UNITED STATES


SECURITIES AND EXCHANGE
COMMISSION


Washington, DC
20549





FORM 10-QSB





[X]QUARTERLY
REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the
quarterly period ended:  December31,
2007




OR





[   ]
TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE EXCHANGE ACT OF 1934For the
transition period from__________
to __________.




Commission
File No. 000-51727





SYDYS
      CORPORATION(Exact
      Name of Small Business Issuer as Specified in Its
  Charter)





Nevada
            98-0418961(State
      or Other Jurisdiction of
              Incorporation
      or Organization)
            (IRS
      Employer
              Identification
      No.)


7 Orchard Lane
 Lebanon,
NJ  08833 (Address
of Principal Executive Offices)


(908)
      236-9885(Issuer's
      Telephone Number, including Area
Code)





Check
whether the issuer (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  [ X
]   No  [    ]








Indicate
by check mark whether the registrant is a shell company (as defined in rule
12b-2 of the Exchange Act).  Yes  [
X  ]   No  [    ]





APPLICABLE ONLY TO ISSUERS INVOLVED
IN


BANKRUPTCY PROCEEDINGS DURING
THE


PRECEDING FIVE
YEARS





Check
whether the registrant filed all documents and reports required to be filed by
Section 12, 13 or 15(d) of the Exchange Act after the distribution of securities
under a plan confirmed by a court. 
Yes  [   ]  No  [   ]








APPLICABLE ONLY TO CORPORATE
ISSUERS





State the
number of shares outstanding of each of the issuer's classes of common equity,
as of the latest practicable date: There were 21,727,665 issued and outstanding
shares of the issuer’s common stock, $.001 par value per share, on February
1, 2008.





Transitional
Small Business Disclosure Format (check one): 
Yes  [    ]   No  [ X
]










TABLE OF
CONTENTS






PART I
              FINANCIAL
      INFORMATIONPageItem
      1.
            Financial
      Statements
            1Condensed
      Balance Sheets – (Unaudited)
            1Condensed
      Statements of Operations – (Unaudited)
            2Condensed
      Statements of Cash Flows – (Unaudited)
            3Notes
      to Condensed Financial Statements
            4Item
      2.
            Plan
      of Operation
            6Item
      3.
            Controls
      and Procedures
            12PART II
              OTHER
      INFORMATIONItem
      6.
            Exhibits
            13Signatures
            
            14











Part
I
 FINANCIAL
INFORMATION
 
  ITEM
1.  FINANCIAL STATEMENTS
  SYDYS
CORPORATION
 (A
Development Stage Company)
 Condensed Balance
Sheets
  December
      31
              
              
              September
      302007
              
              
              2007(Unaudited)
              
              
              (Audited)ASSETSCurrent
      AssetsCash
      and cash equivalents
              
              $
              145,839
              
              
              $
              203,322Note
      and interest receivable
              
              
              15,034
              
              
              
              554Prepaid
      expenses
              
              
              241
              
              
              
              899Total
      Current Assets
              
              $
              161,114
              
              
              $
              204,775LIABILITIES
      AND STOCKHOLDERS’ EQUITYCurrent
      LiabilitiesAccounts
      payable and accrued expenses
              
              $
              100,810
              
              
              $
              115,089Total
      Current Liabilities
              
              
              100,810
              
              
              
              115,089Commitments
      and ContingenciesStockholders’
      EquityCommon
      stock; $.001 par value; 33,333,333 shares authorized;21,727,665
      issued and outstanding at December 31 andSeptember
      30, 2007, respectively.
              
              
              21,728
              
              
              
              21,728Additional
      paid-in capital
              
              
              840,052
              
              
              
              840,052Deficit
      accumulated in the development stage
              
              
              (801,476
              )
              
              
              (772,094
              )Total
      Stockholders’ Equity
              
              
              60,304
              
              
              
              89,686$
              161,114
              
              
              $
              204,775
 
  See
notes to these condensed financial statements.
  1
  SYDYS
CORPORATION
 (A
Development Stage Company)
 Condensed Statements of
Operations
 (Unaudited)
  February
      9, 2004(Inception)
      toThree
      Months Ended December 31,
              
              
              December
      31,2007
              
              
              2006
              
              
              2007Revenues
              
              $
              -
              
              
              $
              -
              
              
              $
              210Costs
      of Goods Sold
              
              
              -
              
              
              
              -
              
              
              
              150Gross
      Profit
              
              
              -
              
              
              
              -
              
              
              
              60Operating
      ExpensesAccounting
      and legal fees
              
              
              17,799
              
              
              
              34,932
              
              
              
              402,628Consulting
      fees – related party
              
              
              -
              
              
              
              -
              
              
              
              8,349Consulting
      fees
              
              
              9,000
              
              
              
              9,000
              
              
              
              53,500Share
      based compensation
              
              
              -
              
              
              
              -
              
              
              
              194,400Bad
      debt expense
              
              
              -
              
              
              
              -
              
              
              
              125,000General
      and administrative
              
              
              2,617
              
              
              
              648
              
              
              
              27,940Total
      Operating Expenses
              
              
              29,416
              
              
              
              44,580
              
              
              
              811,817Loss
      From Operations
              
              
              (29,416
              )
              
              
              (44,580
              )
              
              
              (811,757
              )Interest
      Income
              
              
              (34
              )
              
              
              (3,899
              )
              
              
              (10,281
              )Net
      Loss to Common Stockholders
              
              $
              (29,382
              )
              
              $
              (40,681
              )
              
              $
              (801,476
              )Basic
      and Diluted Loss per Common Share
              
              $
              (0.00
              )
              
              $
              (0.00
              )
              
              $
              (0.05
              )Basic
      and Diluted Weighted AverageCommon
      Shares Outstanding
              
              
              21,727,665
              
              
              
              21,930,266
              
              
              
              16,696,612
 
 See
notes to these condensed financial statements.
  2
  SYDYS
CORPORATION
 (A
Development Stage Company)
 Condensed
Statements of Cash Flows
 (Unaudited)
  February
      9, 2004(Inception)
      toThree
      Months Ended December 31,
              
              
              December
      31,2007
              
              
              2006
              
              
              2007Cash
      Flows from Operating ActivitiesNet
      Loss
              
              $
              (29,382
              )
              
              $
              (40,681
              )
              
              $
              (801,476
              )Adjustments
      to reconcile net loss to net cash used inOperating
      activities:Share-based
      compensation
              
              
              -
              
              
              
              -
              
              
              
              194,400Bad
      debt expense
              
              
              -
              
              
              
              -
              
              
              
              125,000Changes
      in assets and liabilities:Interest
      receivable
              
              
              520
              
              
              
              (2,692
              )
              
              
              (33
              )Prepaid
      expenses
              
              
              658
              
              
              
              -
              
              
              
              (241
              )Accounts
      payable and accrued expenses
              
              
              (14,279
              )
              
              
              (1,323
              )
              
              
              92,889Net
      Cash Used in Operating Activities
              
              $
              (42,483
              )
              
              $
              (44,696
              )
              
              $
              (389,461
              )Cash
      Flows from Investing ActivitiesRepayment
      of note receivable
              
              
              -
              
              
              
              75,000
              
              
              
              930,000Note
      receivable
              
              
              (15,000
              )
              
              
              -
              
              
              
              (1,070,000
              )Net
      Cash Provided by (Used in) Investing Activities
              
              
              (15,000
              )
              
              
              75,000
              
              
              
              (140,000
              )Cash
      Flows from Financing ActivitiesNote
      payable
              
              
              -
              
              
              
              -
              
              
              
              1,000Note
      payable - related party
              
              
              -
              
              
              
              -
              
              
              
              1,547Repayment
      of note payable
              
              
              -
              
              
              
              -
              
              
              
              (1,000
              )Repayment
      of note payable – related party
              
              
              -
              
              
              
              -
              
              
              
              (1,547
              )Issuance
      of common stock, net of offering costs
              
              
              -
              
              
              
              -
              
              
              
              908,440Cancellation
      of common stock, net of refunded offering costs
              
              
              -
              
              
              
              (93,840
              )
              
              
              (233,140
              )Net
      Cash (Used in) Provided by Financing Activities
              
              
              -
              
              
              
              (93,840
              )
              
              
              675,300Net
      (Decrease) Increase in Cash and Cash Equivalents
              
              
              (57,483
              )
              
              
              (63,536
              )
              
              
              145,839Cash
      and Cash Equivalents, Beginning of Period
              
              
              203,322
              
              
              
              606,532
              
              
              
              -Cash
      and Cash Equivalents, End of Period
              
              $
              145,839
              
              
              $
              542,996
              
              
              $
              145,839
 
 See
notes to these condensed financial statements.
  3
  SYDYS CORPORATION
 (A Development Stage
Company)
 Notes
to Condensed Financial Statements
  NOTE
1 - BASIS OF PRESENTATION
  The
unaudited condensed financial statements included herein have been prepared by
Sydys Corporation (the “Company”,
or “Sydys”),
without audit, pursuant to the rules and regulations of the Securities and
Exchange Commission. The financial statements reflect all adjustments that are,
in the opinion of management, necessary to fairly present such information. All
such adjustments are of a normal recurring nature. Although the Company believes
that the disclosures are adequate to make the information presented not
misleading, certain information and footnote disclosures, including a
description of significant accounting policies normally included in financial
statements prepared in accordance with accounting principles generally accepted
in the United States of America (“US GAAP”), have been condensed or omitted
pursuant to such rules and regulations.
 
 These
financial statements should be read in conjunction with the financial statements
and the notes thereto included in the Company's Annual Report for the fiscal
year ended September 30, 2007 on Form 10-KSB filed with the Securities and
Exchange Commission. The results of operations for interim periods are not
necessarily indicative of the results for any subsequent quarter or the entire
fiscal year ending September 30, 2008.
 
 For
comparability purposes, certain figures for the prior periods have been
reclassified where appropriate to conform to the financial statement
presentation used in current reporting period. These reclassifications had no
effect on reported net loss.
 
 
 NOTE
2 - DESCRIPTION OF BUSINESS
 
 The
Company is a Nevada corporation incorporated on February 9, 2004 and based in
Lebanon, New Jersey. The Company's fiscal year end is
September 30.
 
 The
Company was formed for the purpose of engaging in the on-line advertising
business. The Company has been unable to execute its business plan, and has
exited the online advertising business. The Company is now considered a shell
corporation under applicable rules of the Securities Exchange Commission
promulgated under the Securities Exchange Act of 1934, as amended.
 
 On May
10, 2006, the Company's former management team and board of directors resigned
and sold all of their shares of common stock to Kenneth Koock, the sole
executive officer and a director of the Company, which resulted in a change of
control.  The board now consists of Kenneth J. Koock, Scotty D. Cook,
Darren Breitkreuz, and Alan Stier.
 
 
 NOTE
3 - GOING CONCERN
 
 The
Company is in the development stage and has incurred losses since its inception.
There are no assurances the Company will receive funding necessary to implement
its business plan or acquire a business venture or operating company. This
raises substantial doubt about the ability of the Company to continue as a going
concern.
 
 The
Company believes that the collection of note receivables and its existing cash
resources will provide sufficient funds to fund its operations through December
31, 2008.
 
 The
Company’s ability to continue as a going concern is dependent upon raising
capital through debt and equity financing on terms desirable to the Company. If
the Company is unable to obtain additional funds when they are required or if
the funds cannot be obtained on terms favorable to the Company, the Company may,
in the extreme situation cease operations. The financial statements do not
include any adjustments that might result from the outcome of this
uncertainty.
  4
 SYDYS CORPORATION
 (A Development Stage
Company)
 Notes
to Condensed Financial Statements
 NOTE
4 - NOTE RECEIVABLE
 
 In
December 2007, the Company loaned $15,000 to FEQ Gas, LLC (“FEQ”) and received a
8.25% promissory note payable upon demand. As of December 31, 2007, the note had
an outstanding balance of $15,000 with unpaid interest of $34.  The
note was subsequently paid off by FEQ in January 2008.
 
 
 NOTE
5 - CAPITAL STOCK
 
 Authorized
Stock
 
 The
Company was originally authorized to issue 100,000,000 common shares with a par
value of $0.001 per share. Each common share entitles the holder to one vote, in
person or proxy, on any matter on which action of the stockholders of the
corporation is sought. On April 16, 2007, the Company effected a one-for-three
reverse split of its common stock. As a result of the reverse split, there are
33,333,333 shares of common stock authorized for issuance.  The
financial statements of the Company have reflected the reverse split as if it
occurred at the date of inception.
  5




CAUTIONARY
STATEMENT REGARDING FORWARD-LOOKING STATEMENTS
  The
information contained in this report on Form 10-QSB and in other public
statements by the Company and Company officers or directors includes or may
contain certain “forward-looking statements” within the meaning of Section 27A
of the Securities Act of 1933, as amended, and Section 21E of the Securities
Exchange Act of 1934, as amended.  All statements other than
statements of historical facts included or incorporated by reference in this
report, including, without limitation, statements regarding our future financial
position, business strategy, budgets, projected revenues, projected costs and
plans and objective of management for future operations, are forward-looking
statements.  Forward-looking statements generally can be identified by
the use of forward-looking terminology such as “may,” “will,” “expect,”
“intend,” “project,” “estimate,” “anticipate,” or “believe” or the negative
thereof or any variation thereon or similar terminology.
  Such
forward-looking statements are made based on management's beliefs, as well as
assumptions made by, and information currently available to, management pursuant
to the “safe-harbor” provisions of the Private Securities Litigation Reform Act
of 1995.  Although we believe that the expectations reflected in such
forward-looking statements are reasonable, we can give no assurance that such
expectations will prove to have been correct.  Such statements are not
guarantees of future performance or events and are subject to known and unknown
risks and uncertainties that could cause the Company's actual results, events or
financial positions to differ materially from those included within the
forward-looking statements.  Important factors that could cause actual
results to differ materially from our expectations include, but are not limited
to, the availability of capital resources, our ability to identify a suitable
operating company to acquire and complete an acquisition of such a company,
changes in the securities or capital markets, and other factors disclosed under
the caption “Risk
Factors” in Part I Item 2 of this report and our other filings with the
United States Securities and Exchange Commission.  Readers are
cautioned not to place undue reliance on these forward-looking statements, which
speak only as of the date made.  All subsequent written and oral
forward-looking statements attributable to us, or persons acting on our behalf,
are expressly qualified in their entirety by these cautionary
statements.  Except as required by law, we undertake no obligation to
disclose any revision to these forward-looking statements to reflect events or
circumstances after the date made, changes in internal estimates or
expectations, or the occurrence of unanticipated events.
  Item
2. Plan
of Operation.
  Unless
otherwise indicated or the context otherwise requires, all references to the
“Company,” “we,” “us” or “our” and similar terms refer to Sydys
Corporation.
  Overview
  We were
formed in February, 2004 for the purpose of engaging in on-line advertising
business.  Having been unable to execute our business plan, we have
exited this business and  are, therefore, considered a shell company
under applicable rules of the Securities Exchange Commission (the “SEC”)
promulgated under the Securities and Exchange Act of 1934, as amended (the
“Exchange Act”).  In that regard, we are actively seeking to complete
a business combination with an operating company.
  6
  We have
limited cash resources, have incurred losses since inception, and have been
unable to execute our business plan.  We will need to raise funds
during the next twelve months to execute our business plan to acquire an
operating company. In
order to continue operations, we must continue to raise the capital necessary to
fund our activities and our long-term viability and growth will ultimately
depend upon acquiring a successful operating company, as to which there can be
no assurance.
  Plan
to Acquire an Operating Company
  Our
current business plan consists solely of identifying and acquiring a suitable
operating company to acquire and compliance with our reporting obligations under
federal securities laws.
  We
anticipate that the selection of a business combination will be complex and
subject to substantial risk.  Based on general economic conditions,
technological advances being made in some industries and shortages of available
capital, we believe that there are numerous firms seeking access to the capital
markets and/or the perceived benefits of becoming a publicly traded
corporation.  Such perceived benefits include, among other things,
facilitating or improving the terms on which additional equity financing may be
obtained, providing liquidity for the principals of and investors in a business,
creating a means for providing incentive stock options or similar benefits to
incentivize key employees, and offering greater flexibility in structuring
acquisitions, joint ventures and the like through the issuance of
stock.  Potentially available business combinations may occur in many
different industries and at various stages of development, all of which will
make the task of comparative investigation and analysis of such business
opportunities extremely difficult and complex.
  Unless we
acquire an operating company, we do not expect to retain any additional
personnel, incur any capital expenditures, or incur any research and development
expenses.
  Our
ability to generate future revenue and earnings is dependent on identifying and
acquiring an operating company.  Although we have evaluated potential
acquisition targets and engaged in general discussions and due diligence
activities regarding the acquisition of an operating company, we have not
entered into any agreement to acquire an operating company.  There can
be no assurance that we will be able to identify an acceptable operating
company, complete an acquisition, or that any business we acquire will generate
profits or increase the value of the Company.
  Liquidity
and Capital Resources
  Since
inception, we have funded our operations through public and private offerings of
our common stock.  Between June 13, 2006 and July 28, 2006, we
generated gross proceeds of $896,000 through the issuance of 995,556 shares of
our common stock at a purchase price of
$0.90 per share.  In December 2006, we repurchased 113,333 of these
shares for $102,000, or $0.90 per share.  In January 2007, we
repurchased 154,777 of these shares for $139,300, or $0.90 per share. The
foregoing issuances have been adjusted for the 1-for-3 reverse stock split that
occurred on April 16, 2007.
  We do not
currently maintain a line of credit or term loan with any commercial bank or
other financial institution.  To date, our capital needs have been
principally met through the receipt of proceeds from sales of our
equity.  Unless we acquire an operating company, we do not expect to
incur any material capital expenditures during the next twelve months nor do we
expect to hire additional employees.
  7
 
 As of
December 31, 2007, we had cash resources of approximately $146,000.Our
activities consist solely of identifying a suitable operating company to acquire
and complying with our obligations under federal securities laws.  We
believe that our current cash resources will be sufficient to fund operations
for the next twelve months.  In the event that we identify a suitable
operating company to acquire, we expect that we will need to raise additional
capital to complete such a transaction and to satisfy the working capital or
operational requirements of any company we acquire.  We expect that
any additional capital required will be obtained through sales of our debt or
equity securities.The
sale of additional equity securities will result in additional dilution to our
stockholders.  In the event we have to issue additional debt, we would
incur increased interest expenses and could be subject to covenants that may
have the effect of restricting our operations.  We have no commitment
for any of the additional financing necessary to execute our business plan and
we can provide no assurance that such financing will be available in an amount
or on terms acceptable to us, if at all.  If we are unable to obtain
additional funds when they are needed or if such funds cannot be obtained on
terms favorable to us, we may not be able to complete the acquisition of an
operating company, may not have enough funds to execute the business plan of any
company that we do acquire, and in the extreme case, may be required to
terminate operations and liquidate the Company.
  Off-Balance
Sheet Arrangements
  As of December 31, 2007,
we did not have any relationships with unconsolidated entities or financial
partners, such as entities often referred to as structured finance or special
purpose entities, which had been established for the purpose of facilitating
off-balance sheet arrangements or other contractually narrow or limited
purposes.  As such, we are not materially exposed to any financing,
liquidity, market or credit risk that could arise if we had engaged in such
relationships.
   RISK
FACTORS
  An
investment in our common stock involves a high degree of risk.  You
should carefully consider the following risk factors in addition to other
information in this report on Form 10-QSB and our other filings with the
Securities and Exchange Commission before purchasing our common
stock.  The risks and uncertainties described below are those that we
currently deem to be material and that we believe are specific to our
company.  In addition to these risks, our business may be subject to
risks currently unknown to us.  If any of these or other risks
actually occur, our business may be adversely affected, the trading price of our
common stock may decline and you may lose all or part of your
investment.
  Risks
Associated With Our Business
  Based
on our recurring losses during our development stage and inability to implement
our business plan, our auditors have included an explanatory paragraph in their
opinion as to the substantial doubt about our ability to continue as a going
concern.
  8
  We are a
development stage company and since inception, have suffered losses from
development stage activities to date, and are in need of additional
capital.  As a result of these factors, our independent auditors have
included an explanatory paragraph in their opinion on the annual financial
statements for the fiscal year ended September 30, 2007 as to the substantial
doubt about our ability to continue as a going concern.  As such, we
may be required to cease operations and you could lose your entire
investment.  Our financial statements have been prepared in accordance
with accounting principles generally accepted in the United States, which
contemplate that we will continue to operate as a going concern.  Our
financial statements do not contain any adjustments that might result if we are
unable to continue as a going concern.
  We
have no operations, will not generate any revenue unless we complete a business
combination with an operating company, and need additional capital to fund our
activities.
  We have experienced net
losses in each fiscal quarter since our inception, and we expect to continue to
incur losses for the foreseeable future.  Unless we complete a
business combination with an operating company, we will not generate any
revenues in the future and we will continue to incur expenses related to
identifying and acquiring an operating company and compliance with our reporting
obligations under applicable federal securities laws.  We will need to
raise additional funds, and such funds may not be available on commercially
acceptable terms, if at all.  If we cannot raise funds on acceptable
terms, we may not be able to continue to execute our plan to acquire an
operating company and in the extreme case, may liquidate the
Company.
  We
may not be able to acquire an operating company and if we complete such an
acquisition, we expect that we will need to raise additional
capital.
  Our sole
business objective is to acquire an operating company.  As of the date
of this report, we have identified and evaluated potential acquisition targets,
engaged in discussions regarding the acquisition of an operating company, but
have not entered into any agreement to acquire an operating company. There can
be no assurance that we will be able to identify a suitable operating company to
acquire or complete such an acquisition.  In the event that we
complete such an acquisition, we expect that we will need to raise substantial
additional capital.  We intend to rely on external sources of
financing to meet any capital requirements and to obtain such funding through
the debt and equity markets.  We cannot assure you that we will be
able to obtain additional funding when it is required or that it will be
available to us on commercially acceptable terms, if at all.  If we
fail to obtain such necessary funding, any such acquisition may not be
successful.
  Our
Board of Directors has sole discretion to identify and evaluate acquisition
candidates and complete acquisitions without approval of our
stockholders.
  We have
not developed any specific acquisition guidelines and we are not obligated to
follow any particular operating, financial, geographic or other criteria in
evaluating candidates for potential acquisitions or business combinations. We
will target companies that we believe will provide the best potential long-term
financial return for our stockholders and we will determine the purchase price
and other terms and conditions of acquisitions without review or approval of our
stockholders.  Accordingly, our stockholders will not have the
opportunity to evaluate the relevant economic, financial and other information
that our Board will use and consider in deciding whether or not to enter into a
particular transaction.
  9
  There
is intense competition for private companies suitable for a merger transaction
of the type contemplated by our Board of Directors.
  There is
currently a very competitive market for business opportunities which could
reduce the likelihood of consummating a successful business
combination.  We anticipate we will be an insignificant participant in
the business of seeking mergers with, joint ventures with, and acquisitions of
small private entities.  A large number of established and
well-financed entities, including small public companies, venture capital firms,
and special purpose acquisition companies or “SPACs” are active in mergers and
acquisitions of companies that may be desirable target candidates for us. We
have significantly less financial resources, technical expertise and managerial
capabilities than most of these entities.  As a result, we may be
unable to effectively compete with such entities in identifying possible
business opportunities and successfully completing a business combination. These
competitive factors may reduce the likelihood of our identifying and
consummating a successful business combination.
  Any
potential acquisition or merger with a foreign company may subject us to
additional risks.
  If we
enter into a business combination with a foreign company, we will be subject to
risks inherent in business operations outside of the United States. These risks
include, without limitation, language differences, unfavorable tax policies,
tariffs, regulatory hurdles, currency fluctuations, trade embargoes, political
instability, risks related to shipment of raw materials and finished goods
across national borders, and cultural differences. Foreign economies may differ
favorably or unfavorably from the United States economy in growth of gross
national product, rate of inflation, market development, rate of savings, and
capital investment, resource self-sufficiency and balance of payments positions,
and in other respects.
  Risks
Related to Our Stock
  There
is a very limited market for our common stock.
  There is no active trading
market for our common stock.  Our common stock is not eligible for
trading on any national or regional securities exchange or the Nasdaq Stock
Market.  Our common stock is eligible for trading on the OTC Bulletin
Board.  This market tends to be substantially less liquid than
national and regional securities exchanges or the Nasdaq Stock
Market.  To date, there has been very limited trading of our common
stock.  We cannot provide you with any assurance that an active
trading market for our common stock will develop, or if such a market develops,
that it will be sustained.
  Applicable
SEC Rules governing the trading of “penny stocks” limits the trading and
liquidity of our common stock which may affect the trading price of our common
stock.
  Our
common stock currently trades on the OTC Bulletin Board.  Since our
common stock continues to trade below $5.00 per share, our common stock is
considered a “penny stock” and is subject to SEC rules and regulations that
impose limitations upon the manner in which our shares can be publicly traded.
These regulations require the delivery, prior to any transaction involving a
penny stock, of a disclosure document explaining the penny stock market and the
associated risks.  Under these regulations, brokers who recommend
penny stocks to persons other than established customers or certain accredited
investors must make a special written suitability determination for the
purchaser and receive the purchaser's written agreement to a transaction prior
to sale.  These regulations may have the effect of limiting the
trading activity of our common stock and reducing the liquidity of an investment
in our common stock.
  10
  We
intend to raise additional capital in the future, and such additional capital
may be dilutive to stockholders or impose operational restrictions.
  We
intend to raise additional capital in the future to help fund our operations
through sales of shares of our common stock or securities convertible into
shares of our common stock, as well as issuances of debt.  Additional
convertible debt or equity financing may be dilutive to our stockholders and
debt financing, if available, may involve restrictive covenants that may limit
our operating flexibility.  If additional capital is raised through
the issuance of shares of our common stock or securities convertible into shares
of our common stock, the percentage ownership of our stockholders will be
reduced.  These stockholders may experience additional dilution in net
book value per share and any additional equity securities may have rights,
preferences and privileges senior to those of the holders of our common
stock.
  The
trading price of our common stock is likely to be highly volatile.
  The trading price of our
shares may from time to time fluctuate widely.  The trading price may
be affected by a number of factors including events described in the risk
factors set forth in this report as well as our operating results, financial
condition, announcements regarding our business, general economic conditions and
other events or factors.  In addition, the stock market has
experienced significant price and volume fluctuations that have particularly
affected the price of many small capitalization companies and that often have
been unrelated or disproportionate to the operating performance of these
companies.  Market fluctuations such as these may seriously harm the
market price of our common stock.  Further, securities class action
suits have been filed against companies following periods of market volatility
in the price of their securities.  If such an action is instituted
against us, we may incur substantial costs and a diversion of management
attention and resources, which would seriously harm our business, financial
condition and results of operations.
  We do
not intend to pay dividends in the foreseeable future.
  We have never declared or
paid a dividend on our common stock.  Accordingly, we do not anticipate
paying any dividends in the foreseeable future and investors seeking dividend
income should not purchase our common stock.
  We are
not subject to certain of the corporate governance provisions of the
Sarbanes-Oxley Act of 2002.
  Since our common stock is
not listed for trading on a national securities exchange, we are not subject to
certain of the corporate governance requirements established by the national
securities exchanges pursuant to the Sarbanes-Oxley Act of 2002. These include
rules relating to independent directors, director nomination, audit and
compensation committees, retention of audit committee financial expert and the
adoption of a code of ethics.  Although a majority
of our directors are considered independent, we are not in full compliance with
such standards.  Unless we voluntarily elect to fully comply with
those obligations, which we have not to date, the protections that these
corporate governance provisions were enacted to provide, will not exist with
respect to the Company.  While we may make an application to have our
securities listed for trading on a national securities exchange, which would
require us to fully comply with those obligations, we cannot assure you that we
will make such application, that we would be able to satisfy applicable listing
standards, or if we did satisfy such standards, that we would be successful in
such application.
  11
 
 If
we fail to comply in a timely manner with requirements of Section 404 of the
Sarbanes-Oxley Act of 2002, our business could be harmed and our stock price
could decline.
 
 Rules adopted by the SEC
pursuant to Section 404 of the Sarbanes-Oxley Act of 2002 require annual
assessment of our internal controls over financial reporting, and attestation by
our independent registered public accountants as to whether our internal
controls over financial reporting are effective.  The SEC has extended
the compliance dates for smaller public companies, including
us.  Accordingly, at this time, the requirements for management to
perform the annual assessment of our internal controls over financial reporting
will first apply to our annual report for our fiscal year ending September 30,
2008 and the first audit on the effectiveness of our internal controls over
financial reporting that our independent registered public accounting firm will
need to perform will be required in connection with the preparation of our
annual report for our fiscal year ending September 30,
2009.  Compliance with these rules will require us to incur increased
general and administrative expenses and management attention.  The
standards that must be met for management to assess the internal control over
financial reporting as effective are new and complex, and require significant
documentation, testing and possible remediation to meet the detailed
standards.  We may encounter problems or delays in completing
activities necessary to make an assessment of our internal control over
financial reporting.  In addition, the attestation process by our
independent registered public accountants will be new to us and we may encounter
problems or delays in completing the implementation of any necessary
improvements. If we cannot assess our internal controls over financial reporting
as effective, or our independent registered public accountants are unable to
provide an unqualified attestation report, investor confidence and share value
may be negatively impacted.
 
 Item
3. Controls
and Procedures.
 
 An
evaluation of the effectiveness of our “disclosure controls and procedures” (as
such term is defined in Rules 13a-15(e) or 15d-15(e) of the Exchange Act) was
carried out by us under the supervision and with the participation of our Chief
Executive Officer (“CEO”) and Chief Financial Officer (“CFO”).  Based
upon that evaluation, our CEO and CFO concluded that, as of the end of the
period covered by this report, our disclosure controls and procedures were
effective to ensure (i) that information we are required to disclose in reports
that we file or submit under the Exchange Act is recorded, processed, summarized
and reported within the time periods specified in the SEC rules and forms and
(ii) that such information is accumulated and communicated to our management,
including our CEO and CFO, in order to allow timely decisions regarding required
disclosure.
  There
were no changes in internal controls over financial reporting that occurred
during the fiscal quarter ended December 31, 2007 that have materially affected,
or are reasonably likely to materially affect, our internal control over
financial reporting.
  12
 
 PART
II
 OTHER
INFORMATION
 
 Item
6. Exhibits.
 
 The
following exhibits are included herein:
  Exhibit
      No.
              Exhibit31.1
              Certification
      of Chief Executive Officer and Chief Financial Officer of the Company
      required by Rule 13a-14(a) under the Securities Exchange Act of 1934, as
      amended32.1
              Certification
      of Chief Executive Officer and Chief Financial Officer of the Company
      required by Rule 13a-14(b) under the Securities Exchange Act of 1934, as
      amended
  13
  SIGNATURES
 
 In accordance with the requirements of
the Exchange Act, the registrant has caused this Report to be signed on its
behalf by the undersigned, thereunto duly authorized.
  Sydys
      CorporationDate: February 12,
      2008
              By:
              /s/ Kenneth
      J. KoockKenneth
      J. KoockChief
      Executive Officer andChief
      Financial Officer


14




EXHIBIT
INDEX
  Exhibit
      Number
                Description31.1
                Certification
      of Chief Executive Officer and Chief Financial Officer of the Company
      required by Rule 13a-14(a) under the Securities Exchange Act of 1934, as
      amended32.1
                Certification
      of Chief Executive Officer and Chief Financial Officer of the Company
      required by Rule 13a-14(b) under the Securities Exchange Act of 1934, as
      amended