**U.S.
        SECURITIES AND EXCHANGE COMMISSION**
 **Washington,
        D.C. 20549**
 
 **FORM
        10-Q**
 
 x
        QUARTERLY REPORT
        PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF
        1934
 
 For
        the
        quarterly period ended: September 30, 2008
 
 o
        TRANSITION REPORT
        PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF
        1934
 
 Commission
        file number: 000-53326
  **DRC
        VENTURES, INC.**
 (Name
        of
        Small Business Issuer in its charter)
 Nevada
                
                26-2423443(State
                    or other jurisdiction of
                  incorporation
                    or organization)
                
                (I.R.S.
                    Employer
                  Identification
                    No.)
 86
        South Centre Avenue, Rockville Centre, NY 11570
 (Address
        of principal executive offices)
 
 (516)
        594-4401
 (Issuer's
        telephone number)
 
 
 (Former
        name, former address and former
 fiscal
        year, if changed since last report)
 
 Indicate
        by check mark whether the registrant (1) has filed all reports required to
        be
        filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
        the
        preceding 12 months (or for such shorter period that the registrant was required
        to file such reports), and (2) has been subject to such filing requirements
        for
        the past 90 days.   x Yes
  o 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 o
              Accelerated
                  filer oNon-accelerated
                  filer o (Do not check if a smaller reporting
                  company)
              Smaller
                  reporting company x
 
 Indicate
        by check mark whether the registrant is a shell company (as defined in Rule
        12b-2 of the Exchange Act).
 x Yes   o No
 
 APPLICABLE
        ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
 PROCEEDINGS
        DURING THE PRECEDING FIVE YEARS
 
 Check
        whether the registrant filed all documents and reports required to be filed
        by
        Section l2, 13 or 15(d) of the Exchange Act after the distribution of securities
        under a plan confirmed by a court. Yes o  
No o
 
 APPLICABLE
        ONLY TO CORPORATE ISSUERS
 
 State
        the
        number of shares outstanding of each of the issuer's classes of common equity,
        as of the latest practicable date: At November 12, 2008 there were 1,000,000
        shares of common stock outstanding.


1





**PART
      I — FINANCIAL INFORMATION**





Item
      1.
      Financial Statements.




PageBalance
                Sheet - September 30, 2008 (Unaudited)
            F-1Statement
                of Operations Three Months Ended September 30, 2008
              (Unaudited)
                and cumulative since inception (April 15, 2007)
                (Unaudited)
            F-2Statement
                of Stockholders Deficit
            F-3Statement
                of Cash Flows Three Months Ended September 30, 2008
              (Unaudited)
                and cumulative since inception (April 15, 2007)
                (Unaudited)
            F-4Notes
                to Financial Statements
            F-5
                to F-7







**DRC
                  Ventures, Inc.****Balance
                  Sheet (Unaudited)****(A
                  Development Stage Company)****As
                  of September 30, 2008**
  **ASSETS**CURRENT
                  ASSETSCash
              
              $
              5TOTAL
                  CURRENT ASSETS
              
              
              5TOTAL
                  ASSETS
              
              
              5**LIABILITIES
                  AND STOCKHOLDERS' DEFICIT**LIABILITIESCURRENT
                  LIABILITIESShareholder
                  Loan
              
              $
              9,000Accrued
                  Expenses
              
              
              400TOTAL
                  CURRENT LIABILITIES
              
              
              9,400TOTAL
                  LIABILITIES
              
              
              9,400STOCKHOLDERS'
                  DEFICITPreferred
                  stock ($0.0001 par value; 10,000,000 shares authorized;none
                  issued and outstanding at September 30, 2008)
              
              
              -Common
                  stock ($0.0001 par value; 100,000,000 shares authorized;1,000,000
                  shares issued and outstanding at September 30, 2008)
              
              
              100Stock
                  Subscription Receivable
              
              
              (100
              )Retained
                  Deficit
              
              
              (9,395
              )TOTAL
                  STOCKHOLDERS' DEFICIT
              
              
              (9,395
              )TOTAL
                  LIABILITIES AND STOCKHOLDERS' DEFICIT
              
              $
              5
  F-1
  **DRC
                  Ventures, Inc.****Statement
                  of Operations (Unaudited)****(A
                  Development Stage Company)**
  For
                    the Three
                Months
                    Ended
                September
                  30, 2008
              
              
              Cumulative
                    total
                  since
                    inceptionApril
                  15, 2008REVENUES:Income
              
              $
              -
              
              $
              -Total
                  Revenue
              
              
              -
              
              
              -EXPENSES:Professional
                  Fees
              
              
              -
              
              
              9,000Selling,
                  General, and Administrative
              
              
              200
              
              
              395Total
                  Expenses
              
              
              200
              
              
              9,395NET
                  INCOME/(LOSS)
              
              $
              (200
              )
              $
              (9,395
              )Basic
                  and fully diluted net loss per common share:
              
              $
              (0.000
              )
              $
              (0.009
              )Weighted
                  average common shares outstanding
              
              
              1,000,000
              
              
              1,000,000
  F-2
  **DRC
                  Ventures, Inc.****Statement
                  of Stockholders' Deficit (Unaudited)****(A
                  Development Stage Company)**
  AdditionalCommon
                  Stock
              Preferred
                  stock
              
              Paid-in
              
              
              DeficitShares
              
              
              Amount
              
              
              Shares
              
              
              Amount
              
              
              Capital
              
              
              AccumulatedBalances,
                  April 15, 2008 (Inception)
              
              
              -
              
              $
              -
              
              
              -
              
              $
              -
              
              $
              -
              
              $
              -Net
                  income/(loss) for the period
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              (9,395
              )Issuance
                  of common shares
              
              
              1,000,000
              
              
              100
              
              
              -
              
              
              -
              
              
              -
              
              
              -Balances,
                  September 30, 2008
              
              
              1,000,000
              
              $
              100
              
              
              -
              
              $
              -
              
              $
              -
              
              $
              (9,395
              )
 F-3
  **DRC
                  Ventures, Inc.****Statement
                  of Cash Flows (Unaudited)****(A
                  Development Stage Company)**
  **For
                    the Three**
                **Months
                    Ended**
                **September
                  30, 2008**
              
              
              **Cumulative
                    Total**
                **Since
                    Inception**
                **April
                  15, 2008**CASH
                  FLOWS FROM OPERATING ACTIVITIES:Net
                  loss
              
              $
              (200
              )
              $
              (9,395
              )Adjustments
                  to reconcile net loss to net cash provided by (used in)operating
                  activities:Changes
                  in Assets and Liabilities:Increase/(decrease)
                  in Accrued Expenses
              
              
              200
              
              
              400NET
                  CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES
              
              
              -
              
              
              (8,995
              )CASH
                  FLOWS FROM FINANCING ACTIVITIES:Shareholder
                  Loan
              
              
              -
              
              
              9,000NET
                  CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES
              
              
              -
              
              
              9,000NET
                  INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS
              
              
              -
              
              
              5CASH
                  AND CASH EQUIVALENTS,BEGINNING
                  BALANCE
              
              
              5
              
              
              -ENDING
                  BALANCE
              
              $
              5
              
              $
              5***SUPPLEMENTAL
                  DISCLOSURES OF CASH FLOW INFORMATION:*****CASH
                  PAID DURING THE PERIOD FOR:****Interest**
              
              **$**
              **-**
              
              **$**
              **-****Taxes**
              
              **$**
              **-**
              
              **$**
              **-**
 
 F-4
  ***DRC
        VENTURES, INC.***
 ***NOTES
        TO THE UNAUDITED FINANCIAL STATEMENTS***
 ***AS
        OF SEPTEMBER 30, 2008***
 
 **NOTE
        A—SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES**
 
 Business
        Activity —DRC
        Ventures, Inc. (the “Company”) was organized under the laws of the State of
        Nevada on April 15, 2008 as a corporation. The Company’s objective is to acquire
        or merge with a target business or company in a business combination.
 
 Basis
        of Presentation —The
        financial statements included herein were prepared under the accrual basis
        of
        accounting.
 
 Cash
        and Cash Equivalents —For
        purposes of the Statement of Cash Flows, the Company considers liquid
        investments with an original maturity of three months or less to be cash
        equivalents.
 
 Management’s
        Use of Estimates —The
        preparation of financial statements in conformity with accounting principles
        generally accepted in the United States of America requires management to
        make
        estimates and assumptions that affect the reported amounts of assets and
        liabilities and disclosures of contingent assets and liabilities at the date
        of
        financial statements and the reported amounts of revenues and expenses during
        the reporting period. Actual results could differ from those estimates. The
        financial statements above reflect all of the costs of doing
        business.
 
 Revenue
        Recognition —The
        Company’s policy is to recognize income when it is earned.
 
 Comprehensive
        Income (Loss) —The
        Company adopted Financial Accounting Standards Board Statement of Financial
        Accounting Standards (SFAS) No. 130, *“Reporting
        Comprehensive Income”* ,
        which
        establishes standards for the reporting and display of comprehensive income
        and
        its components in the financial statements. There were no items of comprehensive
        income (loss) applicable to the Company during the period covered in the
        financial statements.
 
 Net
        Income per Common Share —Statement
        of Financial Accounting Standard (SFAS) No. 128 requires dual presentation
        of
        basic and diluted earnings per share (EPS) with a reconciliation of the
        numerator and denominator of the EPS computations. Basic earnings per share
        amounts are based on the weighted average shares of common stock outstanding.
        If
        applicable, diluted earnings per share would assume the conversion, exercise
        or
        issuance of all potential common stock instruments such as options, warrants
        and
        convertible securities, unless the effect is to reduce a loss or increase
        earnings per share. Accordingly, this presentation has been adopted for the
        period presented. There were no adjustments required to net income for the
        period presented in the computation of diluted earnings per share.
 
 Deferred
        Taxes
 Income
        taxes are provided in accordance with Statement of Financial Accounting
        Standards No. 109 (SFAS No. 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-carry forwards.
 
 Deferred
        tax assets are reduced by a valuation allowance when, in the opinion of
        management, it is more likely than not that, some portion or all of the deferred
        tax asset will not be realized. Deferred tax assets and liabilities are adjusted
        for the effect of changes in tax laws and rates on the date of
        enactment.
 
 Fair
        Value of Financial Instruments —The
        carrying amounts reported in the balance sheet for cash, accounts receivable
        and
        payable approximate fair value based on the short-term maturity of these
        instruments.
 
 Accounts
        Receivable —Accounts
        deemed uncollectible are written off in the year they become uncollectible.
        As
        of September 30, 2008 the balance in Accounts Receivable was $0.
 
 F-5
 
 **NOTE
        A—SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT.)**
 
 Impairment
        of Long-Lived Assets —The
        Company evaluates the recoverability of its fixed assets and other assets
        in
        accordance with Statement of Financial Accounting Standards No. 144,
“ *Accounting
        for the Impairment or Disposal of Long-Lived Assets” (“SFAS
        144’).* SFAS 144
        requires recognition of impairment of long-lived assets in the event the
        net
        book value of such assets exceeds its expected cash flows, it is considered
        to
        be impaired and is written down to fair value, which is determined based
        on
        either discounted future cash flows or appraised values. The Company adopted
        the
        statement on inception. No impairments of these types of assets were recognized
        during the period ended September 30, 2008.
 
 Stock-Based
        Compensation —The
        Company accounts for stock-based compensation using the fair value method
        of
        Financial Accounting Standard No. 123R. This Statement requires a public
        entity
        to measure the cost of employee services received in exchange for an award
        of
        equity instruments based on the grant-date fair value of the award (with
        limited
        exceptions). That cost will be recognized over the period during which an
        employee is required to provide service in exchange for the award—the requisite
        service period (usually the vesting period). No compensation cost is recognized
        for equity instruments for which employees do not render the requisite service.
 
 Recent
        Accounting Pronouncements —In
        March
        2008, the FASB issued Statement of Financial Accounting Standards No. 161,
        “Disclosures about Derivative Instruments and Hedging Activities—an amendment of
        FASB Statement No. 133”. This statement requires enhanced disclosures about an
        entity’s derivative and hedging activities and thereby improves the transparency
        of financial reporting. This Statement changes the disclosure requirements
        for
        derivative instruments and hedging activities. Entities are required to provide
        enhanced disclosures about (a) how and why an entity uses derivative
        instruments, (b) how derivative instruments and related hedged items are
        accounted for under Statement 133 and its related interpretations, and (c)
        how
        derivative instruments and related hedged items affect an entity’s financial
        position, financial performance, and cash flows. This Statement is effective
        for
        financial statements issued for fiscal years and interim periods beginning
        after
        November 15, 2008, with early application encouraged. This Statement encourages,
        but does not require, comparative disclosures for earlier periods at initial
        adoption. The adoption of this standard is not expected to have a material
        effect on the Company’s results of operations or financial
        position.
 
 **NOTE
        B—SUPPLEMENTAL CASH FLOW INFORMATION**
 
 Supplemental
        disclosures of cash flow information for the period from April 15, 2008
        (Inception) through September 30, 2008 are summarized as follows:
 
 Cash
        paid
        during the period from April 15, 2008 through September 30, 2008 for interest
        and income taxes:
  Income Taxes
              $ ---Interest
              $
                ---
 
 **NOTE
        C—SEGMENT REPORTING**
 
 In
        June
        1997, the Financial Accounting Standards Board issued Statement of Financial
        Accounting Standards No. 131, *“Disclosures
        about Segments of an Enterprise and Related Information.”* This
        statement requires companies to report information about operating segments
        in
        interim and annual financial statements. It also requires segment disclosures
        about products and services, geographic areas and major customers. The Company
        determined that it did not have any separately reportable operating segments
        as
        of September 30, 2008.
 
 F-6
 
 **NOTE
        D—GOING CONCERN**
 
 As
        shown
        in the accompanying audited financial statements, the Company has a loss
        of
        $9,395 and a net accumulated deficit of $9,395 since inception and has yet
        to
        generate an internal cash flow. These factors raise substantial doubt about
        the
        Company’s ability to continue as a going concern.
 
 Management’s
        plans in regard to this matter are to raise equity capital and seek strategic
        relationships and alliances in order to increase sales in an effort to generate
        positive cash flow. Additionally, the Company must continue to rely upon
        equity
        infusions from investors in order to improve liquidity and sustain operations.
        The financial statements do not include any adjustments that might result
        from
        the outcome of this uncertainty.
  **NOTE
        E—COMMITMENTS**
 
 As
        of
        September 30, 2008, the Company had no commitments.
 
 **NOTE
        F—CAPITAL STOCK**
 
 The
        Company is authorized to issue 100,000,000 common shares at $.0001 par value
        per
        share.
 
 During
        the period from April 15, 2008 (Inception) through September 30, 2008, the
        Company issued 1,000,000 to the following:
 
 **Name**
              
              
              **Number
                  of shares**
              
              
              **Cash
                  or Services**
              
              
              **Price
                  per share**
              
              
              **Total
                  value**David
                  Powell
              
              
              500,000
              
              
              founder
                  shares
              
              $
              0.0001
              
              $
              50.00Ronald
                  Williams
              
              
              500,000
              
              
              founder
                  shares
              
              $
              0.0001
              
              $
              50.001,000,000
              
              
              
              
              
              
              
              $
              100
 
 Payment
        for the above shares was not received as of September 30, 2008, and the Company
        set up a Stock Subscription Receivable account in the Equity section of the
        Balance Sheet. As of September 30, 2008 $100 was outstanding for these 1,000,000
        shares.
 
 The
        Company is authorized to issue 10,000,000 preferred shares at $.0001 par
        value
        per share. During the period from April 15, 2008 through September 30, 2008,
        the
        Company issued no preferred shares.
 
 **NOTE
        G - DEVELOPMENT STAGE COMPANY**
 
 The
        Company is in the development stage as of September 30, 2008 and to date
        has had
        no significant operations. Recovery of the Company’s assets is dependent on
        future events, the outcome of which is indeterminable. In addition, successful
        completion of the Company’s development program and its transition, ultimately,
        to attaining profitable operations is dependent upon obtaining adequate
        financing to fulfill its development activities and achieving a level of
        sales
        adequate to support the Company’s cost structure.


F-7




**Item
      2. Management’s Discussion and Analysis or Plan of Operation.**





Overview .





DRC
      Ventures, Inc. ("we, "us", the "Company" or like terms) was formed to serve
      as a
      vehicle to acquire, through a merger, capital stock exchange, asset acquisition
      or other similar business combination (“Business Combination”), an operating or
      development stage business which desires to utilize our status as a reporting
      corporation under the Securities Exchange Act of 1934. We have neither engaged
      in any operations nor generated any revenues since our inception.





We
      are
      currently in the process of evaluating and identifying targets for a Business
      Combination. We are not presently engaged in, and will not engage in, any
      substantive commercial business unless and until we consummate a Business
      Combination.





Our
      management has broad discretion in identifying and selecting a prospective
      Target Business. We have not established any specific attributes or criteria
      (financial or otherwise) for prospective Target Businesses. Our officer and
      director has ever served as an officer or director of a development stage public
      company with the business purpose of acquiring a Target Business. Accordingly,
      he may not successfully identify a Target Business or conclude a Business
      Combination. To the extent we affect a Business Combination with a financially
      unstable company or an entity in its early stage of development or growth,
      including entities without established records of sales or earnings, we may
      be
      affected by numerous risks inherent in the business and operations of
      financially unstable and early stage or potential emerging growth companies.
      If
      we consummate a Business Combination with a foreign entity, we will be subject
      to all of the risks attendant to foreign operations. Although our management
      will endeavor to evaluate the risks inherent in a particular Target Business,
      we
      cannot assure you that we will properly ascertain or assess all significant
      risk
      factors.





We
      expect
      that in connection with any Business Combination, we will issue a significant
      number of shares of our common stock (equal to at least 80% of the total number
      of shares outstanding after giving effect to the transaction, in order to ensure
      that Business Combination qualifies as a “tax free” transaction under federal
      tax laws). The issuance of additional shares of our capital stock:




·
            will
                significantly reduce the equity interest of our stockholders;
                and





·
            will
                cause a change in likely result in the resignation or removal of
                one or
                more of our present officers and
                directors.





Our
      management anticipates that the Company likely will be able to affect only
      one
      Business Combination, due primarily to our financial resources and the dilution
      of interest for present and prospective stockholders, which is likely to occur
      as a result of our management's plan to offer a controlling interest to a Target
      Business in order to achieve a tax free reorganization. This lack of
      diversification should be considered a substantial risk in investing in us,
      because it will not permit us to offset potential losses from one venture
      against potential gains from another.





Liquidity
      and Capital Resources .





During
      the next twelve months we anticipate incurring costs and expenses related to
      filing of Exchange Act reports and investigating and consummating a Business
      Combination. Management expects to fund additional costs and expenses which
      may
      be incurred in connection with due diligence activities and a Business
      Combination through loans or further investment in the Company, as and when
      necessary. We cannot provide investors with any assurance that we will have
      sufficient capital resources to identify a suitable Target Business, to conduct
      effective due diligence as to any Target Business or to consummate a Business
      Combination.





2


Results
      of Operations .





Since
      our
      inception, we have neither engaged in any operations nor generated any revenue.
      We do not expect to engage in any activities, other than seeking to identify
      a
      Target Business, unless and until such time as we enter into a Business
      Combination with a Target Business, if ever. We cannot provide investors with
      any assessment as to the nature of a Target Business’s operations or speculate
      as to the status of its products or operations, whether at the time of the
      Business Combination it will be generating revenues or its future
      prospects.


**Item
        3. Quantitative and Qualitative Disclosures About Market
        Risk.**
 
 Not
        applicable.
 
 **Item
        4T. Controls and Procedures.**




Our
      management is responsible for establishing and maintaining disclosure controls
      and procedures (as defined in Rule 13a-15(e) and 15d-15(e) under the Securities
      Exchange Act of 1934 as amended (the “Exchange Act”)), designed to ensure that
      information required to be disclosed by us in the reports that we file or submit
      under the Exchange Act is recorded, processed, summarized and reported, within
      the time periods specified in the Securities and Exchange Commission’s rules and
      forms. Disclosure controls and procedures include, without limitation, controls
      and procedures designed to ensure that information required to be disclosed
      by
      an issuer in the reports that it files or submits under the Exchange Act is
      accumulated and communicated to the issuer’s management, including its principal
      executive officer or officers and principal financial officer or officers,
      or
      persons performing similar functions, as appropriate to allow timely decisions
      regarding required disclosure.





The
      Company has evaluated the effectiveness of the design and operation of its
      disclosure controls and procedures as of September 30, 2008 (the “Evaluation
      Date”). Such evaluation was conducted under the supervision and with the
      participation of the Company’s principal executive officer who also is our
      principal financial officer. Based upon such evaluation, the Company’s principal
      executive officer has concluded that, as of the Evaluation Date, the Company’s
      disclosure controls and procedures were effective. There have been no changes
      in
      the Company’s internal controls over financial reporting that occurred during
      the Company’s most recent fiscal quarter, that have materially affected, or are
      reasonably likely to materially affect, the Company’s internal controls over
      financial reporting.





**PART
      II — OTHER INFORMATION**





Item
      1.
      Legal Proceedings.





The
      Company is not a party to any legal proceeding or litigation.


**Item
        1A. Risk Factors.**
 
 Smaller
        reporting companies are not required to provide the information required
        by this
        item.





**Item
      2. Changes in Securities and Small Business Issuer Purchase of Equity
      Securities.**





(a) None.





(b) None.





(c)
       During the three months ended September 30 2008, the Company did not issue
      any securities.





(d) None.





3


(e) 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
            Description31.1
            Certification
                of the Company’s Principal Executive Officer and Principal Financial
                Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002,
                with
                respect to the registrant’s Quarterly Report on Form 10-Q for the quarter
                ended September 30, 2008.32.1
            Certification
                of the Company’s Principal Executive Officer and Principal Financial
                Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to
                Section
                906 of the Sarbanes Oxley Act of
                2002.





4





**SIGNATURES**





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


**DRC
              VENTURES, INC.**Date:
            November
              12,
              2008
            
            By:
            /s/ Ronald
              WilliamsRonald Williams,
              President