UNITED STATES
                   SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C.


                               FORM 10-Q

(Mark One)

[X]   QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
            EXCHANGE ACT OF 1934

      For the quarterly period ended September 30, 2009

                OR

[  ]  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 0-53421

                         BAYROCK VENTURES, INC.
           (Exact name of registrant as specified in its charter)

                Delaware
    (State or other jurisdiction of           (I.R.S. Employer
     incorporation or organization)          Identification No.)

            305 Madison Avenue, Suite 1166, New York NY 10165
           (Address of principal executive offices)  (zip code)

                              917/591-2648
          (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

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.

   Large accelerated filer         Accelerated Filer
   Non-accelerated filer           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

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


         Class                                 Outstanding at
                                               September 30, 2009

Common Stock, par value $0.0001                31,340,000

Documents incorporated by reference:            None


<PAGE>
                   PART I  -- FINANCIAL INFORMATION

<TABLE>
<CAPTION>
                            BAYROCK VENTURES, INC.
                        (A DEVELOPMENT STAGE COMPANY)
                                BALANCE SHEET
                          AS OF SEPTEMBER 30, 2009
                                 (UNAUDITED)

                                                                 As of
                                                               September
                                                                30, 2009
                                                              ------------
<S>                                                           <C>
                                   ASSETS

    Current Assets

          Cash                                                $         --
                                                              ------------

    Total Current Assets                                                --
                                                              ------------

          TOTAL ASSETS                                        $         --
                                                              ============


                 LIABILITIES & STOCKHOLDERS' EQUITY (DEFICIT)

    Current Liabilities                                       $         --
                                                              ------------

    Total Current Liabilities                                           --
                                                              ------------

          TOTAL LIABILITIES                                             --


    Stockholders' Equity (Deficit)

         Preferred stock, ($.0001 par value, 20,000,000
          shares authorized; none issued and outstanding.)              --

         Common stock ($.0001 par value, 250,000,000
          shares authorized; 31,340,000 shares issued and
          outstanding as of September 30, 2009)                      3,134

         Deficit accumulated during development stage               (3,134)
                                                              ------------
    Total Stockholders' Equity (Deficit)                                --

           TOTAL LIABILITIES &
                      STOCKHOLDERS' EQUITY (DEFICIT)
                                                              ------------
                                                              $         --
                                                              ============
</TABLE>

                       See Notes to Financial Statements


<PAGE>


<TABLE>
<CAPTION>
                           BAYROCK VENTURES, INC.
                        (A DEVELOPMENT STAGE COMPANY)
                          STATEMENTS OF OPERATIONS
                                (UNAUDITED)


                                                                                                  For the
                                                                                                   Period
                                                       For the               For the              July 24,
                                                       3-Months              9-Months               2008
                                                        Ended                 Ended              (Inception)
                                                      September             September            to September
                                                       30, 2009              30, 2009              30, 2009
                                                     -----------           -----------           -----------
<S>                                                  <C>                   <C>                   <C>

REVENUE                    Sales                     $        --           $        --           $        --

                           Cost of sales                      --                    --                    --
                                                     -----------           -----------           -----------

     GROSS PROFIT                                             --                    --                    --

     OPERATING COSTS AND EXPENSES

       ORGANIZATION AND RELATED EXPENSES                      --                    --                 3,134
                                                     -----------           -----------           -----------

     TOTAL OPERATING COST AND EXPENSES                        --                    --                 3,134

     NET INCOME (LOSS)                                        --                    --                (3,134)
                                                     ===========           ===========           ===========


NET EARNINGS PER SHARE

         Basic and Diluted
         Net loss per share                                   --                    --                 (0.00)

Basic and Diluted Weighted Average
    Number of Common Shares Outstanding               31,340,000            31,340,000            31,340,000



</TABLE>

                       See Notes to Financial Statements



<PAGE>


<TABLE>
<CAPTION>
                                                      BAYROCK VENTURES, INC.
                                                  (A DEVELOPMENT STAGE COMPANY)
                                      STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY (DEFICIT)
                                   FROM JULY 24, 2008 (INCEPTION) THROUGH SEPTEMBER 30, 2009
                                                           (UNAUDITED)


                                                                                                  Deficit
                                                                                                Accumulated
                                          Common           Common           Additional            During
                                           Stock            Stock             Paid-in           Development
                                                           Amount             Capital              Stage           Total
                                         ----------      ----------         ----------          -----------     ----------
<S>                                      <C>             <C>                <C>                 <C>             <C>

July 24, 2008 (inception)
Shares issued for services
at $.0001 per share                      31,340,000      $    3,134         $       --          $       --      $    3,134

Net loss                                                                                            (3,134)         (3,134)
                                         ----------      ----------         ----------          -----------     ----------
Balance, December 31, 2008               31,340,000      $    3,134         $       --          $   (3,134)     $       --

Net loss                                         --              --                 --                  --              --
                                         ----------      ----------         ----------          -----------     ----------

Balance, September 30, 2009              31,340,000      $    3,134         $       --          $   (3,134)     $       --
                                         ==========      ==========         ==========          ===========     ==========

</TABLE>

                       See Notes to Financial Statements


<PAGE>
<TABLE>
<CAPTION>
                                       BAYROCK VENTURES, INC.
                                   (A DEVELOPMENT STAGE COMPANY)
                                     STATEMENTS OF CASH FLOWS
                                           (UNAUDITED)

                                                                                                      For the
                                                                                                      Period
                                                                 For the            For the           July 24,
                                                                 3-Months           9-Months           2008
                                                                  Ended              Ended          (Inception)
                                                                September          September        to September
                                                                 30, 2009           30, 2009          30, 2009
                                                               -----------        -----------       -----------
CASH FLOWS FROM OPERATING ACTIVITIES
<S>                                                            <C>               <C>                <C>

             Net income (loss)                                 $        --       $         --       $    (3,134)

             Changes in working capital                                 --                 --             3,134
                                                               -----------        -----------       -----------

NET CASH PROVIDED OR (USED) IN OPERATIONS                               --                 --                --

CASH FLOWS FROM INVESTING ACTIVITIES

        None                                                            --                 --                --

CASH FLOWS FROM FINANCING ACTIVITIES

        None                                                            --                 --                --

CASH RECONCILIATION

        Net increase (decrease) in cash                                 --                 --                --

        Beginning cash balance                                          --                 --                --
                                                               -----------        -----------       -----------

CASH BALANCE AT END OF PERIOD                                  $        --        $        --       $        --
                                                               ===========        ===========       ===========


</TABLE>

                       See Notes to Financial Statements

<PAGE>

                             BAYROCK VENTURES, INC.
                         (A DEVELOPMENT STAGE COMPANY)
                         NOTES TO FINANCIAL STATEMENTS
                           AS OF SEPTEMBER 30, 2009
                                  (UNAUDITED)


NOTE 1.   ORGANIZATION AND DESCRIPTION OF BUSINESS

Bayrock Ventures, Inc. (the "Company"), a development stage company, was
incorporated under the laws of the State of Delaware on July 24, 2008 and
has been inactive since inception. The Company intends to serve as a vehicle to
effect an asset acquisition, merger, exchange of capital stock or other
business combination with a domestic or foreign business.

NOTE 2.   SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

BASIS OF PRESENTATION - DEVELOPMENT STAGE COMPANY

The Company has not earned any revenue from operations. Accordingly, the
Company's activities have been accounted for as those of a "Development Stage
Company" as set forth in Financial Accounting Standards Board Statement No. 7
("SFAS 7"). Among the disclosures required by SFAS 7 are that the Company's
financial statements be identified as those of a development stage company, and
that the statements of operations, stockholders' equity and cash flows disclose
activity since the date of the Company's inception.

ACCOUNTING METHOD

The Company's financial statements are prepared using the accrual method of
accounting. The Company has elected a fiscal year ending on December 31.

USE OF ESTIMATES

The preparation of financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions
that affect the reported amounts of assets and liabilities and disclosure of
contingent assets and liabilities at the date of the financial statements and
the reported amounts of revenues and expenses during the reporting period.  In
the opinion of management, all adjustments necessary in order to make the
financial statements not misleading have been included.  Actual results could
differ from those estimates.

CASH EQUIVALENTS

The Company considers all highly liquid investments with maturity of three
months or less when purchased to be cash equivalents.

INCOME TAXES

Income taxes are provided in accordance with Statement of Financial Accounting
Standards No. 109 (SFAS 109), Accounting for Income Taxes.  A deferred tax
asset or liability is recorded for all temporary differences between financial
and tax reporting and net operating loss carryforwards.  Deferred tax expense
(benefit) results from the net change during the year of deferred tax assets
and liabilities. Deferred tax assets are reduced by a valuation allowance when,
in the opinion of management, it is more likely than not that some portion of
all of the deferred tax assets will be realized.  Deferred tax assets and
liabilities are adjusted for the effects of changes in tax laws and rates on
the date of enactment. There were no current or deferred

                                5
<PAGE>

                             BAYROCK VENTURES, INC.
                         (A DEVELOPMENT STAGE COMPANY)
                         NOTES TO FINANCIAL STATEMENTS
                           AS OF SEPTEMBER 30, 2009
                                  (UNAUDITED)


NOTE 2.   SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

income tax expenses or benefits due to the Company not having any material
operations for period ended September 30, 2009.

BASIC EARNINGS (LOSS) PER SHARE

In February 1997, the FASB issued SFAS No. 128, "Earnings Per Share", which
specifies the computation, presentation and disclosure requirements for
earnings (loss) per share for entities with publicly held common stock.  SFAS
No. 128 supersedes the provisions of APB No. 15, and requires the presentation
of basic earnings (loss) per share and diluted earnings (loss) per share. The
Company has adopted the provisions of SFAS No. 128 effective February 9, 2009
(inception).

Basic net loss per share amounts is computed by dividing the net income by the
weighted average number of common shares outstanding.  Diluted earnings per
share are the same as basic earnings per share due to the lack of dilutive
items in the Company.

STOCK-BASED COMPENSATION

The Company recognizes the services received or goods acquired in a share-based
payment transaction as services are received or when it obtains the goods as an
increase in equity or a liability, depending on whether the instruments granted
satisfy the equity or liability classification criteria [FAS-123(R), par.5].

A share-based payment transaction with employees is measured base on the fair
value (or, in some cases, a calculated or intrinsic value) of the equity
instrument issued. If the fair value of goods or services received in a share-
based payment with non-employees is more reliably measurable than the fair
value of the equity instrument issued, the fair value of the goods or services
received shall be used to measure the transaction. Conversely, if the fair
value of the equity instruments issued in a share-based payment transaction
with non-employees is more reliably measurable than the fair value of the
consideration received, the transaction is measured at the fair value of the
equity instruments issued [FAS-123(R), par.7].

The cost of services received from employees in exchange for awards of share-
based compensation generally is measured at the fair value of the equity
instruments issued or at the fair value of the liabilities incurred. The fair
value of the liabilities incurred in share-based transactions with employees is
remeasured at the end of each reporting period until settlement [FAS-123(R),
par.10].

Share-based payments awarded to an employee of the reporting entity by a
related party or other holder of an economic interest in the entity as
compensation for services provided to the entity are share-based transactions
to be accounted for under FAS-123(R) unless the transfer is clearly for a
purpose other than compensation for services to the reporting entity. The
substance of such a transaction is that the economic interest holder makes a
capital contribution to the reporting entity and that entity makes a share-
based payment to its employee in exchange for services rendered [FAS-123(R),
par.11].

IMPACT OF NEW ACCOUNTING STANDARDS

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

                                   6
<PAGE>

                             BAYROCK VENTURES, INC.
                         (A DEVELOPMENT STAGE COMPANY)
                         NOTES TO FINANCIAL STATEMENTS
                           AS OF SEPTEMBER 30, 2009
                                  (UNAUDITED)


NOTE 3.  GOING CONCERN

The Company's financial statements are prepared using accounting principles
generally accepted in the United States of America applicable to a going
concern that contemplates the realization of assets and liquidation of
liabilities in the normal course of business. The Company has not established
any source of revenue to cover its operating costs. The Company will engage in
very limited activities without incurring any liabilities that must be
satisfied in cash until a source of funding is secured. The Company will offer
noncash consideration and seek equity lines as a means of financing its
operations. If the Company is unable to obtain revenue producing contracts or
financing or if the revenue or financing it does obtain is insufficient to
cover any operating losses it may incur, it may substantially curtail or
terminate its operations or seek other business opportunities through strategic
alliances, acquisitions or other arrangements that may dilute the interests of
existing stockholders.

NOTE 4.   SHAREHOLDER'S EQUITY

On July 24, 2008, the Board of Directors issued 31,340,000 shares of common
stock for $3,134 in services to the founding shareholder of the Company to fund
organizational start-up costs.

The stockholders' equity section of the Company contains the following classes
of capital stock as of September 30, 2009:

       *  Common stock, $ 0.0001 par value: 250,000,000 shares authorized;
          31,340,000 shares issued and outstanding

       *  Preferred stock, $ 0.0001 par value: 20,000,000 shares
          authorized; but not issued and outstanding.

                                 7

ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
          CONDITION AND RESULTS OF OPERATIONS

     The Company will attempt to locate and negotiate with a business
entity for the combination of that target company with the Company.  The
combination will normally take the form of a merger, stock-for-stock
exchange or stock-for-assets exchange (the "business combination").  In
most instances the target company will wish to structure the business
combination to be within the definition of a tax-free reorganization
under Section 351 or Section 368 of the Internal Revenue Code of 1986, as
amended.  No assurances can be given that the Company will be successful
in locating or negotiating with any target business.

     The Company has not restricted its search for any specific kind of
businesses, and it may acquire a business which is in its preliminary or
development stage, which is already in operation, or in essentially any
stage of its business life. It is impossible to predict the status of any
business in which the Company may become engaged, in that such business
may need to seek additional capital, may desire to have its shares
publicly traded, or may seek other perceived advantages which the Company
may offer.

     In implementing a structure for a particular business acquisition,
the Company may become a party to a merger, consolidation,
reorganization, joint venture, or licensing agreement with another
corporation or entity.

     It is anticipated that any securities issued in any such business
combination would be issued in reliance upon exemption from registration
under applicable federal and state securities laws.  In some
circumstances, however, as a negotiated element of its transaction, the
Company may agree to register all or a part of such securities
immediately after the transaction is consummated or at specified times
thereafter.  If such registration occurs, it will be undertaken by the
surviving entity after the Company has entered into an agreement for a
business combination or has consummated a business combination.  The
issuance of additional securities and their potential sale into any
trading market which may develop in the Company's securities may depress
the market value of the Company's securities in the future if such a
market develops, of which there is no assurance.

     The Company will participate in a business combination only after
the negotiation and execution of appropriate agreements.  Negotiations
with a target company will likely focus on the percentage of the Company
which the target company shareholders would acquire in exchange for their
shareholdings.  Although the terms of such agreements cannot be
predicted, generally such agreements will require certain representations
and warranties of the parties thereto, will specify certain events of
default, will detail the terms of closing and the conditions which must
be satisfied by the parties prior to and after such closing and will
include miscellaneous other terms.  Any merger or acquisition effected by
the Company can be expected to have a significant dilutive effect on the
percentage of shares held by the Company's shareholders at such time.

In June 2009, the FASB issued SFAS No. 166, "Accounting for Transfers of
Financial Assets - an amendment of FASB Statement No. 140" (SFAS 166).
SFAS 166 removes the concept of a qualifying special-purpose entity from
SFAS 140, "Accounting for Transfers and Servicing of Financial Assets and
Extinguishments of Liabilities," establishes a new "participating interest"
definition that must be met for transfers of portions of financial assets
to be eligible for sale accounting, clarifies and amends the derecognition
criteria for a transfer to be accounted for as a sale, and changes the
amount that can be recognized as a gain or loss on a transfer accounted
for as a sale when beneficial interests are received by the transferor.
Enhanced disclosures are also required to provide information about
transfers of financial assets and a transferor's continuing involvement
with transferred financial assets. SFAS No. 166 is effective for interim
and annual reporting periods ending after November 15, 2009. The Company
does not believe that the implementation of this standard will have a
material impact on its condensed financial statements.

In June 2009, the FASB issued SFAS No. 167, "Amendments to FASB
Interpretation No. 46(R)" (SFAS 167). SFAS 167 amends FASB Interpretation
No. 46 (revised December 2003), "Consolidation of Variable Interest
Entities" (FIN 46(R)) to require an enterprise to qualitatively assess
the determination of the primary beneficiary of a variable interest
entity (VIE) based on whether the entity (1) has the power to direct
the activities of a VIE that most significantly impact the entity's
economic performance and (2) has the obligation to absorb losses of
the entity or the right to receive benefits from the entity that could
potentially be significant to the VIE. Also, SFAS 167 requires an ongoing
reconsideration of the primary beneficiary, and amends the events that
trigger a reassessment of whether an entity is a VIE. Enhanced disclosures
are also required to provide information about an enterprise's involvement
in a VIE. SFAS No. 167 is effective for interim and annual reporting periods
ending after November 15, 2009. The Company does not believe that the
implementation of this standard will have a material impact on its condensed
financial statements.

ITEM 3.  Quantitative and Qualitative Disclosures About Market Risk.

Information not required to be filed by Smaller reporting companies.


ITEM 4.  Controls and Procedures.

Disclosures and Procedures

      Pursuant to Rules adopted by the Securities and Exchange Commission,
the Company carried out an evaluation of the effectiveness of the design
and operation of its disclosure controls and procedures pursuant to
Exchange Act Rules.  This evaluation  was done as of the end of the
period covered by this report under the supervision and with the
participation of the Company's principal executive officer (who is
also the principal financial officer).

         Based upon that evaluation, he believes that the Company's
disclosure controls and procedures are effective in gathering, analyzing
and disclosing information needed to ensure that the information
required to be disclosed by the Company in its periodic reports is
recorded, summarized and processed timely.  The principal executive
officer is directly involved in the day-to-day operations of the Company.

      This Quarterly Report does not include an attestation report of
the Company's registered public accounting firm regarding internal
control over financial reporting.  Management's report was not subject
to attestation by the Company's registered public accounting firm
pursuant to temporary rules of the Securities and Exchange
Commission that permit the Company to provide only management's
report in this Quarterly Report.

Changes in Internal Controls

      There was no change in the Company's internal control over
financial reporting that was identified in connection with such
evaluation that occurred during the period covered by this report
that has materially affected, or is reasonably likely to materially
affect, the Company's internal control over financial reporting.


                   PART II -- OTHER INFORMATION

ITEM 1.  LEGAL PROCEEDINGS

     There are no legal proceedings against the Company and the Company
is unaware of such proceedings contemplated against it.


ITEM 2.  UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

     Not applicable.


ITEM 3.  DEFAULTS UPON SENIOR SECURITIES

     Not applicable.


ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

     Not applicable.


ITEM 5.  OTHER INFORMATION

               (a)  (see below)

   On October 7, 2009, pursuant to the terms of a Share Purchase
Agreement, Pavel Alpatov, our current sole officer and director,
purchased a total of 31,340,000 shares of the issued and
outstanding common stock of the Company from William Tay, our
former officer and director, for an aggregate of $50,000 in cash.
The total of 31,340,000 shares represented 100% of the shares of
outstanding common stock of the Company.  Mr. Alpatov used
private funds to purchase the shares of the Company. As part of
the acquisition, and pursuant to the Share Purchase Agreement,
the following changes to the Company's directors and officers
have occurred:

   * As of October 8, 2009, Pavel Alpatov was appointed Director,
President, Secretary and Treasurer of the Company.

   * William Tay then resigned as a member of the Company's Board
of Directors and as the Company's President, Secretary and
Treasurer effective October 8, 2009.



               (b)  Item 407(c)(3) of Regulation S-K:

   During the quarter covered by this Report, there have not been
any material changes to the procedures by which security holders
may recommend nominees to the Board of Directors.

ITEM 6.  EXHIBITS

     (a)     Exhibits

     31   Certification of the Chief Executive Officer and Chief
                    Financial Officer pursuant to Section 302 of
                    the Sarbanes-Oxley Act of 2002

     32   Certification of the Chief Executive Officer and Chief
                    Financial Officer pursuant to Section 906 of
                    the Sarbanes-Oxley Act of 2002




                                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.


                           BAYROCK VENTURES, INC.


                           By:   /s/ Pavel Alpatov
                                 ----------------------------------
                                 Pavel Alpatov
                                 Its: President, Chief Financial Officer

Dated:   October 28, 2009


     Pursuant to the Securities Exchange Act of 1934, this report has been
signed below by the following persons on behalf of the registrant and in the
capacities and on the dates indicated.

     NAME                             OFFICE                DATE


 /s/ Pavel Alpatov
 -----------------------------        Director        October 28, 2009
 Pavel Alpatov