UNITED STATES
 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, 2009
 
 ___                    TRANSITION REPORT PURSUANT TO SECTION 13 OR
 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 
 Commission File No. 333-120507
 
 SPEECHSWITCH, INC.
 (Exact name of the Registrant)
   New Jersey
20-1862816(State of Incorporation)
(I.R.S. Employer ID Number)6 Minneakoning Road, Flemington, New Jersey
08822(Address of Principal Executive Offices)
(Zip Code)
  Registrant’s Telephone No. including Area Code: 908-788-0077
 
 Securities registered under 12(b) of the Exchange Act: None
 
 Securities registered under Section 12(g) of the Exchange Act: None
 
 Indicateby checkmark 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__No _X_
 
 Indicate by check mark whether the registrant has submitted electronically and posted on its Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).Yes __No_X_
 
 Indicate by checkmark whether the registrant is a shell company (as defined in Rule 12b-2 of the Securities 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 o         Accelerated filer o       Non-accelerated filer o      Smaller reporting company x
   Indicate the number of shares outstanding of the issuer's common stock, as of the latest practical date:
 1,400,096,193 shares of Class A Common stock, no par value as of September 30, 2009.
 8,962,553,043 shares of Class A Common stock, no par value as of October 31, 2010.
 
 
 
 
 SPEECHSWITCH, INC.
 TABLE OF CONTENTS
 
 PAGEPart I – Financial InformationItem 1.
Condensed Financial Statements:Condensed Balance Sheets –September 30, 2009 (Unaudited) and December 31, 2008 (Unaudited)
1Condensed Statements of Operations -Nine months and three months ended September 30, 2009 and 2008 (Unaudited)
2Condensed Statements of Cash Flows -Nine months ended September 30, 2009 and 2008 (Unaudited)
3-4Notes to Condensed Financial Statements (Unaudited)
5-20Item 2.
Management’s Discussion and Analysis of Financial Condition andResults of Operations
21-24Item 4T.
Controls and Procedures
25Part II – Other InformationItem 1.
Legal Proceedings
26Item 1a.
Risk Factors
26-27Item 5.
Other Information
27Item 6.
Exhibits
27
  
 
 
 Part 1.  Financial Statements
 
 Item 1 - Financial Statements
 SPEECHSWITCH, INC.CONDENSED BALANCE SHEETSSeptember 30,


December 31,ASSETS

2009


2008(Unaudited)


(Unaudited)Current assets:Cash and cash equivalents

$
242


$
8,371Accounts receivable, net of allowance for doubtful accounts of $3,479

at  September 30, 2009 and $2,862 at December 31, 2007


-



617Prepaid expenses


-



904Total current assets


242



9,892Intangible assets, net


300,041



2,315Total assets

$
300,283


$
12,207LIABILITIES & STOCKHOLDERS’ DEFICITCurrent liabilities:Accounts payable and accrued expenses

$
717,173


$
682,366Due to related parties


343,910



319,910Deferred maintenance contracts


1,776



3,786Note payable to related parties


71,756



71,756Promissory note due to related parties


337,000



-Convertible promissory note, net of unamortized debt discount of $54,808

and $66,759, respectively


25,128



13,177Convertible debenture, net of unamortized debt discount of $152,156

and $381,650, respectively


769,184



539,690Derivative liabilities


373,033



935,451Total current liabilities


2,638,960



2,566,136Stockholders' deficit:Preferred stock, $1.00 par value; authorized 1,000,000

shares; no shares issued and outstanding


-



-Common stock:Class A – no par value; authorized 10,000,000,000 shares;

1,400,096,193shares issued and outstanding


806,814



806,814Class B - $.01 par value; authorized 50,000,000

Shares; no shares issued and outstanding


-



-Class C - $.01 par value; authorized 20,000,000

Shares; no shares issued and outstanding


-



-Additional paid-in capital


2,119,085



2,119,085Accumulated deficit


(5,264,576
)


(5,479,828
)Total stockholders' deficit


(2,338,677
)


(2,553,929
)Total liabilities and stockholders' deficit

$
300,283


$
12,207
 
 See accompanying notes to condensed financial statements
   1
  SPEECHSWITCH, INC.
 CONDENSED STATEMENTS OF OPERATIONS
 (Unaudited)
 Nine months Ended


Three months EndedSeptember 30,

2009


September 30,

2008


September 30,

2009


September 30,

2008Net sales

$
18,998


$
43,037


$
1,707


$
19,606Cost of sales


4,631



8,730



--



3,891Gross margin


14,367



34,307



1,707



15,715Operating expenses:Selling and marketing expenses


--



66,107



--



22,293General and administrative expenses


52,555



222,358



39,689



65,725Depreciation and amortization


2,274



2,554



572



852Engineering, research, & development


6,775



45,432



--



13,432Total operating expenses


61,604



336,451



40,261



102,302Loss from operations


(47,237
)


(302,144
)


(38,554
)


(86,587
)Other income (expense):Interest income


--



1,521



--



150Interest expense


(58,484
)


(111,400
)


(22,960
)


(19,347
)Amortization of debt discount


(241,445
)


(278,227
)


(81,366
)


(69,501
)Gain on valuation of derivative


562,418



1,468,465



(26,755
)


563,186Total other income (expense)


262,489



1,080,359



(131,081
)


474,488Income (loss) from operations before

Income taxes


215,252



778,215



(169,635
)


387,901
 
 Provision for income taxes


-



-



-



-Net income (loss) attributable to common

Shares

$
215,252


$
778,215


$
(169,635
)

$
387,901Basic income (loss) per common share

$
0.00


$
0.00


$
( 0.00
)

$
0.00Diluted income (loss) per common share

$
0.00


$
0.00


$
( 0.00
)

$
0.00Weighted average shares outstanding -Basic


1,400,096,193



938,341,526



1,400,096,193



1,156,096,193Diluted


10,000,000,000



10,000,000,000



1,400,096,193



10,000,000,000
 
 See accompanying notes to condensed financial statements
    2
 SPEECHSWITCH, INC.
 CONDENSED STATEMENTS OF CASH FLOWS
 (Unaudited)
 
 Nine months EndedSeptember 30,

2009


September 30,

2008Cash flows from operating activities:Net income

$
215,252


$
778,215Adjustments to reconcile net income to net

cash used in operating activities:Amortization of intangibles


2,274



2,554Gain on valuation of derivative


(562,418
)


(1,468,465
)Amortization of debt discount


241,445



278,227Beneficial interest on conversion of debt


-



54,050Changes in assets and liabilities:Decrease in accounts receivable


617



1,720Decrease in prepaid expenses


904



4,356Increase in accounts payable and accrued liabilities


34,807



88,912Increase in amounts due to related parties


24,000



69,321(Decrease) in deferred maintenance contracts


(2,010
)


(3,733
)Net cash (used in) operating activities


(45,129
)


(194,843
)Cash flows from investing activities:Purchase of intangible assets from related parties


(300,000
)


-Net cash (used in) investing activities


-



-Cash flows from financing activities:Issuance of promissory notes - related party


337,000



-Repayment of note payable – related party


-



(6,000
)Issuance of common stock through equity financing


-



30,065Net cash provided by financing activities


337,000



24,065Net (decrease) in cash and cash equivalents


(8,129
)


(170,778
)Cash and cash equivalents at beginning of period


8,371



185,581Cash and cash equivalents at end of period

$
242


$
14,803SUPPLEMENTAL CASH FLOW INFORMATION:Taxes paid

$
-


$
-Interest paid

$
-


$
-Non-Cash TransactionsAccounts Payable converted to Promissory Notes

$
37,000


$
80,198Issuance of promissory note for purchase of intangible assets

$
300,000


$
-See accompanying notes to condensed financial statements
    3
   
 SPEECHSWITCH, INC.CONDENSED STATEMENTS OF CASH FLOWS (Continued)(Unaudited)
 
 Supplemental Schedule of Non-Cash Financing Activities:
 
 For the nine months ended September 30, 2009:
 
 a)
The Company issued an aggregate of $37,000 of Promissory Notes to GlynnTech, Inc. to replace a like amount of current debt assumed by GlynnTech, Inc.
 
 b)
The Company issued an aggregate of $300,000 of Promissory Notes to GlynnTech, Inc. to acquire a cancer treatment drug delivery system being developed and patented by GlynnTech, Inc.
 
 For the nine months ended September 30, 2008:
 
 c)
The Company issued 408,466,666 shares of Class A common stock for repayment of convertible debenture in lieu of cash, valued at $76,111. The difference in the market value and the reduction in debt of $53,900 was charged to beneficial interest in the amount of $22,211.
 
 d)
The Company issued 81,000,000 shares of Class A common stock with a fair market value of $37,356 to an officer to reduce the promissory note by $12,312. The difference in the market value and the reduction in debt was charged to beneficial interest in the amount of $25,044.
 
 e)
The Company issued 151,000,000 shares of Class A common stock with a fair market value of $18,875 to iVoice, Inc. to reduce the convertible promissory note by $12,080. The difference in the market value and the reduction in debt was charged to beneficial interest in the amount of $6,795.
 
 f)
The Company converted $80,198 of accounts payable into a convertible promissory note.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 See accompanying notes to condensed financial statements
   4
 
 SPEECHSWITCH, INC.
 NOTES TO CONDENSED FINANCIAL STATEMENTS
 September 30, 2009 and 2008
  Note 1                      Background
 
 SpeechSwitch, Inc. (the “Company”) was incorporated in New Jersey on November 10, 2004 as a wholly-owned subsidiary of iVoice, Inc.  It was engaged in the design, manufacture, and marketing of specialized telecommunication equipment until mid-2009.  As of September 30, 2009, the Company employed 1 full-time employee and no part-time employees.  In June 2009, the Company entered into fields of development of various products relating to solar power generating systems; portable solar powered products, such as cell phone and PDA rechargers that are solar rechargeable; solar rechargeable lantern/flashlight devices; solar backpack rechargers; solar power audio devices, such as radios; wind power generating systems; and, creative products based on proprietary positions, especially in the area of healthcare.  The Company plan was for a one-year developmental stage, followed by product launches in June or July of 2010.  SpeechSwitch may seek to expand its operations through additional sales and marketing activity and the acquisition of additional businesses.  Any potential acquired additional businesses may be outside the current field of operations of SpeechSwitch.  SpeechSwitch may not be able to identify, successfully integrate or profitably manage any such business or operations.  Currently, SpeechSwitch has no plans, proposal or arrangements, either orally or in writing, regarding any proposed acquisitions and is not considering any potential acquisitions.
 
 Note 2                      Business Operations
 
 Products and Services
 
 The following description of our business is intended to provide an understanding of our product and the direction of our initial marketing strategy.  As the new product development is in its early development stages, any focus described in the following pages may change and different initiatives may be pursued, at the discretion of Management.  Our areas of development and recent activities include:
 
 (a)
On June 17, 2009, the Company acquired rights and ownership from Glynntech, Inc. (a legal affiliate due to involvement of Kenneth P. Glynn in both companies) of technology and pending patent applications relating to cancer treatment drug delivery systems, and the technology transfer into the Company included a prototype, numerous variations on designs, CAD drawings, pending patent applications, risk analysis studies, development history and presentation documents.  The sale was “at cost” of GlynnTech, Inc. in the amount of $425,000.00.  The Agreement called for $300,000.00 in one-year notes, and a balance of $125,000.00 only upon issuance of one or more patents (also to be paid with a one-year note upon issuance of a patent).  The business objective was to transfer a potentially significant profit opportunity from GlynnTech, Inc. to SpeechSwitch, Inc.  The property is estimated to be valued at between $1.5 and $2 million.  Three presentations had previously been made to pharmaceutical industry candidates and feedback indicated a high probability of successful sell out after an FDA application has been filed and after FDA approval.  It is intended that FDA filings will be made before December 31, 2010.
 
 (b)
In the solar rechargeable products sector, candidates for future sales currently include an iPhone/iPod recharger; a solar powered recharger for the cell phones and PDA’s; a backpack solar recharger with chips for attachment to a backpack, a tent, an outdoor line, etc. with a storage pocket and an array of interchangeable connectors for diverse electronic devices; a solar powered lantern/flashlight; a solar powered radio/flashlight; a solar powered laptop recharger, and other devices.  Product launch on a majority of these items is set for July 1, 2010.  Product launch is expected to initially involve internet sales, with a roll-out to retail outlets.
   5
  SPEECHSWITCH, INC.
 NOTES TO CONDENSED FINANCIAL STATEMENTS
 September 30, 2009 and 2008
 
 (c)
In solar power energy production systems, the Company is reviewing numerous models of solar photovoltaic panels and converters, as well as unique aftermarket opportunities.  The Company intends to partner with installers and market home, office and commercial solar panels through various media.
 
 (d)
In the wind power energy production systems, ten companies will review various microturbine products to represent and resell.
 
 Distribution
 
 Within one year the Company expects to have a viable website, representatives contracting major retailers and multimedia advertising for the solar powered rechargers and other products.  By December 31, 2010, the Company expects to have at least one retail store opening, as well as other products made from recycled materials and/or biodegradable materials in the marketplace.
 
 Product Development
 
 We currently have significant long term plans to engage in future research and development, to create valuable intellectual property rights and/or to launch new products.  The Company will acquire third party patent rights, develop its own patent rights and evolve both new product and intellectual property transfer (sale or license) opportunities.
 
 Business Development
 
 Business development objectives at SpeechSwitch will be to focus on the primary functions as listed below:
 
 1.
Continuously develop product ideas, manufacturing and supply alliances;
 
 2.
Expand sales opportunities through diverse resources;
 
 3.
Develop retail outlets;
 
 4.
Evolve franchising opportunities using company retail outlets as a base;
 
 5.
Create a continuous flow of ideas and inventions to develop patent and/or new product opportunity
 
 Strategic Alliances
 
 SpeechSwitch’s business development efforts will seek to engage and secure strategic alliances with alternative energy related businesses and professional organizations in order to develop marketing programs that will expand market share for our products and develop brand recognition by entering into strategic alliances with companies that offer these products and/or services, the Company will accelerate its entry into various markets, while eliminating or reducing various training, learning curve, employee and overhead costs.
   6
 SPEECHSWITCH, INC.
 NOTES TO CONDENSED FINANCIAL STATEMENTS
 September 30, 2009 and 2008
  Manage OEM and Reseller Accounts
 
 While we have traditionally sold our product primarily on a direct basis with our existing officers and employees fulfilling orders received by telephone and over the internet, we will seek to obtain new OEM and reseller relationships that will serve as an extension of our sales team which has yet to be hired.  We currently have no material strategic alliances with any OEMs or resellers, but will vigorously attempt to establish significant long term relationships of this type over the next 18 months.
 
 Sales and Marketing
 
 Sales will not be initiated until second or third quarter of 2010, due to research and development, product selections, product testing and other launch preparation.  Sales will be through over internet website to be developed, through third party retail and internet sites and through third party distributors.  In 2011, the Company is expected to expand its store plans to include franchised stores.
 
 Intellectual Property Rights
 
 The Company has acquired pending patent rights for the cancer treatment patent applications, two applications have a status of pending in the United Stares Patent and Trademark Office.  No foreign counterparts have been filed at this time.
 
 Employees
 
 The Company has only one employee, that is Kenneth P. Glynn, President.  It is the present intention of Mr. Glynn to defer salary payment for at least 12 months, and possibly until the end of 2010. All other participants in Company activities are through purchased support services and independent contractors.
 
 Properties
 
 We do not own any real property.  We currently co-occupy the same rental space as GlynnTech, Inc. and are subleasing from GlynnTech, Inc. located at 6 Minneakoning Road, Flemington, New Jersey.  We intend to continue subleasing such space and anticipate no relocation of our offices in the foreseeable future.
 
 SpeechSwitch’s Management
 
 Bruce Knef resigned from the Company as President on April 15, 2009 and resigned from the Board of Directors on June 17, 2009. Kenneth P. Glynn was elected to the positions of President, Secretary and Chairman of the board on June 16, 2009.
   7
 SPEECHSWITCH, INC.
 NOTES TO CONDENSED FINANCIAL STATEMENTS
 September 30, 2009 and 2008
   Note 3                      Going Concern
 
 The accompanying financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which contemplates continuation of the Company as a going concern.
 
 As of September 30, 2009, the Company had a negative cash flow from operations and negative working capital. Although the Company reported a net profit for the nine months ending September 30, 2009, the profit was attributable to the fluctuation in the market price of its stock, which was reflected in the substantial non-cash gain in the valuation of the derivative. These matters raise substantial doubt about the Company's ability to continue as a going concern. Therefore, recoverability of a major portion of the recorded asset amounts shown in the accompanying balance sheets is dependent upon continued operations of the Company, which in turn, is dependent upon the Company's ability to raise capital and/or generate positive cash flow from operations.
 
 Management plans on developing new products and increasing their sales to existing customers, to achieve profitability and to generate a positive cash flow. However, these plans are dependent upon obtaining additional capital. The financial statements do not include any adjustments relating to the recoverability and classification of recorded assets, or the amounts and classification of liabilities that might be necessary in the event the Company cannot continue in existence.
 
 Note 4                      Summary of Significant Accounting Policies
 
 a)    Basis of Presentation
 
 The accompanying condensed unaudited interim financial statements included herein have been prepared, without audit, pursuant to the rules and regulations of the Securities and Exchange Commission ("SEC"). The condensed financial statements and notes are presented as permitted on Form 10-Q and do not contain information included in the Company's annual statements and notes. Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted pursuant to such rules and regulations, although the Company believes that the disclosures are adequate to make the information presented not misleading. It is suggested that these condensed financial statements be read in conjunction with the December 31, 2008 unaudited financial statements and the accompanying notes thereto. While management believes the procedures followed in preparing these condensed financial statements are reasonable, the accuracy of the amounts are in some respects dependent upon the facts that will exist, and procedures that will be accomplished by the Company later in the year. These results are not necessarily indicative of the results to be expected for the full year.
 
 These condensed unaudited financial statements reflect all adjustments, including normal recurring adjustments, which, in the opinion of management, are necessary to present fairly the operations and cash flows for the periods presented.
 
 b)    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 disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates.
   8
 SPEECHSWITCH, INC.
 NOTES TO CONDENSED FINANCIAL STATEMENTS
 September 30, 2009 and 2008
   c)    Revenue Recognition
 
 The Company currently derives its revenues from the licensing of its software product and optional customer support (maintenance) service. The Company's standard license agreement provides for a one-time fee for use of the Company's product in perpetuity for each computer or CPU in which the software will reside. The Company's software application is fully functional upon delivery and implementation and does not require any significant modification or alteration. The Company also offers customers an optional annual software maintenance and support agreement for the subsequent one-year periods. Such maintenance and support services are free for the first year the product is licensed and is considered the warranty period. The software maintenance and support agreement provides free software updates, if any, and technical support the customer may need in deploying or changing the configuration of the software. Generally, the Company does not license its software in multiple element arrangements whereby the customer purchases a combination of software and maintenance. In a typical arrangement, software maintenance services are sold separately from the software product; are not considered essential to the functionality of the software and are purchased at the customer's option upon the completion of the first year licensed.
 
 The Company does not offer any special payment terms or significant discount pricing.  Normal and customary payment terms require payment for the software license fees when the product is shipped.  Payment for software maintenance is due prior to the commencement of the maintenance period.  It is also the Company's policy to not provide customers the right to refund any portion of its license fees.  With respect to the sale of software license fees, the Company recognizes revenue in accordance with ASC 985-605, “Software Revenue Recognition”, as amended, and generally recognizes revenue when all of the following criteria are met: (1) persuasive evidence of an arrangement exists generally evidenced by a signed, written purchase order from the customer, (2) delivery of the software product on Compact Disk (CD) or other means to the customer has occurred, (3) the perpetual license fee is fixed or determinable and (4) collectability, which is assessed on a customer-by-customer basis, is probable.
  With respect to customer support services, upon the completion of one year from the date of sale, considered to be the warranty period, the Company offers customers an optional annual software maintenance and support agreement for subsequent one-year periods.  Sales of purchased maintenance and support agreements are recorded as deferred revenue and recognized over the respective terms of the agreements.
  Due to the nature of the business and one-time contracts, it is unlikely that any one customer will impact revenues in future periods.
  d)    Product Warranties
  The Company estimates its warranty costs based on historical warranty claims experience in estimating potential warranty claims. Due to the limited sales of the Company's products, management has determined that warranty costs are immaterial and has not included an accrual for potential warranty claims. Presently, costs related to warranty coverage are expensed as incurred. Warranty claims are reviewed quarterly to verify that warranty liabilities properly reflect any remaining obligation based on the anticipated expenditures over the balance of the obligation period.
   9
 SPEECHSWITCH, INC.
 NOTES TO CONDENSED FINANCIAL STATEMENTS
 September 30, 2009 and 2008
  e)    Research and Development Costs
 
 Research and development costs are charged to expense as incurred.
 
 f)    Cash and Cash Equivalents
 
 The Company considers all highly liquid investments purchased with original maturities of three months or less to be cash equivalents. There were no cash equivalents at September 30, 2009 and December 31, 2008.
 
 g)    Reclassifications
 
 Certain prior year amounts have been reclassified to conform to the current year presentation. The reclassifications have had no effect on the results of operations or cash flows for the period ended September 30, 2008.
  h)     Intangible Assets
 
 In May and December 2003, the Company was issued two patents by the U.S. Patent and Trademark Office for its Speech-Enabled Automatic Telephone Dialer.  The patents expire 20 years from the date of the original patent filings.  All accumulated costs incurred with respect to the Company's patent filings have been capitalized.  Costs related specifically to the awarded patents are now being amortized on a straight basis over the life of the patents.
 
 In June 2009, the Company acquired the patent rights and technology relating to cancer drug delivery systems developed by GlynnTech, Inc. (a related party) by the issuance of three (3) $100,000 one-year promissory notes. The Company has also agreed to issue an additional one-year promissory note for $125,000 upon the issuance of a patent by the United States Patent and Trademark Office.
 
 As defined in ASC 360-10-35, “Impairment or Disposal of Long-Lived Assets”, long-lived assets and certain identifiable intangibles to be held and used or disposed of by an entity be reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable.  The Company has adopted this statement and determined that no additional impairment loss should be recognized for applicable assets at this time.
 
 i)    Income Taxes
 
 The Company accounts for income taxes in accordance with ASC 740-10, “Income Taxes”, which requires an asset and liability approach to financial accounting and reporting for income taxes. Deferred income taxes and liabilities are computed annually for differences between the financial statement and the tax basis of assets and liabilities that will result in taxable or deductible amounts in the future based on enacted tax laws and rates applicable to the periods in which the differences are expected to affect taxable income. Valuation allowances are established when necessary to reduce deferred tax assets to the amount expected to be realized.
 
  10
 
 SPEECHSWITCH, INC.
 NOTES TO CONDENSED FINANCIAL STATEMENTS
 September 30, 2009 and 2008
  j)    Derivative Liabilities
  The Company accounts for its embedded conversion features in its convertible debentures in accordance ASC 815-10, "Derivatives and Hedging", which requires a periodic valuation of their fair value and a corresponding recognition of liabilities associated with such derivatives, and ASC 815-40, “Contracts in Entity’s Own Equity”. The recognition of derivative liabilities related to the issuance of convertible debt is applied first to the proceeds of such issuance as a debt discount, at the date of issuance, and the excess of derivative liabilities over the proceeds is recognized as “Loss on Valuation of Derivative” in other expense in the accompanying financial statements. Any subsequent increase or decrease in the fair value of the derivative liabilities is recognized as “Other expense” or “Other income”, respectively.
  k)    Fair Value of Instruments
  The carrying amount reported in the condensed balance sheet for cash and cash equivalents, deposits, prepaid expenses, accounts payable, and accrued expenses approximate fair value because of the immediate or short-term maturity of these financial instruments. The carrying amount reported for notes payable approximates fair value because, in general, the interest on the underlying instruments fluctuates with market rates.
 
 l)     Concentrations of Credit Risk
 
 Financial instruments that potentially subject the Company to concentrations of credit risk consist primarily of trade accounts receivable and cash. As of September 30, 2009, the Company believes it has no significant risk related to its concentration within its accounts receivable.
 
 The Company maintains cash and cash equivalent balances at a financial institution that is insured by the Federal Deposit Insurance Corporation up to $250,000. The uninsured cash balances at September 30, 2009 and December 31, 2008 were $0.
  Note 5                      Income (Loss) Per Share
 
 ASC 260, “Earnings Per Share” requires presentation of basic earnings per share (“basic EPS”) and diluted earnings per share (“diluted EPS”). The Company’s basic and diluted income per common share is based on net income for the relevant period, divided by the weighted average number of common shares outstanding during the period.  Diluted income per common share is based on net income, divided by the weighted average number of common shares outstanding during the period, including common share equivalents, such as outstanding stock options. A computation of diluted loss per share would not assume conversion, exercise or contingent exercise of securities due to the beneficial conversion of related party accounts as this would be anti-dilutive.
   11
  SPEECHSWITCH, INC.
 NOTES TO CONDENSED FINANCIAL STATEMENTS
 September 30, 2009 and 2008
   Nine months Ended


Nine months EndedSeptember 30, 2009


September 30, 2008Basic net income per share computation:Net income attributable to common stockholders

$
215,252


$
778,215Weighted-average common shares outstanding


1,400,096,193



938,341,526Basic net income per share attributable to

common stockholders

$
0.00


$
0.00Diluted net income per share computationNet income attributable to common stockholders

$
215,252


$
778,215Weighted-average common shares outstanding


1,400,096,193



938,341,526Incremental shares attributable to the assumed conversion of

Convertible debenture and convertible promissory note


8,599,903,807



9,061,658,474Total adjusted weighted-average shares


10,000,000,000



10,000,000,000Diluted net income per share attributable to

common stockholders

$
0.00


$
0.00
 
 The Company had common stock equivalents in excess of its authorized capital at September 30, 2009 and 2008, so the maximum authorized shares of 10,000,000,000 are shown for diluted earnings per common share calculations. The Company had common stock equivalents of 11,258,334,655 at September 30, 2009.
 
 Note 6                      Intangible Assets
 
 Intangible assets consist of accumulated costs incurred with respect to the Company’s patent filings originally paid for by iVoice for $24,000 in May and December 2003. These assets were valued at $16,800 at the date of the spin-off from iVoice, Inc.  Additional filing costs of $225 were capitalized on August 26, 2005. In June 2009, the Company also acquired some patent rights for $300,000. These assets are reflected at cost, net of accumulated amortization of $16,984, at September 30, 2009.
 
 Note 7                      Income Taxes
 
 Deferred income taxes will be determined using the liability method for the temporary differences between the financial reporting basis and income tax basis of the Company's assets and liabilities. Deferred income taxes will be measured based on the tax rates expected to be in effect when the temporary differences are included in the Company's tax return. Deferred tax assets and liabilities are recognized based on anticipated future tax consequences attributable to differences between financial statement carrying amounts of assets and liabilities and their respective tax bases.
 
 At September 30, 2009 and December 31, 2008 deferred tax assets consist of the following:
   September 30,

2009


December31,

2008Deferred tax assets

$
626,000


$
598,000Less: Valuation Allowance


(626,000
)


(598,000
)Net deferred tax assets

$
-0-


$
-0-
  At September 30, 2009 and December 31, 2008, the Company had federal net operating loss carry forwards in the approximate amounts of $1,840,000 and $1,760,000, respectively, available to offset future taxable income. The Company established valuation allowances equal to the full amount of the deferred tax assets due to the uncertainty of the utilization of the operating losses in future periods.
   12
 SPEECHSWITCH, INC.
 NOTES TO CONDENSED FINANCIAL STATEMENTS
 September 30, 2009 and 2008
   Note 8                      Related Party Transactions
 
 On June 1, 2009 and June 2, 2009, the Company issued two (2) one-year promissory notes in the aggregate of $37,000 to GlynnTech, Inc, for GlynnTech to assume a like amount of current obligations that the Company was unable to pay from current operations. The debt is due on or before the 1st anniversary and is interest free.
 
 On June 18, 2009, the Company acquired the patent rights and technology relating to cancer drug delivery systems developed by GlynnTech, Inc. by the issuance of three (3) $100,000 one-year promissory notes. The promissory notes are due on or before the 1st anniversary of the notes and are interest free.
 
 The aggregate value of these promissory notes are $337,000 at September 30, 2009
 
 On June 17, 2009, Kenneth P. Glynn, President and CEO of the Company, acquired debt owed by SpeechSwitch, Inc. to third party creditors as follows:
 
 (1)
Promissory Note due to Jerome Mahoney dated August 5, 2005 having a balance on June 17, 2009 of $71,756 and accrued interest of $98,379;
 
 (2)
Deferred Compensation due to Jerome Mahoney as of June 17, 2009 equal to $319,910;
 
 (3)
Convertible promissory note to iVoice, Inc. dated March 5, 2008 having a balance on June 17, 2009, $79,936 and accrued interest of $4,344; and
 
 (4)
Loan from iVoice Technology, Inc. to SpeechSwitch, Inc. in the amount of $3,600.
 
 The outstanding promissory note, referred to above, will bear interest at the rate of Prime plus 2.0% per annum (5.25% at September 30, 2009) on the unpaid balance until paid.  Under the terms of the Promissory Note, at the option of the Promissory Note holder, principal and interest can be converted into either (i) one share of SpeechSwitch Class B Common Stock, par value $.01 per share, for each dollar owed, (ii) the number of shares of SpeechSwitch Class A Common Stock calculated by dividing (x) the sum of the principal and interest that the Note holder has requested to have prepaid by (y) eighty percent (80%) of the lowest issue price of Class A Common Stock since the first advance of funds under this Note, or (iii) payment of the principal of this Promissory Note, before any repayment of interest. The Board of Directors of the Company maintains control over the issuance of shares and may decline the request for conversion of the repayment into shares of the Company.
 
 The amount of deferred compensation, referred to above, is added to the outstanding promissory note for calculations of accrued interest and is payable in the form of cash, debt, or shares of our Class B Common Stock.
 
 On July 1, 2009, the Company entered into a one (1) year employment agreement with Mr. Glynn to serve as President and CEO of the Company at an annual base salary of $96,000 for the 1st year.  At present, Mr. Glynn is not drawing any cash salary and his entire earned salary is being deferred.
 
 As of September 30, 2009, the outstanding balance due on the promissory note is $71,756, the aggregate amount of deferred compensation is $343,910 and the accrued interest is $104,295.
 
 On July 1, 2009, the Company entered into an Administrative Services Agreement with GlynnTech, Inc to provide back office administrative support to the Company.  The administrative services agreement is for a term of one year and may be extended for additional one-year periods at the Company’s request. The initial fees are $4,300 per month but may be reduced in scope or eliminated at any time upon 90 days’ prior written notice by the Company to GlynnTech.
   13
 SPEECHSWITCH, INC.
 NOTES TO CONDENSED FINANCIAL STATEMENTS
 September 30, 2009 and 2008
  Note 9                    Convertible Promissory Note and Derivative Liability
 
 SpeechSwitch had entered into a temporary administrative services agreement with iVoice in 2004.  The administrative services agreement continued on a month-to-month basis until December 31, 2008 at which point the agreements were suspended by mutual consent of the parties.
 
 In March 2008, the administrative services agreement was amended to provide that accrued and unpaid administrative services shall be segregated and converted into a Convertible Promissory Note. The principal and interest shall be due and payable as follows: (a) interest shall accrue monthly on the unpaid balance and shall be paid annually, and (b) principal shall be payable on demand.
 
 OnMarch 5, 2008, the Company converted its outstanding accounts payable to iVoice, Inc. for unpaid administrative services in the amount of $50,652 into a convertible promissory note at the rate of prime plus 1 percent per annum. Additional amounts of $42,209 were added to this note based on any unpaid administrative services, and will accrue interest at the above specified rate from date of advance until paid.
 
 On June 17, 2009, Kenneth P. Glynn (a related party) acquired this debt from iVoice, Inc. The Note holder may elect payment of the principal and/or interest, at the its sole discretion, owed pursuant to this Note by requiring the Company to issue either: (i) one Class B common stock share of the Company par value $.01 per share, for each dollar owed, (ii) the number of Class A common stock shares of the Company calculated by dividing (x) the sum of the principal and interest that the Note holder has decided to have paid by (y) eighty percent (80%) of the lowest issue price of Class A common stock since the first advance of funds under this Note, or (iii), payment of the principal of this Note, before any repayment of interest.
 
 As of September 30, 2009, the outstanding balance on the Convertible Promissory Note was $79,936 plus accrued interest of $5,322.
 
 Unless otherwise provided, this Note may be prepaid in full or in part at any time without penalty or premium. Partial prepayments shall be applied to installments due in reverse order of their maturity.
 
 In the event of (a) default in payment of any installment of principal or interest hereof as the same becomes due and such default is not cured within ten (10) days from the due date, or (b) default under the terms of any instrument securing this Note, and such default is not cured within fifteen (15) days after written notice to maker, then in either such event the holder may, without further notice, declare the remainder of the principal sum, together with all interest accrued thereon, and the prepayment premium, if any, at once due and payable. Failure to exercise this option shall not constitute a waiver of the right to exercise the same at any other time. The unpaid principal of this Note and any part thereof, accrued interest and all other sums due under this Note shall bear interest at the rate of prime plus 1 percent per annum after default until paid.
 
 The promissory note has a security interest in substantially all of the assets of the Company. However, the promissory note's interests are second to that of YA Global Investments (see Notes 10 and 11).
   14
 SPEECHSWITCH, INC.
 NOTES TO CONDENSED FINANCIAL STATEMENTS
 September 30, 2009 and 2008
  In accordance with ASC 815, "Derivatives and Hedging", the Company determined that the conversion feature of the Promissory Note met the criteria of an embedded derivative, and therefore the conversion feature of this Promissory Note needed to be bifurcated and accounted for as a derivative. The fair value of the embedded conversion was estimated at the date of issuance using the Black-Scholes model with the following assumptions: risk free interest rate: 5.6%; expected dividend yield: 0%: expected life: 5 years; and volatility: 263.04%. The accounting guidance instructs that the conversion options are a derivative liability. As such, at March 5, 2008 the Company recorded the conversion options as a liability, recorded a debt discount of $50,652, and charged Other Expense - Loss on Valuation of Derivative for $67,530, resulting primarily from calculation of the conversion price. For the nine months ended September 30, 2008, the Company recorded a Gain on Valuation of Derivative in the amount of $25,732. For the nine months ended September 30, 2009, the Company recorded a Gain on Valuation of Derivative in the amount of $49,648.
 
 Note 10      Convertible Debenture and Derivative Liability
 
 On March 30, 2007, SpeechSwitch, Inc. issued a Secured Convertible Debenture (the "Debenture") to YA Global Investments for the sum of $1,000,000 in exchange for previously issued notes payable for the same amount. The Debenture has a term of three years, and pays interest at the rate of 5% per annum. YA Global has the right to convert a portion or the entire outstanding principal into the Company's Class A Common Stock at a Conversion Price equal to eighty percent (80%) of the lowest closing Bid Price of the Common Stock during the five (5) trading days immediately preceding the Conversion Date. YA global may not convert the Debenture into shares of Class A Common Stock if such conversion would result in YA Global beneficially owning in excess of 4.99% of the then issued and outstanding shares of Class A Common Stock. The Conversion Price and number of shares of Class A Common Stock issuable upon conversion of the Debenture are subject to certain exceptions and adjustment for stock splits and combinations and other dilutive events. Subject to the terms and conditions of the Debenture, the Company has the right to redeem ("Optional Redemption") a portion or all amounts outstanding under this Debenture prior to the Maturity Date at any time provided that as of the date of the Holder's receipt of a Redemption Notice (i) the Closing Bid Price of the of the Common Stock, as reported by Bloomberg, LP, is less than the Conversion Price and (ii) no Event of Default has occurred. The Company shall pay an amount equal to the principal amount being redeemed plus a redemption premium ("Redemption Premium") equal to twenty percent (20%) of the principal amount being redeemed, and accrued interest, (collectively referred to as the "Redemption Amount"). During the time that any portion of this Debenture is outstanding, if any Event of Default has occurred, the full principal amount of this Debenture, together with interest and other amounts owing in respect thereof, to the date of acceleration shall become at the Holder's election, immediately due and payable in cash, provided however, the Holder may request (but shall have no obligation to request) payment of such amounts in Common stock of the Company. Furthermore, on addition to any other remedies, the Holder shall have the right (but not the obligation) to convert this Debenture at any time after (x) an Event of Default or (y) the Maturity Date at the Conversion Price then in-effect. The debenture is secured by substantially all of the assets of the Company.
 
 During the nine months ended September 30, 2008, the Company issued 408,466,666 shares of Class A common stock with a fair value of $76,111 to reduce the convertible promissory note in the amount of $53,900. The difference in the market value and the convertible promissory note reduction was charged to beneficial interest in the amount of $22,211.
   15
  SPEECHSWITCH, INC.
 NOTES TO CONDENSED FINANCIAL STATEMENTS
 September 30, 2009 and 2008
 As of September 30, 2009, the outstanding balance on the Convertible Debenture was $921,340.
 
 In accordance with ASC 815, "Derivatives and Hedging", the Company determined that the conversion feature of the Debenture met the criteria of an embedded derivative, and therefore the conversion feature of this Debenture needed to be bifurcated and accounted for as a derivative. The fair value of the embedded conversion was estimated at the date of issuance using the Black-Scholes model with the following assumptions: risk free interest rate: 5.6%; expected dividend yield: 0%: expected life: 3 years; and volatility: 165.62%. The accounting guidance instructs that the conversion options are a derivative liability. As such, in March 2007 the Company recorded the conversion options as a liability, recorded a debt discount of $1,000,000, and charged Other Expense - Loss on Valuation of Derivative for $124,479, resulting primarily from calculation of the conversion price. For the nine months ended September 30, 2008, the Company recorded a Gain on Valuation of Derivative in the amount of $1,510,263. For the nine months ended September 30, 2009, the Company recorded a Gain on Valuation of Derivative in the amount of $512,770
 
 Note 11      Subscription Agreement
 
 On August 31, 2005, SpeechSwitch, Inc. entered into a Standby Equity Distribution Agreement (the SEDA”) with YA Global Investments (was amended and restated on December 12, 2005) whereby YA Global agrees to purchase up to $10 million of the Company’s Class A Common Stock (the “Common Stock”) over a two-year period.
 
 The purchase price of the Common Stock shall be at ninety-five percent (95%) of the lowest trading price of the Company’s Common Stock during the five consecutive trading day period following the notification by the Company of its request for an advance from YA Global under the SEDA.  In connection with the SEDA, the Company entered into an Escrow Agreement, Registration Rights Agreement and Placement Agent Agreement.
 
 On March 30, 2007, the Company and YA Global entered into an Amendment to the Amended and Restated Standby Equity Distribution Agreement dated as of the 12th day of December 2005, which revised the restrictions upon the Company's ability to sell equity.
 
 For the nine months ended September 30, 2008, the Company has sold in the aggregate 134,770,603 shares of Class A Common Stock to YA Global for net proceeds of $30,065, which are net of fees and discounts of $6,290.
 
 The Standby Equity Distribution Agreement expired on February 5, 2008.
 
 Note 12       Capital Stock
 
 Pursuant to SpeechSwitch's certificate of incorporation, as amended, the Company is authorized to issue 1,000,000 shares of Preferred Stock, par value of $1.00 per share, 10,000,000,000 shares of Class A Common Stock, no par value per share, 50,000,000 shares of Class B Common Stock, par value $0.01 per share, and 20,000,000 shares of Class C Common Stock, par value $0.01 per share. Below is a description of SpeechSwitch's outstanding securities, including Preferred Stock, Class A Common Stock, Class B Common Stock, and Class C Common Stock.
   16
 SPEECHSWITCH, INC.
 NOTES TO CONDENSED FINANCIAL STATEMENTS
 September 30, 2009 and 2008
  a) Preferred Stock
 
 SpeechSwitch is authorized to issue 1,000,000 shares of Preferred Stock, par value $1.00 per share.  As of September 30, 2009, SpeechSwitch has not issued any shares of Preferred Stock.
 
 b) Class A Common Stock
 
 As of September 30, 2009, there are 10,000,000,000 shares of Class A Common Stock authorized, no par value, and 1,400,096,193 shares were issued and outstanding.
  Each holder of Class A Common Stock is entitled to receive ratably dividends, if any, as may be declared by the Board of Directors out of funds legally available for payment of dividends.  The Company has never paid any dividends on its common stock and does not contemplate doing so in the foreseeable future.  The Company anticipates that any earnings generated from operations will be used to finance its growth objectives.
 
 c) Class B Common Stock
 
 As of September 30, 2009, there are 50,000,000 shares of Class B Common Stock authorized, par value $.01 per share.  Each holder of Class B Common Stock has voting rights equal to 100 shares of Class A Common Stock.  A holder of Class B Common Stock has the right to convert each share of Class B Common Stock into
 the number of shares of Class A Common Stock determined by dividing the number of Class B Common Stock being converted by a 20% discount of the lowest price that SpeechSwitch, Inc. had ever issued its Class A Common Stock.
 
 Upon liquidation, dissolution, or winding-up, holders of Class B Common Stock will be entitled to receive distributions.  As of September 30, 2009, no shares were issued or outstanding.
 
 d) Class C Common Stock
 
 As of September 30, 2009, there are 20,000,000 shares of Class C Common Stock authorized, par value $.01 per share.  Each holder of Class C Common Stock is entitled to 1,000 votes for each share held of record.  Shares of Class C Common Stock are not convertible into Class A Common Stock.  Upon liquidation, dissolution or wind-up, the holders of Class C Common Stock are not entitled to receive the Company’s net assets pro rata.  As of September 30, 2009, no shares were issued or outstanding.
 
 Note 13      Stock Options
 
 During 2005, the Company adopted the 2005 Stock Incentive Plan and the 2005 Directors’ and Officers’ Stock Incentive Plan (“Plan”) in order to attract and retain qualified personnel.  Under the Plan, the Board of Directors, in its discretion may grant stock options (either incentive or non-qualified stock options) to officers, directors and employees.  The Company has not issued any stock options as of September 30, 2009.
 
 
 17
 
 SPEECHSWITCH, INC.
 NOTES TO CONDENSED FINANCIAL STATEMENTS
 September 30, 2009 and 2008
 
 Note 14         New Accounting Pronouncements
 
 In June 2009, the FASB issued Accounting Standards Update 2009-01, “The FASB Accounting Standards Codification and the Hierarchy of Generally Accepted Accounting Principles-a replacement of FASB Statement No. 162”. The FASB Accounting Standards Codification (“ASC”) is intended to be the source of authoritative U.S. generally accepted accounting principles (“GAAP”) and reporting standards as issued by the Financial Accounting Standards Board. Its primary purpose is to improve clarity and use of existing standards by grouping authoritative literature under common topics. This Statement is effective for financial statements issued for interim and annual periods ending after September 15, 2009. The Codification does not change or alter existing GAAP and there was no impact on our consolidated financial position or results of operations.
 
 In August 2009, the FASB issued Accounting Standards Update 2009-05, “Fair Value Measurements and Disclosures (Topic 820)”. The purpose of this Update is to clarify that in circumstances in which a quoted price in an active market for the identical liability is not available, a reporting entity is required to measure fair value using a valuation technique that uses either the quoted price of the identical liability when traded as an asset or quoted prices for similar liabilities or similar liabilities when traded as assets. This guidance is effective upon issuance. There was no material impact to the Company from the adoption of this standard.
 
 In October 2009, the FASB issued Accounting Standards Update 2009-13, “Revenue Recognition (Topic 605)”. This Update provides amendments to the criteria in Subtopic 605-24 for separating consideration in multiple-deliverable revenue arrangements. It establishes a hierarchy of selling prices to determine the selling price of each specific deliverable which includes vendor-specific objective evidence (if available), third-party evidence (if vendor-specific evidence is not available), or estimated selling price if neither of the first two are available. This Update also eliminates the residual method for allocating revenue between the elements of an arrangement and requires that arrangement consideration be allocated at the inception of the arrangement. Finally, this Update expands the disclosure requirements regarding a vendor’s multiple-deliverable revenue arrangements. This Update is effective for fiscal years beginning on or after June 15, 2010. We do not anticipate any material impact from this Update.
 
 Note 15         Fair Value Measurements
 
 In September 2006, the FASB issued ASC 820, “Fair Value Measurements and Disclosures”, which defines fair value, establishes a framework for measuring fair value, and expands disclosures about fair value measurements. The provisions of ASC 820 were effective January 1, 2008. As defined in ASC 820, fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (exit price). The Company utilizes market data or assumptions that market participants would use in pricing the asset or liability, including assumptions about risk and the risks inherent in the inputs to the valuation technique. These inputs can be readily observable, market corroborated, or generally unobservable. The Company classifies fair value balances based on the observability of those inputs. ASC 820 establishes a fair value hierarchy that prioritizes the inputs used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (level 1 measurement) and the lowest priority to unobservable inputs (level 3 measurement).
   18
  SPEECHSWITCH, INC.
 NOTES TO CONDENSED FINANCIAL STATEMENTS
 September 30, 2009 and 2008
   ASC 820 classifies these inputs into the following hierarchy:
 
  Level 1 Inputs– Quoted prices are available in active markets for identical assets or liabilities as of the reporting date. Active markets are those in which transactions for the asset or liability occur in sufficient frequency and volume to provide pricing information on an ongoing basis. Level 1 primarily consists of financial instruments such as exchange-traded derivatives, marketable securities and listed equities.Level 2 Inputs– Pricing inputs are other than quoted prices in active markets included in level 1, which are either directly or indirectly observable as of the reported date. Level 2 includes those financial instruments that are valued using models or other valuation methodologies. These models are primarily industry-standard models that consider various assumptions, including quoted forward prices for commodities, time value, volatility factors, and current market and contractual prices for the underlying instruments, as well as other relevant economic measures. Substantially all of these assumptions are observable in the marketplace throughout the full term of the instrument, can be derived from observable data or are supported by observable levels at which transactions are executed in the marketplace. Instruments in this category generally include non-exchange-traded derivatives such as commodity swaps, interest rate swaps, options and collars.Level 3 Inputs– Pricing inputs include significant inputs that are generally less observable from objective sources. These inputs may be used with internally developed methodologies that result in management’s best estimate of fair value.
 The following table sets forth by level within the fair value hierarchy the Company’s financial assets and liabilities that were accounted for at fair value as of September 30, 2009 and December 31, 2008. As required by ASC 820, financial assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. The Company’s assessment of the significance of a particular input to the fair value measurement requires judgment, and may affect the valuation of fair value assets and liabilities and their placement within the fair value hierarchy levels.
 
 September 30, 2009
 
 Assets

Level I


Level II


Level III


TotalTotal Assets

$
-


$
-


$
-


$
-Convertible promissory notes

$
-


$
25,128


$
-


$
25,128Note payable - other


-



71,756



-



71,756Note payable - related parties


-



337,000



-



337,000Convertible debentures


-



769,184



-



769,184Derivative liabilities


-



373,033



-



373,033Total Liabilities

$
-


$
1,576,101


$
-


$
1,576,101
 
 19
  SPEECHSWITCH, INC.
 NOTES TO CONDENSED FINANCIAL STATEMENTS
 September 30, 2009 and 2008
 
 December 31, 2008
 
 Assets

Level I


Level II


Level III


TotalTotal Assets

$
-


$
-


$
-


$
-Convertible promissory notes

$
-


$
13,177


$
-


$
13,177Note payable to related parties


-



71,756



-



71,756Convertible debentures


-



539,690



-



539,690Derivative liabilities


-



935,451



-



935,451Total Liabilities

$
-


$
1,560,074


$
-


$
1,560,074
 The Company’s derivatives are classified within Level 2 of the valuation hierarchy. The Company’s derivatives are valued using internal models that use as their basis readily observable market inputs, such as time value, forward interest rates, and volatility factors. Refer to Notes 9 & 10 for more discussion on derivatives.
 
       20
  
 Item 2.
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
 
 Forward Looking Statements
 
 A number of the statements made by the Company in this report may be regarded as “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995.
 
 Forward-looking statements include, among others, statements concerning the Company’s outlook, pricing trends and forces within the industry, the completion dates of capital projects, expected sales growth, cost reduction strategies and their results, long-term goals of the Company and other statements of expectations, beliefs, future plans and strategies, anticipated events or trends and similar expressions concerning matters that are not historical facts.
 
 All predictions as to future results contain a measure of uncertainty and accordingly, actual results could differ materially.  Among the factors that could cause a difference are:  changes in the general economy; changes in demand for the Company’s products or in the cost and availability of its raw materials; the actions of its competitors; the success of our customers; technological change; changes in employee relations; government regulations; litigation, including its inherent uncertainty; difficulties in plant operations and materials; transportation, environmental matters; and other unforeseen circumstances.  For a discussion of material risks and uncertainties that the Company faces, see the discussion in the Form 10−K for the fiscal year ended December 31, 2008 entitled “Risk Factors”.
 
 Overview and Plan of Operation
  As of September 30, 2009, the Company employed 1 full-time employee and no part-time employees.  In June 2009, the Company entered into fields of development of various products relating to solar power generating systems; portable solar powered products, such as cell phone and PDA rechargers that are solar rechargeable; solar rechargeable lantern/flashlight devices; solar backpack rechargers; solar power audio devices, such as radios; wind power generating systems; and, creative products based on proprietary positions, especially in the area of healthcare.  The Company plan was for a one-year developmental stage, followed by product launches in June or July of 2010. SpeechSwitch may seek to expand its operations through additional sales and marketing activity and the acquisition of additional businesses. Any potential acquired additional businesses may be outside the current field of operations of SpeechSwitch. SpeechSwitch may not be able to identify, successfully integrate or profitably manage any such business or operations.  Currently, SpeechSwitch has no plans, proposal or arrangements, either orally or in writing, regarding any proposed acquisitions and is not considering any potential acquisitions.
 
  Results of Operations
 
 All revenues reported by SpeechSwitch through September 30, 2009, are derived from our speech recognition software products installations and maintenance. For the nine months ended September 30, 2009, total revenues decreased $24,039 (55.9%) to $18,998 as compared to the same period in the prior year of $43,037. For the three months ended September 30, 2009, total revenues decreased $17,899 (91.3%) to $1,707 as compared to the same period in the prior year of $19,606. The decrease is primarily associated with a decrease in the number of new product installations. The low overall sales volume of the speech recognition software business is attributable to the minimal resources made available for the sales and marketing of the speech recognition software products.  Concurrent with the recent change in management, the new management has decided to move away from the speech recognition business and is pursuing developing the solar power generating marketplace.
   21
 
 Gross margin for the nine months and three months ended September 30, 2009 decreased $19,940 (58.1%) and $14,008 (89.1%), respectively, as compared to the same periods in the prior year. Gross margin % to sales for the nine months decreased from 79.7% to 75.6%, primarily as a result of the unfavorable change in sales mix between maintenance and installation costs for the new installations.
 
 Total operating expenses decreased $274,847 (81.7%) to $61,604 and $62,041 (60.6%) to $40,261 for the nine months and three months ended September 30, 2009, respectively, as compared to the same periods in the prior year, primarily as a result of the curtailment of all non-essential spending due to limited cash availability.
  Total other income (expense) for the nine months ended September 30, 2009 was total income of $262,489 as compared to total income of $1,080,359 for the nine months ended September 30, 2008, for a decrease of $817,870.  This change is primarily attributed to the lower gain on revaluation of derivatives. Total other income (expense) for the three months ended September 30, 2009 was total expense of $131,081 as compared to total income of $474,488 for the three months ended September 30, 2008, for a aggregate change or $605,569.  This change is primarily attributed to the reversal of a gain on revaluation of derivatives to a loss on revaluation of derivatives in the current period.
  Net income for the nine months ended September 30, 2009 was $215,252 as compared to a net income of $778,215 for the nine months September 30, 2008. Net loss for the three months ended September 30, 2009 was $169,635 as compared to a net income of $387,901 for the three months September 30, 2008. The unfavorable changes for the nine months and three months ending September 30, 2009, were primarily from the lower sales and unfavorable changes in revaluation of derivatives offset by lower operating expenses.
  Liquidity and Capital Resources
  To date, SpeechSwitch has incurred substantial cash losses, and will require financing for working capital to meet its operating obligations. We anticipate that we will require financing on an ongoing basis for the foreseeable future.
  On March 30, 2007, SpeechSwitch, Inc. issued a Secured Convertible Debenture (the "Debenture") to YA Global Investments (f/k/a/ Cornell Capital Partners, LP) for the sum of $1,000,000 in exchange for a previously issued promissory note for the same amount (see Notes 10 and 11 to the Condensed Financial Statements).
  In June 2009, the Company issued an aggregate of $337,000 of one-year Promissory notes to GlynnTech, Inc. in exchange for GlynnTech to assume some of the Company’s debt and to acquire the rights to a cancer delivery system developed by GlynnTech for future development and/or licensing.
 
 The Company currently has no other significant sources of working capital or cash commitments. However, no assurance can be given that SpeechSwitch will raise sufficient funds from such financing arrangements, or that SpeechSwitch will ever produce sufficient revenues to sustain its operations, or that a market will develop for its common stock for which a significant amount of SpeechSwitch’s financing is dependent upon.
 
 For the nine months ended months September 30, 2009, the Company had a net decrease in cash of $8,129.  The Company’s principal sources and uses of funds were as follows:
    22
 
 Cash used by operating activities.The Company used $45,129 and $194,843 in cash for operating activities for the nine months ended September 30, 2009 and 2008, respectively. This decrease was primarily the result of the lower cash used to fund the smaller cash loss from current operating activities.
 
 Cash used by investing activities.The Company used $300,000 in cash for investing activities for the nine months ended September 30, 2009. This was for the acquisition of the rights and technology for a cancer treatment drug delivery system developed by GlynnTech, Inc.
  Cash provided by financing activities.  For the nine months ended September 30, 2009, the Company provided $337,000 in financing activities by the issuance of related party promissory notes. For the nine months ended September 30, 2008 the Company received net proceeds of $30,065 from the issuance of common stock through the equity financing with YA Global Investments and used some of the proceeds to pay down some related party debt.
 
 There was no significant impact on the Company’s operations as a result of inflation for the nine months ended September 30, 2009.
  Critical Accounting Policies
  The discussion and analysis of our financial condition and results of operations are based on our financial statements, which have been prepared in accordance with accounting principles generally accepted in the United States of America (GAAP). The preparation of these financial statements requires us to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses, and related disclosure of contingent assets and liabilities. On an on-going basis, we evaluate these estimates, including those related to bad debts, inventory obsolescence, intangible assets, payroll tax obligations, and litigation. We base our estimates on historical experience and on various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of certain assets and liabilities. Actual results may differ from these estimates under different assumptions or conditions.
  We have identified below the accounting policies, revenue recognition and software costs, related to what we believe are most critical to our business operations and are discussed throughout Management’s Discussion and Analysis of Financial Condition or Plan of Operation where such policies affect our reported and expected financial results.
  Revenue Recognition
  With respect to the sale of software license fees, the Company recognizes revenue in accordance with ASC 985-605, “Software Revenue Recognition”, as amended, and generally recognizes revenue when all of the following criteria are met: (1) persuasive evidence of an arrangement exists generally evidenced by a signed, written purchase order from the customer, (2) delivery of the software product on Compact Disc (CD) or other means to the customer has occurred, (3) the perpetual license fee is fixed or determinable and (4) collectability, which is assessed on a customer-by-customer basis, is probable.
  With respect to customer support services, upon the completion of one year from the date of sale, the Company offers customers an optional annual software maintenance and support agreement for subsequent one-year periods. Sales of purchased maintenance and support agreements are recorded as deferred revenues and recognized over the respective terms of the agreements.
  The Company derives its revenues from the licensing of its software product and optional customer support (maintenance) services. Presently, 100% of the revenues reported by the Company are derived from the licensing of the Company’s IVR software. No revenues have been derived from the sale of optional customer support services. The Company’s standard license agreement provides for a one-time fee for use of the Company’s product in perpetuity for each computer or CPU in which the software will reside. The Company’s software application is fully functional upon delivery and implementation and does not require any significant modification or alteration. The Company also offers customers an optional annual software maintenance and support agreement for the subsequent one-year periods. Such maintenance and support services are free for the first year the product is licensed. The software maintenance and support agreement provides free software updates, if any, and technical support the customer may need in deploying or changing the configuration of the software. Generally, the Company does not license its software in multiple element arrangements whereby the customer purchases a combination of software and maintenance. In a typical arrangement, software maintenance services are sold separately from the software product; are not considered essential to the functionality of the software and are purchased at the customer’s option upon the completion of the first year licensed.
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  The Company does not offer any special payment terms or significant discount pricing. Normal and customary payment terms require payment for the software license fees when the product is shipped. Payment for software maintenance is due prior to the commencement of the maintenance period. It is also the Company’s policy not to provide direct customers (as opposed to resellers and dealers) the right to refund any portion of its license fees. The Company accepts Visa and MasterCard as well as company checks.
  Customers may license the Company’s products through our telesales organization and through promotions or reseller agreements with independent third parties.  SpeechSwitch only permits returns from authorized dealers and resellers of unused inventory, subject to the consent of the Company and a twenty-five percent restocking fee. End users who purchaser products directly from SpeechSwitch may not return such products to SpeechSwitch under any circumstances.  Accordingly, the Company records a provision for product returns and allowances against product revenue in the same period the revenue is recorded. The estimates are based on historical sales returns and other known data as well as market and economic conditions.
  Our current products are not sold through retail distribution channels. Current reseller agreements provide for a limited contractual right of return and do not provide for future price concessions, minimum inventory commitments nor is payment contingent upon the reseller’s future sales or our products. Revenues generated from products licensed through marketing channels where the right of return exists, explicitly or implicitly, is reduced by reserves for estimated product returns. Such reserves are estimates based on returns history and current economic and market trends.
  
 OFF BALANCE SHEET ARRANGEMENTS
 
 During the nine months ended September 30, 2009, we did not engage in any material off-balance sheet activities nor have any relationships or arrangements with unconsolidated entities established for the purpose of facilitating off-balance sheet arrangements or other contractually narrow or limited purposes. Further, we have not guaranteed any obligations of unconsolidated entities nor do we have any commitment or intent to provide additional funding to any such entities.
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 Item 4T.                      Controls and Procedures.
 
 Evaluation of Disclosure Controls and Procedures
 
 Management of the Company has evaluated, with the participation of the Chief Executive Officer and Chief Financial Officer of the Company, the effectiveness of the Company's disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the "Exchange Act")) as of the end of the quarter covered by this Quarterly Report on Form 10-Q. Based on that evaluation, the Chief Executive Officer and Chief Financial Officer of the Company have concluded, as of the end of the quarter covered by this Quarterly Report on Form 10-Q, that our disclosure controls and procedures have not been effective for the following reason:
 
 A deficiency was identified as the Company's limited segregation of duties amongst the Company's employees with respect to the Company's control activities. This deficiency is the result of the Company's limited number of employees. This deficiency may affect management's ability to determine if errors or inappropriate actions have taken place. Management is required to apply its judgment in evaluating the cost-benefit relationship of possible changes in our disclosure controls and procedures.
 
 Changes in internal control over financial reporting.
 
 Management of the Company has also evaluated, with the participation of the Chief Executive Officer of the Company, any change in the Company’s internal control over financial reporting that occurred during the period covered by this Quarterly Report on Form 10-Q and determined that there was no change in the Company’s internal control over financial reporting that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting.
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 Part II.  Other Information
 
 Item 1.                Legal Proceedings.
 
 SpeechSwitch is not party to any material legal proceeding, nor to the knowledge of SpeechSwitch, is any such proceeding threatened against it.
 
 Item 1a.              Risk Factors.
 
 Competition
 
 At this time, there is little competition in the area of solar powered products.  This is expected to change over the next three to five years, where solar powered products will become more commonplace.  As to solar panels and photovoltaic systems, competition is significant and unique marketing plans are being developed.  Likewise, windpower system sales is very competitive, although the market for microturbines (under 10 feet diameter) systems is not developing as rapidly as photovoltaics.
 
 Many of our current and potential competitors have longer operating histories, significantly greater financial, technical, product development and marketing resources, greater name recognition and larger customers bases than we do.  Our present or future competitors may be able to develop products comparable or superior to those we offer, adapt more quickly than we do to new technologies, evolving industry trends and standards or customer requirements, or devote greater resources to the development, promotion and sales of their products than we do.  Accordingly, we may not be able to compete effectively in our markets and competition may intensify and future competition may harm our business.
 
 We believe that the principal competitive factors affecting our market include the breadth and depth of solution, product quality performance, core technology, product scalability and reliability, product features, customers service, the ability to implement solutions, the value of a given solution, the creation of a base of referenceable customers and the strength and breadth of reseller and channel relationships.  Although we believe that our solutions currently compete favorably with respect to these factors, particularly with respect to product quality and performance, no assurance can be given that our competitors will not develop new technologies or enhancements to their existing products or introduce new products that will offer superior price or performance features.  We expect our competitors to offer new and existing products at prices necessary to gain or retain market share.  Certain of our competitors have substantial financial resources, which may enable them to withstand sustained price competition or a market downturn better than us.  There can be no assurance that we will be able to compete successfully in the pricing of our products, or otherwise, in the future.
 
 Government Regulation
 
 We are subject to licensing and regulation by a number of authorities in the state and municipality in which we conduct operations.  These may include health, safety, and fire regulations.  Our operations are also subject to federal and state minimum wage laws governing such matters as working conditions and business overtime.
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 We are not subject to any necessary government approval or license requirement in order to market, distribute or sell our principal or related products other than ordinary federal, state, and local laws that govern the conduct of business in general.
 
 
 Item 5.                    Other Information.
   (a)
Section 1 - Registrant's Business and OperationsItem 1.01 Entry into a Material Definitive Agreement.On July 1, 2009, the Company entered into an Administrative Services Agreement with GlynnTech, Inc. to provide certain administrative services as set forth in the Agreement for a fee of Four Thousand Three Hundred Dollars ($4,300) per month.  This Agreement shall continue for a term of one year and may be extended for additional one-year periods with thirty (30) days advance written notice.  This Agreement is filed as Exhibit 10.1 herein.On July 1, 2009, the Company entered into an Employment Agreement Kenneth P. Glynn to act as the Company’s President and CEO. The 1st year compensation is $96,000 per year and shall be increased on each anniversary as deemed appropriate by the Board of Directors. The initial term of the agreement shall continue for one year.  This Agreement is filed as Exhibit 10.2 herein.(b)
The Company does not have a standing nominating committee or a committee performing similar functions as the Company’s Board of Directors consists of only two members and therefore there would be no benefit in having a separate nominating committee that would consist of the same number of members as the full board of directors.  Both members of the Board of Directors participate in the consideration of director nominees.
   
 Item 6.                    Exhibits
  10.1
Administrative Services Agreement, dated July 1, 2009, between GlynnTech, Inc. and SpeechSwitch, Inc.10.2
Employment Agreement, dated July 1, 2009, between SpeechSwitch, Inc. and Kenneth P. Glynn.31.1
Rule 13a-14(a)/15d-14(a) Certifications.32.1
Certification of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
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 SIGNATURES
 
 Pursuant to the requirements of Section 13 or 15 (d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
 
 
   SPEECHSWITCH, INC.Date:   December 8, 2010
By: /s/ Kenneth GlynnKenneth GlynnPresidentChief Executive Officer andChief Financial Officer
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    INDEX OF EXHIBITS
 
 
 10.1
Administrative Services Agreement, dated July 1, 2009, between GlynnTech, Inc. and SpeechSwitch, Inc.10.2
Employment Agreement, dated July 1, 2009, between SpeechSwitch, Inc. and Kenneth P. Glynn.31.1
Certification required under Section 302 of the Sarbanes-Oxley Act of 2002.32.1
Certification of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.