UNITED
STATES


SECURITIES
AND EXCHANGE COMMISSION


Washington,
D.C. 20549





FORM
10-Q








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





For the
quarterly period ended March 31, 2009








[   ]
TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT





For the
transition period from __________ to __________





Commission
File Number 1-32522





Trafalgar Resources,
Inc.


(Exact
name of registrant as specified in its charter)





Utah
            
            91-0974149(State
      or other jursdiction of incorporation or organization)
            
            (IRS
      Employer Identification No.)





P.O.
      Box 2017, Sandy, Utah
            
            84091-2017(Address
      of principal executive offices)
            
            (Zip
      Code)





(801)
748-1114


(Registrant’s
telephone number, including area code)





Indicate
by check mark whether the registrant (1) has filed all reports required to be
filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the
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 has submitted electronically and posted on
its corporate Web site, if any, every Interactive Data File required to be
submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this
chapter) during the preceding 12 months (or for such shorter period that the
registrant was required to submit and post such files).  The registrant has not been
phased into the Interactive Data reporting system. Yes
[  ]  No  [  ]





Indicate
by check mark whether the registrant is a large accelerated filer, an
accelerated filer, a non-accelerated filer, or a smaller reporting
company.  See definitions of “large accelerated filer,” “accelerated
filer,” and “smaller reporting company” in Rule 12b-2 of the Exchange
Act.





Large Accelerated filer  ̈                                                                                                           Accelerated
filer  ̈


Non-accelerated filer   ̈ (Do not check if a
smaller reporting
company)                            Smaller
reporting company x





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





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




5,250,929 shares of no par
value common stock on May 11, 2009






1






Part
I - FINANCIAL INFORMATION





Item
1. Financial Statements


Trafalgar
Resources, Inc.


FINANCIAL
STATEMENTS


(UNAUDITED)


March 31,
2009





The
financial statements included herein have been prepared by the Company, without
audit, pursuant to the rules and regulations of the Securities and Exchange
Commission.  Certain information and footnote disclosures normally
included in financial statements prepared in accordance with generally accepted
accounting principles have been condensed or omitted.  However, in the
opinion of management, all adjustments (which include only normal recurring
accruals) necessary to present fairly the financial position and results of
operations for the periods presented have been made.  These financial
statements should be read in conjunction with the accompanying notes, and with
the historical financial information of the Company.








2








Trafalgar
      Resources, Inc.BALANCE
      SHEETSMarch
      31,
                                                
                                                September
      30,2009
                                                
                                                2008ASSETS
                                                
                                                
                                                
                                                
                                                UnauditedCURRENT
      ASSETSCash
                                                
                                                
                                                
                                                
                                                $
                                                15,802
                                                
                                                $
                                                5,022TOTAL
      CURRENT ASSETS
                                                
                                                
                                                15,802
                                                
                                                
                                                5,022TOTAL
      ASSETS
                                                
                                                $
                                                15,802
                                                
                                                $
                                                5,022LIABILITIES AND STOCKHOLDERS'
      (DEFICIT)CURRENT
      LIABILITIESAccounts
      payable
                                                
                                                
                                                
                                                $
                                                600
                                                
                                                $
                                                600Interest
      payable
                                                
                                                
                                                
                                                
                                                639
                                                
                                                
                                                527Income
      taxes payable
                                                
                                                
                                                
                                                
                                                0
                                                
                                                
                                                100TOTAL
      CURRENT LIABILITIES
                                                
                                                
                                                1,239
                                                
                                                
                                                1,227LONG-TERM
      LIABILITIESNote
      payable -- Related party (Note 2)
                                                
                                                
                                                40,000
                                                
                                                
                                                20,000TOTAL
      LIABILITIES
                                                
                                                
                                                
                                                
                                                41,239
                                                
                                                
                                                21,227STOCKHOLDERS'
      (DEFICIT)Common
      stock no par value, 100,000,000 sharesauthorized, 5,250,929 shares issued and outstanding
                                                
                                                
                                                137,413
                                                
                                                
                                                137,413Retained
      (deficit)
                                                
                                                
                                                
                                                
                                                (103,925)
                                                
                                                
                                                (103,925)(Deficit)
      from re-entering development stage
                                                
                                                
                                                (58,925)
                                                
                                                
                                                (49,693)TOTAL
      STOCKHOLDERS' (DEFICIT)
                                                
                                                
                                                (25,437)
                                                
                                                
                                                (16,205)TOTAL
      LIABILITIES AND STOCKHOLDERS' (DEFICIT)
                                                
                                                $
                                                15,802
                                                
                                                $
                                                5,022








3




Trafalgar
      Resources, Inc.STATEMENTS
      OF OPERATIONSUNAUDITEDThree
      Months Ending March 31,
                                                                                                                                
                                                                                                                                Six
      Months Ending March 31,
                                                                                                                                
                                                                                                                                Period
      from re-entering development stage October 1, 2003 to March
      31,2009
                                                                                                                                
                                                                                                                                2008
                                                                                                                                
                                                                                                                                2009
                                                                                                                                
                                                                                                                                2008
                                                                                                                                
                                                                                                                                2009Income
                                                                                                                                
                                                                                                                                
                                                                                                                                
                                                                                                                                $
                                                                                                                                0
                                                                                                                                
                                                                                                                                $
                                                                                                                                0
                                                                                                                                
                                                                                                                                $
                                                                                                                                0
                                                                                                                                
                                                                                                                                $
                                                                                                                                0
                                                                                                                                
                                                                                                                                $
                                                                                                                                2Cost
      of Sales
                                                                                                                                
                                                                                                                                
                                                                                                                                
                                                                                                                                0
                                                                                                                                
                                                                                                                                
                                                                                                                                0
                                                                                                                                
                                                                                                                                
                                                                                                                                0
                                                                                                                                
                                                                                                                                
                                                                                                                                0
                                                                                                                                
                                                                                                                                
                                                                                                                                0GROSS
      PROFIT
                                                                                                                                
                                                                                                                                
                                                                                                                                0
                                                                                                                                
                                                                                                                                
                                                                                                                                0
                                                                                                                                
                                                                                                                                
                                                                                                                                0
                                                                                                                                
                                                                                                                                
                                                                                                                                0
                                                                                                                                
                                                                                                                                
                                                                                                                                2ExpensesGeneral
      and Administrative
                                                                                                                                
                                                                                                                                3,494
                                                                                                                                
                                                                                                                                
                                                                                                                                3,800
                                                                                                                                
                                                                                                                                
                                                                                                                                8,594
                                                                                                                                
                                                                                                                                
                                                                                                                                6,610
                                                                                                                                
                                                                                                                                
                                                                                                                                56,8623,494
                                                                                                                                
                                                                                                                                
                                                                                                                                3,800
                                                                                                                                
                                                                                                                                
                                                                                                                                8,594
                                                                                                                                
                                                                                                                                
                                                                                                                                6,610
                                                                                                                                
                                                                                                                                
                                                                                                                                56,862Other
      Income and (Expenses)Interest
      (Expense)
                                                                                                                                
                                                                                                                                
                                                                                                                                (412)
                                                                                                                                
                                                                                                                                
                                                                                                                                0
                                                                                                                                
                                                                                                                                
                                                                                                                                (638)
                                                                                                                                
                                                                                                                                
                                                                                                                                0
                                                                                                                                
                                                                                                                                
                                                                                                                                (1,615)Other
      Income
                                                                                                                                
                                                                                                                                
                                                                                                                                
                                                                                                                                0
                                                                                                                                
                                                                                                                                
                                                                                                                                0
                                                                                                                                
                                                                                                                                
                                                                                                                                0
                                                                                                                                
                                                                                                                                
                                                                                                                                0
                                                                                                                                
                                                                                                                                
                                                                                                                                50(412)
                                                                                                                                
                                                                                                                                
                                                                                                                                0
                                                                                                                                
                                                                                                                                
                                                                                                                                (638)
                                                                                                                                
                                                                                                                                
                                                                                                                                0
                                                                                                                                
                                                                                                                                
                                                                                                                                (1,565)(LOSS)
      BEFORE TAXES
                                                                                                                                
                                                                                                                                
                                                                                                                                (3,906)
                                                                                                                                
                                                                                                                                
                                                                                                                                (3,800)
                                                                                                                                
                                                                                                                                
                                                                                                                                (9,232)
                                                                                                                                
                                                                                                                                
                                                                                                                                (6,610)
                                                                                                                                
                                                                                                                                
                                                                                                                                (58,425)PROVISION
      FOR TAXES
                                                                                                                                
                                                                                                                                
                                                                                                                                0
                                                                                                                                
                                                                                                                                
                                                                                                                                0
                                                                                                                                
                                                                                                                                
                                                                                                                                0
                                                                                                                                
                                                                                                                                
                                                                                                                                0
                                                                                                                                
                                                                                                                                
                                                                                                                                500NET
      (LOSS)
                                                                                                                                
                                                                                                                                $
                                                                                                                                (3,906)
                                                                                                                                
                                                                                                                                $
                                                                                                                                (3,800)
                                                                                                                                
                                                                                                                                $
                                                                                                                                (9,232)
                                                                                                                                
                                                                                                                                $
                                                                                                                                (6,610)
                                                                                                                                
                                                                                                                                $
                                                                                                                                (58,925)(LOSS)
      PER COMMON SHARE
                                                                                                                                
                                                                                                                                0
                                                                                                                                
                                                                                                                                
                                                                                                                                0
                                                                                                                                
                                                                                                                                
                                                                                                                                0
                                                                                                                                
                                                                                                                                
                                                                                                                                0Basic
      and fully diluted loss per weighted averagecommon
      share outstanding
                                                                                                                                
                                                                                                                                $
                                                                                                                                (0.00)
                                                                                                                                
                                                                                                                                $
                                                                                                                                (0.00)
                                                                                                                                
                                                                                                                                $
                                                                                                                                (0.00)
                                                                                                                                
                                                                                                                                $
                                                                                                                                (0.00)Weighted
      average number of common shares outstanding
                                                                                                                                
                                                                                                                                
                                                                                                                                5,250,929
                                                                                                                                
                                                                                                                                
                                                                                                                                5,250,929
                                                                                                                                
                                                                                                                                
                                                                                                                                5,250,929
                                                                                                                                
                                                                                                                                
                                                                                                                                5,250,929






4




Trafalgar
      Resources, Inc.STATEMENTS
      OF CASH FLOWSUNAUDITEDSix
      Months Ending March 31,
                                                                                                                                                                                      
                                                                                                                                                                                      Period
      from re-entering development stage to March 31,2009
                                                                                                                                                                                      
                                                                                                                                                                                      2008
                                                                                                                                                                                      
                                                                                                                                                                                      2009OPERATING
      ACTIVITIESNet
      (Loss)
                                                                                                                                                                                      
                                                                                                                                                                                      $
                                                                                                                                                                                      (9,232)
                                                                                                                                                                                      
                                                                                                                                                                                      $
                                                                                                                                                                                      (6,610)
                                                                                                                                                                                      
                                                                                                                                                                                      $
                                                                                                                                                                                      (58,925)Adjustments
      to reconcile net (loss) to net cash (used) by operating
      activities:Changes
      in operating assets and liabilities:Interest
      payable
                                                                                                                                                                                      
                                                                                                                                                                                      
                                                                                                                                                                                      112
                                                                                                                                                                                      
                                                                                                                                                                                      
                                                                                                                                                                                      263
                                                                                                                                                                                      
                                                                                                                                                                                      
                                                                                                                                                                                      527Accounts
      payable
                                                                                                                                                                                      
                                                                                                                                                                                      
                                                                                                                                                                                      0
                                                                                                                                                                                      
                                                                                                                                                                                      
                                                                                                                                                                                      (200)
                                                                                                                                                                                      
                                                                                                                                                                                      
                                                                                                                                                                                      (4,557)Income
      taxes payable
                                                                                                                                                                                      
                                                                                                                                                                                      
                                                                                                                                                                                      (100)
                                                                                                                                                                                      
                                                                                                                                                                                      
                                                                                                                                                                                      (100)
                                                                                                                                                                                      
                                                                                                                                                                                      
                                                                                                                                                                                      (1,243)NET
      CASH (USED) BY OPERATING ACTIVITIES
                                                                                                                                                                                      
                                                                                                                                                                                      
                                                                                                                                                                                      (9,220)
                                                                                                                                                                                      
                                                                                                                                                                                      
                                                                                                                                                                                      (6,647)
                                                                                                                                                                                      
                                                                                                                                                                                      
                                                                                                                                                                                      (64,198)FINANCING
      ACTIVITIESLoans
      - Notes payable - Related party
                                                                                                                                                                                      
                                                                                                                                                                                      20,000
                                                                                                                                                                                      
                                                                                                                                                                                      
                                                                                                                                                                                      10,000
                                                                                                                                                                                      
                                                                                                                                                                                      
                                                                                                                                                                                      40,000Stock
      Sold
                                                                                                                                                                                      
                                                                                                                                                                                      
                                                                                                                                                                                      0
                                                                                                                                                                                      
                                                                                                                                                                                      
                                                                                                                                                                                      0
                                                                                                                                                                                      
                                                                                                                                                                                      
                                                                                                                                                                                      40,000NET
      CASH PROVIDED BY FINANCING ACTIVITIES
                                                                                                                                                                                      
                                                                                                                                                                                      
                                                                                                                                                                                      20,000
                                                                                                                                                                                      
                                                                                                                                                                                      
                                                                                                                                                                                      10,000
                                                                                                                                                                                      
                                                                                                                                                                                      
                                                                                                                                                                                      80,000NET
      INCREASE (DECREASE) IN CASH
                                                                                                                                                                                      
                                                                                                                                                                                      
                                                                                                                                                                                      10,780
                                                                                                                                                                                      
                                                                                                                                                                                      
                                                                                                                                                                                      3,353
                                                                                                                                                                                      
                                                                                                                                                                                      
                                                                                                                                                                                      15,802CASH
      AT BEGINNING OF PERIOD
                                                                                                                                                                                      
                                                                                                                                                                                      
                                                                                                                                                                                      5,022
                                                                                                                                                                                      
                                                                                                                                                                                      
                                                                                                                                                                                      6,414
                                                                                                                                                                                      
                                                                                                                                                                                      
                                                                                                                                                                                      0CASH
      AT END OF PERIOD
                                                                                                                                                                                      
                                                                                                                                                                                      $
                                                                                                                                                                                      15,802
                                                                                                                                                                                      
                                                                                                                                                                                      $
                                                                                                                                                                                      9,767
                                                                                                                                                                                      
                                                                                                                                                                                      $
                                                                                                                                                                                      15,802CASH
      PAID FOR TAXES
                                                                                                                                                                                      
                                                                                                                                                                                      $
                                                                                                                                                                                      100
                                                                                                                                                                                      
                                                                                                                                                                                      $
                                                                                                                                                                                      0
                                                                                                                                                                                      
                                                                                                                                                                                      $
                                                                                                                                                                                      1,804CASH
      PAID FOR INTEREST
                                                                                                                                                                                      
                                                                                                                                                                                      $
                                                                                                                                                                                      302
                                                                                                                                                                                      
                                                                                                                                                                                      $
                                                                                                                                                                                      0
                                                                                                                                                                                      
                                                                                                                                                                                      $
                                                                                                                                                                                      1,142




5






TRAFALGAR
RESOURCES, INC.


Notes to
Financial Statements (Unaudited)













Note 1:
Summary of Significant Accounting Policies





Development
stage enterprise





Trafalgar
Resources, Inc. (the "Company") was incorporated under the laws of the State of
Utah on October 25, 1972. The Company is considered a development stage
enterprise, as defined in SFAS 7, because since October 1, 2003 it has not
commenced operations that have resulted in significant revenue and the Company's
efforts have been devoted primarily to activities related to raising capital and
attempting to acquire an operating entity.





Unaudited
information





The
accompanying unaudited financial statements have been prepared in accordance
with accounting principles generally accepted in the United States of America
for interim financial information and with the instructions to Form 10-Q,
Article 8 of Regulation S-X of the United States Securities and Exchange
Commission. Accordingly, they do not include all of the information and footnote
disclosures normally included in annual financial statements prepared in
accordance with generally accepted accounting principles.





In the
opinion of management, all adjustments (consisting of normal recurring accruals)
considered necessary to present fairly the financial position and results of
operations for the periods presented have been made. These financial statements
for the six months ended March 31, 2009, should be read in conjunction with the
accompanying notes and with the historical financial information of the Company,
and are not necessarily indicative of the results that may be expected for the
year ending September 30, 2009.





Use of
estimates





These
financial statements are prepared in conformity with accounting principles
generally accepted in the United States of America and require that management
make estimates and assumptions that affect the reported amounts of assets and
liabilities and the disclosure of contingent assets and liabilities. The use of
estimates and assumptions may also affect the reported amounts of revenues and
expenses. Actual results could differ from those estimates or
assumptions.





Net loss
per share of common stock





The loss
per share of common stock is computed by dividing the net loss during the period
presented by the weighted average number of shares outstanding during that same
period.





Income
taxes





We
account for income taxes in accordance with Statement of Financial Accounting
Standards No. 109, “Accounting  for Income Taxes” (“SFAS No.
109).  Under SFAS No. 109, deferred tax assets and liabilities are
measured using enacted tax rates in effect for the year in which the differences
are expected to reverse.  Deferred tax assets will be reflected on the
balance sheet when it is determined that it is more likely than not that the
asset will be realized.  A valuation allowance has currently been
recorded to reduce our deferred tax asset to $0.









6


TRAFALGAR
RESOURCES, INC.
 Notes to
Financial Statements (continued)
 (Unaudited)


Revenue
recognition





We
recognize revenue in accordance with Securities and Exchange Commission Staff
Accounting Bulletin No. 104, “Revenue Recognition” (“SAB 104”).  Under
SAB 104, revenue is recognized at the point of passage to the customer of title
and risk of loss, when there is persuasive evidence of an arrangement, the sales
price is determinable, and collection of the resulting receivable is reasonably
assured.  We recognize revenue as services are
provided.  Revenues are reflected net of coupon
discounts.





New
accounting pronouncements





In
December 2007, the Financial Accounting Standards Board (“FASB”) issued FASB
Statements No.141 (revised 2007), “Business Combinations” (“FAS
141(R)”) and No. 160, “Noncontrolling Interests in
Consolidated Financial Statements” (“FAS 160”). These standards aim to
improve, simplify, and converge internationally the accounting for business
combinations and the reporting of noncontrolling interests in consolidated
financial statements. The provisions of FAS 141 (R) and FAS 160 are effective
for our fiscal year beginning October 1, 2009. We are currently evaluating the
provisions of FAS 141(R) and FAS 160.





In April
2009, the FASB issued Staff Position (“FSP”) FAS 157-4, Determining Fair Value When the
Volume or Level of Activity for the Asset or Liability Had Significantly
Decreased and Identifying Transactions That Are Not Orderly (“FSP
FAS157-4”). FSP FAS 157-4 provides additional guidance for estimating fair value
in accordance with SFAS No. 157 when the volume or level of activity for
the asset or liability has significantly decreased and requires that companies
provide interim and annual disclosures of the inputs and valuation technique(s)
used to measure fair value. FSP FAS 157-4 is effective for interim and annual
reporting periods ending after June 15, 2009 and is to be applied
prospectively. The Company does not expect the adoption of FSP FAS 157-4 to have
a significant impact on its financial statements.




In April
2009, the FASB issued FSP FAS 115-2 and FAS 124-2, Recognition and Presentation of
Other-Than-Temporary Impairments. FSP FAS 115-2 and FAS 124-2 amends the
other-than-temporary impairment guidance to improve the presentation and
disclosure of other-than-temporary impairments on debt and equity securities in
the financial statements. FSP FAS 115-2 and FAS 124-2 is effective for interim
and annual reporting periods ending after June 15, 2009. The Company does
not expect the adoption of FSP FAS 115-2 and FAS 124-2 to have a significant
impact on its financial statements.





In April
2009, the FASB issued FSP FAS 107-1 and APB 28-1, Interim Disclosures about Fair Value
of Financial Instruments. FSP FAS 107-1 and APB 28-1 requires disclosures
about fair value of financial instruments for interim reporting periods of
publicly traded companies as well as in annual financial statements. FSP FAS
107-1 and APB 28-1 is effective for interim and annual reporting periods ending
after June 15, 2009. The adoption of FSP 107-1 and APB 28-1 will have no
impact on the Company’s financial statements.





We
adopted Financial Accounting Standards Board (“FASB”) Statement of Financial
Accounting Standard (“SFAS”) No. 157, Fair Value Measurements
(“SFAS 157”) on October 1, 2008 for financial assets and liabilities that are
recognized or disclosed at fair value in the financial statements on a recurring
basis. SFAS 157 defines fair value, establishes a framework for measuring fair
value as required by other accounting pronouncements and expands fair value
measurement disclosures. The provisions of SFAS 157 are applied prospectively
upon adoption and did not have a material impact on our financial
statements.





We
adopted SFAS No. 159, The
Fair Value Option for Financial Assets and Financial Liabilities—Including an
Amendment of FASB Statement No. 115 (“SFAS 159”) as of October 1,
2008. SFAS 159 permits entities to elect to measure many financial instruments
and certain other items at fair value. We did not elect the fair value option
for any assets or liabilities which were not previously carried at fair value.
Accordingly, the adoption of SFAS 159 had no impact on our financial
statements.





In
May 2008, the FASB issued SFAS No. 162, The Hierarchy of Generally Accepted
Accounting Principles(SFAS 162). SFAS 162 identifies the sources of
accounting principles and the framework for selecting the principles to be used
in the preparation of financial statements that are presented in conformity with
generally accepted accounting principles in the United States. This Statement is
effective 60 days following the SEC’s approval of the Public Company
Accounting Oversight Board amendments to AU Section 411, The Meaning of Present Fairly in
Conformity with Generally Accepted Accounting Principles. The Company
does not expect the implementation of this statement to have an impact on its
results of operations or financial position.






7


TRAFALGAR
RESOURCES, INC.
 Notes to
Financial Statements (continued)
 (Unaudited)


In
April 2008, the FASB issued FASB Staff Position (“FSP”) No. SFAS
142-3, Determination of the
Useful Life of Intangible Assets (“FSP SFAS 142-3”). FSP SFAS 142-3
amends the factors that should be considered in developing renewal or extension
assumptions used to determine the useful life of a recognized intangible asset
under SFAS No. 142, Goodwill and Other Intangible
Assets (“SFAS 142”). The intent of FSP SFAS 142-3 is to improve the
consistency between the useful life of a recognized intangible asset under SFAS
142 and the period of expected cash flows used to measure the fair value of the
asset under SFAS No. 141R (revised 2007), Business Combinations and
other applicable accounting literature. FSP SFAS 142-3 is effective for
financial statements issued for fiscal years beginning after December 15,
2008 and must be applied prospectively to intangible assets acquired after the
effective date. The adoption of this statement is not expected to have a
material impact on our financial position or results of operations.





In March
2008, the FASB issued SFAS No. 161, Disclosures about Derivative
Instruments and Hedging Activities. The new standard is intended to
improve financial reporting about derivative instruments and hedging activities
by requiring enhanced disclosures to enable investors to better understand their
effects on an entity’s financial position, financial performance, and cash
flows. It is effective for financial statements issued for fiscal years and
interim periods beginning after November 15, 2008, with early application
encouraged. The Company does not expect that the adoption of SFAS No. 161 will
have a material impact on its results of operations or financial
position.




In
February 2008, the FASB issued Staff Position No. FAS 157-2, which provides for
a one-year deferral of the effective date of SFAS No. 157, Fair Value Measurements, for
non-financial assets and liabilities that are recognized or disclosed at fair
value in the financial statements on a nonrecurring basis, except those that are
recognized or disclosed at fair value in the financial statements on a recurring
basis.  The Company is evaluating the impact of this standard as it
relates to the Company’s financial position and results of
operations.




NOTE
2:     RELATED PARTY TRANSACTIONS





At March
31, 2009, the Company owes $639 of interest and $40,000 to its President. Note 1
bears interest of 4.5% per year.  Interest and principal of $10,450
are due on February 27, 2010. Note 2 bears interest of 4.5% per year. Interest
of $450 per year is due on February 28, 2010. Interest and principal of $10,450
are due February 28, 2011. Note 3 bears interest of 4.5% per
year.  Interest of $900 per year is due on January 15, 2010, 2011,
2012, and 2013.  Interest and Principal of $20,900.00 are due January
15, 2014.











8





Item
2. Management’s Discussion and Analysis of Financial Condition and Results of
Operations





SPECIAL NOTE REGARDING
FORWARD-LOOKING STATEMENTS





This
periodic report contains certain forward-looking statements within the meaning
of the Private Securities Litigation Reform Act of 1995 with respect to the
financial condition, results of operations, business strategies, operating
efficiencies or synergies, competitive positions, growth opportunities for
existing products, plans and objectives of management. Statements in this
periodic report that are not historical facts are hereby identified as
forward-looking statements.




Critical Accounting Policies
and Estimates






The
preparation of financial statements and related disclosures in conformity with
accounting principles generally accepted in the United States of America
requires management to make estimates and assumptions that affect the amounts
reported in the unaudited Financial Statements and accompanying notes. 
Management bases its estimates on historical experience and on various other
assumptions that are believed to be reasonable under the circumstances.
Actual results could differ from these estimates under different
assumptions or conditions.  The Company believes there have
been no significant changes during the six month periods ended March 31, 2009
and 2008, to the items disclosed as significant accounting policies since
the Company’s last audited financial statements for the year ended September 30,
2008.





The
Company’s accounting policies are more fully described in Note 1 of the
consolidated financial statements.  As discussed in Note 1, the
preparation of financial statements and related disclosures in conformity with
accounting principles generally accepted in the United States of America
requires management to make estimates and assumptions about the future events
that affect the amounts reported in the consolidated financial statements and
the accompanying notes. Management bases its estimates on historical experience
and on various other assumptions that are believed to be reasonable under the
circumstances.  Actual differences could differ from these estimates
under different assumptions or conditions.  The Company believes that
the following addresses the Company’s most critical accounting
policies.





We
recognize revenue in accordance with Securities and Exchange Commission Staff
Accounting Bulletin No. 104, “Revenue Recognition” (“SAB 104”).  Under
SAB 104, revenue is recognized at the point of passage to the customer of title
and risk of loss, when there is persuasive evidence of an arrangement, the sales
price is determinable, and collection of the resulting receivable is reasonably
assured.  We recognize revenue as services are
provided.  Revenues are reflected net of coupon
discounts.





We
account for income taxes in accordance with Statement of Financial Accounting
Standards No. 109, “Accounting  for Income Taxes” (“SFAS No.
109).  Under SFAS No. 109, deferred tax assets and liabilities are
measured using enacted tax rates in effect for the year in which the differences
are expected to reverse.  Deferred tax assets will be reflected on the
balance sheet when it is determined that it is more likely than not that the
asset will be realized.  A valuation allowance has currently been
recorded to reduce our deferred tax asset to $0.





Business of the
Company





The
Company was incorporated under the laws of the state of Utah on October 25,
1972, under the name of Electronic Agricultural Machinery Development
Corporation.  In 1974, the Company changed its name to Zenith
Development Corporation.  In 1980, the Company changed its name to
Alternative Energy Resources, Inc.  In 2004, the Company changed its
name to Trafalgar Resources, Inc.





Initially,
the Company sought to develop and market inventions, including an asparagus
harvester, a hot water saving device and a gas alert
signal.  Ultimately, none of the inventions were successful and they
were abandoned.  The Company ceased to conduct any business and has
not conducted any business during the last three years.





Currently,
the Company is in the process of investigating potential business ventures
which, in the opinion of management, will provide a source of eventual profit to
the Company.  Such involvement may take many forms, including the
acquisition of an existing business or the acquisition of assets to establish
subsidiary businesses.  All risks inherent in new and inexperienced
enterprises are inherent in the Company’s business.








9





The
selection of a business opportunity in which to participate is complex and
risky. Additionally, as the Company has only limited resources, it may be
difficult to find good opportunities.  There can be no assurance that
the Company will be able to identify and acquire any business opportunity which
will ultimately prove to be beneficial to the Company and its shareholders. The
Company will select any potential business opportunity based on management's
business judgment.





The
activities of the Company are subject to several significant risks which arise
primarily as a result of the fact that the Company has no specific business and
may acquire or participate in a business opportunity based on the decision of
management which potentially could act without the consent, vote, or approval of
the Company’s shareholders.  The risks faced by the Company are
further increased as a result of its lack of resources and its inability to
provide a prospective business opportunity with significant
capital.





Discussion and Analysis of
Financial Condition and Results of Operations





The
Company is in the process of looking for potential business
ventures.  As the Company possesses limited funds, the Company will be
extremely limited in its attempts to locate potential business situations for
investigation.  The Company intends to commence, on a limited basis,
the process of investigating possible merger and acquisition candidates, and
believes that the Company’s status as a publicly-held corporation will enhance
its ability to locate such potential business ventures.  No assurance
can be given as to when the Company may locate suitable business opportunities
and such opportunities may be difficult to locate; however, the Company intends
to actively search for potential business ventures for the foreseeable future.
The Company’s management does not expect to remain involved as management of any
acquired business.





Management
anticipates that due to its lack of funds, and the limited amount of its
resources, the Company may be restricted to participation in only one potential
business venture.  This lack of diversification should be considered a
substantial risk because it will not permit the Company to offset potential
losses from one venture against gains from another.





Business
opportunities, if any arise, are expected to become available to the Company
principally from the personal contacts of its officers and
directors.  While it is not expected that the Company will engage
professional firms specializing in business acquisitions or reorganizations,
such firms may be retained if funds become available in the future, and if
deemed advisable.  Opportunities may thus become available from
professional advisors, securities broker-dealers, venture capitalists, members
of the financial community, and other sources of unsolicited
proposals.  In certain circumstances, the Company may agree to pay a
finder’s fee or other form of compensation, including perhaps one-time cash
payments, payments based upon a percentage of revenues or sales volume, and/or
payments involving the issuance of securities, for services provided by persons
who submit a business opportunity in which the Company shall decide to
participate, although no contracts or arrangements of this nature presently
exist.  The Company is unable to predict at this time the cost of
locating a suitable business opportunity.





The
analysis of business opportunities will be undertaken by or under the
supervision of the Company’s management, none of whom is a professional analyst
and none of whom have significant general business experience.  Among
the factors which management will consider in analyzing potential business
opportunities are the available technical, financial and managerial resources;
working capital and financial requirements; the history of operation, if any;
future prospects; the nature of present and anticipated competition; potential
for further research, developments or exploration; growth and expansion
potential; the perceived public recognition or acceptance of products or
services; name identification, and other relevant factors.





It is not
possible at present to predict the exact manner in which the Company may
participate in a business opportunity.  Specific business
opportunities will be reviewed and, based upon such review, the appropriate
legal structure or method of participation will be decided upon by
management.  Such structures and methods may include, without
limitation, leases, purchase and sale agreements, licenses, joint ventures; and
may involve merger, consolidation or reorganization.  The Company may
act directly or indirectly through an interest in a partnership, corporation or
reorganization.  However, it is most likely that any acquisition of a
business venture the Company would make would be by conducting a reorganization
involving the issuance of the Company’s restricted securities.  Such a
reorganization may involve








10






a merger
(or combination pursuant to state corporate statutes, where one of the entities
dissolves or is absorbed by the other), or it may occur as a consolidation,
where a new entity is formed and the Company and such other entity combine
assets in the new entity.  A reorganization may also occur, directly
or indirectly, through subsidiaries, and there is no assurance that the Company
would be the surviving entity.  Any such reorganization could result
in loss of control of a majority of the shares.  The Company’s present
directors may be required to resign in connection with a
reorganization.





The
Company may choose to enter into a venture involving the acquisition of or
merger with a company which does not need substantial additional capital but
desires to establish a public trading market of its securities.  Such
a company may desire to consolidate its operations with the Company through a
merger, reorganization, asset acquisition, or other combination, in order to
avoid possible adverse consequences of undertaking its own public
offering.  (Such consequences might include expense, time delays or
loss of voting control.)  In the event of such a merger, the Company
may be required to issue significant additional shares, and it may be
anticipated that control over the Company’s affairs may be transferred to
others.





As part
of their investigation of acquisition possibilities, the Company’s management
may meet with executive officers of the business and its personnel; inspect its
facilities; obtain independent analysis or verification of the information
provided, and conduct other reasonable measures, to the extent permitted by the
Company’s limited resources and management’s limited
expertise.  Generally, the Company intends to analyze and make a
determination based upon all available information without reliance upon any
single factor as controlling.





In all
likelihood, the Company’s management will be inexperienced in the areas in which
potential businesses will be investigated and in which the Company may make an
acquisition or investment.  Thus, it may become necessary for the
Company to retain consultants or outside professional firms to assist management
in evaluating potential investments.  The Company can give no
assurance that it will be able to find suitable consultants or
managers.  The Company has no policy regarding the use of consultants;
however, if management, in its discretion, determines that it is in the best
interests of the Company, management may seek consultants to review potential
merger or acquisitions candidates.  There are currently no contracts
or agreements between any consultant and any companies that are searching for
“shell” companies with which to merge.





It may be
anticipated that the investigation of specific business opportunities and the
negotiation, drafting and execution of relevant agreements, disclosure documents
and other instruments will require substantial management time and attention,
and substantial costs for accountants, attorneys and others.  Should a
decision thereafter be made not to participate in a specific business
opportunity, it is likely that costs already expended would not be
recoverable.  It is likely, in the event a transaction should
eventually fail to be consummated, for any reason, that the costs incurred by
the Company would not be recoverable.  The Company’s officers and
directors are entitled to reimbursement for all expenses incurred in their
investigation of possible business ventures on behalf of the Company, and no
assurance can be given that if the Company has available funds they will not be
depleted in such expenses.





Based on
current economic and regulatory conditions, management believes that it is
possible, if not probable, for a company like the Company,
without  many assets or many liabilities, to negotiate a merger or
acquisition with a viable private company.  The opportunity arises
principally because of the high legal and accounting fees and the length of time
associated with the registration process of “going public.”  However,
should any of these conditions change, it is very possible that there would be
little or no economic value for anyone taking over control of the
Company.





LIQUIDITY AND CAPITAL
RESOURCES





As of
March 31, 2009, the Company had $15,802 in cash and $41,239 in
liabilities.  The majority of its liability relates to a note payable
of $40,000 to a related party.  The Company has only incidental
ongoing expenses primarily associated with maintaining its corporate status and
maintaining the Company’s reporting obligations to the Securities and Exchange
Commission.  Current management has indicated a willingness to help
support the Company’s ongoing expenses through the purchase of securities of the
Company or loans to the Company.  Existing liabilities are related to
loans by management to help fund ongoing expenses.





For the
six months ended March 31, 2009, the Company had $8,594 in expenses related to
maintaining its corporate status, paying accounting and legal
fees.  Management anticipates only nominal continuing expenses related
to investigating business opportunities and legal and accounting cost. For the
six months ended March 31, 2009, the Company had a net loss of $9,232 compared
to a loss of $6,610 for the six months ended March 31, 2008.








11





Since
inception, the Company has not generated significant revenue, and it is unlikely
that any revenue will be generated until the Company locates a business
opportunity with which to acquire or merge.  Management of the Company
will be investigating various business opportunities.  These efforts
may cost the Company not only out of pocket expenses for its management but also
expenses associated with legal and accounting costs.  There can be no
guarantee that the Company will receive any benefits from the efforts of
management to locate business opportunities.





Management
does not anticipate employing any employees in the future until a merger or
acquisition can be accomplished.  Management will continue to rely on
outside consultants to assist in its corporate filing requirements.





RESULTS OF
OPERATIONS





The
Company has not had any significant revenue since reentering the development
stage.  The Company continues to suffer a small loss related to
maintaining its corporate status and reporting obligations.  For the
six months ended March 31, 2009, the Company had a net loss of
$9,232.   The Company does not anticipate any revenue until it
locates a new business opportunity.





Off-balance sheet
arrangements





The
Company does not have any off-balance sheet arrangements and it is not
anticipated that the Company will enter into any off-balance sheet
arrangements.





Forward-looking
Statements





The
Private Securities Litigation Reform Act of 1995 (the “Act”) provides a safe
harbor for forward-looking statements made by or on behalf of our Company. Our
Company and our representatives may from time to time make written or oral
statements that are “forward-looking,” including statements contained in this
Annual Report and other filings with the Securities and Exchange Commission and
in reports to our Company’s stockholders. Management believes that all
statements that express expectations and projections with respect to future
matters, as well as from developments beyond our Company’s control including
changes in global economic conditions are forward-looking statements within the
meaning of the Act. These statements are made on the basis of management’s views
and assumptions, as of the time the statements are made, regarding future events
and business performance. There can be no assurance, however, that management’s
expectations will necessarily come to pass. Factors that may affect forward-
looking statements include a wide range of factors that could materially affect
future developments and performance, including the following:





Changes
in Company-wide strategies, which may result in changes in the types or mix of
businesses in which our Company is involved or chooses to invest; changes in
U.S., global or regional economic conditions, changes in U.S. and global
financial and equity markets, including significant interest rate fluctuations,
which may impede our Company’s access to, or increase the cost of, external
financing for our operations and investments; increased competitive pressures,
both domestically and internationally, legal and regulatory developments, such
as regulatory actions affecting environmental activities, the imposition by
foreign countries of trade restrictions and changes in international tax laws or
currency controls; adverse weather conditions or natural disasters, such as
hurricanes and earthquakes, labor disputes, which may lead to increased costs or
disruption of operations.





This list
of factors that may affect future performance and the accuracy of
forward-looking statements is illustrative, but by no means exhaustive.
Accordingly, all forward-looking statements should be evaluated with the
understanding of their inherent uncertainty.





Item
3.  Quantitative and Qualitative Disclosures About Market
Risk.





NA-Smaller
Reporting Company






12







Item
4T.  Controls and Procedures.





Evaluation
of Disclosure Controls and Procedures





Our
management evaluated the effectiveness of our disclosure controls and procedures
as of the end of the period covered by this report. Based on that evaluation,
our President and CFO concluded that our disclosure controls and procedures as
of the end of the period covered by this report were effective such that the
information required to be disclosed by us in reports filed under the Exchange
Act is (i) recorded, processed, summarized and reported within the time
periods specified in the SEC’s rules and forms and (ii) accumulated and
communicated to our management as appropriate to allow timely decisions
regarding disclosure. A controls system cannot provide absolute assurance,
however, that the objectives of the controls system are met, and no evaluation
of controls can provide absolute assurance that all control issues and instances
of fraud, if any, within a company have been detected.




Management’s
Report on Internal Control over Financial Reporting





Our
management is responsible for establishing and maintaining adequate internal
control over financial reporting (as defined in Rule 13a-15(f) under the
Exchange Act). Our internal control over financial reporting is a process
designed to provide reasonable assurance regarding the reliability of financial
reporting and the preparation of financial statements for external purposes of
accounting principles generally accepted in the United
States.




Because
of its inherent limitations, internal control over financial reporting may not
prevent or detect misstatements. Therefore, even those systems determined to be
effective can provide only reasonable assurance of achieving their control
objectives.




Our
management evaluated the effectiveness of our internal control over financial
reporting as of March 31, 2009.  Based on this evaluation, our management
concluded that, as of March 31, 2009, our internal control over financial
reporting was effective.  However, with the limitations on the ability
to provide segregation of duties, our management is actively seeking to add
additional management personnel to provide segregation of
duties.





Changes
in internal control over financial reporting





There
have been no changes in internal control over financial reporting.





PART
II - OTHER INFORMATION





ITEM
1.  Legal Proceedings





None





ITEM
2.  Unregistered Sales of Equity Securities and Use of
Proceeds





Recent Sales of Unregistered
Securities





We have
not sold for cash any restricted securities during the three months ended March
31, 2009.





Use
of Proceeds of Registered Securities





None; not
applicable.





Purchases
of Equity Securities by Us and Affiliated Purchasers





During
the three months ended March 31, 2009, we have not purchased any equity
securities nor have any officers or directors of the Company.








13





ITEM
3.  Defaults Upon Senior Securities





We are
not aware of any defaults upon senior securities.





ITEM
4.  Submission of Matters to a Vote of Security Holders





No
matters were submitted to a vote of security holders during the quarter ended
March 31, 2009.





ITEM
5.  Other Information.





None





ITEM
6.  Exhibits





(a)     Exhibits.





Item
4                      Exhibit
No.                    Instruments Defining the
Rights of Security HoldersLocation





31.01                                31                           CEO
certification Pursuant


to
18 USC Section 1350, as


adopted
pursuant to Section 302


of
Sarbanes-Oxley Act of
2002                                        This
Filing





31.02                                31                           CFO
certification Pursuant


to 18 USC Section 1350,
as


adopted
pursuant to Section 302


of
Sarbanes-Oxley Act of
2002                                        This
Filing





32.01                                32                           CEO
Certification pursuant to


section
906                                                                                   
This Filing





32.02                                32                           CFO
Certification pursuant to


Section
906                                                                          This
Filing










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.





Trafalgar Resources, Inc.


[Registrant]











Dated:
      May 19, 2009
            By:
      /s/ Anthony
      Brandon Escobar


Anthony Brandon Escobar,
President


(Principal Executive
Officer)








May 19,
2009                                                           By:
/s/ Anthony
Coletti


Anthony Coletti, Principal
Accounting


Officer