UNITED
STATES SECURITIES AND EXCHANGE COMMISSION


WASHINGTON,
D.C. 20549




FORM
10-Q




(Mark
One)


QUARTERLY REPORT PURSUANT TO SECTION 13 OR
15(d)


OF
THE SECURITIES EXCHANGE ACT OF 1934




For the
quarterly period ended June 30, 2009




Or




TRANSITION REPORT PURSUANT TO SECTION 13 OR
15(d)


OF
THE SECURITIES EXCHANGE ACT OF 1934




For the
transition period from ____________ to ________________




Commission
file number 333-123092




international
      cellular accessories(Exact
      name of registrant as specified in its charter)Nevada
                        
                        20-1719023(State
      or other jurisdiction of incorporation or organization)
                        
                        (IRS
      Employer Identification No.)10
      Warren Avenue, Spring Lake, New Jersey 07762(Address
      of principal executive offices)(703)
      622-6210(Registrant’s
      telephone number, including area code)(Former
      address if changed since last
report)





Indicate by check mark whether the
registrant (1) has filed all reports required to be filed by Section 13 or 15(d)
of the Securities Exchange Act of 1934 during the preceding 12 months (or for
such shorter period that the registrant was required to file such reports), and
(2) has been subject to such filing requirements for the past 90 days.
Yesx   No o




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). Yes o  No o




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




Indicate
by check mark whether the registrant is a large accelerated filer, an
accelerated filer, a non-accelerated filer, or a smaller reporting
company.  (Check one):




Large
Accelerated
Filer                 o                                   Accelerated
Filer                               
o


Non-Accelerated
Filer                    o                                  Smaller
reporting
company              
x




As of
August 10, 2009, there were 3,150,000 shares of the issuer’s common stock, par
value $0.001, issued and outstanding.













INTERNATIONAL
CELLULAR ACCESSORIES


JUNE
30, 2009 QUARTERLY REPORT ON FORM 10-Q


TABLE
OF CONTENTS








PAGESpecial
      Note Regarding Forward Looking
      Information
                  3PART
      I - FINANCIAL INFORMATIONItem
      1.
                  Financial
      Statements
                  4Item
      2.
                  Management’s
      Discussion and Analysis of Financial Condition and Results of
      Operations
                  14Item
      3.
                  Quantitative
      and Qualitative Disclosures About Market Risk
                  14Item
      4T.
                  Controls
      and
      Procedures
                  15PART
      II - OTHER INFORMATIONItem
      1.
                  Legal
      Proceedings
                  15Item
      1A.
                  Risk
      Factors
                  15Item
      2.
                  Unregistered
      Sales of Equity Securities and Use of Proceeds
                  15Item
      3.
                  Defaults
      Upon Senior
      Securities
                  15Item
      4.
                  Submission
      of Matters to a Vote of Security
      Holders
                  15Item
      5.
                  Other
      Information
                  15Item
      6.
                  Exhibits
                  16








2





SPECIAL
NOTE REGARDING FORWARD-LOOKING STATEMENTS





To the
extent that the information presented in this Quarterly Report on Form 10-Q for
the quarter ended June 30, 2009 discusses financial projections, information or
expectations about our products or markets, or otherwise makes statements about
future events, such statements are forward-looking. We are making these
forward-looking statements in reliance on the safe harbor provisions of the
Private Securities Litigation Reform Act of 1995.  Although we believe
that the expectations reflected in these forward-looking statements are based on
reasonable assumptions, there are a number of risks and uncertainties that could
cause actual results to differ materially from such forward-looking statements.
These risks and uncertainties are described, among other places in this
Quarterly Report, in “Management’s Discussion and Analysis of Financial
Condition and Results of Operations”.




In
addition, we disclaim any obligations to update any forward-looking statements
to reflect events or circumstances after the date of this Quarterly
Report.  When considering such forward-looking statements, you should
keep in mind the risks referenced above and the other cautionary statements in
this Quarterly Report.






3






PART
1 – FINANCIAL INFORMATION




ITEM
1. FINANCIAL STATEMENTS







PAGEBalance
      Sheets as at June 30, 2009 (Unaudited) andDecember 31, 2008
      (Audited)
                        5Statements
      of Operations for the three and six monthsended June 30, 2009
      and 2008 (Unaudited) and forthe period from
      inception (October 6, 2004) toJune 30, 2009
      (Unaudited)
                        6Statements
      of Cash Flows for the six monthsended June 30, 2009
      and 2008 (Unaudited) and forthe period from
      inception (October 6, 2004) toJune 30, 2009
      (Unaudited)
                        7Notes
      to Financial Statements (Unaudited)
                        8







4




INTERNATIONAL
      CELLULAR ACCESSORIES(A
      DEVELOPMENT STAGE COMPANY)BALANCE
      SHEETSAs
      of
                              
                              
                              As
      ofJune
      30, 2009
                              
                              
                              December
      31, 2008(Unaudited)
                              
                              
                              (Audited)ASSETSCurrent
      assetsCash
                              
                              $
                              1,290
                              
                              
                              $
                              5,620Total
      current assets
                              
                              
                              1,290
                              
                              
                              
                              5,620Total
      assets
                              
                              $
                              1,290
                              
                              
                              $
                              5,620LIABILITIES
      AND STOCKHOLDERS' DEFICITCurrent
      liabilitiesAccounts
      payable
                              
                              $
                              -
                              
                              
                              $
                              9,025Accrued
      interest payable
                              
                              
                              14,878
                              
                              
                              
                              9,070Convertible
      debts, current portion
                              
                              
                              100,000
                              
                              
                              
                              65,000Total
      current liabilities
                              
                              
                              114,878
                              
                              
                              
                              83,095Long
      term liabilitiesAccrued
      interest payable, net of current portion
                              
                              
                              1,245
                              
                              
                              
                              3,088Convertible
      debts, net of current portion
                              
                              
                              54,000
                              
                              
                              
                              51,250Total
      long term liabilities
                              
                              
                              55,245
                              
                              
                              
                              54,338Total
      liabilities
                              
                              
                              170,123
                              
                              
                              
                              137,433Stockholders'
      deficitCommon
      stock; $.001 par value; 75,000,000 sharesauthorized,
      3,150,000 shares issued and outstanding as of June 30, 2009 and December
      31, 2008, respectively
                              
                              
                              3,150
                              
                              
                              
                              3,150Additional
      paid-in capital
                              
                              
                              74,850
                              
                              
                              
                              74,850Deficit
      accumulated during the development stage
                              
                              
                              (246,833
                              )
                              
                              
                              (209,813
                              )Total
      stockholders' deficit
                              
                              
                              (168,833
                              )
                              
                              
                              (131,813
                              )Total
      liabilities and stockholders' deficit
                              
                              $
                              1,290
                              
                              
                              $
                              5,620






See
Accompanying Notes to Financial Statements
 5




INTERNATIONAL
      CELLULAR ACCESSORIES(A
      DEVELOPMENT STAGE COMPANY)STATEMENTS
      OF OPERATIONSFrom
      inceptionApril
      1, 2009
                      
                      
                      April
      1, 2008
                      
                      
                      January
      1, 2009
                      
                      
                      January
      1, 2008
                      
                      
                      (October
      6, 2004)through
                      
                      
                      through
                      
                      
                      through
                      
                      
                      through
                      
                      
                      throughJune
      30, 2009
                      
                      
                      June
      30, 2008
                      
                      
                      June
      30, 2009
                      
                      
                      June
      30, 2008
                      
                      
                      June
      30, 2009(Unaudited)
                      
                      
                      (Unaudited)
                      
                      
                      (Unaudited)
                      
                      
                      (Unaudited)
                      
                      
                      (Unaudited)Revenue
                      
                      $
                      -
                      
                      
                      $
                      -
                      
                      
                      $
                      -
                      
                      
                      $
                      -
                      
                      
                      $
                      7,684Cost
      of goods sold
                      
                      
                      -
                      
                      
                      
                      -
                      
                      
                      
                      -
                      
                      
                      
                      -
                      
                      
                      
                      3,812Gross
      profit
                      
                      
                      -
                      
                      
                      
                      -
                      
                      
                      
                      -
                      
                      
                      
                      -
                      
                      
                      
                      3,872Operating
      expensesProfessional
      fees
                      
                      
                      14,431
                      
                      
                      
                      5,150
                      
                      
                      
                      32,178
                      
                      
                      
                      14,471
                      
                      
                      
                      200,571General
      and administrative
                      
                      
                      667
                      
                      
                      
                      720
                      
                      
                      
                      877
                      
                      
                      
                      1,878
                      
                      
                      
                      40,616Total
      operating expenses
                      
                      
                      15,098
                      
                      
                      
                      5,870
                      
                      
                      
                      33,055
                      
                      
                      
                      16,349
                      
                      
                      
                      241,187Loss
      from operations
                      
                      
                      (15,098
                      )
                      
                      
                      (5,870
                      )
                      
                      
                      (33,055
                      )
                      
                      
                      (16,349
                      )
                      
                      
                      (237,315
                      )Other
      income (expense):Other
      income
                      
                      
                      -
                      
                      
                      
                      -
                      
                      
                      
                      -
                      
                      
                      
                      -
                      
                      
                      
                      5,273Interest
      expense
                      
                      
                      (2,137
                      )
                      
                      
                      (1,354
                      )
                      
                      
                      (3,965
                      )
                      
                      
                      (2,693
                      )
                      
                      
                      (16,123
                      )Interest
      income
                      
                      
                      -
                      
                      
                      
                      13
                      
                      
                      
                      -
                      
                      
                      
                      62
                      
                      
                      
                      1,332Total
      other (expense)
                      
                      
                      (2,137
                      )
                      
                      
                      (1,341
                      )
                      
                      
                      (3,965
                      )
                      
                      
                      (2,631
                      )
                      
                      
                      (9,518
                      )Net
      loss
                      
                      $
                      (17,235
                      )
                      
                      $
                      (7,211
                      )
                      
                      $
                      (37,020
                      )
                      
                      $
                      (18,980
                      )
                      
                      $
                      (246,833
                      )Basic
      loss per common share
                      
                      $
                      (0.01
                      )
                      
                      $
                      (0.00
                      )
                      
                      $
                      (0.01
                      )
                      
                      $
                      (0.01
                      )Basic
      weighted averagecommon
      shares outstanding
                      
                      
                      3,150,000
                      
                      
                      
                      3,150,000
                      
                      
                      
                      3,150,000
                      
                      
                      
                      3,150,000






See
Accompanying Notes to Financial Statements
 6




INTERNATIONAL
      CELLULAR ACCESSORIES(A
      DEVELOPMENT STAGE COMPANY)STATEMENTS
      OF CASH FLOWSFrom
      InceptionJanuary
      1, 2009
                    
                    
                    January
      1, 2008
                    
                    
                    (October
      6, 2004)through
                    
                    
                    through
                    
                    
                    throughJune
      30, 2009
                    
                    
                    June
      30, 2008
                    
                    
                    June
      30, 2009(Unaudited)
                    
                    
                    (Unaudited)
                    
                    
                    (Unaudited)Cash
      flows from operating activities:Net
      loss
                    
                    $
                    (37,020
                    )
                    
                    $
                    (18,980
                    )
                    
                    $
                    (246,833
                    )Adjustments
      to reconcile net loss tonet
      cash used by operating activities:Stock
      based services
                    
                    
                    -
                    
                    
                    
                    -
                    
                    
                    
                    23,000Changes
      in operating assets and liabilities:Increase
      in accrued interest payable
                    
                    
                    3,965
                    
                    
                    
                    2,693
                    
                    
                    
                    16,123Increase
      in accounts payable
                    
                    
                    (9,025
                    )
                    
                    
                    -
                    
                    
                    
                    -Net
      cash used by operating activities
                    
                    
                    (42,080
                    )
                    
                    
                    (16,287
                    )
                    
                    
                    (207,710
                    )Cash
      flows from financing activities:Proceeds
      from issuance of common stock
                    
                    
                    -
                    
                    
                    
                    -
                    
                    
                    
                    55,000Proceeds
      from issuance of convertible debt
                    
                    
                    37,750
                    
                    
                    
                    -
                    
                    
                    
                    154,000Net
      cash provided by financing activities
                    
                    
                    37,750
                    
                    
                    
                    -
                    
                    
                    
                    209,000Net
      increase (decrease) in cash
                    
                    
                    (4,330
                    )
                    
                    
                    (16,287
                    )
                    
                    
                    1,290Cash,
      beginning of period
                    
                    
                    5,620
                    
                    
                    
                    19,023
                    
                    
                    
                    -Cash,
      end of period
                    
                    $
                    1,290
                    
                    
                    $
                    2,736
                    
                    
                    $
                    1,290-Supplementary
      cash flow information:Cash
      payments for income taxes
                    
                    $
                    -
                    
                    
                    $
                    -
                    
                    
                    $
                    -Cash
      payments for interest
                    
                    $
                    -
                    
                    
                    $
                    -
                    
                    
                    $
                    -






See
Accompanying Notes to Financial Statements
 7




INTERNATIONAL
CELLULAR ACCESSORIES
 (A
DEVELOPMENT STAGE COMPANY)
 CONDENSED
NOTES TO FINANCIAL STATEMENTS
 (UNAUDITED)




1. BASIS OF PRESENTATION AND
ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES





BASIS OF
PRESENTATION AND ORGANIZATION - The accompanying Condensed Financial Statements
of International Cellular Accessories (the "Company") should be read in
conjunction with the Company's Annual Report on Form 10-K for the year ended
December 31, 2008. Significant accounting policies disclosed therein have not
changed except as noted below.





The
accompanying Condensed Financial Statements and the related footnote information
are unaudited. In the opinion of management, they include all normal recurring
adjustments necessary for a fair presentation of the balance sheet of the
Company as of June 30, 2009 and the results of its operations and cash flows for
the three and six months ended June 30, 2009. Results of operations reported for
interim periods are not necessarily indicative of results for the entire
year.





International
Cellular Accessories, Nevada corporation, (hereinafter referred to as the
“Company” or “International Cellular”) was incorporated in the State of Nevada
on October 6, 2004 with plans to be in the business of importing new cellular
accessories for resale to both wholesalers and retailers across Canada firstly
and, later on, to the rest of North America. In April 2006, the Company decided
to discontinue operations in this area. We are presently inactive, but are
looking at ventures of merit for corporate participation as a means of enhancing
shareholder value. The Company operations have been limited to general
administrative operations and are considered a development stage company in
accordance with Statement of Financial Accounting Standards No. 7.





Going concern - The
Company incurred net losses of $246,833 from Inception (October 6, 2004) through
June 30, 2009.  The Company is still in the development stages,
raising substantial doubt about the Company’s ability to continue as a going
concern. The Company may seek additional sources of capital through the issuance
of debt or equity financing, but there can be no assurance the Company will be
successful in accomplishing its objectives.





The
ability of the Company to continue as a going concern is dependent on additional
sources of capital and the success of the Company’s plan. The financial
statements do not include any adjustments that might be necessary if the Company
is unable to continue as a going concern.





Year end - The
Company’s year end is December 31.





Use of estimates -
The preparation of financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions that
affect the reported amounts of assets and liabilities and disclosure of
contingent assets and liabilities at the date of the financial statements and
the reported amounts of revenue and expenses during the reporting period. Actual
results could differ from those estimates.






8






INTERNATIONAL
CELLULAR ACCESSORIES
 (A
DEVELOPMENT STAGE COMPANY)
 CONDENSED
NOTES TO FINANCIAL STATEMENTS
 (UNAUDITED)





1. BASIS OF PRESENTATION AND
ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES (continued)





Cash and Cash
Equivalents - For purposes of the statement of cash flows, the Company
considers highly liquid financial instruments purchased with a maturity of three
months or less to be cash equivalents.





Income taxes - The
Company accounts for its income taxes in accordance with Statement of Financial
Accounting Standards No. 109, which requires recognition of deferred tax assets
and liabilities for future tax consequences attributable to differences between
the financial statement carrying amounts of existing assets and liabilities and
their respective tax bases and tax credit carry forwards. Deferred tax assets
and liabilities are measured using enacted tax rates expected to apply to
taxable income in the years in which those temporary differences are expected to
be recovered or settled. The effect on deferred tax assets and liabilities of a
change in tax rates is recognized in operations in the period that includes the
enactment date.





Management
feels the Company will have a net operating loss carryover to be used for future
years. Such losses may not be fully deductible due to the significant amounts of
non-cash service costs. The Company has established a valuation allowance for
the full tax benefit of the operating loss carryovers due to the uncertainty
regarding realization.





Net loss per common
share - The Company computes net loss per share in accordance with SFAS
No. 128, Earnings per Share (SFAS 128) and SEC Staff Accounting Bulletin No. 98
(SAB 98). Under the provisions of SFAS 128 and SAB 98, basic net loss per share
is computed by dividing the net loss available to common stockholders for the
period by the weighted average number of shares of common stock outstanding
during the period. The calculation of diluted net loss per share gives effect to
common stock equivalents; however, potential common shares are excluded if their
effect is antidilutive. For the period from inception (October 6, 2004) through
June 30, 2009, no common stock equivalents were included in the computation of
diluted earnings per share because their effect would be
antidilutive.





Foreign Currency
Translation   - The Company’s functional currency prior to June 30,
2006 was in Canadian dollars as substantially all of the Company’s operations
were in Canada.  The Company used the United States dollar as its reporting
currency for consistency with registrants of the Securities and Exchange
Commission (“SEC”) and in accordance with SFAS No. 52 - “Foreign Currency
Translation”. Assets and liabilities denominated in a foreign currency are
translated at the exchange rate in effect at the period end and capital accounts
are translated at historical rates.  Income statement accounts are
translated at the average rates of exchange prevailing during the period. 
Translation adjustments from the use of different exchange rates from period to
period are included in the comprehensive income account in stockholder’s equity,
if applicable. As of June 30, 2006, all of the Company’s operations were in the
United States and the functional currency is the United States
dollar.






9


INTERNATIONAL
CELLULAR ACCESSORIES
 (A
DEVELOPMENT STAGE COMPANY)
 CONDENSED
NOTES TO FINANCIAL STATEMENTS
 (UNAUDITED)





1. BASIS OF PRESENTATION AND
ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES (continued)





Transactions
undertaken in currencies other than the functional currency of the entity are
translated using the exchange rate in effect as of the transaction date. 
Any exchange gains and losses are included in other items on the statement of
operations.





New accounting
pronouncements –





In
December 2007, the FASB issued SFAS No. 160, “Noncontrolling Interests in
Consolidated Financial Statements, an amendment of ARB No. 51” which applies to
all entities that prepare consolidated financial statements, except
not-for-profit organizations, but will affect only those entities that have an
outstanding noncontrolling interest in one or more subsidiaries or that
deconsolidate a subsidiary. The statement is effective for annual periods
beginning after December 15, 2008. The adoption of this statement did not have a
material effect on the Company’s financial statements.





In March
2008, the FASB issued SFAS No. 161, “Disclosures about Derivative
Instruments and Hedging Activities – an amendment of FASB Statement No. 133,”
(SFAS “161”) as amended and interpreted, which requires enhanced disclosures
about an entity’s derivative and hedging activities and thereby improves the
transparency of financial reporting. Disclosing the fair values of derivative
instruments and their gains and losses in a tabular format provides a more
complete picture of the location in an entity’s financial statements of both the
derivative positions existing at period end and the effect of using derivatives
during the reporting period. Entities are required to provide enhanced
disclosures about (a) how and why an entity uses derivative instruments, (b) how
derivative instruments and related hedged items are accounted for under
Statement 133 and its related interpretations, and (c) how derivative
instruments and related hedged items affect an entity’s financial position,
financial performance, and cash flows. SFAS No. 161 is effective for financial
statements issued for fiscal years and interim periods beginning after November
15, 2008. The adoption of this statement did not have a material effect on the
Company’s financial statements.





In May
2008, the Financial Accounting Standards Board (“FASB”) issued SFAS No. 163,
“Accounting for Financial Guarantee Insurance Contracts – An interpretation of
FASB Statement No. 60”. SFAS 163 requires that an insurance enterprise recognize
a claim liability prior to an event of default when there is evidence that
credit deterioration has occurred in an insured financial obligation. It also
clarifies how Statement 60 applies to financial guarantee insurance contracts,
including the recognition and measurement to be used to account for premium
revenue and claim liabilities, and requires expanded disclosures about financial
guarantee insurance contracts. It is effective for financial statements issued
for fiscal years beginning after December 15, 2008, except for some disclosures
about the insurance enterprise’s risk-management activities. SFAS 163 requires
that disclosures about the risk-management activities of the insurance
enterprise be effective for the first period beginning after issuance. Except
for those disclosures, earlier application is not







10




INTERNATIONAL
CELLULAR ACCESSORIES
 (A
DEVELOPMENT STAGE COMPANY)
 CONDENSED
NOTES TO FINANCIAL STATEMENTS
 (UNAUDITED)


1. BASIS OF PRESENTATION AND
ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES (continued)





permitted.
The adoption of this statement did not have a material effect on the Company’s
financial statements.





In June
2009, the FASB issued Statement of Financial Accounting Standards No. 165,
“Subsequent Events,” (“SFAS No. 165”). SFAS 165 establishes general standards of
accounting for and disclosure of events that occur after the balance sheet date
but before financial statements are issued or are available to be issued. SFAS
165 applies to both interim financial statements and annual financial
statements. SFAS 165 is effective for interim or annual financial periods ending
after June 15, 2009. SFAS 165 does not have a material impact on our financial
statements.





In
June 2009, the FASB issued Statement of Financial Accounting Standards
No. 166, “Accounting for Transfers of Financial Assets, an amendment to
SFAS No. 140,” (“SFAS 166”). SFAS 166 eliminates the concept of a
“qualifying special-purpose entity,” changes the requirements for derecognizing
financial assets, and requires additional disclosures in order to enhance
information reported to users of financial statements by providing greater
transparency about transfers of financial assets, including securitization
transactions, and an entity’s continuing involvement in and exposure to the
risks related to transferred financial assets. SFAS 166 is effective for fiscal
years beginning after November 15, 2009. The Company will adopt
SFAS 166 in fiscal 2010. The Company does not expect that the adoption of
SFAS 166 will have a material impact on the financial statements.





In June
2009, the FASB issued Statement of Financial Accounting Standards No. 167,“Amendments to FASB
Interpretation No. 46(R),” (“SFAS 167”). The amendments include: (1) the
elimination of the exemption for qualifying special purpose entities, (2) a new
approach for determining who should consolidate a variable-interest entity, and
(3) changes to when it is necessary to reassess who should consolidate a
variable-interest entity. SFAS 167 is effective for the first annual reporting
period beginning after November 15, 2009 and for interim periods within that
first annual reporting period. The Company will adopt SFAS 167 in fiscal 2010.
The Company does not expect that the adoption of SFAS 167 will have a material
impact on the financial statements.





In June
2009, the FASB issued Statement of Financial Accounting Standards No. 168,
“The FASB Accounting Standards Codification and the Hierarchy of Generally
Accepted Accounting Principles,” (“SFAS 168”). SFAS 168 replaces FASB Statement
No. 162, “The Hierarchy of Generally Accepted Accounting Principles”, and
establishes the FASB Accounting Standards Codification (“Codification”) as the
source of authoritative accounting principles recognized by the FASB to be
applied by nongovernmental entities in the preparation of financial statements
in conformity with generally accepted accounting principles (“GAAP”). SFAS 168
is effective for interim and annual periods ending after September 15,
2009. The Company will begin to use the new Codification when referring to GAAP
in its annual report on Form 10-K for the fiscal year ending December 31, 2010.
This will not have an impact on the results of the Company.






11




INTERNATIONAL
CELLULAR ACCESSORIES
 (A
DEVELOPMENT STAGE COMPANY)
 CONDENSED
NOTES TO FINANCIAL STATEMENTS
 (UNAUDITED)


2.  
STOCKHOLDERS’
DEFICIT





The
Company has 75,000,000 shares authorized and 3,150,000 issued and outstanding as
of June 30, 2009. The issued and outstanding shares were issued as
follows:





500,000
common shares were issued to Leah Wosk on October 29, 2004 for the sum of $2,500
in cash.





500,000
common shares were issued to Rachel Cecile Wosk on October 29, 2004 for the sum
of $2,500 in cash.





1,000,000
common shares were issued to 30 investors in the Company’s SB-2 offering for the
aggregate sum of $50,000 in cash. The Regulation SB-2 offering was declared
effective by the Securities and Exchange Commission on May 27, 2005 and
completed in June 2005.





1,150,000
common shares were issued to Clifford W. Chapman on April 3, 2006 in
consideration of his serving as the Company’s sole officer and director at $0.02
per share. The Board of Directors deemed this to be a reasonable
value.





3.  
CONVERTIBLE NOTE
PAYABLE





On May
10, 2006, the Company issued an aggregate of $65,000 of convertible notes. The
convertible notes accrue interest at 5% per annum, compounded annually and
payable at the maturity date of May 9, 2009. The note holder has the option to
convert any unpaid note principal and accrued interest to the Company’s common
stock at a rate of $1.00 per share starting May 10, 2007.  Clifford
Chapman, our sole officer and director, was one of the five persons and was
issued a note in the principal amount of $3,859.





On May
24, 2007, the Company issued an aggregate of $35,000 of convertible notes. The
convertible notes accrue interest at 5% per annum, compounded annually and
payable at the maturity date of May 24, 2010. The note holder has the option to
convert any unpaid note principal and accrued interest to the Company’s common
stock at a rate of $1.00 per share starting May 24, 2008.  Clifford
Chapman, our sole officer and director, was one of the five persons and was
issued a note in the principal amount of $2,078.





On July
21, 2008, the Company issued a $7,000 convertible note. The convertible note
accrues interest at 5% per annum, compounded annually and payable at the
maturity date of July 21, 2011. The note holder has the option to convert any
unpaid note principal and accrued interest to the Company’s common stock at the
rate of $1.00 per share starting July 21, 2009.








12





INTERNATIONAL
CELLULAR ACCESSORIES
 (A
DEVELOPMENT STAGE COMPANY)
 CONDENSED
NOTES TO FINANCIAL STATEMENTS
 (UNAUDITED)





3.  
CONVERTIBLE NOTES
PAYABLE (continued)





On
November 25, 2008, the Company issued a $13,000 convertible note. The
convertible note accrues interest at 5% per annum, compounded annually and
payable at the maturity date of November 25, 2011. The note holder has the
option to convert any unpaid note principal and accrued interest to the
Company’s common stock at the rate of $1.00 per share starting November 25,
2009. Although the note was issued for $13,000, the Company only received $9,250
of  proceeds during the year ended December 31, 2008.  The
remaining balance was paid by the Note holder directly to our counsel to cover
legal expenses on January 20, 2009.





On
February 24, 2009, the Company issued a $24,000 convertible note. The
convertible note accrues interest at 5% per annum, compounded annually and
payable at the maturity date of February 24, 2012. The note holder has the
option to convert any unpaid note principal and accrued interest to the
Company’s common stock at the rate of $1.00 per share starting February 24,
2010.





On April
30, 2009, the Company issued a $10,000 convertible note. The convertible note
accrues interest at 5% per annum, compounded annually and payable at the
maturity date of April 30, 2012. The note holder has the option to convert any
unpaid note principal and accrued interest to the Company’s common stock at the
rate of $1.00 per share starting April 30, 2010.





The
Company has determined that none of the convertible notes have a beneficial
conversion feature since the price of the stock at issuance of the notes was
less than the conversion price of $1.00 per share.





A
beneficial conversion feature arises when the conversion price of a convertible
note is less than the fair value of the instrument into which the convertible
note is convertible.





4. SUBSEQUENT
EVENTS





None







13









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





Results
of Operations





We have
conducted minimal operations since our inception and do not have any present
operations. During the fiscal year ended December 31, 2008 and the six months
ended June 30, 2009, we generated no revenues.  Accordingly, a
discussion of our results of operations is not meaningful and will not be
presented herein.





Liquidity
and Capital Resources





The
report of our auditors on our audited financial statements for the fiscal year
ended December 31, 2008 contains a going concern qualification as we have
suffered losses since our inception.  We have minimal assets and have
achieved minimal revenues since our inception.  We have depended on
loans and sale of equity securities to conduct operations.  As of June
30, 2009 and December 31, 2008, we had cash of $1,290 and $5,620, current assets
of $1,290 and $5,620 and current liabilities of $114,878 and $83,095,
respectively.  Unless and until we commence material operations and
achieve material revenues, we will remain dependent on financings to continue
our operations.





Plan
of Operation





We were
formed to import and distribute a range of cellular accessories to wholesalers
and retailers throughout Canada and the United States.  We conducted
minimal operations in this line of business and in April 2006 decided to
discontinue operations in this area.  We are presently inactive, but
we are looking at ventures of merit for corporate participation as means of
enhancing shareholder value. This may involve sales of our equity or debt
securities in merger or acquisition transactions.





We have
minimal operating costs and expenses at the present time due to our limited
business activities.  Accordingly, absent changed circumstances, we
will not be required to raise significant capital over the next twelve months,
although we may do so in connection with or in anticipation of possible
acquisition transactions.  We do not currently engage in any product
research and development and have no plans to do so in the foreseeable
future.  We have no present plans to purchase or sell any plant or
significant equipment.  We also have no present plans to add employees
although we may do so in the future if we engage in any merger or acquisition
transactions.





ITEM
      3.
            QUANTITATIVE
      AND QUALITATIVE DISCLOSURES ABOUT MARKET
RISK





Not
applicable.






14





ITEM
4T.          CONTROLS AND
PROCEDURES





(a)           Evaluation of Disclosure Controls
and Procedures. Under the supervision and with the participation of our
senior management, consisting of Clifford Chapman, our chief executive officer
and chief financial officer, we conducted an evaluation of the effectiveness of
the design and operation of our disclosure controls and procedures, as defined
in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as
amended, as of the end of the period covered by this report (the “Evaluation
Date”). Based on this evaluation, our chief executive officer and chief
financial officer concluded, as of the Evaluation Date, that our disclosure
controls and procedures were effective such that the information relating to us
required to be disclosed in our Securities and Exchange Commission (“SEC”)
reports (i) is recorded, processed, summarized and reported within the time
periods specified in SEC rules and forms, and (ii) is accumulated and
communicated to our management, including our chief executive officer and chief
financial officer, as appropriate to allow timely decisions regarding required
disclosure.




(b)           Changes in Internal Control over
Financial Reporting. There were no changes in our internal control over
financial reporting that occurred during the period covered by this report that
have materially affected or are reasonably likely to materially affect our
internal control over financial reporting.





PART
II – OTHER INFORMATION





ITEM
1.            LEGAL
PROCEEDINGS





We are
currently not involved in any litigation that we believe could have a materially
adverse effect on our financial condition or results of operations. There is no
action, suit, proceeding, inquiry or investigation before or by any court,
public board, government agency, self-regulatory organization or body pending,
or to the knowledge of the executive officers of our Company, threatened against
or affecting our Company or in which an adverse decision could have a material
adverse effect.




ITEM
1A.         RISK
FACTORS





As a
“smaller reporting company” as defined by Item 10 of Regulation S-K, the Company
is not required to provide information required by this Item.





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





There
were no unregistered sales of Equity Securities and Use of Proceeds during the
period ended June 30, 2009.








ITEM
3.            DEFAULTS UPON SENIOR
SECURITIES




There
were no defaults upon senior securities during the period ended June 30,
2009.





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





There
were no Matters submitted to a Vote of Security Holders during the period ended
June 30, 2009.








ITEM
5.            OTHER INFORMATION





There is
no information required to be disclosed under this item which was not previously
disclosed.





ITEM
6.            EXHIBITS





(a)           Exhibits.





31.1/31.2         Rule
13(a)-14(a)/15(d)-14(a) Certification of Principal Executive andFinancial
Officer





32.1/32.2         Rule
1350 Certification of Chief Executive and Financial Officer







15






SIGNATURES





In
accordance with Section 13 or 15(d) of the Exchange Act, the Registrant caused
this report to be signed on its behalf by the undersigned, thereunto duly
authorized.





INTERNATIONAL
      CELLULAR ACCESSORIESDated:  August
      14, 2009
              By:
              /s/ Clifford
      ChapmanClifford
      ChapmanPresident,
      Chief Executive and
                Accounting
      Officer











16