**UNITED STATES**

**SECURITIES AND EXCHANGE COMMISSION        Washington, D.C. 20549                  FORM 10-Q**

*(Mark One)*

þ     Quarterly report pursuant toSection 13 or 15(d) of the Securities Exchange Act of 1934 for the quarterly period ended **September 30****,        200****9**.

o     Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the transition period from to .

Commission file number: **000-****28731**

**SUNVESTA****,****INC****.**

(Exact name of registrantas specified in its charter)

| **Florida**(State or other jurisdiction of                    incorporation or organization) | **98-0211356**

(I.R.S. Employer 

Identification No.) |
|----------------------------------------------------------------------------------------------|--------------------------------------------------------|

**Seestrasse 97, Oberrieden, Switzerland CH-8942**

(Address of principal executive offices) (Zip Code)

**011 41 43 388 40 60**

(Registrant’s telephone number, including area code)

**n/a**

(Former nameorformer address, if changedsince last report)

Indicate by check markwhether the registrant: (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 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        þNo o.

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company as defined by Rule 12b-2 of the Exchange Act:

Large accelerated filer oAccelerated filer oNon-accelerated filer oSmaller reporting company þ

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act): Yes oNo þ

At November 13, 2009the number of shares outstanding of the registrant's common stock, $0.01 par value (the only class of voting stock), was39,476,956.

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**TABLE OF CONTENTS**

**               
**PART I. - FINANCIAL INFORMATION**
     **ITEM 1.     FINANCIAL STATEMENTS**  3   Condensed Consolidated Balance Sheets as of September 30, 2009 (unaudited) and December 31, 2008 (audited)   4   Unaudited Condensed Consolidated Statements of Operations and Comprehensive Loss for the three and nine month periods ended September 30, 2009 and September 30, 2008 and the period from inception   5   Unaudited Condensed Consolidated Statements of Cash Flows for the nine month periods ended September 30, 2009 and September 30, 2008 and the period from inception  6   Notes to Unaudited Condensed Consolidated Financial Statements  7  **ITEM 2.    Management's Discussion and Analysis of Financial Condition and Results of Operations**  11  **ITEM 3.    Quantitative and Qualitative Disclosures about Market Risk**  17  **ITEM 4T.  Controls and Procedures**  17                
**PART II. - OTHER INFORMATION**
     **ITEM 1.     Legal Proceedings**  18  **ITEM 1A.  Risk Factors**  18  **ITEM 2.     Unregistered Sales of Equity Securities and Use of Proceeds**  21  **ITEM 3.     Defaults upon Senior Securities**  21  **ITEM 4.     Submission of Matters to a Vote of Securities Holders**  22  **ITEM 5.     Other Information**  22  **ITEM 6.     Exhibits**  22  **Signatures**  23 **Index to Exhibits**  24 **

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**PART I – FINANCIAL INFORMATION**

**ITEM 1.     FINANCIAL STATEMENTS**

As used herein, the terms “Company,” “we,” “our,” “us,” “it,” and “its” refer to SunVesta, Inc., a Florida corporation, and its predecessors and subsidiaries, unless otherwise indicated. In the opinion of management, the accompanying unaudited, consolidated financial statements included in this Form 10-Q        reflect all adjustments (consisting only of normal recurring accruals) necessary for a fair presentation of the results of operations for the periods presented. The results of operations for the periods presented are not necessarily indicative of the results to be expected for the full year.

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| SUNVESTA, INC.                                      |
|-----------------------------------------------------|
| (A Development Stage Company)                       |
| CONSOLIDATED BALANCE SHEETS                         |
|                                                |   |   |   |   |
|                                                |   | September 30, |   | December 31, |
|                                                |   | 2009 |   | 2008 |
| ASSETS                                              |   | (Unaudited) |   | (Audited) |
|                                                |   |   |   |   |
| Current assets:                                     |   |   |   |   |
| Cash and cash equivalents                           | $ | 233,472 |   | 39,434 |
| Prepaid expenses                                    |   | 3,612 |   | 6,766 |
| Other assets                                        |   | 8,987 |   | 8,815 |
|                                                |   |   |   |   |
| Total current assets                                |   | 246,071 |   | 55,015 |
|                                                |   |   |   |   |
| Property and equipment, net                         |   | 9,288,546 |   | 9,254,974 |
| Deposits                                            |   | 1,863 |   | 1,810 |
|                                                |   |   |   |   |
| Total assets                                        | $ | 9,536,480 |   | 9,311,799 |
|                                                |   |   |   |   |
| LIABILITIES AND STOCKHOLDERS' EQUITY                |   |   |   |   |
|                                                |   |   |   |   |
| Current liabilities:                                |   |   |   |   |
| Accounts payable                                    | $ | 932,905 |   | 1,104,118 |
| Accrued expenses                                    |   | 126,801 |   | 124,960 |
| Note payable                                        |   | 548,779 |   | 595,668 |
| Advances from related parties                       |   | 524,151 |   | 2,402,812 |
|                                                |   |   |   |   |
| Total current liabilities                           |   | 2,132,636 |   | 4,227,558 |
|                                                |   |   |   |   |
| Commitments and contingencies                       |   |   |   |   |
|                                                |   |   |   |   |
| Stockholders' equity:                               |   |   |   |   |
| Preferred stock, $.01 par value; 50,000,000 shares  |   |   |   |   |
| authorized, no shares issued and outstanding        |   | - |   | - |
| Common stock, $.01 par value; 200,000,000 shares    |   |   |   |   |
| authorized, 39,476,956 and 30,691,102 shares issued |   |   |   |   |
| and outstanding, respectively                       |   | 394,770 |   | 306,911 |
| Additional paid-in capital                          |   | 16,306,306 |   | 13,731,409 |
| Accumulated other comprehensive loss                |   | (229,419) |   | (471,895) |
| Deferred stock compensation                         |   | (11,250) |   | - |
| Retained earnings prior to development stage        |   | 1,602 |   | 1,602 |
| Deficit accumulated during the development stage    |   | (9,058,165) |   | (8,483,786) |
|                                                |   |   |   |   |
| Total stockholders' equity                          |   | 7,403,844 |   | 5,084,241 |
|                                                |   |   |   |   |
| Total liabilities and stockholders' equity          | $ | 9,536,480 |   | 9,311,799 |

The accompanying notes are an integral part of these consolidated financial statements

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| SUNVESTA, INC.                                       |
|------------------------------------------------------|
| (A Development Stage Company)                        |
| UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS      |
| AND COMPREHENSIVE LOSS                               |
|                                                 |   |   |   |   |   |   |   |   |   |   |
|                                                 |   | Three Months Ended |   | Nine Months Ended |   |   |
|                                                 |   | September 30, |   | September 30, |   | Cumulative |
|                                                 |   | 2009 |   | 2008 |   | 2009 |   | 2008 |   | Amounts |
| Revenues, net                                        | $ | - |   | - |   | - |   | - |   | - |
| Cost of revenues                                     |   | - |   | - |   |  - |   | - |   | - |
| Gross profit                                         |   | - |   | - |   | - |   | - |   | - |
|                                                 |   |   |   |   |   |   |   |   |   |   |
| Operating expenses:                                  |   |   |   |   |   |   |   |   |   |   |
| General and administrative expenses                  |   | 137,320 |   | 275,443 |   | 456,437 |   | 916,168 |   | 7,404,565 |
| Sales and marketing                                  |   | 51,284 |   | - |   | 54,565 |   | 20,688 |   | 312,443 |
|                                                 |   | 188,604 |   | 275,443 |   | 511,002 |   | 936,856 |   | 7,717,008 |
| Loss from operations                                 |   | (188,604) |   | (275,443) |   | (511,002) |   | (936,856) |   | (7,717,008) |
|                                                 |   |   |   |   |   |   |   |   |   |   |
| Other income (expense):                              |   |   |   |   |   |   |   |   |   |   |
| Loss on disposal of assets                           |   | - |   | - |   | (635) |   | (2,008) |   | (3,258) |
| Loss on sale of investments                          |   | - |   | - |   | - |   | - |   | (1,137,158) |
| Miscellaneous income                                 |   | - |   | - |   | - |   | - |   | 79,534 |
| Interest income                                      |   | - |   | 296 |   | - |   | 301 |   | 66,881 |
| Interest expense                                     |   | (8,778) |   | (39,897) |   | (62,742) |   | (124,565) |   | (404,786) |
| Gain on cancellation of debt                         |   | - |   | - |   | - |   | - |   | 57,630 |
|                                                 |   | (8,778) |   | (39,601) |   | (63,377) |   | (126,272) |   | (1,341,157) |
| Loss before provision for income taxes               |   | (197,382) |   | (315,044) |   | (574,379) |   | (1,063,128) |   | (9,058,165) |
|                                                 |   |   |   |   |   |   |   |   |   |   |
| Provision for income taxes                           |   | - |   | - |   | - |   | - |   | - |
| Net loss                                             | $ | (197,382) |   | (315,044) |   | (574,379) |   | (1,063,128) |   | (9,058,165) |
|                                                 |   |   |   |   |   |   |   |   |   |   |
| Comprehensive income (loss):                         |   |   |   |   |   |   |   |   |   |   |
| Foreign currency translation adjustments, net of tax |   | (45,013) |   | 608,119 |   | 242,476 |   | (203,054) |   | (229,419) |
| Comprehensive income (loss)                          | $ | (152,369) |   | 293,075 |   | (331,903) |   | (1,266,182) |   | (9,287,584) |
|                                                 |   |   |   |   |   |   |   |   |   |   |
| Loss per common share - basic and diluted            | $ | (0.01) |   | (0.01) |   | (0.02) |   | (0.04) |   |   |
| Weighted average common shares - basic and diluted   |   | 39,476,956 |   | 29,289,535 |   | 35,859,338 |   | 29,289,535 |   |   |

The accompanying notes are an integral part of these consolidated financial statements

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| SUNVESTA, INC.                                    |
|---------------------------------------------------|
| (A Development Stage Company)                     |
| UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS   |
|                                              |   |   |   |   |   |   |
|                                              |   | Nine Months Ended |   |   |
|                                              |   | September 30, |   | Cumulative |
|                                              |   | 2009 |   | 2008 |   | Amounts |
| Cash flows from operating activities:             |   |   |   |   |   |   |
| Net loss                                          | $ | (574,379) |   | (1,063,128) |   | (9,058,165) |
| Adjustments to reconcile net loss to net cash     |   |   |   |   |   |   |
| used in operating activities:                     |   |   |   |   |   |   |
| Depreciation                                      |   | 24,212 |   | 84,427 |   | 269,715 |
| Stock compensation expense                        |   | 33,750 |   | - |   | 96,019 |
| Related party accrued interest                    |   | 39,154 |   | 104,556 |   | 160,359 |
| Note payable accrued interest                     |   | 19,832 |   | - |   | 19,832 |
| Loss on securities acquired as a deposit on stock |   | - |   | - |   | 1,008,324 |
| Loss on disposal of assets                        |   | 635 |   | 2,008 |   | 3,258 |
| Gain on cancellation of debt                      |   | - |   | - |   | (137,204) |
| (Increase) decrease in:                           |   |   |   |   |   |   |
| Prepaid expenses                                  |   | 3,154 |   | (28,249) |   | (3,612) |
| Other assets                                      |   | (172) |   | 6,877 |   | (9,816) |
| Increase (decrease) in:                           |   |   |   |   |   |   |
| Accounts payable                                  |   | (171,213) |   | (125,846) |   | 1,883,669 |
| Accrued expenses                                  |   | 1,841 |   | 26,951 |   | 105,492 |
|                                              |   |   |   |   |   |   |
| Net cash used in operating activities             |   | (623,186) |   | (992,404) |   | (5,742,129) |
|                                              |   |   |   |   |   |   |
| Cash flows from investing activities:             |   |   |   |   |   |   |
| Proceeds from securities available-for-sale       |   | - |   | - |   | 1,803,669 |
| Purchase of property and equipment                |   | (58,419) |   | (96) |   | (9,769,026) |
| Deposits                                          |   | (53) |   | (1,604) |   | (1,863) |
|                                              |   |   |   |   |   |   |
| Net cash used in investing activities             |   | (58,472) |   | (1,700) |   | (8,030,508) |
|                                              |   |   |   |   |   |   |
| Cash flows from financing activities:             |   |   |   |   |   |   |
| Net proceeds from deposit on stock                |   | - |   | - |   | 3,664,417 |
| Proceeds from stock issuance                      |   | 300,000 |   | - |   | 300,000 |
| Advances from related parties                     |   | 628,610 |   | 1,272,554 |   | 9,874,766 |
| Increase in note payable                          |   | - |   | - |   | 700,000 |
| Decrease in note payable                          |   | - |   | (163,664) |   | (163,664) |
|                                              |   |   |   |   |   |   |
| Net cash provided by financing activities         |   | 928,610 |   | 1,108,890 |   | 14,375,519 |
|                                              |   |   |   |   |   |   |
|                                              |   |   |   |   |   |   |
| Effect of exchange rate changes                   |   | (52,914) |   | (172,548) |   | (369,965) |
|                                              |   |   |   |   |   |   |
| Net increase (decrease) in cash                   |   | 194,038 |   | (57,762) |   | 232,917 |
|                                              |   |   |   |   |   |   |
| Cash, beginning of period                         |   | 39,434 |   | 60,480 |   | 555 |
|                                              |   |   |   |   |   |   |
| Cash, end of period                               | $ | 233,472 |   | 2,718 |   | 233,472 |

The accompanying notes are an integral part of these consolidated financial statements

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**SUNVESTA, INC.            (A Development Stage Company)**

**NOTES TO UNAUDITEDCONDENSEDCONSOLIDATED FINANCIAL STATEMENTS**

**September 30, 2009**

**Note 1 – Organization and Summary of Significant Accounting Policies**

Organization          

SunVesta, Inc. (“SunVesta”) (formerly OpenLimit, Inc.) was organized on January 1, 2005 and on August 27, 2007 acquired SunVesta Holding AG (“SunVesta AG”) (collectively the “Company”). SunVesta AG has four wholly-owned subsidiaries: SunVesta Projects        and Management AG, a Swiss Company; Rich Land Investments Limitada, a Costa Rican Company; SunVesta Turistik Yatririm VE, a Turkish Company; and SunVesta Costa Rica Marketing & Sales Ltda., a Costa Rican Company.        The acquisition was completed under a Securities Exchange Agreement and Plan of Exchange (the “Agreement”) and the terms of the Agreement providedthat SunVesta AG wouldbe a wholly-owned subsidiary of SunVesta, and the stockholders of SunVesta AG received 21,000,000 (approximately 94% immediately after the transaction) shares of SunVesta common stock.          

Sincethe shares issued in the acquisition of SunVesta AG represent control of the total shares of SunVesta’s common stock issued and outstanding immediately following the acquisition, SunVesta AG is deemed for financial reporting purposes to have acquired SunVesta in a reverse acquisition. The business        combination was accounted for as a recapitalization of SunVesta giving effect to the acquisition of 100% of the outstanding common shares of SunVesta AG.                   The Company is considered a development stage company as defined in ASC Topic 915.          

**Basis of Presentation**

The accompanying unaudited consolidated financial statements have been prepared by management in accordance with the instructions in Form 10-Q and, therefore, do not include all information and footnotes required by generally accepted accounting principles and should, therefore, be read in conjunction with the Company’s Form 10-K, for the        year ended December 31, 2008, filed with the Securities and Exchange Commission. These statements do include all normal recurring adjustments which the Company believes necessary for a fair presentation of the statements. The interim results of operations are not necessarily indicative of the results to be expected for the full year ended December 31, 2009.

**Additional Footnotes Included By Reference**

Except as indicated in the notes below, there have been no other material changes in the information disclosed in the notes to the financial statements included in the Company’s Form 10-K for the year ended December 31, 2008, filed with the Securities and Exchange Commission. Therefore, those footnotes are included herein by        reference.

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**SUNVESTA, INC.            (A Development Stage Company)**

**NOTES TO UNAUDITEDCONDENSEDCONSOLIDATED FINANCIAL STATEMENTS**

**September 30, 2009**

Note 2 - Going Concern

As shown in the accompanying financial statements, the Company has negative working capital, and has incurred net losses since inception. Management intends to seek additional capital from new equity securities offerings that will provide funds needed to increase liquidity, fund internal growth, and fully implement its business plan.        Management’s plan also includes negotiations to convert significant portions of existing debt into equity.                  An estimated $10 million is believed necessary to continue operations and increase development through the current and next fiscal year. The timing and amount of capital requirements will depend on a number of factors, including demand for products and services and the availability of opportunities for international expansion through affiliations and other business relationships. The Company currently has plans for a luxury hotel and private residential complex in the Papagayo Gulf        Tourism Project area of Costa Rica.                  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 3 – Property and Equipment

Property and equipment consists of the following:

|                                 |   | September 30, |   | December 31, |
|--------------------------------------|--------|---------------|--------|--------------|
|                                 |   | 2009          |   | 2008         |
|                                 |   | (Unaudited)   |   | (Audited)    |
|                                 |   |          |   |         |
| Land                                 | $      | 7,000,000     |   | 7,000,000    |
| IT Equipment                         |   | 173,906       |   | 173,279      |
| Furniture and equipment              |   | 29,979        |   | 29,979       |
| Leasehold improvements               |   | 66,617        |   | 66,617       |
| Construction in-process (see Note 4) |   | 2,286,756     |   | 2,229,599    |
|                                 |   |          |   |         |
|                                 |   | 9,557,258     |   | 9,499,474    |
| Less accumulated depreciation        |   | (268,712)     |   | (244,500)    |
|                                 |   |          |   |         |
|                                 | $      | 9,288,546     |   | 9,254,974    |

Note 4 – Construction In-Process

The Company owns a land lot and a concession to build a luxury hotel and private residences on the land lot situated in the Papagayo Gulf Tourism Project area of Costa Rica.                   At September 30, 2009, the Company had incurred $2,286,756 of costs (principally consisting of architectural plans and drawings) related to construction of a luxury hotel and resort on the grounds of the aforementioned Costa Rica land lot.

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**SUNVESTA, INC.            (A Development Stage Company)**

**NOTES TO UNAUDITEDCONDENSEDCONSOLIDATED FINANCIAL STATEMENTS**

**September 30, 2009**

Note 5 – Note Payable          

The Company’s note payable consists of a note payable to Brues y Fernandez Construcciones S.A. (ByF), a construction contractor (see Note 7). The note is repayable in Euros and is collaterized by 10% of the common shares in Rich Land Investments Limitada and bears interest at 6%. The note is currently in default.         Note 6 – Advances from Related Parties

Advances from related parties consists of unsecured due on demand advances as follows:          

|                                                                                                                                                                                                                 |   | September 30, |   | December 31, |
|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|--------|---------------|--------|--------------|
|                                                                                                                                                                                                                 |   | 2009          |   | 2008         |
|                                                                                                                                                                                                                 |   | (Unaudited)   |   | (Audited)    |
|                                                                                                                                                                                                                 |   |          |   |         |
| Advance from H. Rigendinger, a shareholder of the Company. The advance bears interest at 3% and has no specific repayment terms.                                                                                     | $      | 48,295        |   | 47,365       |
|                                                                                                                                                                                                                 |   |          |   |         |
| Advance from A. Oehler, a shareholder of the Company. The advance bears interest at 3%. The repayment terms of the advance are currently in default.                                                                 | $      | 28,977        |   | 28,419       |
|                                                                                                                                                                                                                 |   |          |   |         |
| Advance from Zypam Ltd., a shareholderof the Company. The advance required an interest charge on funds advanced at 3%. Secured in part, by a pledge of over 30% ofthe common shares in Richland InvestmentsLimitada. | $      | 437,960       |   | 2,105,873    |
|                                                                                                                                                                                                                 |   |          |   |         |
|                                                                                                                                                                                                                 |   | 515,232       |   | 2,181,657    |
| Accrued interest on advances                                                                                                                                                                                         |   | 8,919         |   | 221,155      |
|                                                                                                                                                                                                                 |   |          |   |         |
|                                                                                                                                                                                                                 | $      | 524,151       |   | 2,402,812    |

The agreement with Zypam Ltd. also contains a subordination clause wherein all other Company creditors are entitled to a priority security interest over the Company’s assets.

Note 7 – Construction Related Agreement

The Company executed an agreement with Brues y Fernandez Construcciones S.A. (ByF), a construction contractor based in Madrid, Spain. Terms of the agreement stated that ByF and the Company will negotiate in good faith but on a non-binding basis the appointment of ByF as general contractor of a hotel on the land lot in the Papagayo Gulf Tourism Project area of        Costa Rica (see Notes 4 and 5).

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**SUNVESTA, INC.            (A Development Stage Company)**

**NOTES TO UNAUDITEDCONDENSEDCONSOLIDATED FINANCIAL STATEMENTS**

**September 30, 2009**

Note 8 – Supplemental Cash Flow Information          

During the nine months ended September 30, 2009, the Company:          

|  | ·      | Issued 60,000 shares of common stock related to deferred stock compensation valued at $45,000. |
|--|----------------------------------------|------------------------------------------------------------------------------------------------|

|  | ·      | Entered into a debt settlement agreement wherein 7,725,854 shares of common stock were issued in payment of $2,245,950of advances from related parties and a stock subscription receivable for $71,806. |
|--|----------------------------------------|---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|

|  | ·      | Authorized the issuance of 1,000,000 shares of common stock for cash at a price of $0.30 a share. |
|--|----------------------------------------|---------------------------------------------------------------------------------------------------|

Note 9 – Subsequent Events

The Company has evaluated subsequent events from the balance sheet date through November 16, 2009, and determined there are no events to disclose.          

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

This *Management’s Discussion and Analysis of Financial Condition and Results of Operations*and other parts of this quarterly report contain forward-looking statements that involve risks and uncertainties. Forward-looking statements can be identified by words        such as “anticipates,” “expects,” “believes,” “plans,” “predicts,” and similar terms. Forward-looking statements are not guarantees of future performance and our actual results may differ significantly from the results discussed in the forward-looking statements. Factors that might cause such differences include but are not limited to those discussed in the subsection entitled        *Forward-Looking Statements and Factors That May Affect Future Results and Financial Condition*below. The following discussion should be read in conjunction with our financial statements and notes thereto included in this report. Our fiscal year end is December 31. All information presented herein is based on the three and ninemonth periods ended September30, 2009. 

**Discussion and Analysis**

**General**         The Company intends to develop high-end luxury hotels and resorts in emerging tourist destinations that will combine traditional hotel operations with villas that will be sold within the framework of a fractional private residence club program. Members of that program will have international membership privileges.         We will concentrate initially on offering luxury hotel products located in attractive, top-class coastal vacation destinations in countries such as Costa Rica, Vietnam and Turkey that are fast emerging as popular tourist destinations. Building on the anticipated success of our initial offerings, we intend to extend our innovative program of private residence clubs and fractional ownership to traditional tourist destinations in order to attract business, sports, and shopping travelers.        Ultimately, we intend to develop at least one exclusive luxury hotel and resort in the top vacation destination on each continent in addition to at least five world-class locations that will serve as city boutique and mountain resort hotels.

Our initial real estate development, the El Cielo Hideaway Eco Resort and Spa, Private Residences (formerly the “Papagayo Princess Resort & Spa Hotel”), is to be constructed on 20.5 hectares of prime land located in Guanacaste, Costa Rica. The Company has purchased 8.5 hectares and is in negotiations to purchase an additional        12 hectares contiguous with the existing site that would provide the project with direct private beach access. Should the Company be able to expand its project to include this additional property it believes that such purchase will significantly enhance the value of the El Cielo Hideaway Eco Resort and Spa, Private Residences. Construction permits forthe property that the Company intends to acquire have already been granted clearing the way for the        expectedstart of construction activities in the first quarter of 2010. The Company believes that the purchase of the additional acreage will be finalized on or before the end of November 2009. 

**Discussion and Analysis**         

Our plan of operation for the coming year is to focus on the further development of our business model. We will require a minimum of $10,000,000 in new funding over the next twelve months to progress the construction of the El Cielo Hideaway Eco Resort and Spa, Private Residences and up to $190,000,000 in funding by the time the development        is completed. Although we are yet to secure any of this additional financing we are confident that these amounts will become available on a timely basis from debt or equity financings in the first instance until such time as we can begin the pre-sale of ownership interests in the project. Our expected timeline to build and open the hotel is as follows:           

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|  | ·      | Receive the building permit by the end of 2009; |
|--|----------------------------------------|-------------------------------------------------|

|  | ·      | Receive a mortgage loan as soon as the project is permitted at the end of 2009; |
|--|----------------------------------------|---------------------------------------------------------------------------------|

|  | ·      | Start selling fractional ownership in mid 2010; |
|--|----------------------------------------|-------------------------------------------------|

|  | ·      | Start construction in early2010; and |
|--|----------------------------------------|--------------------------------------|

|  | ·      | End construction work by early 2012. |
|--|----------------------------------------|--------------------------------------|

We intend to utilize traditional, existing third party distribution channels for selling fractional ownership interests and are now in the process of identifying experienced business-partners with a proven record of sales within the industry. Our initial focus is on contracting sales organizations within the western hemisphere that are well        placed to market fractional ownership in our Costa Rican property. 

We intend to contract with a major luxury hotel management brand to operate the El Cielo Hideaway Eco Resort and Spa, Private Residences. On May 19, 2009 the Company        entered into a letter of understanding with Wingfield Corporation, an experienced project development company based in Brussels, Belgiumand the Jumeirah Group, an international hotel management company based in Dubai, United Arab Emirates that the Jumeirah Group manage El Cielo Hideaway Eco Resort and Spa,        Private Residenceson completion.Wingfield has further indicated a willingness to enter into a project development agreement with us intended to outsourcemany of our current project development activities. Further, Horwath HTL Hotel, Tourism and        Leisure, one of the world’s largest consulting groups,located in Barcelona, Spain,hascompleted a Market Demand, Supply and Financial Feasibility        Study for our project. The overall conclusions of the reports were positive in connection with the Company’s project in Costa Rica.

 

Since we intend to conclude an agreement with an international luxury hotel management company in the near term and anticipate outsourcing many of our project development activities, we have reduced our own project development staff. Nonetheless, our focus will remain on developing high-end luxury hotels and resorts in emerging tourist        destinations and our operations will continue to concentrate on the conceptualization, design, sales, marketing, and monitoring of our projects. 

**Results of Operations**

During the nine month periodended September30, 2009 our operations were focused on (i) developing our business model; (ii) negotiating the purchase of additional hectares to expand our project in Costa Rica; (iii) deliberationswith        local authorities to obtain building permitsfor the El Cielo Hideaway Eco Resort and Spa; (iv) discussions with prospective project development partners; (v) pursuingadditional debt or equity financingarrangements; (vi) improving operating efficiencies and(vii) satisfying continuous public disclosure requirements.

The Company has been funded since inception from equity placements and by shareholders or partners in the form of loans. All of the capital raised to date has been allocated to the development of the El Cielo Hideaway Eco Resort and Spa including the purchase of the land and general and administrative costs. 

***Comprehensive Losses***         

For the period from the date of inception of development stage on January 1, 2005 until September30, 2009 the Company incurred a comprehensive loss of $9,287,584. 

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Comprehensive lossfor the three month period ended September 30, 2009 was $237,236as compared to comprehensive incomeof $293,075for the threemonth period        ended September 30, 2008. The transition to a comprehensive loss in the current period from a comprehensive income in the previous period can primarily be attributed to the gains from foreign currency translation adjustments in the previous period. Comprehensive losses for the ninemonth period ended September30, 2009 was $416,770as compared to comprehensive losses of        $1,266,182 for the ninemonth period ended September 30, 2008. The decrease in comprehensive losses over the comparative ninemonth periods can primarily be attributed to decreases in general and administrative costs, decreases in interestexpenses, and a recognition of a gain onforeign currency translation in the currentperiod. The decrease in general and administrative costs is due to a scaling back of employees and related expenses over the comparative periods as we move towards outsourcing our project development activities. 

We did not generate any revenue during this period. 

The Company expects to continue to incur losses through the year ended December 31, 2009. 

***Income Tax Expense (Benefit)***

The Company has a prospective income tax benefit resulting from a net operating loss carry-forward and start up costs that will offset future operating profit.          

***Impact of Inflation***

The Company believes that inflation has had a negligible effect on its operations over the past three years. 

***Capital Expenditures***

The Company expended a significant amount on capital expenditures for the period from January 1, 2005 to September30, 2009 in connection with the purchase of land that includes a concession to build a hotel and private residence club in Costa Rica. 

***Liquidity and Capital Resources***

The Company has been in the development stage since inception and has experienced significant changes in liquidity, capital resources, and stockholders’ equity. 

As of September 30, 2009 we had current assets of $246,071 and total assets of $9,536,480 with a working capital deficit of $1,886,565. Our current assets consisted of $233,472in cash and cash equivalents, $3,612 in prepaid expenses, and $8,987in other assets. Our total        assets consisted of current assets, property and equipment of $9,288,546, and deposits of $1,863. We had current and total liabilities of $2,132,636which consisted of advances from related parties, accounts payable, notes payable and accrued expenses. Total stockholders’ equity in the Company was $7,403,844at September30, 2009. 

Cash flow used in operating activities was $5,742,129for the period from January 1, 2005 to September30, 2009. Cash flow used in operating activities for the ninemonth period ended September30,        2009 was $623,186as compared to $992,404for the ninemonth period ended September30, 2008. The decrease in cash flow used in operating activities over the comparable periods was primarily due to a decrease in net losses from operations. We expect to continue to use cash flow in operating activities in future periods as we develop our        business plan. 

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Cash flows used in investing activities was $8,030,508for the period from January 1, 2005 to September30, 2009. Cash flows provided by investing activities for the ninemonth period ended September 30, 2009 was $58,472as compared to cash flows used in investing activities of $1,700for the ninemonth period ended September 30, 2008. We expect to use cash flows in investing activities as funding becomes available for the construction of the El Cielo Hideaway Eco Resort and Spa.          

Cash flow provided by financing activities was $14,375,519 for the period from January 1, 2005 to September 30, 2009. Cash flow provided by financing activities for the ninemonth period ended September 30, 2009 was $928,610as compared to $1,108,890for the ninemonth period ended September 30, 2008. Cash flow provided by financing activities in the current period can be attributed to advances from related parties and proceeds from a stock subscription. We expect to continue to realize cash flow provided by financing activities as our business development plan requires additional funding. 

The Company’s current assets are insufficient to conduct its plan of operation over the next twelve (12) months. We will have to seek at least $10,000,000 in debt or equity financing over the next twelve months to fund the development of our business plan. The Company has no current commitments or arrangements with respect to, or immediate        sources of funding. Further, no assurances can be given that funding is available. The Company’s shareholders are the most likely source of immediate funding in the form of loans or equity placements though none have made any commitment for future investment and the Company has no agreement formal or otherwise. The Company’s inability to obtain funding will have a material adverse affect in the near termon our plan of        operation.

The Company does not intend to pay cash dividends in the foreseeable future. The Company had no lines of credit or other bank financing arrangements as of September 30, 2009. 

The Company had no commitments for future capital expenditures that were material at September 30, 2009 except those prospectively tied to the construction of the El Cielo Hideaway Eco Resort and Spa. 

The Company has no defined benefit plan or contractual commitment with any of its officers or directors. 

The Company has no current plans for the purchase or sale of any plant or equipment. 

The Company has no current plans to make any additional changes in the number of its employees. 

***Off-Balance Sheet Arrangements***

As of September 30, 2009 the Company has no significant off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures, or capital resources that are material to        stockholders. 

***Going Concern***

The Company’s auditors in their audit report for the period ended December 31, 2008 filed in our Form 10-K noted substantial doubt as to our ability to continue as a going concern as a result of accumulated losses since inception and our failure to establish profitable operations. 

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Our ability to continue as a going concern requires that we either realize net income from operations or obtain funding from outside sources. Since our business plan does not anticipate revenue within the next twelve months, management’s plan to ensure our ability to continue as a going concern includes: (i) private placements of debt or        equity; (ii) pre-selling fractional ownership interests in the El Cielo Hideaway Eco Resort and Spa; (iii) obtaining shareholder loansand (iv) converting existing debt to equity. Although management believes that the Company will be able to continue as a going concern there can be no assurances that the anticipated means for maintaining this objective will prove successful. 

***Critical Accounting Policies***

In Note 2 to the audited financial statements for the years ended December 31, 2008 and 2007 filed in our Form 10-K the Company discusses those accounting policies that are considered to be significant in determining the results of operations and our financial position. The Company believes that the accounting principles utilized by us conform to        accounting principles generally accepted in the United States of America. 

The preparation of financial statements requires management to make significant estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses. By their nature, these judgments are subject to an inherent degree of uncertainty. On an on-going basis, the Company evaluates our estimates, including those        related to bad debts, inventories, intangible assets, warranty obligations, product liability, revenue, and income taxes. We base our estimates on historical experience and other facts and circumstances that are believed to be reasonable, and the results form the basis for making judgments about the carrying value of assets and liabilities. The actual results may differ from these estimates under different assumptions or conditions. 

***Forward-Looking Statements and Factors That May Affect Future Results and Financial Condition***

The statements contained in the section titled *Management’s Discussion and Analysis of Financial Condition and Results of Operations*and elsewhere in this current report, with the exception of historical facts, are forward-looking statements. Forward-looking        statements reflect our current expectations and beliefs regarding our future results of operations, performance, and achievements. These statements are subject to risks and uncertainties and are based upon assumptions and beliefs that may or may not materialize. These statements include, but are not limited to, statements concerning: 

·     our anticipated financial performance and business plan; 

|  | ·      | the sufficiency of existing capital resources; |
|--|----------------------------------------|------------------------------------------------|

|  | ·      | our ability to raise additional capital to fund cash requirements for future operations; |
|--|----------------------------------------|------------------------------------------------------------------------------------------|

|  | ·      | uncertainties related to the Company’s future business prospects; |
|--|----------------------------------------|-------------------------------------------------------------------------|

|  | ·      | the ability of the Company to generate revenues to fund future operations; |
|--|----------------------------------------|----------------------------------------------------------------------------|

|  | ·      | the volatility of the stock market; and |
|--|----------------------------------------|-----------------------------------------|

·     general economic conditions.

We wish to caution readers that our operating results are subject to various risks and uncertainties that could cause our actual results to differ materially from those discussed or anticipated, including the factors set forth in the section entitled *Risk Factors*included elsewhere in this report. We also wish to advise readers not to place any undue reliance on the forward-looking statements contained in this report, which reflect our beliefs and expectations only as of the date of this report. We assume no obligation to update or revise these forward-looking statements to reflect new events or circumstances or any changes in our beliefs or expectations, other than as required by law. 

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***Stock-Based Compensation***

**We have adopted Accounting Standards Codification Topic (“ASC”) 718, formerly SFAS No. 123 (revised 2004) (SFAS No. 123R), Share-Based Payment, which addresses the accounting for stock-based payment transactions in which an enterprise receives employee services in exchange for (a) equity        instruments of the enterprise or (b) liabilities that are based on the fair value of the enterprise’s equity instruments or that may be settled by the issuance of such equity instruments.**

**We account for equity instruments issued in exchange for the receipt of goods or services from other than employeesin accordance with ASC 505. Costs are measured at the estimated fair market value of the consideration received or the estimated        fair value of the equity instruments issued, whichever is more reliably measurable. The value of equity instruments issued for consideration other than employee services is determined on the earliest of a performance commitment or completion of performance by the provider of goods or services.**

***Recent Accounting Pronouncements***

In September 2009, the Financial Accounting Standards Board (FASB) issued ASU 2009-12, *Fair Value Measurements and Disclosures (Topic 820): Investments in Certain Entities That Calculate Net Asset Value per Share (or Its Equivalent).*This update provides amendments        to Subtopic 820-10, Fair Value Measurements and Disclosures – Overall, for the fair value measurement of investments in certain entities that calculate net asset value per share (or its equivalent). The amendments in this update are effective for interim and annual periods ending after December 15, 2009. Early application is permitted in financial statements for earlier interim and annual periods that have not been issued. The adoption of this update will have no material effect        on the Company’s financial condition or results of operations.

In August 2009, the FASB issued ASU 2009-05, *Fair Value Measurements and Disclosures (Topic 820): Measuring Liabilities at Fair Value*. This update provides amendments to Subtopic 820-10, Fair Value Measurements and Disclosures – Overall, for the fair value measurement of        liabilities. The guidance provided in this update is effective for the first reporting period beginning after issuance. The adoption of this statement has had no material effect on the Company’s financial condition or results of operations.          

In June 2009, the FASB issued SFAS No. 168, *The FASB Accounting Standards Codification**TM**and the Hierarchy of Generally Accepted Accounting Principles—a replacement of FASB Statement        No. 162*, which is codified in FASB ASC 105, *Generally Accepted Accounting Principles*(“ASC 105”). ASC 105 establishes the Codification as the source of authoritative GAAP in the United States (the “GAAP hierarchy”) recognized by the FASB to be applied by nongovernmental entities. Rules and interpretive releases of the Securities and        Exchange Commission (“SEC”) under authority of federal securities laws are also sources of authoritative GAAP for SEC registrants. Once the Codification is in effect, all of its content will carry the same level of authority and the GAAP hierarchy will be modified to include only two levels of GAAP, authoritative and non-authoritative. ASC 105 is effective for financial statements issued for interim and annual periods ending after September 15, 2009. The adoption of ASC        105 has had no material effect on the Company’s financial condition or results of operation.

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In June 2009, the FASB issued SFAS No. 167, *Amendments to FASB Interpretation No. 46(R)*(“SFAS No. 167”), which amends the consolidation guidance applicable to variable interest entities. The amendments significantly        affect the overall consolidation analysis under FASB ASC 810, *Consolidation*and require an enterprise to perform an analysis to determine whether the enterprise’s variable interest or interests give it a controlling financial interest in a variable interest entity. SFAS No. 167 has not yet been codified and in accordance with ASC 105, remains authoritative guidance until such time that it is        integrated in the FASB ASC. SFAS No. 167 is effective as of the beginning of the first fiscal year that begins after November 15, 2009, early adoption is prohibited. The Company does not believe the future application of SFAS No. 167 will have an adverse impact on its consolidated financial statements.

In June, 2009, the Financial Accounting Standards Board issued Statement of Financial Accounting Standards No 166, *Accounting for Transfers of Financial Assets—an amendment of FASB Statement No. 140*” (“SFAS 166”). This        statement removes the concept of a qualifying special-purpose entity Statement 140 and removes the exception from applying Interpretation No. 46 (revised December 2003), *Consolidation of Variable Interest Entities,*to qualifying special-purpose entities. SFAS No. 166 has not yet been codified and in accordance with ASC 105, remains authoritative guidance until such time that it is integrated in the        FASB ASC. SFAS No. 166 is effective for financial asset transfers occurring after the beginning of an entity’s first fiscal year that begins after November 15, 2009 and early adoption is prohibited. The Company does not believe the future application of SFAS No. 166 will have any impact on its consolidated financial statements or amaterial effect on the Company’s financial condition or results of operations. 

In May, 2009, FASB issued ASC 855 *Subsequent Events*which establishes principles and requirements for subsequent events. In accordance with the provisions of ASC 855, the Company currently evaluates subsequent events through the date the financial statements are available to be        issued.

**ITEM 3.****     ****QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK**

Not required.           

**ITEM 4T.****     ****CONTROLS AND PROCEDURES**

***Evaluation of Disclosure Controls and Procedures***

In connection with the preparation of this quarterly report, an evaluation was carried out by the Company’s management, with the participation of the chief executive officer and chief financial officer, of 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 (“Exchange Act”)). Disclosure controls and procedures are designed to ensure that information required to be disclosed in reports filed or submitted under the Exchange Act is recorded, processed, summarized, and reported within the time periods specified in the Commission’s rules and forms, and that such information is accumulated and communicated to management, including the chief executive officer and chief financial officer, to allow        timely decisions regarding required disclosures.          

Based on that evaluation, the Company’s management concluded, as of the end of the period covered by this report, that the Company’s disclosure controls and procedures were effective in recording, processing, summarizing, and reporting information required to be disclosed, within the time periods specified in the Commission’s        rules and forms, and such information was accumulated and communicated to management, including the chief executive officer and the chief financial officer, to allow timely decisions regarding required disclosures. 

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***Changes in Internal Control over Financial Reporting***

During the period ended September30, 2009 there has been no change in internal control over financial reporting that has materially affected, or is reasonably likely to materially affect our internal control over financial reporting. 

**PART II – OTHER INFORMATION**

**ITEM 1.****     ****LEGAL PROCEEDINGS**

Legal proceedings were initiated by Wimberley Allison Tong & Goo against SunVesta Projects and Management AG on November 6, 2008 in the Superior Court of the State of California, County of Orange. The claim is based on an alleged failure to satisfy the terms of a promissory note executed in exchange for certain design service rendered in        connection with the El Cielo Hideaway Eco Resort and Spa. The claim seeks $354,936.56 plus accrued interest in addition to legal fees incurred in prosecuting the suit. The Company has engaged counsel and paid $100,000 on May 11, 2009 to Wimberley Allison Tong & Goo against the amount due. The parties are currently in discussions to reach an agreement in order to resolve the remainder of this claim.

**ITEM 1A.     RISK FACTORS         **

The Company’s operations and securities are subject to a number of risks. Below we have identified and discussed the material risks that we are likely to face. Should any of the following risks occur, they will adversely affect our operations, business, financial condition and/or operating results as well as the future trading price and/or the value of our        securities.         

**Risks Related to the Company’s Business** 

***The Company’s limited operating history; anticipated losses; uncertainly of future results.***         The Company has no operating history upon which an evaluation of our business prospects can be based. Rather, the Company’s prospects must be evaluated with a view to the risks encountered by a company in an early stage of development, particularly in light of the uncertainties relating to the acceptance of its business model. We are incurring costs to develop our luxury real estate and hospitality business. There can be no assurance that we will be profitable on a quarterly or        annual basis. In addition, as we expand our business operations we will likely need to increase our operating expenses and increase our administrative resources. To the extent that such expenses are not subsequently followed by commensurate revenues, our business results of operations and financial condition would be materially adversely affected.         

***The Company has a historical record of losses which may continue.***         The Company reported cumulative, comprehensive losses from January 1, 2005 (date of inception of development stage) until September30, 2009of $9,287,584. The historical record indicates that we have not realized revenue from our efforts and cannot provide us with any certainty that revenue is forthcoming or that revenue would be sufficient to support operations. The sum of these indicators creates uncertainty as        to whether we will ever transition from losses to profits. Should we continue to incur losses we would be unable to meet our working capital requirements,which inability would stifle operations.         

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***Need for additional financing.***         The Company has no revenue from operations and therefore is not able to meet operating costs. As such, we will need to raise capital within the next twelve months to implement our plan of operation. However, there can be no assurance that we will be able to raise the required capital or that any capital raised will be obtained on favorable terms. Failure to obtain adequate capital would significantly curtail the Company’s business.

***Unpredictability of future revenues; potential fluctuations in the Company’s operating results.***         Since we have no history of generating revenues within the niche luxury real estate market in which we intend to compete, we are unable to forecast revenues accurately. Our current and future expense levels are based largely on our own investment/operating plans and estimates of future revenue. The Company may be unable to adjust spending to compensate for any unexpected revenue shortfall or delay. Accordingly, any significant shortfall or delay in revenue in relation to our planned        expenditures would have an immediate adverse affect on the Company’s business, financial condition, and results of operations.         

***Dependence on key personnel.***         Our performance and operating results are substantially dependent on the continued service and performance of our managers, officer, and directors. We intend to hire additional management personnel as we move forward with our business model. Competition for such personnel is intense, and there can be no assurance that we will be able to retain our key management employees, or that we will be able to attract or retain highly qualified technical personnel in the future. The loss of the        services of any of our key employees or the inability to attract and retain the necessary management personnel could have a material adverse effect upon the Company’s business.          

***The results of the Company’s operations depend on the efforts of third parties.  ***         Almost all of the Company’s future operations will be dependent upon the efforts of third parties. Despite being leaders in their respective fields, our dependence on third parties to initiate, determine and conduct operations could impede our own prospect of success.          

***Unproven acceptance of the Company’s approach to offering fractional ownership of luxury real estate.***         Although the concept of fractional ownership of luxury real estate is not new to the hospitality industry, our plan of operation incorporates proven traditional elements of fractional ownership with unproven concepts yet to be offered. As a result, we do not know with any certainty whether our services and/or products will be accepted within the hospitality marketplace. If our services and/or products prove to be unsuccessful within the marketplace, such failure could materially        adversely affect the Company’s financial condition, operating results, and cash flows.         

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**Risks Related to the Company’s Stock**

 

***The market for our stock is limited and our stock price may be volatile.***         The market for our common stock has been limited due to low trading volume and the small number of brokerage firms acting as market makers. Because of the limitations of our market and volatility of the market price of our stock, investors may face difficulties in selling shares at attractive prices when they want to. The average daily trading volume for our stock has varied significantly from week to week and from month to month, and the trading volume often varies widely from day to        day.         

***The Company does not pay cash dividends.***         The Company does not pay cash dividends. We have not paid any cash dividends since inception and have no intention of paying any cash dividends in the foreseeable future. Any future dividends would be at the discretion of our board of directors and would depend on, among other things, future earnings, our operating and financial condition, our capital requirements, and general business conditions. Therefore, shareholders should not expect any type of cash flow from their        investment.

***We incur significant expenses as a result of the Sarbanes-Oxley Act of 2002, which******expenses may continue to******negatively impact our financial performance.***         We incur significant legal, accounting and other expenses as a result of the Sarbanes-Oxley Act of 2002, as well as related rules implemented by the Commission, which control the corporate governance practices of public companies. Compliance with these laws, rules and regulations, including compliance with Section 404 of the Sarbanes-Oxley Act of 2002, as discussed in the following risk factor, has substantially increased our expenses, including legal and accounting costs, and made some        activities more time-consuming and costly. Further, expenses related to our compliance may increase in the future, as legislation affecting smaller reporting companies comes into effect that may negatively impact our financial performance to the point of having a material adverse effect on our results of operations and financial condition.

***Our internal controls over financial reporting may not be considered effective in the future, which could result in a loss of investor confidence in our financial reports and in turn have an adverse effect on our stock price.***         Pursuant to Section 404 of the Sarbanes-Oxley Act of 2002 we are required to furnish a report by our management on our internal controls over financial reporting. Such report must contain, among other matters, an assessment of the effectiveness of our internal controls over financial reporting as of the end of the year, including a statement as to whether or not our internal controls over financial reporting are effective. This assessment must include disclosure of any material        weaknesses in our internal controls over financial reporting identified by management. If we are unable to continue to assert that our internal controls are effective, our investors could lose confidence in the accuracy and completeness of our financial reports, which in turn could cause our stock price to decline.         

***The Company’s shareholders may face significant restrictions on their stock.***         The Company’s stock differs from many stocks in that it is a “penny stock.” The Commission has adopted a number of rules to regulate “penny stocks” including, but not limited to, those rules from the Securities Act as follows:

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3a51-1     which defines penny stock as, generally speaking,those securities which are not listed on either NASDAQ or a national securities exchange and are priced under $5, excluding securities of issuers that have net tangible assets greater than $2 million if they have been in        operation at least three years, greater than $5 million if in operation less than three years, or average revenue of at least $6 million for the last three years;

15g-1     which outlines transactions by broker/dealers which are exempt from 15g-2 through 15g-6 as those whose commissions from traders are lower than 5% total commissions;

15g-2      which details that brokers must disclose risks of penny stock on Schedule 15G;

15g-3      which details that broker/dealers must disclose quotes and other information relating to the penny stock market;

15g-4      which explains that compensation of broker/dealers must be disclosed;

15g-5      which explains that compensation of persons associated in connection with penny stock sales must be disclosed;

15g-6      which outlines that broker/dealers must send out monthly account statements; and

15g-9     which defines sales practice requirements. 

Since the Company’s securities constitute a “penny stock” within the meaning of the rules, the rules would apply to us and our securities. Because these rules provide regulatory burdens upon broker-dealers, they may affect the ability of shareholders to sell their securities in any market that may develop; the rules themselves        may limit the market for penny stocks. Additionally, the market among dealers may not be active. Investors in penny stock often are unable to sell stock back to the dealer that sold them the stock. The mark-ups or commissions charged by the broker-dealers may be greater than any profit a seller may make. Because of large dealer spreads, investors may be unable to sell the stock immediately back to the dealer at the same price the dealer sold the stock to the investor. In some cases, the        stock may fall quickly in value. Investors may be unable to reap any profit from any sale of the stock, if they can sell it at all.                 Shareholders should be aware that, according to Commission Release No. 34-29093 dated April 17, 1991, the market for penny stocks has suffered from patterns of fraud and abuse. These patterns include:

|  | ·      | control of the market for the security by one or a few broker-dealers that are often related to the promoter or issuer; |
|--|----------------------------------------|-------------------------------------------------------------------------------------------------------------------------|

|  | ·      | manipulation of prices through prearranged matching of purchases and sales and false and misleading press releases; |
|--|----------------------------------------|---------------------------------------------------------------------------------------------------------------------|

|  | ·      | "boiler room" practices involving high pressure sales tactics and unrealistic price projections by inexperienced sales persons; |
|--|----------------------------------------|---------------------------------------------------------------------------------------------------------------------------------|

|  | ·      | excessive and undisclosed bid-ask differentials and markups by selling broker-dealers; and |
|--|----------------------------------------|--------------------------------------------------------------------------------------------|

|  | ·      | the wholesale dumping of the same securities by promoters and broker-dealers after prices have been manipulated to a desired level, along with the inevitable collapse of those prices with consequent investor losses. |
|--|----------------------------------------|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|

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

None.

**ITEM 3.     DEFAULTS****UP****ON SENIOR SECURITIES         **

None.

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

None.

**ITEM 5.     OTHER INFORMATION         **

None.

**ITEM 6.     EXHIBITS**

Exhibitsrequired to be attached by Item 601 of Regulation S-K are listed in the Index to Exhibits on page 24of this Form 10-Q, and are incorporated herein by this reference.

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**SIGNATURES**

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

| ***SunVesta, Inc.***                                                                                                                 | ***Date***        |
|--------------------------------------------------------------------------------------------------------------------------------------|-------------------|
| /s/ Josef Mettler

By: Josef Mettler

Its: Chief Executive Officer, Chief Financial Officer,Principal Accounting Officerand Director | November 16, 2009 |

                    

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**EXHIBITS**

***Exhibit     Description***

3(i)(a)*               Articles of Incorporation (incorporated by reference from the Form 10-SB filed with the Commission on December 31, 1999).

3(i)(b)*              Amended Articles of Incorporation (incorporated by reference from the Form 10-KSB filed with the Commission on April 9, 2003).

3(i)(c)*      Amended Articles of Incorporation (incorporated by reference from the Form 10-QSB filed with the Commission on November 17, 2003).

3(i)(d)*           Amended Articles of Incorporation (incorporated by reference from the Form 8-K filed with the Commission on September 27, 2007).

3(ii)(a)*          Bylaws (incorporated by reference from the Form 10-SB filed with the Commission on December 31, 1999).

3(ii)(b)*             Amended Bylaws (incorporated by reference from the Form 10-QSB filed with the Commission on November 17, 2003).

10(i)*            Securities Exchange Agreement and Plan of Exchange dated June 18, 2006 between the Company and SunVesta AG (formerly ZAG Holdings AG) (incorporated by reference from the Form 8-K filed with the Commission on June 21, 2007).

10(ii)*        Purchase and Sale Agreement between ZAG Holding AG and Trust Rich Land Investments, Mauricio Rivera Lang dated May 1, 2006 for the acquisition of Rich Land Investments Limitada.

10(iii)*       Debt Settlement Agreement dated September 28, 2007 with Evelyne Bucher (incorporated by reference from the Form 8-K filed with the Commission on October 9, 2007).

10(iv)*       Debt Settlement Agreement dated September 28, 2007 with Erdogan Gökuman (incorporated by reference from the Form 8-K filed with the Commission on October 9, 2007).

10(v)*        Debt Settlement Agreement dated September 28, 2007 with Isik Hidir (incorporated by reference from the Form 8-K filed with the Commission on October 9, 2007).

10(vi)*       Debt Settlement Agreement dated September 28, 2007 with Elvan Tekin (incorporated by reference from the Form 8-K filed with the Commission on October 9, 2007).

10(vii)*      Debt Settlement Agreement dated September 28, 2007 with Nurhan Tokay (incorporated by reference from the Form 8-K filed with the Commission on October 9, 2007).

10(viii)*      Debt Settlement Agreement dated September 28, 2007 between the Company and Ismail Tokay.

10(ix)*       Debt Settlement Agreement dated September 28, 2007 between the Company and Huseyin Tokay.

10(x)*       Debt Settlement Agreement dated September 28, 2007 with Turan Tokay (incorporated by reference from the Form 8-K filed with the Commission on October 9, 2007).

10(xi)*       Debt Settlement Agreement dated September 28, 2007 with Turan Tokay (incorporated by reference from the Form 8-K filed with the Commission on October 9, 2007).

10(xii)*      Debt Settlement Agreement dated September 28, 2007 with Hans-Jorg Hartmann (incorporated by reference from the Form 8-K filed with the Commission on October 9, 2007).

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10(xiii)*      Debt Settlement Agreement dated September 28, 2007 with the Tremula Group Ltd. (incorporated by reference from the Form 8-K filed with the Commission on October 9, 2007).

10(xiv)*      Debt Settlement Agreement dated September 28, 2007 with Integra Holding AG (incorporated by reference from the Form 8-K filed with the Commission on October 9, 2007).

10(xv)*      Debt Settlement Agreement dated September 28, 2007 with Zypam Ltd. (incorporated by reference from the Form 8-K filed with the Commission on October 9, 2007).

10(xvi)*      Debt Settlement Agreement dated September 28, 2007 with Zypam Ltd. (incorporated by reference from the Form 8-K filed with the Commission on October 9, 2007).

10(xvii)*      Debt Settlement Agreement dated September 28, 2007 with Zypam Ltd. (incorporated by reference from the Form 8-K filed with the Commission on October 9, 2007).

10(xviii)*      Debt Settlement Agreement dated September 28, 2007 with HTV Atkiengesellschaft (incorporated by reference from the Form 8-K filed with the Commission on October 9, 2007).

10(xix)*     Debt Settlement Agreement dated September 29, 2008 with Zypam Ltd. (incorporated by reference from the Form 10-Qfiled with the Commission on November 13, 2008).

10(xx)*     Debt Settlement Agreement dated April 21, 2009 between the Company and Zypam, Ltd. (incorporated by reference from the Form 8-K filed with the Commission on April 30, 2009).

14*        Code of Ethics adopted March 1, 2004 (incorporated by reference from the 10-KSB filed with the Commission on April 14, 2004).

21*     Subsidiaries of the Company(incorporated by reference from the 10-Kfiled with the Commission on April 9, 2008).

31     Certification of the Chief Executive Officer and Chief Financial Officer pursuant to Rule 13a-14 of the Securities and Exchange Act of 1934, as amended, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002(attached).

32          Certification of the 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(attached).

      *      Incorporated by reference to previous filings of the Company.

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