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 December 31, 2009

[ ] 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: 333-150775


                                  Adtomize Inc.
           (Name of small business issuer as specified in its charter)

          Nevada                                                  41-2247537
(State or other jurisdiction of                               (I.R.S. Employer
 incorporation or organization)                              Identification No.)

8th Floor - 200 South Virginia Street, Reno, NV                     89501
  (Address of principal executive offices)                        (Zip Code)

                                  775.583.1801
              (Registrant's telephone number, including area code)

                                       N/A
              (Former name, former address and former fiscal year,
                         if changed since last report)

Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days. [X] YES [ ] NO

Indicate by check mark whether the registrant has submitted electronically and
posted on its corporate Website, if any, every Interactive Data File required to
be submitted and posted pursuant to Rule 405 of Regulation S-K (ss.229.405 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 [X] NO

Indicate by check mark whether the registrant is a large accelerated filer, an
accelerated filer, a non-accelerated filer, or a small reporting company. See
the definitions of "large accelerated filer", "accelerated filer" and "smaller
reporting company" in Rule 12b-2 of the Exchange Act

Large accelerated filer [ ]                        Accelerated Filer [ ]
Non-accelerated filer   [ ]                        Smaller reporting company [X]
(Do not check if Smaller reporting company)

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

                APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
                   PROCEEDINGS DURING THE PRECEDING FIVE YEARS

Check whether the registrant has filed all documents and reports required to be
filed by Sections 12, 13 or 15(d) of the Exchange Act after the distribution of
securities under a plan confirmed by a court. [ ] YES [ ] NO

                      APPLICABLE ONLY TO CORPORATE ISSUERS

Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.

1,840,000 common shares issued and outstanding as of February 14, 2009
<PAGE>
                         PART 1 - FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

Our unaudited interim financial statements for the nine month period ended
December 31, 2009 form part of this quarterly report. They are stated in United
States Dollars (US$) and are prepared in accordance with United States generally
accepted accounting principles.



                                       2
<PAGE>
Adtomize, Inc.
(A Development Stage Company)
Balance Sheets
December 31, 2009 and March 31, 2009

<TABLE>
<CAPTION>
                                                                       December 31,        March 31,
                                                                          2009               2009
                                                                        --------           --------
                                                                       (unaudited)         (audited)
<S>                                                                     <C>                <C>
                                     ASSETS
Current Assets
  Cash                                                                  $  4,612           $  4,612
  Prepaid expenses                                                            --              2,500
                                                                        --------           --------

Total Current Assets                                                       4,612              7,112
                                                                        ========           ========

Total Assets                                                            $  4,612           $  7,112

                         LIABILITIES AND STOCKHOLDERS' DEFICIT
Liabilities
  Accounts payable and accrued liabilities                              $  6,746           $ 10,406
  Due to related party                                                    11,805              1,945
                                                                        --------           --------
Total Current Liabilities                                                 18,551             12,351
                                                                        --------           --------

Total Liabilities                                                         18,551             12,351
                                                                        --------           --------
Stockholders' Deficit
  Common stock authorized -
    100,000,000 common shares with a par value of $0.0001
  Common shares issued and outstanding -
    1,840,000 common shares                                                  184                184
  Additional paid in capital                                              49,816             49,816
  Deficit accumulated during the development stage                       (63,939)           (55,239)
                                                                        --------           --------
Total Stockholders' Deficit                                              (13,939)            (5,239)
                                                                        --------           --------

Total Liabilities and  Stockholders' Deficit                            $  4,612           $  7,112
                                                                        ========           ========
</TABLE>


    The accompanying notes are an integral part of these financial statements

                                       3
<PAGE>
Adtomize, Inc.
(A Development Stage Company)
Statements of Operations (unaudited)

<TABLE>
<CAPTION>
                                                                                                         Period from
                                                                                                          Inception
                                      Three Months     Three Months     Nine Months      Nine Months   (July 31, 2007)
                                          Ended            Ended           Ended            Ended             to
                                       December 31,     December 31,    December 31,     December 31,     December 31,
                                          2009             2008            2009             2008             2009
                                       ----------       ----------      ----------       ----------       ----------
<S>                                    <C>              <C>             <C>              <C>              <C>
Revenue                                $       --       $       --      $       --       $       --       $       --
                                       ----------       ----------      ----------       ----------       ----------
Expenses
  Legal and accounting                      1,890            1,500           1,390           18,500           38,890
  Transfer agent and filing fees              439            2,500           4,845            6,083           15,894
  General and administrative                1,250             4,33           2,465            3,540            9,155
                                       ----------       ----------      ----------       ----------       ----------
Total expenses                              3,579            4,433           8,700           28,123           63,939
                                       ----------       ----------      ----------       ----------       ----------
Net loss before provision for
income taxes                               (3,579)          (4,433)         (8,700)         (28,123)         (63,939)

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

Net Loss                               $   (3,579)      $   (4,433)     $   (8,700)      $  (28,123)      $  (63,939)
                                       ==========       ==========      ==========       ==========       ==========

Basic and diluted (loss) per share     $     (0.0)      $    (0.01)     $    (0.01)      $    (0.01)
                                       ==========       ==========      ==========       ==========

Weighted average number of common
 shares outstanding                     1,840,000        1,840,000       1,840,000        1,840,000
                                       ==========       ==========      ==========       ==========
</TABLE>


    The accompanying notes are an integral part of these financial statements

                                       4
<PAGE>
Adtomize, Inc.
(A Development Stage Company)
Statement of Stockholders' Deficit (unaudited)
For the period from Inception (July 31, 2007) to December 31, 2009

<TABLE>
<CAPTION>
                                                                                         Accumulated
                                                                                           Deficit
                                                                           Additional      During
                                                      Common Stock          Paid in      Development
                                                   Shares       Amount      Capital         Stage          Total
                                                   ------       ------      -------         -----          -----
<S>                                                <C>        <C>           <C>            <C>           <C>
Balance, July 31, 2007 (date of inception)              --      $    --    $     --      $      --       $      --

Shares issued to founder @ $0.008 per share      1,000,000          100       7,900             --           8,000

Shares issued for cash @ $0.05 per share           840,000           84      41,916             --          42,000

Net loss for the period from inception on
 July 31, 2007 to March 31, 2008                        --           --          --        (14,180)        (14,180)
                                                 ---------      -------    --------      ---------       ---------
Balance, March 31, 2008                          1,840,000          184      49,816        (14,180)         35,820

Net loss for the year ended March 31, 2009              --           --          --        (41,059)        (41,059)
                                                 ---------      -------    --------      ---------       ---------
Balance, March 31, 2009                          1,840,000          184      49,816        (55,239)         (5,239)

Net loss for the period-ended December 31, 2009         --           --          --         (8,700)         (8,700)
                                                 ---------      -------    --------      ---------       ---------

Balance, December 31, 2009                       1,840,000      $   184    $ 49,816      $ (63,939)      $ (13,939)
                                                 =========      =======    ========      =========       =========
</TABLE>


    The accompanying notes are an integral part of these financial statements

                                       5
<PAGE>
Adtomize, Inc.
(A Development Stage Company)
Statements of Cash Flows (unaudited)

<TABLE>
<CAPTION>
                                                                                                Period from
                                                                                                 Inception
                                                           Nine Months        Nine Months     (July 31, 2007)
                                                              Ended              Ended               to
                                                           December 31,       December 31,       December 31,
                                                              2009               2008               2009
                                                            --------           --------           --------
<S>                                                         <C>                <C>                <C>
Operating Activities:
  Net Loss                                                  $ (8,700)          $(28,123)          $(63,939)
  (Increase) decrease in prepaid expenses                      2,500             (5,400)                --
  Increase (decrease) in accounts payable and
   accrued liabilities                                        (3,660)                --              6,746
                                                            --------           --------           --------

Cash used in operating activities                             (9,860)           (33,523)           (57,193)
                                                            --------           --------           --------
Financing Activities:
  Increase in due to stockholder                               9,860                352             11,805
  Proceeds from sale of stock                                     --                 --             50,000
                                                            --------           --------           --------

Cash from financing activities                                 9,860                352             61,805
                                                            --------           --------           --------
Increase (Decrease) in cash                                       --            (33,171)             4,612

Cash, opening                                                  4,612             40,050                 --
                                                            --------           --------           --------

Cash, closing                                               $  4,612           $  6,879           $  4,612
                                                            ========           ========           ========

Supplemental Disclosures of Cash Flow Information:

Cash paid for:
  Interest                                                  $     --           $     --           $     --
                                                            ========           ========           ========
  Income taxes                                              $     --           $     --           $     --
                                                            ========           ========           ========
</TABLE>


    The accompanying notes are an integral part of these financial statements

                                       6
<PAGE>
Adtomize, Inc.
(A Development Stage Company)
Notes to Financial Statements
December 31, 2009


NOTE 1 - NATURE OF OPERATIONS

Adtomize, Inc. ("the Company"), incorporated in the state of Nevada on July 31,
2007, is a company with business activities in developing and offering a system
to facilitate the buying and selling of internet advertising banners on high
traffic websites.

The company has limited operations and is considered to be in the development
stage.

NOTE 2 - GOING CONCERN

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

The Company's activities to date have been supported by equity financing. It has
sustained losses in all previous reporting periods with an inception to date
loss of $63,939 as of December 31, 2009. Management continues to seek funding
from its shareholders and other qualified investors to pursue its business plan.
In the alternative, the Company may be amenable to a sale, merger or other
acquisition in the event such transaction is deemed by management to be in the
best interests of the shareholders.

NOTE 3 - SIGNIFICANT ACCOUNTING POLICIES

ACCOUNTING BASIS

These financial statements are prepared on the accrual basis of accounting in
conformity with accounting principles generally accepted in the United States of
America.

FINANCIAL INSTRUMENT

The Company's financial instruments consist of cash, prepaid expenses, payables,
and an amount due to stockholder. The amount due to stockholder is non
interest-bearing. It is management's opinion that the Company is not exposed to
significant interest, currency or credit risks arising from its financial
instruments and that their fair values approximate their carrying values except
where separately disclosed.

PROPERTY

The Company does not own any property. Our office space is leased to us on a
month to month basis for approximately $150 per month.

                                       7
<PAGE>
Adtomize, Inc.
(A Development Stage Company)
Notes to Financial Statements
December 31, 2009


NOTE 3 - SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

LOSS PER SHARE

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

USE OF ESTIMATES

The preparation of financial statements in conformity with generally accepted
accounting principles of the United States requires management to make estimates
and assumptions that affect the reported amounts of assets and liabilities and
disclosure of contingent assets and liabilities at the date of the financial
statements and the reported amounts of revenues and expenses during the year.
The more significant areas requiring the use of estimates include asset
impairment, stock-based compensation, and future income tax amounts. Management
bases its estimates on historical experience and on other assumptions considered
to be reasonable under the circumstances. However, actual results may differ
from the estimates.

DIVIDENDS

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

INCOME TAXES

The Company provides for income taxes using an asset and liability approach.

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

NET INCOME PER COMMON SHARE

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

BASIS OF PRESENTATION

The accompanying unaudited interim financial statements have been prepared in
accordance with accounting principles generally accepted in the United States of
America and the rules of the Securities and Exchange Commission ("SEC"), and
should be read in conjunction with the audited financial statements and notes
thereto contained in the Company's registration statement filed with the SEC on
Form 10-K. In the opinion of management, all adjustments necessary in order for
the financial statements to be not misleading have been reflected herein. The
results of operations for interim periods are not necessarily indicative of the
results to be expected for the full year. Notes to the financial statements
which would substantially duplicate the disclosure contained in the audited
financial statements as of and for the period ended March 31, 2009 as reported
in Form 10-K, have been omitted.

                                       8
<PAGE>
Adtomize, Inc.
(A Development Stage Company)
Notes to Financial Statements
December 31, 2009


NOTE 4 - DUE TO STOCKHOLDER

The amount owing to stockholder is unsecured, non-interest bearing and has no
specific terms of repayment.

NOTE 5 - CAPITAL STOCK

Common Shares - Authorized

The company has 100,000,000 common shares authorized at a par value of $0.0001
per share.

Common Shares - Issued and Outstanding

During the year ended March 31, 2008, the company issued 1,840,000 common shares
for total proceeds of $50,000.

As at December 31, 2009, the Company had 1,840,000 common shares issued and
outstanding.

As at December 31, 2009, the Company has no warrants or options outstanding.

NOTE 6 - INCOME TAXES

The Company provides for income taxes usimg an asset and liability approach.
Deferred tax assets and liabilities are recorded based on the differences
between the financial statement and tax bases of assets and liabilities and the
tax rates in effect currently.

Deferred tax assets are reduced by a valuation allowance if, based on the weight
of available evidence, it is more likely than not that some or all of the
deferred tax assets will not be realized. In the Company's opinion, it is
uncertain whether they will generate sufficient taxable income in the future to
fully utilize the net deferred tax asset. Accordingly, a valuation allowance
equal to the deferred tax asset has been recorded. The total deferred tax asset
is $14,090, which is calculated by multiplying a 22% estimated tax rate by the
cumulative NOL of $64,049.

The company has non-capital losses of $64,049 since its inception.

NOTE 7 - RELATED PARTY TRANSACTIONS

As at December 31, 2009, there is a balance owing to a stockholder of the
Company in the amount of $11,805.

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

                                       9
<PAGE>
Adtomize, Inc.
(A Development Stage Company)
Notes to Financial Statements
December 31, 2009


NOTE 8 - CONCENTRATIONS OF RISKS

Cash Balances -

The Company maintains its cash in institutions insured by the Federal Deposit
Insurance Corporation (FDIC). This government corporation insured balances up to
$100,000 through October 13, 2008. As of October 14, 2008 all non-interest
bearing transaction deposit accounts at an FDIC-insured institution, including
all personal and business checking deposit accounts that do not earn interest,
are fully insured for the entire amount in the deposit account. This unlimited
insurance coverage is temporary and will remain in effect for participating
institutions until December 31, 2009.

All other deposit accounts at FDIC-insured institutions are insured up to at
least $250,000 per depositor until December 31, 2009. On January 1, 2010, FDIC
deposit insurance for all deposit accounts, except for certain retirement
accounts, will return to at least $100,000 per depositor. Insurance coverage for
certain retirement accounts, which include all IRA deposit accounts, will remain
at $250,000 per depositor.

NOTE 9 - RECENT ACCOUNTING PRONOUNCEMENTS

Below is a listing of the most recent accounting standards and their effect on
the Company.

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 the adoption of FSP FAS 157-4 will have a material impact on its
financial condition or results of operation.

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 for 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 the
adoption of FSP FAS 132(R)-1 will have a material impact on its financial
condition or results of operation.

                                       10
<PAGE>
Adtomize, Inc.
(A Development Stage Company)
Notes to Financial Statements
December 31, 2009


NOTE 9 - RECENT ACCOUNTING PRONOUNCEMENTS (CONTINUED)

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 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. We
are not required to adopt FSP EITF 03-6-1; neither do we believe that FSP EITF
03-6-1 would have material effect on our consolidated 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.

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.

                                       11
<PAGE>
Adtomize, Inc.
(A Development Stage Company)
Notes to Financial Statements
December 31, 2009


NOTE 9 - RECENT ACCOUNTING PRONOUNCEMENTS (CONTINUED)

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. The Company currently uses the
simplified method for "plain vanilla" share options and warrants, and will
assess the impact of SAB 110 for fiscal year 2009. It is not believed that this
will have an impact on the Company's consolidated 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). The Company
will adopt this Statement beginning March 1, 2009. It is not believed that this
will have an impact on the Company's consolidated 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. The Company will adopt this statement beginning March 1, 2009. It is
not believed that this will have an impact on the Company's consolidated
financial position, results of operations or cash flows.

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

                                       12
<PAGE>
Adtomize, Inc.
(A Development Stage Company)
Notes to Financial Statements
December 31, 2009


NOTE 9 - RECENT ACCOUNTING PRONOUNCEMENTS (CONTINUED)

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. The Company has not yet
adopted the provisions of SFAS No. 161, but does not expect it to have a
material impact on its consolidated financial position, results of operations or
cash flows.

In February 2007, the FASB, issued SFAS No. 159, The Fair Value Option for
Financial Assets and Liabilities--Including an Amendment of FASB Statement No.
115. This standard permits an entity to choose to measure many financial
instruments and certain other items at fair value. This option is available to
all entities. Most of the provisions in FAS 159 are elective; however, an
amendment to FAS 115 Accounting for Certain Investments in Debt and Equity
Securities applies to all entities with available for sale or trading
securities. Some requirements apply differently to entities that do not report
net income. SFAS No. 159 is effective as of the beginning of an entity's first
fiscal year that begins after November 15, 2007. Early adoption is permitted as
of the beginning of the previous fiscal year provided that the entity makes that
choice in the first 120 days of that fiscal year and also elects to apply the
provisions of SFAS No. 157 Fair Value Measurements. The Company will adopt SFAS
No. 159 beginning March 1, 2008 and is currently evaluating the potential impact
the adoption of this pronouncement will have on its consolidated financial
statements.

NOTE 10 - SUBSEQUENT EVENTS

The Company has analyzed its operations subsequent to December 31, 2009 and has
determined that it does not have any material subsequent events to disclose in
these financial statements.

                                       13
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
        OF OPERATIONS

FORWARD-LOOKING STATEMENTS

This quarterly report contains forward-looking statements. These statements
relate to future events or our future financial performance. In some cases, you
can identify forward-looking statements by terminology such as "may", "should",
"expects", "plans", "anticipates", "believes", "estimates", "predicts",
"potential" or "continue" or the negative of these terms or other comparable
terminology. These statements are only predictions and involve known and unknown
risks, uncertainties and other factors, including the risks in the section
entitled "Risk Factors", that may cause our or our industry's actual results,
levels of activity, performance or achievements to be materially different from
any future results, levels of activity, performance or achievements expressed or
implied by these forward-looking statements. Although we believe that the
expectations reflected in the forward-looking statements are reasonable, we
cannot guarantee future results, levels of activity, performance or
achievements. Except as required by applicable law, including the securities
laws of the United States, we do not intend to update any of the forward-looking
statements to conform these statements to actual results.

Our unaudited financial statements are stated in United States Dollars (US$) and
are prepared in accordance with United States Generally Accepted Accounting
Principles. The following discussion should be read in conjunction with our
financial statements and the related notes that appear elsewhere in this
quarterly report. The following discussion contains forward-looking statements
that reflect our plans, estimates and beliefs. Our actual results could differ
materially from those discussed in the forward looking statements. Factors that
could cause or contribute to such differences include, but are not limited to,
those discussed below and elsewhere in this quarterly report, particularly in
the section entitled "Risk Factors".

In this quarterly report, unless otherwise specified, all dollar amounts are
expressed in United States dollars. All references to "common shares" refer to
the common shares in our capital stock.

As used in this quarterly report and unless otherwise indicated, the terms "we",
"us", "our", "company", and "Adtomize" mean Adtomize Inc., a Nevada corporation,
unless otherwise indicated.

CORPORATE OVERVIEW

The address of our principal executive office is 8th Floor - 200 South Virginia
Street, Reno, NV 89501. Our telephone number is 775.583.1801.

We have not been involved in any bankruptcy, receivership or similar proceeding.

GENERAL OVERVIEW

We were incorporated in the state of Nevada on July 31, 2007. We are in the
business of developing an online advertising brokerage service to bring together
high traffic web site publishers with companies wishing to place ads on them in
order to drive traffic to their own internet sites.

PURCHASE OF SIGNIFICANT EQUIPMENT

We do not intend to purchase any significant equipment over the twelve month
period ending December 31, 2010.

OFF-BALANCE SHEET ARRANGEMENTS

As of December 31, 2009, our company had no off-balance sheet arrangements,
including any outstanding derivative financial statements, off-balance sheet
guarantees, interest rate swap transactions or foreign currency contracts. Our
company does not engage in trading activities involving non-exchange traded
contracts.

                                       14
<PAGE>
EMPLOYEES

We do not expect any significant changes in the number of employees during the
next twelve month period. Currently, our directors and officers act as our only
employees.

RESULTS OF OPERATIONS FOR THE THREE MONTHS ENDED DECEMBER 31, 2009 AND 2008

The following summary of our results of operations should be read in conjunction
with our financial statements for the three month periods ended December 31,
2009 and 2008.

We have not generated any revenue since inception and are dependent upon
obtaining financing to pursue our business activities. For these reasons, our
auditors believe that there is substantial doubt that we will be able to
continue as a going concern.

Our operating results for the three month periods ended December 31, 2009 and
2008 and the changes between those periods for the respective items are
summarized as follows:

                                                                Change Between
                                                                  Three Month
                                                                 Periods Ended
                              Three Month       Three Month    December 31, 2009
                             Period Ended      Period Ended           and
                              December 31,      December 31,      December 31,
                                 2009              2008              2008
                               --------          --------          --------
Revenue                        $    Nil          $    Nil          $    Nil
Accounting and legal           $  1,890          $  1,500          $    390
General & administrative       $  1,250          $    433          $    817
Transfer Agent                 $    439          $  2,500          $ (2,061)
Net loss                       $ (3,579)         $ (4,433)         $    854


Our expenses decreased during the three month period ended December 31, 2009
compared to the same period in 2008 primarily as a result of an overall decrease
in activity in the company due to a lack of liquidity.

RESULTS OF OPERATIONS FOR THE NINE MONTHS ENDED DECEMBER 31, 2009 AND 2008

The following summary of our results of operations should be read in conjunction
with our financial statements for the nine month period ended December 31, 2009
and 2008.

We have not generated any revenue since inception and are dependent upon
obtaining financing to pursue our business activities. For these reasons, our
auditors believe that there is substantial doubt that we will be able to
continue as a going concern.

Our operating results for the nine month period ended December 31, 2009 and 2008
and the changes between those periods for the respective items are summarized as
follows:

                                                                Change Between
                                                                  Nine Month
                                                                 Periods Ended
                              Nine Month        Nine Month     December 31, 2009
                             Period Ended      Period Ended           and
                              December 31,      December 31,      December 31,
                                 2009              2008              2008
                               --------          --------          --------
Revenue                        $    Nil          $    Nil          $    Nil
Accounting and legal           $  1,390          $ 18,500          $(17,110)
General & administrative       $  2,465          $  3,540          $ (1,075)
Transfer Agent                 $  4,845          $  6,083          $ (1,238)
Net loss                         (5,810)         $(28,123)         $(22,313)

                                       15
<PAGE>
Our expenses decreased during the nine month period ended December 31, 2009 over
the same period in 2008, primarily as a result of an overall decrease in
activity in the company due to a lack of liquidity.

LIQUIDITY AND FINANCIAL CONDITION

WORKING CAPITAL

                                                                Change Between
                              Nine Month                       December 31, 2009
                            Period Ended        Year Ended           and
                             December 31,        March 31,         March 31,
                                 2009              2008              2008
                               --------          --------          --------
                                 ($)                ($)               ($)
Current Assets                   4,612             7,112            (2,500)
Current Liabilities             18,551            12,351             6,200
Working Capital/(Deficit)      (13,939)           (5,239)            9,620

CASH FLOWS

<TABLE>
<CAPTION>
                                                                                         Change Between
                                                                                           Nine Month
                                                                                          Periods Ended
                                                       Nine Month        Nine Month     December 31, 2009
                                                      Period Ended      Period Ended           and
                                                       December 31,      December 31,      December 31,
                                                          2009              2008              2008
                                                        --------          --------          --------
                                                          ($)                ($)               ($)
<S>                                                     <C>               <C>                <C>
Cash Flows from Operating Activities                    (9,860)           (33,523)           23,663
Cash Flows provided by/(used in) Investing Activities      Nil                Nil               Nil
Cash Flows from Financing Activities                     9,860                352             9,508
                                                        ------            -------           -------
Net Decrease in Cash During Period                         Nil            (33,171)           33,171
                                                        ======            =======           =======
</TABLE>

As of December 31, 2009, our total assets were $4,612 and our total liabilities
were $18,551 and we had a working capital deficit of $13,939. Our financial
statements report a net loss of $8,700 for the nine months ended December 31,
2009, and a net loss of $63,939 for the period from July 31, 2007 (inception) to
December 31, 2009.

GOING CONCERN

Due to the uncertainty of our ability to meet our current operating and capital
expenses, in their report on the annual financial statements for the year ended
March 31, 2009, our independent auditors included an explanatory paragraph
regarding concerns about our ability to continue as a going concern.

We anticipate that additional funding will be required in the form of debt or
equity capital financing from the sale of our common stock. At this time, we
cannot provide investors with any assurance that we will be able to raise
sufficient funding from the sale of our common stock or through debt to meet our
obligations over the next twelve months. We do not have any arrangements in
place for any future debt or equity financing.

APPLICATION OF CRITICAL ACCOUNTING POLICIES

The discussion and analysis of our financial condition and results of operations
are based upon our financial statements, which have been prepared in accordance
with the accounting principles generally accepted in the United States of
America. Preparing financial statements requires management to make estimates
and assumptions that affect the reported amounts of assets, liabilities,
revenue, and expenses. These estimates and assumptions are affected by
management's application of accounting policies. We believe that understanding

                                       16
<PAGE>
the basis and nature of the estimates and assumptions involved with the
following aspects of our financial statements is critical to an understanding of
our financial statements.

We regularly evaluate the accounting policies and estimates that we use to
prepare our financial statements. In general, management's estimates are based
on historical experience, on information from third party professionals, and on
various other assumptions that are believed to be reasonable under the facts and
circumstances. Actual results could differ from those estimates made by
management.
FINANCIAL INSTRUMENT

The Company's financial instruments consist of cash, prepaid expenses, payables,
and an amount due to stockholder. The amount due to stockholder is non
interest-bearing. It is management's opinion that the Company is not exposed to
significant interest, currency or credit risks arising from its financial
instruments and that their fair values approximate their carrying values except
where separately disclosed.

PROPERTY

The Company does not own any property. Our office space is leased to us on a
month to month basis for approximately $150 per month.

LOSS PER SHARE

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

USE OF ESTIMATES

The preparation of financial statements in conformity with generally accepted
accounting principles of the United States requires management to make estimates
and assumptions that affect the reported amounts of assets and liabilities and
disclosure of contingent assets and liabilities at the date of the financial
statements and the reported amounts of revenues and expenses during the year.
The more significant areas requiring the use of estimates include asset
impairment, stock-based compensation, and future income tax amounts. Management
bases its estimates on historical experience and on other assumptions considered
to be reasonable under the circumstances. However, actual results may differ
from the estimates.

DIVIDENDS

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

INCOME TAXES

The Company provides for income taxes using an asset and liability approach.

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

NET INCOME PER COMMON SHARE

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

                                       17
<PAGE>
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 the adoption of FSP FAS 157-4 will have a material impact on its
financial condition or results of operation.

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 for 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 the
adoption of FSP FAS 132(R)-1 will have a material impact on its financial
condition or results of operation.

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 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. We
are not required to adopt FSP EITF 03-6-1; neither do we believe that FSP EITF
03-6-1 would have material effect on our consolidated 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,

                                       18
<PAGE>
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.

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 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. The Company currently uses the
simplified method for "plain vanilla" share options and warrants, and will
assess the impact of SAB 110 for fiscal year 2009. It is not believed that this
will have an impact on the Company's consolidated 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). The Company
will adopt this Statement beginning March 1, 2009. It is not believed that this
will have an impact on the Company's consolidated 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. The Company will adopt this statement beginning March 1, 2009. It is
not believed that this will have an impact on the Company's consolidated
financial position, results of operations or cash flows.

                                       19
<PAGE>
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. The Company has not yet
adopted the provisions of SFAS No. 161, but does not expect it to have a
material impact on its consolidated financial position, results of operations or
cash flows.

In February 2007, the FASB, issued SFAS No. 159, The Fair Value Option for
Financial Assets and Liabilities--Including an Amendment of FASB Statement No.
115. This standard permits an entity to choose to measure many financial
instruments and certain other items at fair value. This option is available to
all entities. Most of the provisions in FAS 159 are elective; however, an
amendment to FAS 115 Accounting for Certain Investments in Debt and Equity
Securities applies to all entities with available for sale or trading
securities. Some requirements apply differently to entities that do not report
net income. SFAS No. 159 is effective as of the beginning of an entity's first
fiscal year that begins after November 15, 2007. Early adoption is permitted as
of the beginning of the previous fiscal year provided that the entity makes that
choice in the first 120 days of that fiscal year and also elects to apply the
provisions of SFAS No. 157 Fair Value Measurements. The Company will adopt SFAS
No. 159 beginning March 1, 2008 and is currently evaluating the potential impact
the adoption of this pronouncement will have on its consolidated financial
statements.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

As a "smaller reporting company", we are not required to provide tabular
disclosure obligations.

ITEM 4T. CONTROLS AND PROCEDURES

MANAGEMENT'S REPORT ON DISCLOSURE CONTROLS AND PROCEDURES

We maintain disclosure controls and procedures that are designed to ensure that
information required to be disclosed in our reports filed under the SECURITIES
EXCHANGE ACT OF 1934, as amended, is recorded, processed, summarized and
reported within the time periods specified in the Securities and Exchange
Commission's rules and forms, and that such information is accumulated and
communicated to our management, including our president (our principal executive
officer and our principal financial officer and principle accounting officer) to
allow for timely decisions regarding required disclosure.

As of December 31, 2009, the end of our quarter covered by this report, we
carried out an evaluation, under the supervision and with the participation of
our president (our principal executive officer and our principal financial
officer and principle accounting officer), of the effectiveness of the design
and operation of our disclosure controls and procedures. Based on the foregoing,
our president (our principal executive officer and our principal financial
officer and principle accounting officer) concluded that our disclosure controls
and procedures were effective as of the end of the period covered by this
quarterly report.

CHANGES IN INTERNAL CONTROL OVER FINANCIAL REPORTING

There have been no changes in our internal controls over financial reporting
that occurred during the quarter ended December 31, 2009 that have materially or
are reasonably likely to materially affect, our internal controls over financial
reporting.

                                       20
<PAGE>
                                     PART II

                                OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

We know of no material, active or pending legal proceedings against our company,
nor are we involved as a plaintiff in any material proceeding or pending
litigation. There are no proceedings in which any of our directors, officers or
affiliates, or any registered or beneficial shareholder, is an adverse party or
has a material interest adverse to our interest.

ITEM 1A. RISK FACTORS

Much of the information included in this quarterly report includes or is based
upon estimates, projections or other "forward looking statements". Such forward
looking statements include any projections and estimates made by us and our
management in connection with our business operations. While these
forward-looking statements, and any assumptions upon which they are based, are
made in good faith and reflect our current judgment regarding the direction of
our business, actual results will almost always vary, sometimes materially, from
any estimates, predictions, projections, assumptions or other future performance
suggested herein.

Such estimates, projections or other "forward looking statements" involve
various risks and uncertainties as outlined below. We caution the reader that
important factors in some cases have affected and, in the future, could
materially affect actual results and cause actual results to differ materially
from the results expressed in any such estimates, projections or other "forward
looking statements".

RISKS RELATING TO OUR BUSINESS

WE HAVE A GOING CONCERN OPINION FROM OUR AUDITORS, INDICATING THE POSSIBILITY
THAT WE MAY NOT BE ABLE TO CONTINUE TO OPERATE.

Our company has incurred net losses of $60,049 for the period from July 31,
2007, (date of inception) through December 31, 2009. We anticipate generating
losses for the next 12 months. Therefore, we may be unable to continue
operations in the future as a going concern. No adjustment has been made in the
accompanying financial statements to the amounts and classification of assets
and liabilities which could result should we be unable to continue as a going
concern. In addition, our independent auditors included an explanatory paragraph
in their report on the accompanying financial statements regarding concerns
about our ability to continue as a going concern. As a result, we may not be
able to obtain additional necessary funding. There can be no assurance that we
will ever achieve any revenues or profitability. The revenue and income
potential of our proposed business and operations are unproven, and the lack of
operating history makes it difficult to evaluate the future prospects of our
business. If we cannot continue as a viable entity, our stockholders may lose
some or all of their investment in the Company.

OUR EXECUTIVE OFFICERS AND DIRECTORS HAVE SIGNIFICANT VOTING POWER AND MAY TAKE
ACTIONS THAT MAY BE DIFFERENT THAN ACTIONS SOUGHT BY OUR OTHER STOCKHOLDERS.

Our officers and Directors hold 54.2% of the outstanding shares of our common
stock. These stockholders will be able to exercise significant influence over
all matters requiring stockholder approval. This influence over our affairs
might be adverse to the interest of our other stockholders. In addition, this
concentration of ownership could delay or prevent a change in control and might
have an adverse effect on the market price of our common stock.

SINCE OUR OFFICER AND DIRECTORS MAY WORK OR CONSULT FOR OTHER COMPANIES, THEIR
OTHER ACTIVITIES COULD SLOW DOWN OUR OPERATIONS.

Our officers and Directors are not required to work exclusively for us and do
not devote all of their time to our operations. Presently, our officers and
Directors allocate only a portion of their time to the operation our business.

                                       21
<PAGE>
Since our officers and Directors are currently employed full-time elsewhere,
they are able to commit to us only up to 25-30 hours a week. Therefore, it is
possible that their pursuit of other activities may slow our operations and
reduce our financial results because of the slow-down in operations.

OUR OFFICERS AND DIRECTORS ARE LOCATED IN THE PHILIPPINES.

Since all of our officers and Directors are located in the Philippines, any
attempts to enforce liabilities upon such individuals under the U.S. securities
and bankruptcy laws may be difficult.

RISKS RELATING TO OUR STRATEGY AND INDUSTRY

ONLINE ADVERTISING SYSTEMS ARE SUBJECT TO RAPID TECHNOLOGICAL CHANGE.

Our business is in an emerging market that is characterized by rapid changes in
customer requirements, frequent introductions of new and enhanced products and
services, and continuing and rapid technological advancement. To compete
successfully in the internet advertising market, we must continue to design,
develop and sell new and enhanced services that provide increasingly higher
levels of performance and reliability at lower cost. These new and enhanced
services must take advantage of technological advancements and changes, and
respond to new customer requirements. Our success in designing, developing, and
selling such services will depend on a variety of factors, including:

     *    Identifying and responding to market demand for new advertising
          services;

     *    The scalability of our equipment platforms to efficiently deliver our
          services;

     *    Keeping abreast of technological changes;

     *    Timely developing and implementing new product/service offerings and
          features;

     *    Maintaining quality of performance;

     *    Providing cost-effective service and support; and

     *    Promoting our services and expanding our market share. If we are
          unable, due to resource constraints or technological or other reasons,
          to develop and introduce new or enhanced services in a timely manner,
          if such new or enhanced services do not achieve sufficient market
          acceptance, or if such new service introductions decrease demand for
          existing services, our operating results would decline and our
          business would not grow.

WE ARE A SMALL COMPANY WITH LIMITED RESOURCES COMPARED TO SOME OF OUR CURRENT
AND POTENTIAL COMPETITORS AND WE MAY NOT BE ABLE TO COMPETE EFFECTIVELY AND
INCREASE MARKET SHARE. ALSO, INTENSE COMPETITION IN THE MARKETS IN WHICH WE
COMPETE COULD PREVENT US FROM INCREASING OR SUSTAINING OUR REVENUE AND PREVENT
US FROM ACHIEVING PROFITABILITY.

Most of our current and potential competitors have longer operating histories,
significantly greater resources and name recognition, and a larger base of
customers than we have. As a result, these competitors have greater credibility
with our potential customers. They also may be able to adopt more aggressive
pricing policies and devote greater resources to the development, promotion, and
sale of their products and services than we can to ours.

                                       22
<PAGE>
WE NEED TO RETAIN KEY PERSONNEL TO SUPPORT OUR SERVICES AND ONGOING OPERATIONS.

The development of our Global Advertising Gateway system and the marketing of
our services will continue to place a significant strain on our limited
personnel, management, and other resources. Our future success depends upon the
continued services of our executive officers and other needed key employees and
contractors who have critical industry experience and relationships that we rely
on to implement our business plan. The loss of the services of any of our
officers or the lack of availability of other skilled personnel would negatively
impact our ability to develop our system products and sell our services, which
could adversely affect our financial results and impair our growth.

BECAUSE MESSRS, MANALO AND LOPEZ HAVE NO EXPERIENCE IN RUNNING A COMPANY THAT
SELLS ONLINE ADVERTISING SERVICES, THEY MAY NOT BE ABLE TO SUCCESSFULLY OPERATE
SUCH A BUSINESS WHICH COULD CAUSE YOU TO LOSE YOUR INVESTMENT.

We are a start-up company and we intend to market and sell our Global
Advertising Gateway system. Messrs., Manalo and Lopez, our current officers, has
effective control over all decisions regarding both policy and operations of our
company with no oversight from other management. Our success is contingent upon
this individual's ability to make appropriate business decisions in these areas.
It is possible that this lack of relevant operational experience could prevent
us from becoming a profitable business and an investor from obtaining a return
on his investment in us.

IF WE ARE UNABLE TO ATTRACT AND RETAIN THE INTEREST OF WEBSITES INTERESTED IN
SELLING ADVERTISING SPACE AND OF WEBSITES INTERESTED IN ADVERTISING THEMSELVES
TO USE OUR SERVICE, WE WILL NOT BE SUCCESSFUL.

We will rely significantly on our ability to attract and retain the interest of
websites looking to sell advertising space, as well as the interest of websites
looking to advertise their sites. We will need to continually evaluate and build
our network of websites to keep pace with the needs of both the sellers and
purchasers of advertising space and to remain competitive in our business. We
may be unable to identify or obtain the participation of a sufficient number of
websites that are interested in selling advertising space to satisfy the needs
of those websites who are interested in advertising their sites, which may
decrease the potential for the growth of our business. We cannot assure that we
will be successful in signing up websites to our service or in brokering the
sale of advertising space. The cost of attracting websites to utilize our
service may be higher than we anticipate, and, as a result, our profitability
could be minimal. Similarly, if we are unable to attract and retain the interest
of websites looking to sell advertising space, our ability to offer our service
to websites looking to advertise their sites may decline and, as a result, the
websites looking to advertise may not utilize our service, which may result in a
loss of websites interested in selling advertising space.

OUR SUCCESS DEPENDS ON INDEPENDENT CONTRACTORS TO DEVELOP OUR SERVICES.

We intend to rely on third party independent contractors for software
development, database design, website interface, web hosting, and for other
development functions. These third party developers may not dedicate sufficient
resources or give sufficient priority to developing our required resources.
There is no history upon which to base any assumption as to the likelihood that
we will prove successful in selecting qualified software development
contractors, and we can provide investors with no assurance that our website and
associated databases and administrative software will be developed according to
the specifications that we require. If we are unsuccessful in addressing these
risks, our business will most likely fail.

FUTURE REGULATION OF THE INTERNET COULD RESTRICT OUR BUSINESS, PREVENT US FROM
OFFERING SERVICES, AND/OR INCREASE OUR COST OF DOING BUSINESS

The laws, regulations or rulings that specifically address access to or commerce
on the internet are subject to change. We are unable to predict the impact, if
any, that future legislation, judicial precedents, or regulations concerning the
internet may have on our business, financial condition, and results of
operations. Regulation may be targeted towards, among other things, assessing
access or settlement charges, imposing taxes related to internet communications,
restricting content, imposing tariffs or regulations based on encryption

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concerns or the characteristics and quality of products and services, any of
which could restrict our business or increase our cost of doing business. The
increasing growth of the internet and popularity of broadband video products and
services heighten the risk that governments or other legislative bodies will
seek to regulate internet services, which could have a material adverse effect
on our business, financial condition, and operating results.

WE MAY LOSE CUSTOMERS IF WE EXPERIENCE SYSTEM FAILURES THAT SIGNIFICANTLY
DISRUPT THE AVAILABILITY AND QUALITY OF THE SERVICES THAT WE PROVIDE.

The operation of our services will depend on our ability to avoid and mitigate
any interruptions in service or reduced capacity for customers. Interruptions in
service or performance problems, for whatever reason, could undermine confidence
in our service and cause us to lose customers or make it more difficult to
attract new ones. In addition, because our service may be critical to the
businesses of our customers, any significant interruption in service could
result in lost profits or other losses to our customers.

OUR SUCCESS WILL DEPEND ON OUR ABILITY TO HANDLE A LARGE NUMBER OF SIMULTANEOUS
REQUESTS FOR ADVERTISING, WHICH OUR NETWORK MAY NOT BE ABLE TO ACCOMMODATE.

We expect the volume of simultaneous requests to increase significantly as our
customer base grows. Our network hardware and software may need to be upgraded
or expanded to accommodate this additional volume. If we fail to maintain an
appropriate level of operating performance, or if our service is disrupted, our
reputation would be harmed and we could lose customers or have difficulties in
attracting new ones.

IF A THIRD PARTY ASSERTS THAT WE INFRINGE UPON ITS PROPRIETARY RIGHTS, WE COULD
BE REQUIRED TO REDESIGN OUR SOFTWARE, PAY SIGNIFICANT ROYALTIES, OR ENTER INTO
LICENSE AGREEMENTS.

Although presently we are not aware of any such claims, a third party may assert
that our technology or third party technologies that we license violate its
intellectual property rights. As the number of software products in our markets
increases and the functionality of these software products further overlap, we
believe that infringement claims will become more common. Any claims against us,
regardless of their merit, could:

     *    Be expensive and time-consuming to defend;

     *    Result in negative publicity;

     *    Force us to stop selling our services that rely on the challenged
          intellectual property;

     *    Require us to redesign our software products;

     *    Divert management's attention and our other resources; or

     *    Require us to enter into royalty or licensing agreements in order to
          obtain the right to use necessary technologies, which may not be
          available on terms acceptable to us, if at all.

We believe that any successful challenge to our use of a trademark or domain
name could substantially diminish our ability to conduct business in a
particular market or jurisdiction and thus could decrease our revenues and/or
result in losses to our business.

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<PAGE>
RISKS ASSOCIATED WITH OUR COMMON STOCK

TRADING ON THE OTC BULLETIN BOARD MAY BE VOLATILE AND SPORADIC, WHICH COULD
DEPRESS THE MARKET PRICE OF OUR COMMON STOCK AND MAKE IT DIFFICULT FOR OUR
STOCKHOLDERS TO RESELL THEIR SHARES.

Our common stock is quoted on the OTC Bulletin Board service of the Financial
Industry Regulatory Authority. Trading in stock quoted on the OTC Bulletin Board
is often thin and characterized by wide fluctuations in trading prices, due to
many factors that may have little to do with our operations or business
prospects. This volatility could depress the market price of our common stock
for reasons unrelated to operating performance. Moreover, the OTC Bulletin Board
is not a stock exchange, and trading of securities on the OTC Bulletin Board is
often more sporadic than the trading of securities listed on a quotation system
like NASDAQ or a stock exchange like Amex. Accordingly, shareholders may have
difficulty reselling any of their shares.

OUR STOCK IS A PENNY STOCK. TRADING OF OUR STOCK MAY BE RESTRICTED BY THE SEC'S
PENNY STOCK REGULATIONS AND FINRA'S SALES PRACTICE REQUIREMENTS, WHICH MAY LIMIT
A STOCKHOLDER'S ABILITY TO BUY AND SELL OUR STOCK.

Our stock is a penny stock. The Securities and Exchange Commission has adopted
Rule 15g-9 which generally defines "penny stock" to be any equity security that
has a market price (as defined) less than $5.00 per share or an exercise price
of less than $5.00 per share, subject to certain exceptions. Our securities are
covered by the penny stock rules, which impose additional sales practice
requirements on broker-dealers who sell to persons other than established
customers and "accredited investors". The term "accredited investor" refers
generally to institutions with assets in excess of $5,000,000 or individuals
with a net worth in excess of $1,000,000 or annual income exceeding $200,000 or
$300,000 jointly with their spouse. The penny stock rules require a
broker-dealer, prior to a transaction in a penny stock not otherwise exempt from
the rules, to deliver a standardized risk disclosure document in a form prepared
by the SEC which provides information about penny stocks and the nature and
level of risks in the penny stock market. The broker-dealer also must provide
the customer with current bid and offer quotations for the penny stock, the
compensation of the broker-dealer and its salesperson in the transaction and
monthly account statements showing the market value of each penny stock held in
the customer's account. The bid and offer quotations, and the broker-dealer and
salesperson compensation information, must be given to the customer orally or in
writing prior to effecting the transaction and must be given to the customer in
writing before or with the customer's confirmation. In addition, the penny stock
rules require that prior to a transaction in a penny stock not otherwise exempt
from these rules, the broker-dealer must make a special written determination
that the penny stock is a suitable investment for the purchaser and receive the
purchaser's written agreement to the transaction. These disclosure requirements
may have the effect of reducing the level of trading activity in the secondary
market for the stock that is subject to these penny stock rules. Consequently,
these penny stock rules may affect the ability of broker-dealers to trade our
securities. We believe that the penny stock rules discourage investor interest
in, and limit the marketability of, our common stock.

In addition to the "penny stock" rules promulgated by the Securities and
Exchange Commission, the Financial Industry Regulatory Authority has adopted
rules that require that in recommending an investment to a customer, a
broker-dealer must have reasonable grounds for believing that the investment is
suitable for that customer. Prior to recommending speculative low priced
securities to their non-institutional customers, broker-dealers must make
reasonable efforts to obtain information about the customer's financial status,
tax status, investment objectives and other information. Under interpretations
of these rules, the Financial Industry Regulatory Authority believes that there
is a high probability that speculative low-priced securities will not be
suitable for at least some customers. The Financial Industry Regulatory
Authority' requirements make it more difficult for broker-dealers to recommend
that their customers buy our common stock, which may limit your ability to buy
and sell our stock.

OTHER RISKS

TRENDS, RISKS AND UNCERTAINTIES

We have sought to identify what we believe to be the most significant risks to
our business, but we cannot predict whether, or to what extent, any of such
risks may be realized nor can we guarantee that we have identified all possible

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<PAGE>
risks that might arise. Investors should carefully consider all of such risk
factors before making an investment decision with respect to our common stock.

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 SECURITIES HOLDERS

None.

ITEM 5. OTHER INFORMATION

None.

ITEM 6. EXHIBITS

Exhibit Number   Description

  (3)           ARTICLES OF INCORPORATION AND BYLAWS

   3.1          Articles of Incorporation (incorporated by reference from our
                Registration Statement on Form S-1 filed on May 9, 2008).

 (31)           SECTION 302 CERTIFICATIONS

  31.1*         Section 302 Certification of Principal Executive Officer.

 (32)           SECTION 906 CERTIFICATION

  32.1*         Section 906 Certification of Principal Executive Officer.

----------
*  filed herewith

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<PAGE>
                                   SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) 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.

                               ADTOMIZE INC.
                               (Registrant)


Dated: February 18, 2010       /s/ Lester G. Manalo
                               -------------------------------------------------
                               Lester G. Manalo
                               President, Treasurer and Director
                               (Principal Executive Officer, Principal Financial
                               Officer and Principal Accounting Officer)


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