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 March 31,
2009





o
            TRANSITION REPORT PURSUANT TO
      SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF
      1934


For the
transition period from ___________ to _____________





Commission
File Number: 333-150266





BNH
INC.


(Exact
Name of Registrant as specified in its charter)





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





BNH
INC.


c/o
Nehemya Hesin


29 Rashbi
St. Apt # 19


Modiin
Illit, Israel, 71919





(Address
of principal executive offices, including zip code)







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


Yes xNo ̈





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


Yes  ̈No  ̈





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


YES  ̈NO x





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


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





The
issuer had 7,000,000 shares of its common stock issued and outstanding as of May
12, 2009.





TABLE OF
CONTENTS





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




1


Cautionary
Statement Concerning


Forward-Looking
Statements





USE OF
NAMES





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




CAUTIONARY
STATEMENT REGARDING FORWARD-LOOKING STATEMENTS





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




·
            dependence on key
      personnel;





·
            competitive
      factors;





·
            degree of success of research and
      development programs





·
            the operation of our business;
      and





·
            general economic conditions in
      the United States and
Israel.





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


2




PART
I


Item
1. Financial Statements.





BNH
INC.


(A
DEVELOPMENT STAGE COMPANY)





INDEX
TO FINANCIAL STATEMENTS


MARCH
31, 2009




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




F-1


BNH
INC.


(A
DEVELOPMENT STAGE COMPANY)


BALANCE
SHEETS


AS
OF MARCH 31, 2009 AND DECEMBER 31, 2008





As of
                        
                        
                        As ofMarch 31,
                        
                        
                        December 31,2009
                        
                        
                        2008(Unaudited)
                        
                        
                        (Audited)ASSETSCurrent
      Assets:Cash
      in bank
                        
                        $
                        6,296
                        
                        
                        $
                        6,354Prepaid
      expenses
                        
                        
                        -
                        
                        
                        
                        287Total
      current assets
                        
                        
                        6,296
                        
                        
                        
                        6,641Total
      Assets
                        
                        $
                        6,296
                        
                        
                        $
                        6,641LIABILITIES AND STOCKHOLDERS'
      EQUITYCurrent
      Liabilities:Accounts
      payable
                        
                        $
                        2,966
                        
                        
                        $
                        200Accrued
      liabilities
                        
                        
                        5,500
                        
                        
                        
                        5,500Due
      to shareholder
                        
                        
                        1,750
                        
                        
                        
                        250Total
      current liabilities
                        
                        
                        10,216
                        
                        
                        
                        5,950Total
      liabilities
                        
                        
                        10,216
                        
                        
                        
                        5,950Commitments
      and Contingencies
                        
                        
                        -
                        
                        
                        
                        -Stockholders'
      Equity (Deficit):Preferred
      stock, par value $0.001 per share, 5,000,000 shares authorized; no shares
      issued and outstanding
                        
                        
                        -
                        
                        
                        
                        -Common
      stock, par value $0.001 per share, 100,000,000 shares authorized;
      7,000,000 shares issued and outstanding
                        
                        
                        7,000
                        
                        
                        
                        7,000Additional
      paid-in capital
                        
                        
                        48,000
                        
                        
                        
                        48,000Paid
      stock subscription
                        
                        
                        -
                        
                        
                        
                        -(Deficit)
      accumulated during development stage
                        
                        
                        (58,920
                        )
                        
                        
                        (54,309
                        )Total
      stockholders' equity (deficit)
                        
                        
                        (3,920
                        )
                        
                        
                        691Total
      Liabilities and Stockholders' Equity (Deficit)
                        
                        $
                        6,296
                        
                        
                        $
                        6,641




The
accompanying notes to financial statements are


an
integral part of these statements.


F-2


BNH
INC.


(A
DEVELOPMENT STAGE COMPANY)


STATEMENTS
OF OPERATIONS


FOR
THE THREE MONTHS ENDED MARCH 31, 2009 AND 2008, AND


CUMULATIVE
FROM INCEPTION (SEPTEMBER 4, 2007)


THROUGH
MARCH 31, 2009


(Unaudited)




Three Months
                
                
                Three MonthsEnded
                
                
                Ended
                
                
                CumulativeMarch 31,
                
                
                March 31,
                
                
                From2009
                
                
                2008
                
                
                Inception(Unaudited)
                
                
                (Unaudited)
                
                
                (Unaudited)Revenues
                
                $
                -
                
                
                $
                -
                
                
                $
                -Expenses:General
      and administrative-Professional
      fees
                
                
                3,975
                
                
                
                9,750
                
                
                
                49,609Filing
      fees
                
                
                579
                
                
                
                -
                
                
                
                3,292Officers'
      compensation paid by issued shares
                
                
                -
                
                
                
                -
                
                
                
                4,750Organization
      costs
                
                
                -
                
                
                
                -
                
                
                
                488Bank
      charges
                
                
                57
                
                
                
                551
                
                
                
                781Total
      general and administrative expenses
                
                
                4,611
                
                
                
                10,301
                
                
                
                58,920-(Loss)
      from Operations
                
                
                (4,611
                )
                
                
                (10,301
                )
                
                
                (58,920
                )Other
      Income (Expense)
                
                
                -
                
                
                
                -
                
                
                
                -Provision
      for income taxes
                
                
                -
                
                
                
                -
                
                
                
                -Net
      (Loss)
                
                $
                (4,611
                )
                
                $
                (10,301
                )
                
                $
                (58,920
                )(Loss)
      Per Common Share:(Loss)
      per common share - Basic and Diluted
                
                $
                (0.00
                )
                
                $
                (0.00
                )Weighted
      Average Number of Common Shares Outstanding - Basic and
      Diluted
                
                
                7,000,000
                
                
                
                6,758,242





The
accompanying notes to financial statements are


an
integral part of these statements.


F-3


BNH
INC.


(A
DEVELOPMENT STAGE COMPANY)


STATEMENT
OF STOCKHOLDERS' EQUITY


FOR
THE PERIOD FROM INCEPTION (SEPTEMBER 4, 2007)


THROUGH
MARCH 31, 2009


(Unaudited)




(Deficit)AccumulatedAdditional
                
                
                Paid
                
                
                During theCommon stock
                
                
                Paid-in
                
                
                Stock
                
                
                DevelopmentDescription
                
                Shares
                
                
                Amount
                
                
                Capital
                
                
                Subscriptions
                
                
                Stage
                
                
                TotalsBalance
      - at inception
                
                
                -
                
                
                $
                -
                
                
                $
                -
                
                
                $
                -
                
                
                $
                -
                
                
                $
                -Common
      stock issued for officers' compensation
                
                
                4,750,000
                
                
                
                4,750
                
                
                
                -
                
                
                
                -
                
                
                
                -
                
                
                
                4,750Payment
      for stock subscriptions
                
                
                -
                
                
                
                -
                
                
                
                -
                
                
                
                1,000
                
                
                
                -
                
                
                
                1,000Common
      stock issued for cash
                
                
                1,250,000
                
                
                
                1,250
                
                
                
                24,000
                
                
                
                -
                
                
                
                -
                
                
                
                25,250Net
      (loss) for the year
                
                
                -
                
                
                
                -
                
                
                
                -
                
                
                
                -
                
                
                
                (25,798
                )
                
                
                (25,798
                )Balance
      - December 31, 2007
                
                
                6,000,000
                
                
                $
                6,000
                
                
                $
                24,000
                
                
                $
                1,000
                
                
                $
                (25,798
                )
                
                $
                5,202Common
      stock issued for cash
                
                
                1,000,000
                
                
                
                1,000
                
                
                
                24,000
                
                
                
                (1,000
                )
                
                
                -
                
                
                
                24,000Net
      (loss) for the year
                
                
                -
                
                
                
                -
                
                
                
                -
                
                
                
                -
                
                
                
                (28,511
                )
                
                
                (28,511
                )Balance
      - December 31, 2008
                
                
                7,000,000
                
                
                $
                7,000
                
                
                $
                48,000
                
                
                $
                -
                
                
                $
                (54,309
                )
                
                $
                691Net
      (loss) for the period
                
                
                -
                
                
                
                -
                
                
                
                -
                
                
                
                -
                
                
                
                (4,611
                )
                
                
                (4,611
                )Balance
      - March 31, 2009
                
                
                7,000,000
                
                
                $
                7,000
                
                
                $
                48,000
                
                
                $
                -
                
                
                $
                (58,920
                )
                
                $
                (3,920
                )





The
accompanying notes to financial statements are


an
integral part of these statements.


F-4


BNH
INC.


(A
DEVELOPMENT STAGE COMPANY)


STATEMENTS
OF CASH FLOWS


FOR
THE THREE MONTHS ENDED MARCH 31, 2009 AND 2008, AND


CUMULATIVE
FROM INCEPTION (SEPTEMBER 4, 2007)


THROUGH
MARCH 31, 2009


(Unaudited)




Three Months
                
                
                Three MonthsEnded
                
                
                Ended
                
                
                CumulativeMarch 31,
                
                
                March 31,
                
                
                From2009
                
                
                2008
                
                
                Inception(Unaudited)
                
                
                (Unaudited)
                
                
                (Unaudited)Operating
      Activities:Net
      (loss)
                
                $
                (4,611
                )
                
                $
                (10,301
                )
                
                $
                (58,920
                )Adjustments
      to reconcile net (loss) to net cash provided by operating
      activities:Common
      stock issued for officers' compensation
                
                
                -
                
                
                
                -
                
                
                
                4,750Changes
      in net assets and liabilities-Prepaid
      expenses
                
                
                287
                
                
                
                -
                
                
                
                -Accounts
      payable
                
                
                2,766
                
                
                
                -
                
                
                
                2,966Accrued
      liabilities
                
                
                -
                
                
                
                750
                
                
                
                5,500Net
      Cash Used in Operating Activities
                
                
                (1,558
                )
                
                
                (9,551
                )
                
                
                (45,704
                )Investing
      Activities:Cash
      provided by investing activities
                
                
                -
                
                
                
                -
                
                
                
                -Net
      Cash Provided by Investing Activities
                
                
                -
                
                
                
                -
                
                
                
                -Financing
      Activities:Loan
      from shareholder
                
                
                1,500
                
                
                
                -
                
                
                
                1,750Issuance
      of common stock for cash
                
                
                -
                
                
                
                24,000
                
                
                
                50,250Net
      Cash Provided by Financing Activities
                
                
                1,500
                
                
                
                24,000
                
                
                
                52,000Net
      (Decrease) Increase in Cash
                
                
                (58
                )
                
                
                14,449
                
                
                
                6,296Cash
      - Beginning of Period
                
                
                6,354
                
                
                
                26,440
                
                
                
                -Cash
      - End of Period
                
                $
                6,296
                
                
                $
                40,889
                
                
                $
                6,296Supplemental
      disclosure of cash flow information:Cash
      paid during the period for:Interest
                
                $
                -
                
                
                $
                -
                
                
                $
                -Income
      taxes
                
                $
                -
                
                
                $
                -
                
                
                $
                -Supplemental
      schedule of noncash investing and financing activities:Common
      stock issued as compensation to officers
                
                $
                -
                
                
                $
                -
                
                
                $
                4,750





The
accompanying notes to financial statements are an integral part of these
statements.


F-5


1. Summary of
Significant Accounting Policies




Basis
of Presentation and Organization





BNH Inc. (the “Company”) is a Nevada
corporation in the development stage, and has limited operations. The Company
was incorporated under the laws of the State of Nevada on September 4, 2007. The
proposed business plan of the Company is to establish the Company as a distributor
of bio-degradable plastic utensils. The accompanying financial statements of the
Company were prepared from the accounts of the Company under the accrual basis
of accounting.





On
September 4, 2007, pursuant to the terms of a subscription agreement, the
Company sold 250,000 shares of common stock to Mrs. Goldy Klein, Secretary, for
cash payment of $250 (par value).  The Company believes this issuance
was deemed to be exempt under Regulation S of the Securities Act.





On
October 18, 2007, the Company issued 1,500,000 shares of common stock, valued at
$1,500, to an officer of the Company for services rendered.





On
October 25, 2007, the Company issued 250,000 shares of common stock, valued at
$250, to an officer of the Company for services rendered.





On
November 12, 2007, the Company issued 3,000,000 shares of common stock, valued
at $3,000, to an officer of the Company for services rendered.





In
addition, on November 30, 2007, the Company began a capital formation activity
through a PPO, exempt from registration under the Securities Act of 1933, to
raise up to $50,000 through the issuance of 2,000,000 shares of its common
stock, par value $0.001 per share, at an offering price of $0.025 per share. As
of December 27, 2007, the Company had received $26,000 in proceeds from the
PPO.  As of January 23, 2008, the Company had fully subscribed the PPO
and raised $50,000 in proceeds with the issuance of 2,000,000 shares of its
common stock.





The
Company also submitted a Registration Statement on Form S-1 to the Securities
and Exchange Commission (“SEC”) to register 2,000,000 of its outstanding shares
of common stock on behalf of selling stockholders. The Company will not receive
any of the proceeds of this registration activity once the shares of common
stock are sold. The Registration Statement on Form S-1 was filed with the SEC on
April 16, 2008, and declared effective on April 30, 2008.





Unaudited
Interim Financial Statements





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





Cash and Cash
Equivalents





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


F-6




Revenue
Recognition





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





Loss
per Common Share





Basic
loss per share is computed by dividing the net loss attributable to the common
stockholders by the weighted average number of shares of common stock
outstanding during the period. Fully diluted loss per share is computed similar
to basic loss per share except that the denominator is increased to include the
number of additional common shares that would have been outstanding if the
potential common shares had been issued and if the additional common shares were
dilutive. There were no dilutive financial instruments issued or outstanding for
the period ended March 31, 2009.





Income
Taxes





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





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





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




Fair
Value of Financial Instruments





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





Deferred
Offering Costs





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





Concentration
of Risk





As of
March 31, 2009, the Company maintained its cash account at one commercial bank.
The balance in the account was subject to FDIC coverage.




F-7





Common
Stock Registration Expenses





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





Lease
Obligations





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





Estimates





The
financial statements are prepared on the basis of accounting principles
generally accepted in the United States. The preparation of financial statements
in conformity with generally accepted accounting principles requires management
to make estimates and assumptions that affect the reported amounts of assets and
liabilities as of March 31, 2009, and expenses for the period ended March 31,
2009, and cumulative from inception. Actual results could differ from those
estimates made by management.





Recent Accounting
Pronouncements




In June
2008, the Financial Accounting Standards Board (“FASB”) issued FASB Staff
Position No. EITF No. 03-6-1, “Determining Whether Instruments Granted
in Share-Based Payment Transactions Are Participating Securities” (“FSP EITF
No. 03-6-1”). According to FSP EITF No. 03-6-1, unvested share-based
payment awards that contain non-forfeitable rights to dividends or dividend
equivalents are considered participating securities under SFAS No. 128. As
such, they should be included in the computation of basic earnings per share
(“EPS”) using the two-class method. FSP EITF No. 03-6-1 is effective for
financial statements issued for fiscal years beginning after December 15,
2008, as well as interim periods within those years. Once effective, all
prior-period EPS data presented must be adjusted retrospectively. The Company
does not expect FSP EITF No. 03-6-1 to have a material impact on the
Company’s financial position or results of operations.





In March
2008, the FASB issued Statement No. 161, “Disclosures about Derivative
Instruments and Hedging Activities”, an amendment of FASB Statement No. 133
(“SFAS No. 161”). SFAS No. 161 applies to all derivative
instruments and non-derivative instruments that are designated and qualify as
hedging instruments and related hedged items accounted for under
SFAS No. 133. SFAS No. 161 requires entities to provide greater
transparency through additional disclosures about (a) how and why an entity
uses derivative instruments, (b) how derivative instruments and related
hedged items are accounted for under SFAS No. 133 and its related
interpretations, and (c) how derivative instruments and related hedged
items affect an entity’s financial position, results of operations, and cash
flows. SFAS No. 161 is effective for financial statements issued for
fiscal years and interim periods beginning after November 15, 2008. The
Company does not expect SFAS No. 161 to have a material impact on the
Company’s financial position or results of operations.





In
December 2007, the FASB issued Statement No. 141 (revised), “Business
Combinations” (“SFAS No. 141(R)”). SFAS No. 141(R)
significantly changes the accounting for business combinations and establishes
principles and requirements for how an acquirer recognizes and measures in its
financial statements the identifiable assets acquired, the liabilities assumed
and any noncontrolling interest in the acquiree and recognizes and measures the
goodwill acquired in the business combination or a gain from a bargain purchase.
SFAS No. 141(R) 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.




F-8




In
December 2007, the FASB issued Statement No. 160, “Noncontrolling Interests
in Consolidated Financial Statements” - an amendment of ARB No. 51
(“SFAS No. 160”). SFAS No. 160 changes the accounting for
noncontrolling (minority) interests in consolidated financial statements
including the requirements to classify noncontrolling interests as a component
of consolidated shareholders’ equity, the elimination of “minority interest”
accounting in results of operations and changes in the accounting for both
increases and decreases in a parent’s controlling ownership interest.
SFAS No. 160 is effective for fiscal years beginning after
December 15, 2008, and early adoption is prohibited. The Company does not
expect SFAS No. 160 to have a material impact on the Company’s
financial position or results of operations.





In
February 2007, the FASB issued Statement No. 159 “The Fair Value Option for
Financial Assets and Financial Liabilities” including an amendment of FASB
Statement No. 115 (“SFAS No. 159”), which allows an entity the
irrevocable option to elect fair value for the initial and subsequent
measurement for certain financial assets and liabilities under an
instrument-by-instrument election. If the fair value option is elected for an
instrument, subsequent changes in fair value for that instrument will be
recognized in earnings. SFAS No. 159 also establishes additional
disclosure requirements and is effective for fiscal years beginning after
November 15, 2007, with early adoption permitted provided that the entity
also adopts Statement No. 157, “Fair Value Measurements”
(“SFAS No. 157”). SFAS No. 159 is not expected to have a
material impact on its results of operations or financial position.





In
September 2006, the FASB issued SFAS No. 157 which defines fair value,
establishes a framework for measuring fair value in generally accepted
accounting principles, and expands disclosures about fair value measurements.
SFAS No. 157 applies under other accounting pronouncements that
require or permit fair value measurements. SFAS No. 157 is effective
for fiscal years beginning after November 15, 2007, and interim periods
within those fiscal years. In February 2008, the FASB issued FASB Staff Position
No. SFAS No. 157-2, Effective Date of FASB Statement No. 157,
which provides a one-year deferral of the effective date of
SFAS No. 157 for non-financial assets and non-financial liabilities,
except those that are recognized or disclosed in the financial statements at
fair value on a recurring basis (at least annually). The adoption of
SFAS No. 157 for financial assets and financial liabilities is not
expected to have a material impact on the Company’s results of operations or
financial position.





2. Development Stage
Activities and Going Concern





The
Company is currently in the development stage, and has not commenced operations.
The business plan of the Company is to establish the Company as a distributor of
bio-plastic utensils.





During
the period ended June 30, 2008 and December 31, 2007, the Company began a
capital formation activity through a PPO, exempt from registration under the
Securities Act of 1933, to raise up to $50,000 through the issuance of 2,000,000
shares of its common stock, par value $0.001 per share, at an offering price of
$0.025 per share. As of January 23, 2008, the Company had fully subscribed the
PPO and raised $50,000 in proceeds with the issuance of 2,000,000 shares of its
common stock.





The Company also commenced an activity
to submit a Registration Statement on Form S-1 to the Securities and Exchange
Commission (“SEC”) to register 2,000,000 of its outstanding shares of common
stock on behalf of selling stockholders. The Company will not receive any of the
proceeds of this registration activity once the shares of common stock are
sold.The Registration
Statement on Form S-1 was filed with the SEC on April 16, 2008, and declared
effective on April 30, 2008.





The
accompanying financial statements have been prepared in conformity with
accounting principles generally accepted in the United States, which contemplate
continuation of the Company as a going concern. The Company has not established
any source of revenues to cover its operating costs, and as such, has incurred
an operating loss since inception. Further, as of March 31, 2009 and December
31, 2007, the cash resources of the Company were insufficient to meet its
current business plan. These and other factors raise substantial doubt about the
Company’s ability to continue as a going concern. The accompanying financial
statements do not include any adjustments to reflect the possible future effects
on the recoverability and classification of assets or the amounts and
classification of liabilities that may result from the possible inability of the
Company to continue as a going concern.




F-9




3.   Loan
from Stockholder





As of
March 31, 2009, a loan from an individual who is a stockholder of the Company
amounted to $1,750. The loan was provided for working capital purposes, and is
unsecured, non-interest bearing, and has no terms for repayment.





4. Common
Stock





On
September 4, 2007, pursuant to the terms of a subscription agreement, the
Company sold 250,000 shares of common stock to Mrs. Goldy Klein, Secretary, for
cash payment of $250 (par value).  The Company believes this issuance
was deemed to be exempt under Regulation S of the Securities Act.





On
October 18, 2007, the Company issued 1,500,000 shares of common stock, valued at
$1,500, to an officer of the Company for services rendered.





On
October 25, 2007, the Company issued 250,000 shares of common stock, valued at
$250, to an officer of the Company for services rendered.





On
November 12, 2007, the Company issued 3,000,000 shares of common stock, valued
at $3,000, to an officer of the Company for services rendered.





In
addition, on November 30, 2007, the Company began a capital formation activity
through a PPO, exempt from registration under the Securities Act of 1933, to
raise up to $50,000 through the issuance of 2,000,000 shares of its common
stock, par value $0.001 per share, at an offering price of $0.025 per share. As
of December 27, 2007, the Company had received $26,000 in proceeds from the PPO.
As of January 23, 2008, the Company had fully subscribed the PPO and raised
$50,000 in proceeds with the issuance of 2,000,000 shares of its common
stock.





The
Company also submitted a Registration Statement on Form S-1 to the Securities
and Exchange Commission (“SEC”) to register 2,000,000 of its outstanding shares
of common stock on behalf of selling stockholders. The Company will not receive
any of the proceeds of this registration activity once the shares of common
stock are sold.  The Registration Statement on Form S-1 was filed with
the SEC on April 16, 2008, and declared effective on April 30,
2008.





5. Income
Taxes





The
provision (benefit) for income taxes for the period ended March 31, 2009 was as
follows (assuming a 23% effective tax rate):




2009Current
      Tax Provision:Federal-Taxable
      income
                                        
                                        $
                                        -Total
      current tax provision
                                        
                                        $
                                        -Deferred
      Tax Provision:Federal-Loss
      carryforwards
                                        
                                        $
                                        1,061Change
      in valuation allowance
                                        
                                        
                                        (1,061
                                        )Total
      deferred tax provision
                                        
                                        $
                                        -




F-10




The
Company had deferred income tax assets as of March 31, 2009 as
follows:




2009Loss
      carryforwards
                      
                      $
                      13,552Less
      - Valuation allowance
                      
                      
                      (13,552
                      )Total
      net deferred tax assets
                      
                      $
                      -




The
Company provided a valuation allowance equal to the deferred income tax assets
for the period ended March 31, 2009 because it is not presently known whether
future taxable income will be sufficient to utilize the loss
carry-forwards.





As of
March 31, 2009, the Company had approximately $58,920 in tax loss carry-forwards
that can be utilized in future periods to reduce taxable income, and expire by
the year 2029.




6.   Related
Party Transactions





On
September 4, 2007, pursuant to the terms of a subscription agreement, the
Company sold 250,000 shares of common stock to Mrs. Goldy Klein, Secretary, for
cash payment of $250 (par value).  The Company believes this issuance
was deemed to be exempt under Regulation S of the Securities Act.





On
October 18, 2007, the Company issued 1,500,000 shares of common stock, valued at
$1,500 to an officer of the Company for services rendered.





On
October 25, 2007, the Company issued 250,000 shares of common stock, valued at
$250 to an officer of the Company for services rendered.





On
November 12, 2007, the Company issued 3,000,000 shares of common stock, valued
at $3,000 to an officer of the Company for services rendered.





As
described in Note 3, as of March 31, 2009, the Company owed $1,750 to an
individual who is a stockholder of the Company.




F-11




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





Overview





We have
not generated any revenue since our inception. We are a development stage
company with limited operations. Our auditors have issued a going concern
opinion. This means that our auditors believe there is substantial doubt that we
can continue as an ongoing business for the next twelve months.





Plan
of Operation





We have
not had any revenues since our inception on September 4, 2007. Over the next
twelve months we intend to continue to pursue our activities in the bioplastic
market, namely the purchase and sale of bioplastic utensils.  In
addition, we plan to expand our involvement in the field of green commerce by
entering the emerging greenhouse gas (GHG) carbon credit market as a provider of
matching services for corporations looking to address their emission outputs in
light of increased environmental regulations with emission credit specialists
who can assist such corporations in reducing their emissions and in earning
and/or trading carbon credits.  Our plan is to identify project and
joint venture opportunities in the emerging carbon credit market.  Our
activities and plans in the bioplastic market and carbon credit market are
described in more detail below.





The
Bioplastic Market





Our
objective in the bioplastic market is to purchase bioplastic utensils from
Far-East manufacturers and import these bioplastic utensils initially to Israel
for distribution to both retail and foodservice industry customers. We intend to
purchase and distribute both a private label line and our own branded products.
The Company plans to store the utensils and ultimately sell and ship them to
Israel. Ultimately, the Company’s goal is to become an industry leader in the
marketing and reselling of bioplastic utensils first in Israel, and eventually
in the United States.





We plan
to sign purchasing agreements with manufacturers which will take into account a
reduced price based on order quantities. We plan on negotiating volume-based
contracts with suppliers. Thus, as sales increase, we hope that our purchase
price per unit will decrease. We intend to purchase only from suppliers that
commit to adhere to our packaging requirements; suppliers must have the ability
to source their own materials for the printing of the packages. It is our intent
to order from manufacturers that can provide us with all of our product/service
needs. Such facilities will be responsible for sourcing, printing, and packaging
materials, and for shipping the finished products to our customers.





In the
event that due to stock outages only products with generic packaging are
available to purchase, we intend to receive a discount for non-branded products.
In such a scenario, we may ship the bioplastic products to third party vendors
for re-branding or have the supplier re-brand the products via a special project
kitting process. Costs may increase slightly for these scenarios.





Consulting
Services – Carbon Credits





Current
legislation and regulatory measures to reduce atmospheric concentrations of
greenhouse gases have their roots in climate change challenges presented by the
United Nations Framework Convention on Climate Change and the Kyoto
Protocol.  United States President Barack Obama has indicated that he
plans to depart from the previous administration in the field of energy policy,
and he places a high priority on the enactment of a climate bill implementing a
cap-and-trade regime for GHG emissionsin
2009.  We believe that the carbon market is in an expansion phase, and
that in the coming years it will grow as U.S. federal regulation of GHG
emissions becomes a reality.  Any cap-and-trade system will most
likely include provisions relating to allowances issued to regulated entities by
the government, emission reduction certificates generated by clean development
projects outside the regulated entities, and market-based incentives for Reduced
Emissions from Deforestation and Degradation (REDD), such as forestry
offsets.




3




As
corporations that produce GHG emissions become subject to increased regulation,
they will be interested in effective and relatively inexpensive ways to reduce
their GHG emissions to comply with, as well as benefit from, any applicable
cap-and-trade system.  We foresee the development of a new service
market in which brokers would match GHG emissions specialists with corporations
with high GHG emissions which are interested in receiving advice on how to earn
and trade carbon credits.





Our
management has decided to enter this field and we plan to provide leads to GHG
emissions consultants to assist these GHG emissions consultants with locating
and contracting with potential GHG emissions producing clients.  In
exchange for our services, we plan to receive a percentage of the revenues
earned by such consultants on each client that we match.





As a
preliminary step, we intend to increase the size of our Board of Directors and
our advisory board to include experts in the field of climate
technologies.  Our goal is to raise up to $100,000 in additional
capital in order to fund our activities in this field, including the retention
of professionals to assist us in matching GHG emissions producers with GHG
emissions consultants.





Results
of Operations





Revenues





We had no
revenues for the period from September 4, 2007 (date of inception) through March
31, 2009.





Expenses





Our
expenses for the three month period ended March 31, 2009 were $4,611 compared
with $10,301 for the same period in 2008. Our expenses since our inception were
$58,920. These expenses were comprised primarily of professional fees and
general and administrative expenses.





Net
Income (Loss)





Our net loss for the three month period
ended March 31, 2009 was $4,611 compared with $10,301 for the same
period in 2008. During the period from September 4, 2007 (date of inception)
through March 31, 2009, we incurred a net loss of $58,920. This loss consisted
primarily of professional fees and administrative expenses. Since inception, we
have sold 7,000,000 shares of common stock.




Liquidity
and Capital Resources




Our
balance sheet as of March 31, 2009, reflects assets of $6,296. Cash and cash
equivalents from inception to date have been insufficient to provide the working
capital necessary to operate to date.




We
anticipate generating losses and, therefore, may be unable to continue
operations in the future. If we require additional capital, we would have to
issue debt or equity or enter into a strategic arrangement with a third party.
There can be no assurance that additional capital will be available to us. We
currently have no agreements, arrangements or understandings with any person to
obtain funds through bank loans, lines of credit or any other
sources.




Going
Concern Consideration




The
financial statements contained herein for the fiscal quarter ended March 31,
2009, have been prepared on a “going concern” basis, which contemplates the
realization of assets and the satisfaction of liabilities in the normal course
of business. For the reasons discussed herein and in the footnotes to our
financial statements included herein, there is a significant risk that we will
be unable to continue as a going concern. Our audited financial statements
included in our Annual Report on Form 10-K for the period ended December 31,
2008, contain additional note disclosures describing the circumstances that lead
to this disclosure by our registered independent auditors.




4




Off-Balance
Sheet Arrangements





We have
no off-balance sheet arrangements.





Item
3. Quantitative and Qualitative Disclosures about Market Risk.





None.




Item 4. Controls and
Procedures.




As of the
end of the period covered by this report, based on an evaluation of our
disclosure controls and procedures (as defined in Rules 13a -15(e) and
15(d)-15(e) under the Exchange Act), our Chief Executive Officer and the Chief
Financial Officer has concluded that our disclosure controls and procedures are
effective to ensure that information required to be disclosed by us in our
Exchange Act reports is recorded, processed, summarized, and reported within the
applicable time periods specified by the SEC’s rules and forms.




There
were no changes in our internal controls over financial reporting that occurred
during our most recent fiscal quarter that have materially affected, or are
reasonably likely to materially affect, our internal control over financial
reporting.





Item
4T. Controls and Procedures




This
report does not include an attestation report of the company’s registered public
accounting firm regarding internal control over financial reporting. Identified
in connection with the evaluation required by paragraph (d) of Rule 240.13a-15
or Rule 240.15d-15 of this chapter that occurred during the Registrant’s last
fiscal quarter that has materially affected, or is reasonably likely to
materially affect, the Registrant’s internal control over financial
reporting.




5




PART
II





Item
1. Legal Proceedings.





None.





Item
1A. Risk Factors.




There
have been no material changes from the risk factors disclosed in our annual
report on Form 10-K for the year ended December 31, 2008.





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





None.




Item
3. Defaults Upon Senior Securities.





None.





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





None.





Item
5. Other Information.





None.





Item
6. Exhibits.




Exhibit
                  Number
                
                Exhibit
      Description3.1
                -
                Certificate
      of Incorporation.*3.2
                -
                Bylaws.*31
                -
                Rule
      13a-14(a)/15d-14(a) Certification of Principal Executive and Financial
      Officer32
                -
                Section
      1350 Certification of Principal Executive and Financial
      Officer




*
incorporated by reference from Registrant's Registration Statement on Form S-1
filed on April 16, 2008 Registration No. 333-150266.




6




SIGNATURES




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




BNH
INC.





By:
              /s/
      Nehemya HesinNehemya
      Hesin
                Title:
      President, Treasurer and Director
                (Principal Executive Officer, Principal Financing Officer and Principal Accounting Officer)





Dated:
May 12, 2009




7