UNITED
STATES




SECURITIES
AND EXCHANGE COMMISSION


Washington,
D.C.  20549




Form 10-Q




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


Securities
Exchange Act of 1934


For
the Quarterly Period Ended June 30, 2008




Commission
File Number 333-150616




Pole
Perfect Studios, Inc.


(Exact
name of registrant as specified in its charter)




Nevada
            
            74-3237581(State
      or other jurisdiction of
            
            (I.R.S.
      Employerincorporation
      or organization)
            
            Identification
      No.)







Pole
Perfect Studios, Inc.


34570Rockcliff
Place


Longwood,
Florida 32779


(407)
733-4200


(Registrant’s
telephone number, including area code)




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




Yes  x                 
No   o




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




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




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




Yes   x                 
No o




3,754,639
shares of Common Stock, par value $.001, were outstanding on June 30,
2008.



























POLE
PERFECT STUDIOS, INC.




INDEX




PageNumberPART I
      - FINANCIAL INFORMATIONItem
      1 – Financial Statements:Balance
      Sheets  December 31, 2007 and June 30, 2008
      (unaudited)Statements
      of Cash Flows Six Months Ended June 30, 2008 (unaudited)Statement
      of Operations Three Months Ended June 30, 2008 (unaudited)Notes
      to Unaudited Interim Financial StatementsItem
      2―Management’s
      Discussion and Analysis of Financial Condition and Results of
      OperationsItem
      4―Controls
      and ProceduresPART II―OTHER
      INFORMATIONItem
      1 ―Legal
      ProceedingsItem
      2―Unregistered
      Sales of  Equity Securities and Use of
      ProceedsItem
      3―Quantitative
      and Qualitative Disclosures about Market
    Risk.Item
      4―ControlsItem
      5―Submission
      of Matters to a Vote of Security HoldersItem
      5―Other
      InformationItem
      7―ExhibitsSignatures









1






PART
I ― FINANCIAL INFORMATION




Item
1.                      Financial
Statements.




June
      30,
                2008
              
              
              December
      21,
                2007ASSETSCurrent
      assetsCash
              
              $
              13,604
              
              
              $
              17,000Total
      current assets
              
              
              13,604
              
              
              
              17,000Total
      assets
              
              $
              13,604
              
              
              $
              17,000LIABILITIES
      AND STOCKHOLDERS' EQUITYSTOCKHOLDERS'
      EQUITYPreferred
      stock, $0.001 par value, 5,000,000 authorized;no
      shares issued and outstanding
              
              $
              -
              
              
              $
              -Common
      stock, $.001 par value, authorized 70,000,000 shares;3,754,639
      issued and outstanding June 30, 2008
              
              
              3,755
              
              
              
              3,755Additional
      paid-in capital
              
              
              28,245
              
              
              
              28,245Accumulated
      deficit during development stage
              
              
              (18,396
              )
              
              
              (15,000
              )Total
      stockholders' equity
              
              
              13,604
              
              
              
              17,000Total
      liablilties and stockholders' equity
              
              $
              13,604
              
              
              $
              17,000
 
 
 2
  
 
 POLE
      PERFECT STUDIOS, INC.(A
      Development Stage Enterprise)STATEMENT
      OF CASH FLOWS(Uaudited)Six
      Months
              
              
              Inception
              
              
              InceptionEnded
              
              
              to
              
              
              toJune
      30,
              
              
              December
      31,
              
              
              June
      30,2008
              
              
              2008
              
              
              2008Cash
      flows from operating activitiesNet
      (loss)
              
              $
              (3,396
              )
              
              $
              (15,000
              )
              
              $
              (18,396
              )Adjustments
      to reconcile net loss to net cash provided by(used
      in) operating aactivities:Common
      stock issued for services
              
              
              -
              
              
              
              3,000
              
              
              
              3,000Net
      cash used in operating activities
              
              
              (3,396
              )
              
              
              (12,000
              )
              
              
              (15,396
              )Cash
      flows from investing activities
              
              
              -
              
              
              
              -
              
              
              
              -Cash
      flows from financing activitiesProceeds
      received from issuance of common stock
              
              
              -
              
              
              
              29,000
              
              
              
              29,000Net
      cash provided by financing activities
              
              
              -
              
              
              
              29,000
              
              
              
              29,000Net
      increase (decrease) in cash
              
              
              (3,396
              )
              
              
              17,000
              
              
              
              13,604Cash,
      Beginning of period
              
              
              17,000
              
              
              
              -
              
              
              
              -Cash
      , end of period
              
              $
              13,604
              
              
              $
              17,000
              
              
              $
              13,604Supplemental
      disclosure of non-cash investing andfinancing
      activities:Issuance
      of 154,539 shares of common stock for consulting services
              
              $
              -
              
              
              $
              3,000
              
              
              $
              3,000
 
  3
 
 POLE
      PERFECT STUDIOS, INC.(A
      Development Stage Company)STATEMENT
      OF OPERATIONS(Unaudited)InceptionThree
      Months Ended
              
              
              Six
      Months Ended
              
              
              toJune
      30, 2008
              
              
              June
      30, 2007
              
              
              June
      30, 2008
              
              
              June
      30, 2007
              
              
              June
      30, 2008Revenues
              
              $
              -
              
              
              $
              -
              
              
              $
              -
              
              
              $
              -
              
              
              $
              -Expenses:General,
      selling andadministrative
      expenses
              
              
              1,000
              
              
              
              -
              
              
              
              3,396
              
              
              
              -
              
              
              
              18,396Net
      loss
              
              $
              (1,000
              )
              
              $
              -
              
              
              $
              (3,396
              )
              
              $
              -
              
              
              $
              (18,396
              )Net
      loss per weighted sharebasic
      and fully diluted
              
              $
              (0.00
              )
              
              $
              -
              
              
              $
              (0.00
              )
              
              $
              -
              
              
              $
              (0.00
              )Weighted
      average number of commonshares
      outstanding, basic andfully
      diluted
              
              
              3,754,639
              
              
              
              -
              
              
              
              3,754,639
              
              
              
              -
              
              
              
              3,754,639
  4
 
 Note
      1.
                POLE
      PERFECT STUDIOS, INC.
                    (A
      Development Stage Enterprise)
                    NOTES
      TO FINANCIAL STATEMENTS
                  
                  Nature
      of Business and Significant Accounting
Policies
 
 Nature
of business:
 
 The
unaudited financial statements have been prepared by the Company,
pursuant to the rules and regulations of the Securities and Exchange
Commission. Certain information and footnote disclosures normally
included in financial statements prepared in accordance with generally
accepted accounting principles have been omitted pursuant to such SEC rules
and regulations; nevertheless, the Company believes that the disclosures
are adequate to make the information presented
not misleading.  These financial statements and the notes
attached hereto should be read in conjunction with the financial statements and
notes included in the Company’s Form S-1, which was filed with the SEC on
May 2, 2008.  In the opinion of the Company, all adjustments,
including normal recurring adjustments necessary to present fairly the
financial position of Pole Perfect Studios, Inc.,  as of June
30,  2008 and the  results of its operations and cash
flows for the three and six month periods then ended, have been included.
The results of operations for the interim period are not necessarily
indicative of the results for the full year.
 
 Pole
Perfect Studios, Inc. (“Company”) was organized October 30, 2007 under the laws
of the State of Nevada for the purpose of owning and operating a chain of female
centered dance and fitness studios.  The Company currently has no
operations or realized revenues from its planned principle business purpose and,
in accordance with Statement of Financial Accounting Standard (SFAS) No. 7,
Accounting
and Reporting by Development Stage Enterprises, is considered a
Development Stage Enterprise.
 
 A
summary of the Company’s significant accounting policies is as
follows:
 
 Estimates
 
 The
preparation of financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions that
affect the reported amounts of assets and liabilities and disclosure of
contingent assets and liabilities at the date of the financial statements and
the reported amounts of revenues and expenses during the reporting
period.  Actual results could differ from those
estimates.
 
 Cash
 
 For
the Statement of Cash Flows, all highly liquid investments with maturity of
three months or less are considered to be cash equivalents.  There
were cash equivalents as of December 31, 2007 of $13,604.
 
 
 
 5
 
 
 POLE
PERFECT STUDIOS, INC.
 (A
Development Stage Enterprise)
 NOTES
TO FINANCIAL STATEMENTS
 
 Note
      1.
                Nature
      of Business and Significant Accounting Policies
  (continued)
 
 Share
Based Expenses
 
 In
December 2004, the Financial Accounting Standards Board (“FASB”) issued
SFAS No. 123R Share
Based Payment. This statement is a revision to SFAS 123 and
supersedes Accounting Principles Board (APB) Opinion No. 25, Accounting
for Stock Issued to Employees, and amends FASB Statement No. 95,
Statement
of Cash Flows. This statement requires a public entity to expense the
cost of employee services received in exchange for an award of equity
instruments. This statement also provides guidance on valuing and expensing
these awards, as well as disclosure requirements of these equity
arrangements. The Company adopted SFAS No. 123R upon creation of the
company and expenses share based costs in the period incurred.
  Income
taxes
   The
Company has adopted Statement of Financial Accounting Standard No. 109, Accounting
for Income Taxes ("SFAS No. 109") for recording the provision for income
taxes. Deferred tax assets and liabilities are computed based upon the
difference between the financial statement and income tax basis of assets and
liabilities using the enacted marginal tax rate applicable when the related
asset or liability is expected to be realized or settled.  Deferred
income tax expenses or benefits are based on the changes in the asset or
liability each period.  If available evidence suggests that it is more
likely than not that some portion or all of the deferred tax assets will not be
realized, a valuation allowance is required to reduce the deferred tax assets to
the amount that is more likely than not to be realized.  Future
changes in such valuation allowance are included in the provision for deferred
income taxes in the period of change.
   The
provision for income taxes differs from the amount computed by applying the
statutory federal income tax rate to income before provision for income taxes
because of differences in amounts deductible for tax
purposes.  Deferred income taxes may arise from temporary differences
resulting from income and expense items reported for financial accounting and
tax purposes in different periods.  Deferred taxes are classified as
current or non-current, depending on the classification of assets and
liabilities to which they relate.  Deferred taxes arising from
temporary differences that are not related to an asset or liability are
classified as current or non-current depending on the periods in which the
temporary differences are expected to reverse.
  
 Going
concern
 
 The
Company’s financial statements are prepared in accordance with generally
accepted accounting principles applicable to a going concern.  This
contemplates the realization of assets and the liquidation of liabilities in the
normal course of business.  Currently, the Company does not have cash
nor material assets, nor does it have operations or a source of revenue
sufficient to cover its operation costs and allow it to continue as a going
concern.  The Company will be dependent upon
 
 POLE
PERFECT STUDIOS, INC.
 (A
Development Stage Enterprise)
 NOTES
TO FINANCIAL STATEMENTS
 
 Note
      1.
                Nature
      of Business and Significant Accounting Policies
  (continued)
 
 the
raising of additional capital through placement of our common stock in order to
implement its business plan, or merge with an operating
company.  There can be no assurance that the Company will be
successful in either situation in order to continue as a going
concern.  The officers and directors have committed to advancing
certain operating costs of the Company.
 
 Recent
Accounting Pronouncements
 
 In
September 2006, the SEC Staff issued SEC Staff Accounting Bulletin 107, Implementation
Guidance for FASB 123 (R).  The staff believes the guidance in
the SAB will assist issuers in their initial implementation of Statement123R and
enhance the information received by investors and other users of financial
statements, thereby assisting them in making investment and other
decisions.  This SAB includes interpretive guidance related to
share-based payment transactions with non-employees, the transition from
nonpublic to public entity status, valuation methods (including assumptions such
as expected volatility and expected term), the accounting for certain redeemable
financials instruments issued under share-based payment arrangements, the
classification of compensation expense, non-GAAP financial measures, first-time
adoption of Statement 123 R in an interim period, capitalization of compensation
cost related to share based payment arrangements, the accounting for income tax
effects of share based payment arrangements upon adoption of Statement 123R and
disclosures of MD&A subsequent to adoption of Statement 123R.
 
 In
September 2006, the SEC Staff issued Staff Accounting Bulletin No. 108, Considering
the Effects of Prior Year Misstatements when Quantifying Misstatements in the
Current Year Financial Statements (“SAB No. 108”). SAB No. 108 requires
the use of two alternative approaches in quantitatively evaluating materiality
of misstatements. If the misstatement as quantified under either approach is
material to the current year financial statements, the misstatement must be
corrected. If the effect of correcting the prior year misstatements, if any, in
the current year income statement is material, the prior year financial
statements should be corrected. In the year of adoption (fiscal years ending
after November 15, 2006 or calendar year 2006 for us), the misstatements may be
corrected as an accounting change by adjusting opening retained earnings rather
than being included in the current year income statement.  We do not
expect that the adoption of SAB No. 108 will have a material impact on our
financial condition or results of operations.
 
 In
September 2006, the FASB issued SFAS No. 157, Fair
Value
Measurements (SFAS 157). SFAS 157 provides guidance for using fair value
to measure assets and liabilities. SFAS 157 addresses the requests from
investors for expanded disclosure about the extent to which companies’ measure
assets and liabilities at fair value, the information used to measure fair value
and the effect of fair value measurements on earnings. SFAS 157 applies whenever
other standards require (or permit) assets or liabilities to be measured at fair
value, and does not expand the use of fair value in
 
 
 6
 
 POLE
PERFECT STUDIOS, INC.
 (A
Development Stage Enterprise)
 NOTES
TO FINANCIAL STATEMENTS
 
 Note
      1.
                Nature
      of Business and Significant Accounting Policies
  (continued)
 
 any
new circumstances. SFAS 157 is effective for financial statements issued for
fiscal years beginning after November 15, 2007 and will be adopted by the
Company in the first quarter of fiscal year 2009.  We do not expect
that the adoption of SFAS 157 will have a material impact on our financial
condition or results of operations.
 
 In
September 2006, the FASB issued SFAS No. 158, Employers’
Accounting for Defined Benefit Pension and Other Postretirement Plans
(“SFAS No. 158”). SFAS No. 158 requires companies to recognize in their
statement of financial position an asset for a plan’s overfunded status or a
liability for a plan’s underfunded status and to measure a plan’s assets and its
obligations that determine its funded status as of the end of the company’s
fiscal year. Additionally, SFAS No. 158 requires companies to recognize changes
in the funded status of a defined benefit postretirement plan in the year that
the changes occur and those changes will be reported in comprehensive income.
The provision of SFAS No. 158 that will require us to recognize the funded
status of our postretirement plans, and the disclosure requirements, will be
effective for us as of December 31, 2006.  We do not expect that the
adoption of SFAS No. 158 will have a material impact on our financial
statements. FAS 123(R) 5 was issued on October 10, 2006.
 
 The
FSP provides that instruments that were originally issued as employee
compensation and then modified, and that modification is made to the terms of
the instrument solely to reflect an equity restructuring that occurs when the
holders are no longer employees, then no change in the recognition or the
measurement (due to a change in classification) of those instruments will result
if both of the following conditions are met: (a) There is no increase in fair
value of the award (or the ratio of intrinsic value to the exercise price of the
award is preserved, that is, the holder is made whole), or the anti-dilution
provision is not added to the terms of the award in contemplation of an equity
restructuring; and (b) all holders of the same class of equity instruments (for
example, stock options) are treated in the same manner.  The
provisions in this FSP shall be applied in the first reporting period beginning
after the date the FSP is posted to the FASB website.  We will
evaluate whether the adoption will have any impact on your financial
statements.
 
 In
February 2007, the Financial Accounting Standards Board issued Statement of
Financial Accounting Standards No. 159, The
Fair Value Option for Financial Assets and Financial Liabilities - Including an
amendment of FASB Statement No. 115 (hereinafter “SFAS No.
159”).  This statement permits entities to choose to measure many
financial instruments and certain other items at fair value.  The
objective is to improve financial reporting by providing entities with the
opportunity to mitigate volatility in reported earnings caused by measuring
related assets and liabilities differently without having to apply complex hedge
accounting provisions.  This statement is expected to expand the use
of fair value measurement, which is consistent with the Board’s long-term
measurement objectives for accounting for financial instruments.  This
statement is effective as of the beginning of an entity’s first fiscal year that
begins after November 15, 2007, although earlier adoption is
permitted.  Management has not determined the effect that adopting
this statement would have on the Company’s financial condition or results of
operations.
 
 7
 
 POLE
PERFECT STUDIOS, INC.
 (A
Development Stage Enterprise)
 NOTES
TO FINANCIAL STATEMENTS
 
 
 
 Note
      2.
                Stockholders’
      Equity
 
 Common
stock
 
 The
authorized common stock of the Company consists of 70,000,000 shares with par
value of $0.001.  On November 5, 2007, the Company authorized the
issuance of 3,754,639 shares of its $.001 par value common stock.  The
three founders paid $29,000 for 3,600,000 shares, or $0.00806 per
share.  Two unaffiliated persons acquired 154,639 shares of Common
Stock in exchange for $3,000 in services rendered.  This represents a
price paid for their shares of $0.0194 per share.  As of June 30,
2008, the shares were issued and outstanding.
 
 Preferred
stock
 
 The
authorized preferred stock of the Company consists of 5,000,000 shares with a
par value of $.001.  As of the date of this audit, there are no
preferred shares issued and outstanding.
 
 Net
loss per common share
 
 Net
loss per share is calculated in accordance with SFAS No. 128, Earnings
Per Share.  The weighted-average number of common shares
outstanding during each period is used to compute basic loss per
share.  Diluted loss per share is computed using the weighted averaged
number of shares and dilutive potential common shares
outstanding.  Dilutive potential common shares are additional common
shares assumed to be exercised.
 
 Basic
net loss per common share is based on the weighted average number of shares of
common stock outstanding during 2007 and since inception.  As of
December 31, 2007 and since inception, the Company had no common shares
outstanding.
 
 8
  
 POLE
PERFECT STUDIOS, INC.
 (A
Development Stage Enterprise)
 NOTES
TO FINANCIAL STATEMENTS
 
 Note.
      3
                Income
      Taxes
  Deferred
income taxes may arise from temporary differences resulting from income and
expense items reported for financial accounting and tax purposes in different
periods. Deferred taxes are classified as current or non-current, depending on
the classification of assets and liabilities to which they
relate.  Deferred taxes arising from temporary differences that are
not related to an asset or liability are classified as current or non-current
depending on the periods in which the temporary differences are expected to
reverse.
 
 We
did not provide any current or deferred U.S. federal income tax provision or
benefit for any of the periods presented because we have experienced operating
losses since inception.  In accordance with Statement of Accounting
Standard No. 109 – Accounting
for Income Taxes and FASB Interpretation No. 48 – Accounting
for Uncertainty in Income Taxes an interpretation of FASB Statement
No.109, when it is more likely than not that a tax asset cannot be
realized through future income the Company must allow for this future tax
benefit.  We provided a full valuation allowance on the net deferred
tax asset, consisting of net operating loss carry-forwards, because management
has determined that it is more likely than not that we will not earn income
sufficient to realize the deferred tax assets during the carry-forward
period.
  The
provision for income taxes differs from the amount computed by applying the
statutory federal income tax rate to income before provision for income taxes.
The sources and tax effects of the differences for the periods presented are as
follows:
  [Missing
Graphic Reference]
 Net
deferred tax assets consist of the following:
 
 [Missing
Graphic Reference]
 
 The
Company did not pay any income taxes during the six months ended June 30,
2008.
 
 The
net federal operating loss carry forward will expire in 2027.  This
carry forward may be limited upon the consummation of a business combination
under IRC Section 381.
 
 
 9
 
 POLE
PERFECT STUDIOS, INC.
 (A
Development Stage Enterprise)
 NOTES
TO FINANCIAL STATEMENTS
 
 Note
      4.
                Related
      Party Transactions
 
 The
Company neither owns nor leases any real or personal property.  An
officer or resident agent of the corporation provides office services without
charge.  Such costs are immaterial to the financial statements and,
accordingly, have not been reflected therein.  The officers and
directors for the Company are involved in other business activities and may, in
the future, become involved in other business opportunities.  If a
specific business opportunity becomes available, such persons may face a
conflict in selecting between the Company and their other business
interest.  The Company has not formulated a policy for the resolution
of such conflicts.
 
 Note
      5.
                Warrants
      and Options
 
 There
are no warrants or options outstanding to acquire any additional shares of
common stock of the Company.


Item
2.                      Management’s
Discussion and Analysis of Financial Condition and Results of
Operations.




FORWARD
LOOKING




This
report contains forward-looking statements that involve risk and uncertainties.
We use words such as "anticipate", "believe", "plan", "expect", "future",
"intend", and similar expressions to identify such forward-looking statements.
Investors should be aware that all forward-looking statements contained within
this filing are good faith estimates of management as of the date of this filing
and actual results may differ materially from historical results or our
predictions of future results.




OVERVIEW




The
following summary is supported by reference to the more detailed information and
the financial statements, including the notes thereto, appearing elsewhere in
this Form 10-Q. Each prospective investor is urged to read this report and other
documentation that can be found at the Securities and Exchange Commission
website in their entirety.




Pole
Perfect Studios, Inc. ("Pole Perfect Studios" or “The Company”) is a development
stage Company that was incorporated on October 30, 2007, under the laws of the
State of Nevada. Its primary business objective is to develop and market
feminine fitness dance studios utilizing the unique advantages of pole
dancing.




Pole
Perfect Studios was formed to offer an alternative to public gyms where many
females feel self-conscience about working out with members of both genders.
Many women simply find the work out process to be boring. The Company aims to
add the element of fun to the process of getting and keeping fit. The ultimate
objective is to become a major participant in the fitness industry dedicated to
women’s fitness. The Company will offer a proven workout that will combine dance
training and sustained cardiovascular activity provided in a safe and supportive
environment. The Pole Perfect fitness program will allow a client, with family
and work responsibilities, to get a complete aerobic and strength training in
just a commitment of 30 minutes. The system is built around an easy to learn
dance routine centered around a “fireman’s pole” often found in gentleman’s
clubs. There are no cumbersome weight machines to manage. The system is designed
specifically for women. Pole Perfect will create an atmosphere that is
fun.




Since
becoming incorporated, Pole Perfect Studios has not made any significant
purchases or sale of assets, nor has it been involved in any mergers,
acquisitions or consolidations. Pole Perfect Studios has never declared
bankruptcy, it has never been in receivership, and it has never been involved in
any legal action or proceedings.  Our fiscal year end is December
31st.




Pole
Perfect Studios intends to establish itself as a one stop shop specializing in
services that will be attractive to today’s busy working women, with prices and
operating hours that will accommodate their busy schedules.  The
Company will identify a range of services most in demand within its marketing
area and maintain operating hours that will meet the needs of working
women.




Pole
Perfect Studios intends to create brand name awareness among health and fitness
seekers with incomes sufficiently high to justify the purchase of our menu
offerings. The targeted market is middle class married and working
women.




Pole
Perfect Studios’ website is:  www.poleperfectstudio.com.




As
of June 30, 2008, Pole Perfect Studios has raised $29,000 through the sale of
common stock. There is approximately $13,604 cash on hand and in the corporate
bank accounts. Pole Perfect Studios currently has no liabilities. In addition,
Pole Perfect Studios anticipates that the additional costs associated with the
offering of Common Stock, which the Securities and Exchange Commission deemed
effective on May 13, 2008, will be approximately $12,003.03. As of the date of
this report, we have not yet generated or realized any revenues from our
business operations. As June 30, 2008, the Company has sold no shares of common
stock that have been registered.




Since
our inception, we have been engaged in business planning activities, including
researching the industry, developing our economic models and financial
forecasts, performing due diligence regarding potential geographic locations
most suitable for our services, investigating real estate locations suitable for
operating units, costing of future build-out costs and identifying future
sources of capital.




We
are a small, start-up company that has not generated any significant revenues
and we lack a stable customer base.  Since our inception on October 30,
2007 through June 30, 2008, the date of this Form 10-Q filing, we did not
generate any significant revenues and have incurred a cumulative net loss of
$18,396. We believe that the $77,000 in funds to be received from the sale of
our common equity will be sufficient to finance our efforts to become fully
operational and carry us through the next twelve (12) months. The capital to be
raised has been budgeted to establish our infrastructure and open an new studio
either in Orlando, Florida or Las Vegas Nevada. We believe that the recurring
revenues from sales of memberships will be sufficient to support ongoing
operations. Unfortunately, there can be no assurance that the actual expenses
incurred will not materially exceed our estimates or that cash flows from sales
of services will be adequate to maintain our business. As a result, our
independent auditors have expressed substantial doubt about our ability to
continue as a going concern. See the independent auditors' report to the
financial statements which is included in this registration
statement.




Critical
Accounting Policies




The
preparation of financial statements in conformity with U.S. generally accepted
accounting principles requires management to make estimates and assumptions that
have a significant impact on the results we report in our financial statements.
Some of our accounting policies require us to make difficult and subjective
judgments, often as a result of the need to make estimates on matters that are
inherently uncertain. Our most critical accounting policies will include revenue
recognition. Actual results may differ from these estimates under different
assumptions or conditions. Below, we discuss these policies further, as well as
the estimates and judgments involved.




A
summary of significant accounting policies of Pole Perfect Studios, Inc. (A
Development Stage Enterprise) (the “Company”) is presented to assist in
understanding the Company’s financial statements. The accounting policies
presented in these footnotes conform to accounting principles generally accepted
in the United States of America and have been consistently applied in the
preparation of the accompanying financial statements. These financial statements
and notes are representations of the Company’s management who are responsible
for their integrity and objectivity.




10


Nature
of Business




The
Company has realized no revenues from its planned business purpose and,
accordingly, is considered to be in its development stage as defined in SFAS No.
7, “Accounting
and Reporting by Development Stage Enterprises.”The Company has devoted
substantially all of its efforts to business planning, and development.
Additionally, the Company has allocated a substantial portion of their time and
investment in bringing their product to the market, and the raising of
capital.




Cash




For
financial statement presentation purposes, the Company considers short-term,
highly liquid investments with original maturities of three months or less to be
cash and cash equivalents.  The Company maintains cash and cash
equivalent balances at a financial institution that is insured by the Federal
Deposit Insurance Corporation up to $100,000.  At June 30, 2008, the
Company had $13,604 in cash.






Revenue
Recognition




The
Company's financial statements are prepared under the accrual method of
accounting. Revenues will be recognized in the period the services are performed
and costs are recorded in the period incurred rather than paid.




BUSINESS
OF THE ISSUER




We are a development stage enterprise. Pole Perfect Studios,
Inc. was incorporated on October 30, 2007, in the state of Nevada to enter into
health and fitness industries.




Pole
Perfect Studios has never declared bankruptcy, it has never been in
receivership, and it has never been involved in any legal action or proceedings.
Since becoming incorporated, Pole Perfect Studios has not made any significant
purchase or sale of assets, nor has it been involved in any mergers,
acquisitions or consolidations. Pole Perfect Studios is not a blank check
registrant as defined in Rule 419(a)(2) of Regulation C of the Securities Act of
1933, since it has a specific business plan and purpose.




We
intend to operate a dance studio offering a full line of services to its clients
in a one stop environment. Our Company intends to offer a full range of services
not traditionally found at health and fitness centers that caters to both
genders.




We
are a development stage Company that has generated no revenues from operations
since our inception on October 30, 2007. We have incurred modest losses since
our incorporation, have no operations and rely upon the sale of our securities
and funds provided by management to cover expenses. In addition, our independent
accountant has issued an opinion indicating that there is substantial doubt
about our ability to continue as a going concern.




Since
our inception, we have been primarily engaged in business planning activities,
including researching dance studio design trends, developing our economic models
and financial forecasts, performing due diligence regarding potential store
front locations, investigating and analyzing income and age demographics for
areas surrounding potential locations, evaluating the community’s attitude
toward business and searching for providers of additional capital to finance the
build-out of our first location.




Additional
capital must be obtained by us to implement our business plan and there is no
assurance that financing to cover the costs of implementation of our business
plan can be obtained. We do not, as of the date of this Prospectus, have any
commitments from any provider of capital to provide the required
funds.




We
are currently working to identify an experienced Internet service provider to
develop a comprehensive internet presence. Additionally, we plan on identifying
local business organizations for women, service groups, small business
development companies, and governmental organizations that may be instrumental
in assisting us in making our services known to potential clients.




Local
advertising will be initiated when resources become available. Direct mail will
be utilized to offer discounts, increase consumer awareness and augment the
individual client base.




Competition




The
health and fitness industry is mature and has many levels of
competition.  The industry in general is very fragmented, although a
few large, well-capitalized companies that are both national and regional exist,
most of our competition will come from dance studios and fitness centers within
our local or regional market.  Most companies have two methods of
promoting revenues through corporate efforts consisting mainly of local
media exposure and sales and promotions through their internet
websites.




Examples
of large competitors include Bally Total Fitness, Gold’s Gyms and 24-Hour
Fitness. Bally Total Fitness is the largest and only nationwide commercial
operator of fitness centers with approximately 400 clubs in the USA, the
Caribbean, Mexico, S. Korea and China. With approximately 3.5 million members
and over 40 years operating history, they will continue to set the standard for
fitness in the USA and abroad.




11




24-Hour
Fitness Worldwide, the world’s largest privately owned and operated fitness
center chain, began as a one-club operation in 1983. From the start, 24-Hour
Fitness Worldwide Chairman, Mark S. Mastrov, had a vision to make fitness a way
of life by creating the ultimate in multi-sport fitness centers and making them
affordable and accessible to people of all abilities and fitness levels. They
announced in 1994 that they had partnered with investment banking firm McCown
DeLeeuw & Co. Soon thereafter the Southern California based Family Fitness
Centers chain was acquired and the name 24 Hour Fitness was born. 24 Hour
Fitness has since grown to approximately 400 clubs in 16 states and become the
largest privately owned and operated fitness center chain in the United States
and world. Under current leadership, the company expanded to Asia in 2000
through the purchase of Ray Wilson’s California Fitness Centers, and currently
operates facilities in four Asian countries. The company now boasts more than 3
million members clubs worldwide.




Gold’s
Gym has been on fitness since 1965 dating back to the original Gold’s Gym in
Venice, California. It was the place for serious fitness. Gold’s Gym quickly
became known as “The Mecca of Bodybuilding.’’  In 1977, Gold’s Gym received
international attention when it was featured in the cult favorite, Pumping Iron,
starring Arnold Schwarzenegger and Lou Ferrigno.  From that first gym in
Venice, Gold’s Gym has become the largest co-ed gym chain in the world with more
than 600 facilities in 43 states and 25 countries




Today,
Gold’s Gym has expanded its fitness profile to offer all of the latest equipment
and services including, group exercise, personal training, cardiovascular
equipment, spinning, Pilates and yoga, while maintaining its core weight lifting
tradition with nearly 3 million members world wide.




Dedicated
to women's fitness, Curves offers a 30-minute workout that combines strength
training and sustained cardiovascular activity utilizing hydraulic resistance.
Curves offer a commonsense weight management program that assists women in
ending the need for perpetual dieting. Curves have more than 10,000 locations
and 4 million members worldwide. Curves growth illustrates to the management of
Pole Perfect that women desire a comfort level while working out that only a
single gender environment can offer while at the same time achieving their
health and weight goals. Pole Perfect desires to offer something others can not
to the women who love music, love to dance, desire a healthy body and need the
supportive and comforting environment that can only be found where only other
women are engaged in their work out routines.




In
addition to competing with these giants, insufficient cash flow and lack of
marketing expertise may restrict our ability to succeed in the health and
fitness sector. There can be no assurance that Pole Perfect Studios will ever be
able to compete with any of the competitors described herein.  In
addition, there may be other competitors the Company is unaware of at this time
that would also impede or prevent the Company’s success.




Marketing




Many
companies are regionally focused firms in terms of locations.  An
example includes 24-Hour Fitness,with operations primarily in the Western United States. Hundreds of
smaller competitors exist nationwide who operate in their local markets
only.  Pole Perfect Studios has not, as of the date of this
Prospectus, determined where or when a Company studio will be opened or
operated.




Once
the Company has secured its initial location and has built out the studio,
operating inventory the Company intends to use in their operations will be
purchased. Pole Perfect Studios will embark on a two-pronged marketing campaign.
The Company will, through direct marketing and selected media advertisements,
target demographic areas most likely to contain potential clients for the
services offered by Pole Perfect. These marketing efforts are an integral part
of our overall marketing and brand awareness plan.




The
Company will develop a comprehensive website for busy working people and
internet savvy consumers. The website will offer dance and fitness apparel
products for sale as well as the ability to schedule a workout time or personal
diet counseling. Customers will find answers to common diet and work out
problems. Studio services and prices will be listed as well as the ability for
customers to not only schedule an appointment, but to purchase gift certificates
as well.




Products
and Services




Pole
Perfect Studios will focus on branding, adding signature services and offering
fitness and weight loss services that are preformed in an environment that will
provide the client with a safe and supportive environment in which to work
toward achieving their objectives. Pole Perfect Studios will use music of many
genres to create a fun and relaxing atmosphere. We will identify the most
popular types of music and will winnow or de-emphasize less popular ones. In
this way, the objective on the part of management is to build a environment that
appeals to the broadest cross section of their targeted client base. Pole
Perfect Studios intends to be creative in educating clients as to the value of
getting fit and loosing weight.  As part of branding, our services
will have a local flavor. The idea is to create an atmosphere that is inviting
and makes the member feel that it is all their own. For example, Pole Perfect
Studios intends to have a holistic marketing stance that will include a unique
approach to color, aroma, water and music. Each day of the week, colors, floral
arrangements, scents, music and other elements that appeal to the senses will be
changed.




This
industry has enjoyed healthy revenue growth as Americans become more aware of
the importance of fitness. Health and social interaction are the main factors
that draw members to fitness and recreational clubs, along with
appearance-related factors including muscle tone, looking better and weight
control. The media has played its part, with an increased emphasis on appearance
and wellness.




Competitive
Advantages




Pole
Perfect Studios intends to compete with its local counterparts by offering more
services and products to busy working women that competitors currently do not
provide. In addition,the industry averages less than ten percent of their total revenues from
the sale of fitness and apparel products. Pole Perfect Studios plans to train
their professional employees on customer service and selling techniques designed
to raise the percentage of total revenues derived from the sale of these
products and services.





12


Website
Consultant




As
of the date of this Prospectus, Pole Perfect Studios has hired a Consultants to
assist in the improvement of our website and  studio
design.  The consultant will assist in Website and studio design by
performing the following:




·
            Design,
      construct and implement the website·
            Create
      and optimize graphics interface and HTML files to be uploaded onto a web
      server




·
            Create
      navigation functionality and link set up onto multiple HTML
      pages·
            Design
      corporate logo




·
            Assist
      in developing an overall internet marketing strategy to include links to
      industry related sites, placement of banners ads, search engine
      positioning, and email marketing campaigns.·
            Create
      a colorful and pleasing design for our studio with the objective of
      appealing to the broadest possible
audience




Government
Regulations




There
are no known requirements for any governmental approval or licenses other than
local business licenses and construction permits.




Employees




Other
than Pole Perfect Studios’ Directors and Officers who are currently donating
their time to the development of the Company, there are no employees of the
Company. Pole Perfect Studios has no intention to hire employees until the
business has been successfully launched with sales revenues flowing into it.
Pole Perfect Studios’ Officers and Directors intend to do whatever work is
necessary to bring the Company to the point of earning revenues from the sale of
the products. Human resource planning will be part of an ongoing process that
will include constant evaluation of operations and revenue
realization.




Facilities




Our
executive, administrative and operating offices are located at 3457 Rockcliff
Place, Longwood, Florida 32779. Our President, Ms. Skalko makes this space
available to the company free of charge. There is no written agreement
documenting this arrangement.




We
have no policies with respect to investments in real estate or interests in real
estate, real estate mortgages, or securities of or interests in persons
primarily engaged in real estate activities.




FINANCIAL
CONDITION, LIQUIDITY AND CAPITAL RESOURCES




We
are a development stage independent motion picture producer having our principal
office located at 3457 Rockcliff Place, Longwood, Florida 32779. Our telephone
number is (407) 733-4200. Our facsimile number is (772) 226-5557.




On
May 13, 2008, the Securities and Exchange Commission deemed our Form S-1
Registration Statement (Commission File Number 333-150616) effective. Our
offering commenced on the effective date and will terminate on the earlier of
the date on which we sell all offered shares and the date on which we terminate
the offering, which date will not be later than May 13, 2010. We have not sold
any shares through the offering as of June 30, 2008.




As
of June 30, 2008, we had total assets of $13,604 comprised of $13,604 in cash.
This reflects a reduction in assets of $3,396 since the date of our last audit
on December 31, 2007.




As
of June 30, 2008, we have no liabilities. We have not generated revenue since
the date of inception. We do not presently have sufficient working capital to
satisfy our cash requirements for the next twelve months of
operations.




We
do not expect to purchase or sell any significant equipment nor do we expect any
significant changes in the number of our employees.




Results
of Operations




We
have generated no revenue, expenses or liabilities since our inception on
October 30, 2008.




Item
3.                      Quantitative
and Qualitative Disclosures about Market Risk.




The
exposure of market risk associated with risk-sensitive instruments is currently
not material to the Company. The Company transacts its services in U.S. dollars
and plans to continue to transact its sales for medical staffing services and
all other transactions denominated in U. S. dollars. The Company invests
primarily in money market funds and has no reason to enter into hedging
transactions.




13


Item
4.                      Controls
and Procedures.




Disclosure
Controls and Procedures.  The Company’s management has evaluated the
effectiveness of the Company’s disclosure controls and procedures (as such term
is defined in Rules 13a-15(e) and 15d-15(e) under the Securities
Exchange Act of 1934, as amended (the “Exchange Act”)) as of the end of the
period covered by this report.  The Company’s Chief Executive Officer and
Chief Financial Officer has concluded that, as of the end of such period, the
Company’s disclosure controls and procedures are effective in ensuring them that
all material information required to be disclosed by the Company in this
Quarterly Report on Form 10-Q was recorded, processed, summarized, reported
and properly disclosed in the time period specified in the rules and
regulations of the Securities and Exchange Commission, and that such information
was accumulated and communicated to the Chief Executive Officer and Chief
Financial Officer to allow timely decisions regarding required disclosure. 
Based on such evaluation, the Company’s Chief Executive Officer and Chief
Financial Officer has concluded that the Company is in compliance with
Rule 13a-15(e) of the Exchange Act.




Changes
in Internal Control over Financial Reporting.  There have not been
any changes in the Company’s internal control over financial reporting (as such
term is defined in Rules 13a-15(f) and 15d-15(f) under the
Exchange Act) during the fiscal quarter to which this report relates that have
materially affected, or are reasonably likely to materially affect, the
Company’s internal control over financial reporting.






14


PART
II ― OTHER INFORMATION




Item
1.                      Legal
Proceedings.




Pole
Perfect is not currently a party to any legal proceedings. Pole Perfect’s agent
for service of process in Nevada is:   Genesis Corporate
Development, LLC. The telephone number is: (925) 270-7625.




Pole
Perfect’s sole Officer and Director has not been convicted in a criminal
proceeding nor has she been permanently or temporarily enjoined, barred,
suspended or otherwise limited from involvement in any type of business,
securities or banking activities.




Ms.
Skalko, the Company’s sole Officer and Director has not been convicted of
violating any federal or state securities or commodities law.




There
are no known pending legal or administrative proceedings against Pole
Perfect.




Item
2.                      Unregistered
Sales of Equity Securities and Use of Proceeds




No
unregistered securities were issued in the period ending June 30,
2008.




Item
3.                      Defaults
upon Senior Securities.




Pole
Perfect has 5,000,000 shares of undesignated preferred stock authorized,
however, as of the date of this report, our capitalization consists solely of
Common Stock therefore the Company has no more senior securities.




Item
4.                      Submission
of Matters to a Vote of Security Holders.




There
are no matters to be presented to the Security Holders for a vote.




Item
5.                      Other
Information.




The
Company has no further information to disclose at this time




Item
6.                      Exhibits.




(a)                                 
      Exhibits furnished as Exhibits
hereto:





Exhibit No.
            
            Description31.a
            
            Certification
      of Tammy Skalko pursuant to Section 302 of the Sarbanes-Oxley Act of
      200232.a
            
            Certification
      pursuant to Section 906 of the Sarbanes-Oxley Act of
    2002




Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has
duly caused this report to be signed onits
behalf by the undersigned, thereunto duly authorized.






Pole
      Perfect  CorporationDate:
      August 8, 2008
            By:
            /s/Tammy
      SkalkoTammy
      SkalkoChief
      Financial Officer, Treasurer and Clerk(principal
      financial and accounting officer)Date:
      August 8, 2008
            By:
            /s/Tammy
      SkalkoTammy
      SkalkoPresident
      and Chief Executive Officer


























15