valuation allowance
                      
                      
                      (17,754
                      )
                      
                      
                      (12,491
                      )Total
      net deferred tax assets
                      
                      $
                      -
                      
                      
                      $
                      -
  The
Company provided a valuation allowance equal to the deferred income tax assets
for the period ended June 30, 2009 because it is not presently known whether
future taxable income will be sufficient to utilize the loss
carryforwards.
 
 As of
June 30, 2009, the Company had approximately $77,191 in tax loss carryforwards
that can be utilized in future periods to reduce taxable income, and expire by
the year 2029.
  F-11
  6.   Related
Party Transactions
 
 On
September 4, 2007, pursuant to the terms of a subscription agreement, the
Company sold 250,000 shares of common stock to Mrs. Goldy Klein, Secretary, for
cash payment of $250 (par value).  The Company believes this issuance
was deemed to be exempt under Regulation S of the Securities Act.
 
 On
October 18, 2007, the Company issued 1,500,000 shares of common stock, valued at
$1,500 to an officer of the Company for services rendered.
 
 On
October 25, 2007, the Company issued 250,000 shares of common stock, valued at
$250 to an officer of the Company for services rendered.
 
 On
November 12, 2007, the Company issued 3,000,000 shares of common stock, valued
at $3,000 to an officer of the Company for services rendered.
 
 As
described in Note 3, as of June 30, 2009, the Company owed $1,750 to an
individual who is a stockholder of the Company.
  F-12
  Item 2. Management’s Discussion and
Analysis of Financial Condition and Results of Operation.
 
 Overview
 
 We have
not generated any revenue since our inception. We are a development stage
company with limited operations. Our auditors have issued a going concern
opinion. This means that our auditors believe there is substantial doubt that we
can continue as an ongoing business for the next twelve months.
 
 Plan
of Operation
 
 We have
not had any revenues since our inception on September 4, 2007. As originally
stated, the business plan of the Company was to establish the Company as a
distributor of environmentally-friendly, bio-plastic
utensils.  Currently, the Company plans to shift its focus from
bioplastic products to the emerging greenhouse gas (GHG) carbon credit
market.  The Company plans to provide matching services for
corporations who need to reduce emission outputs in light of more stringent
environmental regulations with emission credit specialists who can assist such
corporations in reducing their emissions and in earning and/or trading carbon
credits.     Our activities and plans in the carbon
credit market are described in more detail below.
 
 The GHG Carbon Credit
MarketCurrent
legislation and regulatory measures to reduce atmospheric concentrations of
greenhouse gases have their roots in climate change challenges presented by the
United Nations Framework Convention on Climate Change and the Kyoto
Protocol.
 On June
27, 2009, the U.S. House of Representatives passed ground breaking legislation
to impose first-ever limits in the US related to greenhouse-gas emissions linked
to global warming. It is expected that such legislation will incur a tough
legislative battle in the Senate. President Obama called the vote in the House
of Representatives “a bold and necessary step that holds the promise of creating
new industry and millions of new jobs.” The bill, he said, would usher in “a
critical transition to a clean-energy economy without untenable burdens on the
American people.”
 The bill,
if approved by the Senate, would create a market for trading pollution permits
to curb emissions.
 Reduction
Target
 The
American Clean Energy and Security Act calls for the U.S. to reduce its
greenhouse-gas emissions by 17 percent from 2005 levels by 2020. It would
establish a limited number of pollution permits, more than 70 percent of which
would initially be given away free to utilities, manufacturers, state
governments and others, according to the Congressional Budget Office. The
permits could then be traded or sold.  In addition, most states would
be required to generate 20 percent of their electricity from renewable sources
by 2020.
 Jobs and
Oil Usage Reduction
 House
Democratic leaders say the bill would create 1.7 million new jobs and save 240
million barrels of oil by 2020.
 Cost Per
Household
 According
to the Congressional Budget Office the  new bill would cost the
average American household  $175 a year in extra
expenses.
  We
believe that the carbon market is in an expansion phase, and that in the coming
years it will grow as U.S. federal regulation of GHG emissions becomes a
reality.  Any cap-and-trade system will most likely include provisions
relating to allowances issued to regulated entities by the government, emission
reduction certificates generated by clean development projects outside the
regulated entities, and market-based incentives for Reduced Emissions from
Deforestation and Degradation (REDD), such as forestry
offsets.
  4
  As
corporations that produce GHG emissions become subject to increased regulation,
they will be interested in effective and relatively inexpensive ways to reduce
their GHG emissions to comply with, as well as benefit from, any applicable
cap-and-trade system.
 
 Matching
Services – Carbon Credits
 
 We
foresee the development of a new service market in which brokers would match GHG
emissions specialists with corporations with high GHG emissions which are
interested in receiving advice on how to earn and trade carbon
credits.
 
 Our
management has decided to enter this field. We plan to  introduce GHG
emissions consultants to GHG emissions producing corporations, and to assist
these GHG emissions consultants with  entering into business
agreements with these GHG emissions producers.  In exchange for our
services, we plan to receive a percentage of the revenues earned by such
consultants on each client that we match.
 
 As a
preliminary step, we intend to increase the size of our Board of Directors and
our advisory board to include experts in the field of climate
technologies.  We intend to retain the necessary professionals to
assist us in matching GHG emissions producers with GHG emissions
consultants.
 
 Results
of Operations
 
 Revenues
 
 We had no
revenues for the period from September 4, 2007 (date of inception) through June
30, 2009.
 
 Expenses
 
 Our
expenses for the six month period ended June 30, 2009 were $22,882 compared with
$14,604 for the same period six month period in 2008. Our expenses since our
inception were $77,191. These expenses were comprised primarily of professional
fees and general and administrative expenses.
 
 Net
Income (Loss)
 
 Our net loss for the six month period
ended June 30, 2009 was $22,882 compared with $14,604 for the same six
month period in 2008. During the period from September 4, 2007 (date of
inception) through June 30, 2009, we incurred a net loss of $77,191. This loss
consisted primarily of professional fees and administrative expenses. Since
inception, we have sold 7,000,000 shares of common stock.
 
 Liquidity
and Capital Resources
 
 Our
balance sheet as of June 30, 2009, reflects assets of $6,114. Cash and cash
equivalents from inception to date have been insufficient to provide the working
capital necessary to operate to date.
 
 We
anticipate generating losses and, therefore, may be unable to continue
operations in the future. If we require additional capital, we would have to
issue debt or equity or enter into a strategic arrangement with a third party.
There can be no assurance that additional capital will be available to us. We
currently have no agreements, arrangements or understandings with any person to
obtain funds through bank loans, lines of credit or any other
sources.
 
 Going
Concern Consideration
 
 The
financial statements contained herein for the fiscal quarter ended June 30,
2009, have been prepared on a “going concern” basis, which contemplates the
realization of assets and the satisfaction of liabilities in the normal course
of business. For the reasons discussed herein and in the footnotes to our
financial statements included herein, there is a significant risk that we will
be unable to continue as a going concern. Our audited financial statements
included in our Annual Report on Form 10-K for the period ended December 31,
2008, contain additional note disclosures describing the circumstances that lead
to this disclosure by our registered independent auditors.
  5
  Off-Balance
Sheet Arrangements
 
 We have
no off-balance sheet arrangements.
 
 Item
3. Quantitative and Qualitative Disclosures about Market Risk.
 
 None.
 
 Item 4. Controls and
Procedures.
 
 As of the
end of the period covered by this report, based on an evaluation of our
disclosure controls and procedures (as defined in Rules 13a -15(e) and
15(d)-15(e) under the Exchange Act), our Chief Executive Officer and the Chief
Financial Officer has concluded that our disclosure controls and procedures are
effective to ensure that information required to be disclosed by us in our
Exchange Act reports is recorded, processed, summarized, and reported within the
applicable time periods specified by the SEC’s rules and forms.
 
 There
were no changes in our internal controls over financial reporting that occurred
during our most recent fiscal quarter that have materially affected, or are
reasonably likely to materially affect, our internal control over financial
reporting.
 
 Item
4T. Controls and Procedures
 
 This
report does not include an attestation report of the company’s registered public
accounting firm regarding internal control over financial reporting. Identified
in connection with the evaluation required by paragraph (d) of Rule 240.13a-15
or Rule 240.15d-15 of this chapter that occurred during the Registrant’s last
fiscal quarter that has materially affected, or is reasonably likely to
materially affect, the Registrant’s internal control over financial
reporting.
  6
  PART
II
 
 Item
1. Legal Proceedings.
 
 None.
 
 Item
1A. Risk Factors.
 
 There
have been no material changes from the risk factors disclosed in our annual
report on Form 10-K for the year ended December 31, 2008.
 
 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.
 
 None.
 
 Item
5. Other Information.
 
 None.
 
 Item
6. Exhibits.
  Exhibit
                  Number
                
                Exhibit Description3.1
                -
                Certificate
      of Incorporation.*3.2
                -
                Bylaws.*31
                -
                Rule
      13a-14(a)/15d-14(a) Certification of Principal Executive and Financial
      Officer32
                -
                Section
      1350 Certification of Principal Executive and Financial
      Officer
 
 *
incorporated by reference from Registrant's Registration Statement on Form S-1
filed on April 16, 2008 Registration No. 333-150266.
  7
  SIGNATURES
 
 Pursuant
to the requirements of the Securities Exchange Act of 1934, the Registrant has
duly caused this report to be signed on its behalf by the undersigned thereunto
duly authorized.
 
 BNH
INC.
 
 By:
                /s/
      Nehemya HesinNehemya
      HesinTitle:
      President, Treasurer and Director(Principal Executive Officer, Principal Financing Officer and Principal Accounting Officer)
 
 Dated:
July 13, 2009
  8