*Table
            of Contents*





**UNITED
      STATES**


**SECURITIES
      AND EXCHANGE COMMISSION**


**Washington,
      D. C. 20549**





**FORM
      10-QSB**





x
            QUARTERLY
                REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
                ACT OF
                1934





For
      the
      quarterly period ended August 31, 2007





o
            TRANSITION
                REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
                ACT OF
                1934





For
      the
      transition period
      from                           
to





Commission
      file number: 000-52552





**Disaster
      Preparedness Systems, Inc.**


(Exact
      name of small business issuer as specified in its charter)





Nevada
            42-1712523(State
                or other jurisdiction of incorporation
              or
                organization)
            (I.R.S.
                Employer Identification No.)








3531
      Commercial Street


Vancouver,
      B.C. V5N 4E8 Canada


(604)
      785-0184


(Address
      of principal executive offices)








Val-U-Corp
      Services, Inc.


1802
      North Carson Street, Suite 212


Carson
      City, NV 89701


(775)
      887-8853


(Name,
      address and telephone number of agent for service)




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





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





The
      Issuer had 12,706,600 shares of common stock issued and outstanding as of
      October 10, 2007.





Transitional
      Small Business Disclosure Format (Check one):  Yes x No
o







*Table
        of Contents*




**Disaster
      Preparedness Systems, Inc.**


**(a
      Development Stage Company)**





**Form
      10-QSB**


**for
      the period ended August 31, 2007**





**Index**




**Page****Part
                I. Financial Information**Item
                1. Financial StatementsBalance
                Sheets as of August 31, 2007 (unaudited) and November
                30, 2006 (audited)
            1Interim
                Statements of Operations for the three months ended
                August 31, 2007 and 2006 (unaudited)
            2Interim
                Statements of Cash Flows for the three months ended
                August 31, 2007 and 2006 (unaudited)
            3Notes
                to Interim Financial Statements
                (unaudited)
            4Item
                2. Management’s Discussion and Analysis or Plan of
                Operation
            11Item
                3. Controls and Procedures
            13Note
                on Forward Looking Statements
            13**Part
                II. Other Information**Item
                5. Other Information
            14Item
                6. Exhibits
            14Signatures
            S-1Certifications






-i-
 *Table
          of Contents*




**DISASTER
      PREPAREDNESS SYSTEMS INC.**


**(A
      DEVELOPMENT STAGE COMPANY)**


**BALANCE
      SHEETS**


**(EXPRESSED
      IN US DOLLARS)**





August
                31,
              2007
            
            November
                30,
              2006(Unaudited)**ASSETS****CURRENT
                ASSETS**Cash
            
            $
            44
            
            $
            145,201Due
                from related party (Note 7(c))
            
            
            1,090
            
            
            -Inventory
            
            
            -
            
            
            25,921Prepaid
                expenses
            
            
            -
            
            
            65,505**TOTAL
                ASSETS**
            
            $
            1,134
            
            $
            236,627**LIABILITIES
                AND STOCKHOLDERS’ DEFICIT****CURRENT
                LIABILITIES**Accounts
                payable
            
            $
            160,792
            
            $
            16,534Accrued
                liabilities
            
            
            29,638
            
            
            69,802Due
                to related parties (Note 7(a))
            
            
            145,536
            
            
            24,398Registration
                Rights Liability (Note 6)
            
            
            -
            
            
            10,800Promissory
                notes - related parties (Note 4)
            
            
            68,093
            
            
            12,466License
                fee payable - current (Note 3)
            
            
            94,500
            
            
            60,435Convertible
                debentures - current (Note 5)
            
            
            105,806
            
            
            28,211Total
                Current Liabilities
            
            
            604,365
            
            
            222,646License
                Fee Payable - Long-term (Note 3)
            
            
            80,000
            
            
            125,000Convertible
                Debentures - Long-term (Note 5)
            
            
            -
            
            
            70,749**TOTAL
                LIABILITIES**
            
            
            684,365
            
            
            418,395**COMMITMENTS
                AND CONTINGENCIES (NOTES 1, 3, AND 8)****STOCKHOLDERS’
                DEFICIT**Common
                stockAuthorized:
                50,000,000 common shares, par value $0.001Issued
                and outstanding: 12,706,600 and 12,577,000 common shares,
                respectively
            
            
            12,706
            
            
            12,577Additional
                paid-in capital
            
            
            1,029,931
            
            
            997,660Donated
                capital (Note 7 (b))
            
            
            58,600
            
            
            56,800Deficit
                accumulated during development stage
            
            
            (1,784,468
            )
            
            (1,248,805
            )Total
                Stockholders’ Deficit
            
            
            (683,231
            )
            
            (181,768
            )**TOTAL
                LIABILITES AND STOCKHOLDERS’ DEFICIT**
            
            $
            1,134
            
            $
            236,627






The
      accompanying notes are an integral part of these interim financial
      statements.


-1-
 *Table
          of Contents*




**DISASTER
      PREPAREDNESS SYSTEMS INC.**


**(A
      DEVELOPMENT STAGE COMPANY)**





**STATEMENTS
      OF OPERATIONS**


**(Unaudited)**





**(EXPRESSED
      IN US DOLLARS)**





Accumulated
                From November 30,2004
            
            For
                the Nine MonthsEnded
            
            For
                the Three Months Ended(Date
                of Inception) to August 31, 2007
            
            August
                31,
              2007
            
            August
                31,
              2006
            
            August
                31,
              2007
            
            August
                31,
              2006**REVENUES**Sales
            
            $
            38,299
            
            
            38,299
            
            $
            -
            
            $
            -
            
            $
            -Cost
                of sales
            
            
            (35,214
            )
            
            (35,214
            )
            
            -
            
            
            -
            
            
            -Gross
                profit
            
            
            3,085
            
            
            3,085
            
            
            -
            
            
            -
            
            
            -**EXPENSES**Auto
                and travel
            
            
            33,051
            
            
            21,220
            
            
            3,538
            
            
            896
            
            
            1,575Consulting
                and management fees (Note 7(a))
            
            
            776,497
            
            
            299,209
            
            
            122,571
            
            
            68,363
            
            
            12,641Donated
                rent (Note 7(b))
            
            
            6,600
            
            
            1,800
            
            
            1,800
            
            
            600
            
            
            600Foreign
                exchange (gain) loss
            
            
            16,001
            
            
            6,750
            
            
            7,930
            
            
            (2,917
            )
            
            343License
                fee (Note 3)
            
            
            600,000
            
            
            -
            
            
            -
            
            
            -
            
            
            -Office
                and general
            
            
            35,134
            
            
            23,281
            
            
            4,202
            
            
            2,169
            
            
            2,290Professional
                fees
            
            
            192,868
            
            
            130,576
            
            
            7,324
            
            
            30,375
            
            
            (2,946
            )Research
                and development
            
            
            68,210
            
            
            22,468
            
            
            3,952
            
            
            1,342
            
            
            4401,728,361
            
            
            505,304
            
            
            151,317
            
            
            100,828
            
            
            14,943**NET
                LOSS FROM OPERATIONS**
            
            
            (1,725,276
            )
            
            (502,219
            )
            
            (151,317
            )
            
            (100,828
            )
            
            (14,943
            )Interest
                income
            
            
            1,861
            
            
            391
            
            
            
            
            
            -Interest
                expense and other finance costs
            
            
            (61,053
            )
            
            (33,835
            )
            
            (13,009
            )
            
            (5,163
            )
            
            (5,446
            )**NET
                LOSS FOR THE PERIOD**
            
            $
            (1,784,468
            )
            $
            (535,663
            )
            $
            (164,326
            )
            
            (105,991
            )
            $
            (20,389
            )**NET
                LOSS PER SHARE - BASIC AND DILUTED**
            
            
            
            
            $
            (0.04
            )
            $
            (0.02
            )
            $
            (0.01
            )
            $
            (0.00
            )**WEIGHTED
                AVERAGE COMMON SHARES****OUTSTANDING**
            
            
            
            
            
            12,656,000
            
            
            8,932,300
            
            
            12,706,600
            
            
            9,032,000






The
      accompanying notes are an integral part of these interim financial
      statements.


-2-
 *Table
          of Contents*


DISASTER
      PREPAREDNESS SYSTEMS INC.


(A
      DEVELOPMENT STAGE COMPANY)


INTERIM
      STATEMENTS OF CASH FLOWS


(Unaudited)


(EXPRESSED
      IN US DOLLARS)





Accumulated
                From November 30,2004
              (Date
                of Inception) to
              August
                31, 2007
            
            For
                the Nine Months Ended
              August
                31, 2007
            
            For
                the Nine Months Ended
              August
                31, 2006**CASH
                FLOWS FROM OPERATING ACTIVITIES**Net
                loss for the period
            
            $
            (1,784,468
            )
            $
            (535,663
            )
            $
            (164,326
            )Adjustments
                to reconcile net loss to net cash from operating
                activities:License
                fees
            
            
            400,000
            
            
            -
            
            
            -Consulting
                fees
            
            
            257,750
            
            
            63,301
            
            
            45,000Donated
                rent and services
            
            
            58,600
            
            
            1,800
            
            
            1,800Finance
                costs
            
            
            32,400
            
            
            21,600
            
            
            13,009Changes
                in operating assets and liabilitiesInventory
            
            
            -
            
            
            25,921
            
            
            -Prepaid
                expenses and other
            
            
            -
            
            
            2,204
            
            
            -Due
                from related party
            
            
            (855
            )
            
            -
            
            
            (7,716
            )Accounts
                payable and accrued liabilities
            
            
            195,137
            
            
            107,032
            
            
            5,378Due
                to related parties
            
            
            144,446
            
            
            120,048
            
            
            (3,848
            )License
                fee payable
            
            
            175,355
            
            
            (10,935
            )
            
            -**NET
                CASH FLOWS USED IN OPERATING ACTIVITIES**
            
            
            (521,635
            )
            
            (204,692
            )
            
            (110,703
            )**CASH
                FLOWS FROM FINANCING ACTIVITIES**Bank
                overdraft
            
            
            -
            
            
            -
            
            
            83Proceeds
                from promissory notes, net of repayments
            
            
            57,670
            
            
            47,805
            
            
            21,961Proceeds
                from convertible debentures
            
            
            138,161
            
            
            -
            
            
            70,494Proceeds
                from issuance of common stock
            
            
            352,487
            
            
            -
            
            
            (10,000
            )Repayment
                of convertible debentures
            
            
            (44,106
            )
            
            -
            
            
            -**NET
                CASH FLOWS PROVIDED BY FINANCING ACTIVITIES**
            
            
            504,212
            
            
            47,805
            
            
            82,538**EFFECT
                OF EXCHANGE RATE CHANGES**
            
            
            17,467
            
            
            11,730
            
            
            7,351**INCREASE
                (DECREASE) IN CASH**
            
            
            44
            
            
            (145,157
            )
            
            (20,814
            )**CASH,
                BEGINNING OF PERIOD**
            
            
            -
            
            
            145,201
            
            
            20,814**CASH,
                END OF PERIOD**
            
            $
            44
            
            $
            44
            
            $
            -**NON-CASH
                INVESTING AND FINANCING ACTIVITIES**Common
                shares issued for license
            
            $
            400,000
            
            $
            -
            
            $
            -Common
                shares issued for services
            
            $
            257,750
            
            $
            63,301
            
            $
            45,000**SUPPLEMENTAL
                DISCLOSURES**Interest
                paid
            
            $
            -
            
            $
            -
            
            $
            -Income
                taxes paid
            
            $
            -
            
            $
            -
            
            $
            -






-3-
 *Table
          of Contents*




**DISASTER
      PREPAREDNESS SYSTEMS INC.**


**(A
      DEVELOPMENT STAGE COMPANY)**


**NOTES
      TO INTERIM FINANCIAL STATEMENTS**


**August
      31, 2007**


**(Unaudited)**





**NOTE
      1:** **NATURE
      OF OPERATIONS AND CONTINUANCE OF BUSINESS**





Disaster
      Preparedness Systems Inc. (the “Company”) was incorporated November 30, 2004 in
      the State of Nevada. By way of a license agreement dated December 15, 2004
      and
      technology transfer agreement dated July 7, 2006, the Company acquired
      technologies and products in development from Duck Marine Systems, Inc.
      (“Duck”), a British Columbia research and development company located in British
      Columbia, Canada which has common directors and shareholders with the
      Company.





The
      Company utilizes the acquired technologies in connection with the design,
      manufacture, and marketing of equipment and technologies targeted to homeland
      security, disaster response, emergency preparedness, military, fire fighting,
      shipping, mining, industrial, transportation and environmental
      applications.





The
      Company is a Development Stage Company as defined by Statement of Financial
      Accounting Standards (“SFAS”) No. 7 “Accounting and Reporting by Development
      Stage Enterprises”. In a development stage company, management devotes most of
      its activities to developing a market for its products and services. These
      financial statements have been prepared on a going concern basis, which implies
      the Company will continue to realize its assets and discharge its liabilities
      in
      the normal course of business. The Company has not generated any revenue and
      has
      never paid any dividends. The Company is unlikely to pay dividends or generate
      significant earnings in the immediate or foreseeable future. The continuation
      of
      the Company as a going concern and the ability of the Company to emerge from
      the
      development stage are dependent upon the continued financial support from its
      shareholders, the ability of the Company to obtain necessary equity financing
      and to generate sustainable significant revenue. There is no guarantee that
      the
      Company will be able to raise sufficient equity financing or generate profitable
      operations. As at August 31, 2007, the Company has a working capital deficit
      of
      $603,231 and accumulated losses of $1,784,468 since inception. These factors
      raise substantial doubt regarding the Company’s ability to continue as a going
      concern. These financial statements do not include any adjustments to the
      recoverability and classification of recorded asset amounts and classification
      of liabilities that might be necessary should the Company be unable to continue
      as a going concern.




The
      Company filed an SB-2 Registration Statement (“SB-2”) with the United States
      Securities and Exchange Commission (“SEC”) to register up to 3,010,000 shares of
      common stock for the resale by existing shareholders from which the Company
      will
      not receive any proceeds. The SB-2 was declared effective on April 4, 2007.
      The
      SB-2 also registered 3,010,000 shares of common stock from underlying warrants
      held by existing shareholders at $0.50 per common stock for potential net
      proceeds of $1,505,000.





**Unaudited
      Interim Financial Statements**





The
      accompanying unaudited interim financial statements have been prepared in
      accordance with generally accepted accounting principles for interim financial
      information and with the instructions to Form 10-QSB of Regulation S-B. They
      do
      not include all information and footnotes required by United States generally
      accepted accounting principles for complete financial statements. However,
      except as disclosed herein, there have been no material changes in the
      information disclosed in the notes to the financial statements for the year
      ended November 30, 2006 included in the Company's Registration Statement on
      Form
      SB-2 filed with the Securities and Exchange Commission. The interim unaudited
      financial statements should be read in conjunction with those financial
      statements included in the Form  SB-2.
      In
      the opinion of management, all adjustments considered necessary for a fair
      presentation, consisting solely of normal recurring adjustments, have been
      made.
      Operating results for the nine months ended August 31, 2007 are not necessarily
      indicative of the results that may be expected for the year ending November
      30,
      2007.





**NOTE
      2:** **SUMMARY
      OF SIGNIFICANT ACCOUNTING POLICIES**





**(a)**
            **Basis
                of Presentation**





These
      unaudited interim financial statements and related notes are presented in
      accordance with accounting principles generally accepted in the United States,
      and are expressed in US dollars. The Company’s fiscal year end is November 30.




-4-
 *Table
          of Contents*




**DISASTER
        PREPAREDNESS SYSTEMS INC.**
 **(A
        DEVELOPMENT STAGE COMPANY)**
 **NOTES
        TO INTERIM FINANCIAL STATEMENTS**
 **August
        31, 2007**
 **(Unaudited)**


**NOTE
      2:** **SUMMARY
      OF SIGNIFICANT ACCOUNTING POLICIES (continued)**





**(b)**
            **Use
                of Estimates**




The
      preparation of financial statements in conformity with U.S. 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 revenues and expenses during the reporting period.




The
      Company regularly evaluates estimates and assumptions related to donated
      expenses and deferred income tax asset valuations. The Company bases its
      estimates and assumptions on current facts, historical experience and various
      other factors that it believes to be reasonable under the circumstances, the
      results of which form the basis for making judgments about the carrying values
      of assets and liabilities and the accrual of costs and expenses that are not
      readily apparent from other sources. The actual results experienced by the
      Company may differ materially and adversely from the Company’s estimates. To the
      extent there are material differences between the estimates and the actual
      results, future results of operations will be affected.





**(c)**
            **Cash
                and Cash Equivalents**





The
      Company considers all highly liquid instruments with a maturity of three months
      or less at the time of issuance to be cash equivalents.





**(d)**
            **Inventory**





Inventory
      consists of a hydraulic unit used for fire fighting and is valued at the lower
      of cost and net realizable value. Cost is determined on a first-in, first-out
      basis.





**(e)**
            **Revenue
                recognition**





The
      Company recognizes revenue in accordance with Securities and Exchange Commission
      Staff Accounting Bulletin No. 104 (“SAB 104”), “ *Revenue
      Recognition in Financial Statements* ”.
      Revenue is recognized only when the price is fixed or determinable, persuasive
      evidence of an arrangement exists, the product is shipped, and collectibility
      is
      reasonably assured.





**(f)**
            **Comprehensive
                Loss**





SFAS
      No.
      130, “Reporting Comprehensive Income,” establishes standards for the reporting
      and display of comprehensive loss and its components in the financial
      statements. As at August 31, 2007, the Company has no items that represent
      a
      comprehensive loss and, therefore, has not included a schedule of comprehensive
      loss in the financial statements.





**(g)**
            **Financial
                Instruments and Concentration
                Risk**





The
      fair
      values of financial instruments which include cash, inventory, accounts payable,
      accrued liabilities, and amounts due from and to related parties were estimated
      to approximate their carrying value due to the immediate or relatively short
      maturity of these instruments.





**(h)**
            **Basic
                and Diluted Net Income (Loss) Per
                Share**





The
      Company computes net income (loss) per share in accordance with SFAS No. 128,
      "Earnings per Share", which requires presentation of both basic and diluted
      earnings per share (EPS) on the face of the income statement. Basic EPS is
      computed by dividing net income (loss) available to common shareholders
      (numerator) by the weighted average number of shares outstanding (denominator)
      during the period. Diluted EPS gives effect to all dilutive potential common
      shares outstanding during the period using the treasury stock method and
      convertible preferred stock using the if-converted method. In computing Diluted
      EPS, the average stock price for the period is used in determining the number
      of
      shares assumed to be purchased from the exercise of stock options or warrants.
      Diluted EPS excludes all dilutive potential shares if their effect is anti
      dilutive.




-5-
 *Table
          of Contents*




**DISASTER
      PREPAREDNESS SYSTEMS INC.**


**(A
      DEVELOPMENT STAGE COMPANY)**


**NOTES
      TO INTERIM FINANCIAL STATEMENTS**


**August
      31, 2007**


**(Unaudited)**





**NOTE
      2:** **SUMMARY
      OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)**





**(i)**
            **Long-Lived
                Assets**





In
      accordance with SFAS No. 144, “Accounting for the Impairment or Disposal of
      Long-Lived Assets”, the Company tests long-lived assets or asset groups for
      recoverability when events or changes in circumstances indicate that their
      carrying amount may not be recoverable. Circumstances which could trigger a
      review include, but are not limited to: significant decreases in the market
      price of the asset; significant adverse changes in the business climate or
      legal
      factors; accumulation of costs significantly in excess of the amount originally
      expected for the acquisition or construction of the asset; current period cash
      flow or operating losses combined with a history of losses or a forecast of
      continuing losses associated with the use of the asset; and current expectation
      that the asset will more likely than not be sold or disposed significantly
      before the end of its estimated useful life. Recoverability is assessed based
      on
      the carrying amount of the asset and its fair value which is generally
      determined based on the sum of the undiscounted cash flows expected to result
      from the use and the eventual disposal of the asset, as well as specific
      appraisal in certain instances. An impairment loss is recognized when the
      carrying amount is not recoverable and exceeds fair value.





**(j)**
            **Foreign
                Currency Translation**





The
      Company’s functional and reporting currency is the United States dollar.
      Monetary assets and liabilities denominated in foreign currencies are translated
      in accordance with SFAS No. 52 “Foreign Currency Translation”, using the
      exchange rate prevailing at the balance sheet date. Gains and losses arising
      on
      settlement of foreign currency denominated transactions or balances are included
      in the determination of income. Foreign currency transactions are primarily
      undertaken in Canadian dollars. The Company has not, to the date of these
      financials statements, entered into derivative instruments to offset the impact
      of foreign currency fluctuations.





**(k)**
            **Income
                Taxes**





Potential
      benefits of income tax losses are not recognized in the accounts until
      realization is more likely than not. The Company has adopted SFAS No. 109
“Accounting for Income Taxes” as of its inception. Pursuant to SFAS No. 109 the
      Company is required to compute tax asset benefits for net operating losses
      carried forward. Potential benefit of net operating losses have not been
      recognized in these financial statements because the Company cannot be assured
      it is more likely than not it will utilize the net operating losses carried
      forward in future years.





**(l)**
            **Stock
                Based Compensation**





The
      Company records stock-based compensation in accordance with SFAS No. 123R,
      “ *Share-Based
      Payments* ”.
      All
      transactions in which goods or services are the consideration received for
      the
      issuance of equity instruments are accounted for based on the fair value of
      the
      consideration received or the fair value of the equity instrument issued,
      whichever is more reliably measurable. Equity instruments issued to employees
      and the cost of the services received as consideration are measured and
      recognized based on the fair value of the equity instruments issued. As at
      August 31, 2007, the Company has not granted any stock options .





**(m)**
            **Recent
                Accounting Pronouncements**




In
      February 2007, the Financial Accounting Standards Board (FASB) issued SFAS
      No.
      159, “The Fair Value Option for Financial Assets and Financial
      Liabilities-Including and amendment of FASB Statement No. 115”. SFAS No. 159
      permits entities to choose to measure many financial instruments and certain
      other items at fair value. SFAS No. 159 is effective for financial statements
      issued for fiscal years beginning after November 15, 2007. As such, the Company
      is required to adopt these provisions at the beginning of the fiscal year ending
      February 28, 2009. The Company is currently evaluating the impact of SFAS No.
      159 on its financial statements.




-6-
 *Table
          of Contents*




**DISASTER
      PREPAREDNESS SYSTEMS INC.**


**(A
        DEVELOPMENT STAGE COMPANY)**
 **NOTES
        TO INTERIM FINANCIAL STATEMENTS**
 **August
        31, 2007**
 **(Unaudited)**


**NOTE
      2:** **SUMMARY
      OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)**




**(m)**
            **Recent
                Accounting Pronouncements
                (continued)**




In
      September 2006, the FASB issued SFAS No. 158 *“Employers’
      Accounting for Defined Benefit Pension and Other Postretirement Plans-an
      amendment of FASB Statements No. 87, 88, 106 and 132 (R)”* SFAS No.
      158 requires employers to recognize the over funded or under funded status
      of a
      defined benefit postretirement plan (other than a multiemployer plan) as an
      asset or liability in its statement of financial position and to recognize
      changes in that funded status in the year in which the changes occur through
      comprehensive income of a business entity or changes in unrestricted net assets
      of a not-for-profit organization. SFAS No. 158 also requires an employer to
      measure the funded status of a plan as of the date of its year-end statement
      of
      financial position, with limited exceptions. The provisions of SFAS No. 158
      are
      effective for employers with publicly traded equity securities as of the end
      of
      the fiscal year ending after December 15, 2006. The adoption of this statement
      has no material effect on the Company’s reported financial position or results
      of operations.




In
      September 2006, the FASB issued SFAS No. 157, “ *Fair
      Value Measurements”. SFAS No. 157* defines
      fair value, establishes a framework for measuring fair value in generally
      accepted accounting principles (“GAAP”), and expands disclosures about fair
      value measurements. SFAS No. 157 is effective f or
      financial statements issued for fiscal years beginning after November 15, 2007,
      and interim periods within those fiscal years. As such, the Company is required
      to adopt these provisions at the beginning of the fiscal year ending February
      28, 2009. The Company is currently evaluating the impact of SFAS No. 157 on
      its
      financial statements.




In
      June
      2006, the Financial Accounting Standards Board (FASB) issued FASB Interpretation
      No. 48, “Accounting for Uncertainty in Income Taxes, an interpretation of FASB
      Statements No. 109” (FIN 48). FIN 48 clarifies the accounting for uncertainty in
      income taxes by prescribing a two-step method of first evaluating whether a
      tax
      position has met a more likely than not recognition threshold and second,
      measuring that tax position to determine the amount of benefit to be recognized
      in the financial statements. FIN 48 provides guidance on the presentation of
      such positions within a classified statement of financial position as well
      as on
      derecognition, interest and penalties, accounting in interim periods,
      disclosure, and transition. FIN 48 is effective for fiscal years beginning
      after
      December 15, 2006. The adoption of this standard is not expected to have a
      material effect on the Company’s results of operations or financial
      position.





**NOTE
      3:** **LICENSE
      AGREEMENT**





Pursuant
      to a Licensing Agreement (the “License”) dated December 15, 2004 between the
      Company and Duck, the Company acquired an indefinite, exclusive world-wide
      license to develop, manufacture and market certain proprietary technologies
      and
      products developed by Duck. The License consisted primarily of proprietary
      technologies and products targeted to homeland security, disaster response,
      emergency preparedness, military and fire fighting applications, shipping,
      mining, industrial, transportation and environmental applications.





In
      consideration for the License, the Company issued 8,000,000 restricted shares
      of
      common stock having a fair value of $400,000 and agreed to pay a further
      $200,000 on execution of the licensing agreement.





Effective
      July 7, 2006, the Company and Duck entered into a Technology Transfer Agreement
      (the “Transfer Agreement”) relating to the above licensed proprietary
      technologies and products. The effect of the Transfer Agreement was to (i)
      more
      accurately describe the products and technologies acquired, (ii) amend the
      terms
      of payment of the $200,000 portion of the original consideration and (iii)
      to
      define the transaction as an outright transfer of all rights and title of the
      proprietary technology rather than an exclusive, indefinite license.





Under
      the
      terms of the Transfer Agreement, the $200,000 became payable as follows: $15,000
      upon closing by the Company of an equity financing of $500,000 or more, and
      thereafter at a rate of $15,000 at the beginning of each quarter following
      the
      closing of the equity financing. Effective September 1, 2006, the Company
      completed an equity financing in excess of $500,000 and triggered the Transfer
      Agreement payment schedule. The Company and Duck agreed to apply a total of
      $14,565 in prior advances from the Company to Duck against amounts owing under
      the Transfer Agreement and $10,935 was repaid during the nine-month period,
      leaving a balance owing of $174,500 as at August 31, 2007.




-7-
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          of Contents*




**DISASTER
      PREPAREDNESS SYSTEMS INC.**


**(A
        DEVELOPMENT STAGE COMPANY)**
 **NOTES
        TO INTERIM FINANCIAL STATEMENTS**
 **August
        31, 2007**
 **(Unaudited)**


Under
      the
      terms of the Transfer Agreement, the repayment schedule for the original
      consideration is as follows:




**NOTE
      3:** **LICENSE
      AGREEMENT (CONTINUED)**




2007
            
            $
            49,5002008
            
            $
            60,0002009
            
            $
            60,0002010
            
            $
            5,000





The
      $600,000 license fee was charged to operations immediately, as future cash
      flows
      in connection with this license were not determinable and accordingly the
      carrying value of this intangible asset was considered impaired in accordance
      with the provisions of SFAS No. 144, “Accounting for the Impairment or Disposal
      of Long-Lived Assets”.





**NOTE
      4:** **PROMISSORY
      NOTES**





During
      the years ended November 30, 2006 and 2005, the Company obtained unsecured
      loans
      by way of promissory notes totaling $31,826 and bearing interest at 12.5% per
      annum. During the nine month period ended August 31, 2007, the Company obtained
      a further $51,239 (CDN $55,000) unsecured loans by way of promissory notes
      payable on demand and bearing interest at 12.5% per annum. As at August 31,
      2007, the Company owes $68,093 (CDN $72,240) (November 30, 2006 - $12,466 (CDN
      $14,140)) in principal and accrued interest in connection with these promissory
      notes.





These
      promissory notes and accrued interest are owing to certain directors of the
      Company and accordingly, have been classified as due to related
      parties.





**NOTE
      5:** **CONVERTIBLE
      DEBENTURES**





As
      at
      August 31, 2007, the Company has outstanding Series A Debentures (“Series A”),
      of $104,574 (November 30, 2006 - $98,960) and accrued interest of $25,591
      (November 30, 2006 - $14,649) which has been recorded as accrued liabilities.
      The Series A notes are unsecured, bear interest at 12.5% per annum, and mature
      between September 23, 2007 and July 17, 2008. The Company may repay any or
      all
      of the outstanding principal and interest prior to maturity without penalty.
      The
      unpaid principal and interest is convertible into common shares of the Company
      for a 30 day period commencing upon the Company successfully completing a public
      offering (the “IPO”). The price at which the unpaid principal and interest is
      convertible will be equal to one-half the price at which shares of the Company’s
      common stock are issued as part of the IPO.





In
      accordance with the provisions of EITF 98-5 “Accounting for Convertible
      Securities with Beneficial Conversion Features or Contingently Adjustable
      Conversion Ratios”, upon completion of the IPO, the Company will record, as a
      charge to operations in the period, the intrinsic value beneficial conversion
      feature inherent in these convertible debentures. As at August 31, 2007, the
      intrinsic value beneficial conversion feature is estimated to be $105,806
      (November 30, 2006 - $98,960), which is limited to the value of the convertible
      debentures.





**NOTE
      6:** **COMMON
      STOCK**





**Common
      stock transactions for the nine month period ended August 31,
      2007**





On
      January 15, 2007 and April 15, 2007, the Company issued 43,200 units and 86,400
      units respectively with a combined fair value of $32,400 in connection with
      the
      penalty provision of the private placement financing, as described below. Each
      unit consists of one common share of the Company and one common stock purchase
      warrant entitling the holder to acquire an additional common share of the
      Company at a price of $0.50 per share for a period of 5 years following the
      final closing of the financing.





**Common
      stock transactions for the year ended November 30, 2006**





On
      March
      1, 2006, the Company issued 300,000 restricted shares of common stock at $0.15
      per common share for consulting services with a fair value of
      $45,000.




-8-
 *Table
          of Contents*




**DISASTER
      PREPAREDNESS SYSTEMS INC.**


**(A
      DEVELOPMENT STAGE COMPANY)**


**NOTES
      TO INTERIM FINANCIAL STATEMENTS**


**August
      31, 2007**


**(Unaudited)**





**NOTE
      6:** **COMMON
      STOCK (CONTINUED)**





On
      September 1, 2006, the Company completed a private placement of 2,160,000 units
      at a price of $0.25 per unit for gross proceeds of $540,000. Each unit consists
      of one common share of the Company and one common stock purchase warrant
      entitling the holder to acquire an additional common share of the Company at
      a
      price of $0.50 per share for a period of 5 years following the final closing
      of
      the financing. In connection with this financing, the Company paid a placement
      agent fee of $54,000 and other legal and related share issuance costs of
      $134,245. Under the terms of the financing subscriptions, the Company is
      required to register the private placement shares and underlying warrants by
      way
      of a Registration Statement filed with the United States Securities and Exchange
      Commission. If the Company failed to meet certain deadlines with respect to
      (i)
      the timing of the filing of the SB-2; (ii) the date of the initial effectiveness
      of the SB-2; and (iii) the duration of the effectiveness of the SB-2, the number
      of private placement shares and warrants will be increased by a rate of 2%
      per
      month over the deadlines, to a maximum of 16%. As at November 30, 2006, the
      Company failed to file the initial SB-2 before the allotted deadline of the
      private placement and incurred a 2% penalty, or 43,200 additional units of
      the
      private placement, at $0.25 per unit with a fair value of $10,800. During the
      period ended August 31, 2007, the Company’s SB-2 was declared effective
      subsequent to having incurred an additional 4% penalty, or 86,400 additional
      units of the private placement, at $0.25 per unit with a fair value of $21,600
      which was recorded as a finance fee during the period. As described above,
      the
      total additional units incurred were issued during the period.





As
      part
      of the private placement, the Company also issued 250,000 common shares at
      $0.25
      per share as a placement fee with a fair value of $62,500.





On
      September 1, 2006, the Company issued 850,000 units in exchange for corporate
      advisory services to be provided over a one-year period ended March 14, 2007.
      Each unit consists of one common share of the Company and one common stock
      purchase warrant entitling the holder to acquire an additional common share
      of
      the Company at a price of $0.50 per share for a period of 5 years. The fair
      value of these units, which do not have registration rights provisions, has
      been
      recorded as deferred compensation of $170,000 and has been amortized on a
      straight-line basis over the service period.





Effective
      November 15, 2006, the Company awarded a total of 285,000 restricted shares
      of
      common stock under the Stock option plan, as described below. These shares
      were
      issued in connection with various consulting agreements and the fair value
      of
      the shares was recorded as prepaid expense totaling $42,750 and has been
      amortized on a straight-line basis over the respective service
      periods.





**Warrants**





The
      following table summarizes the continuity of the Company’s
      warrants:





Number
                of
              Warrants
            
            Weighted
              Average
              Exercise
              PriceBalance,
                November 30, 2006
            
            
            3,010,000
            
            $
            0.50Issued
                during the period
            
            
            129,600
            
            $
            0.50Exercised
                during the period
            
            
            -
            
            
            -Balance,
                August 31, 2007
            
            
            3,139,600
            
            $
            0.50





Number
                of
              Warrants
            
            Expiry
                DateWarrants
                outstanding, August 31, 2007
            
            
            3,139,600
            
            
            September
                1, 2011





-9-
 *Table
          of Contents*




**DISASTER
      PREPAREDNESS SYSTEMS INC.**


**(A
        DEVELOPMENT STAGE COMPANY)**
 **NOTES
        TO INTERIM FINANCIAL STATEMENTS**
 **August
        31, 2007**
 **(Unaudited)**


**NOTE
      6:** **COMMON
      STOCK (CONTINUED)**





**Stock
      option plan**





Effective
      August 28, 2006, the Company adopted the Disaster Preparedness Systems, Inc.
      2006 Incentive Plan (the “Plan”). The Plan allows for the award of Incentive
      Stock Options, Nonqualified Stock Options or restricted shares in order to
      advance the interests of the Company and encourage ownership in the Company
      by
      employees, consultants and directors of the Company. A maximum of 1,850,000
      shares are issuable under the Plan with terms, conditions and restrictions
      determined at the discretion of the Board provided that options are not to
      be
      granted at less  than
      fair
      market value and for terms greater than ten years. A total of 1,565,000 common
      shares remain for future issuances under the Plan.





**NOTE
      7:** **RELATED
      PARTY TRANSACTIONS**





(a)
            During
                the nine month period ended August 31, 2007, the Company incurred
                $217,152
                (2006 - $76,407) in consulting and management fees to certain directors
                and relatives of certain directors of the Company. As at August 31,
                2007,
                the Company owes $145,536 (November 30, 2006 - $24,398) of consulting
                and
                management fees which are unsecured, non-interest bearing and without
                specific terms of repayment.





(b)
            During
                the nine month period ended August 31, 2007, the Company incurred
                $1,800
                (2006 - $1,800) of rent expense that was donated by a director of
                the
                Company at a rate of $200 per month. The amount has been recorded
                as
                donated capital.





(c)
            During
                the nine month period ended August 31, 2007, the Company advanced
                $1,077
                (2006 - $Nil) to a relative of a director. The amount is unsecured,
                non-interest bearing and due on
                demand.





(d)
            Refer
                to Note 8 regarding employment agreements with two Directors of the
                Company.





(e)
            Refer
                to Note 4 regarding proceeds received from related parties pursuant
                to the
                promissory notes.





**NOTE
      8:** **COMMITMENTS**





Effective
      December 30, 2004, the Company entered into Employment Agreements (the
“Agreements”) with two executive officers of the Company for annual
      salaries of $120,000 for each of the executive officers. Each of the Agreements
      is for a term of 5 years from the effective date, subject to automatic one
      year
      renewals if no amendments or cancellations are made to the Agreements. Under
      the
      terms of the Agreements, the management salaries commence upon completion by
      the
      Company of a minimum of $500,000 of debt or equity financing. On September
      1,
      2006, the Company completed a private placement financing for proceeds of
      $540,000 (Refer to Note 6) which activated the terms of the Agreement. For
      the
      nine month period ended August 31, 2007, the Company recorded management
      salaries of $180,000, of which $145,536 (November 30, 2006 - $24,398) remains
      outstanding. Refer to Note 7(a).




-10-
 *Table
          of Contents*




**ITEM
      2.****Management’s Discussion and Analysis or Plan of Operation.**




The
      following discussion and analysis should be read in conjunction with the Interim
      Financial Statements and Notes thereto included elsewhere in this Form 10-QSB.
      This discussion contains certain forward-looking statements that involve risks
      and uncertainties. The Company’s actual results and the timing of certain events
      could differ materially from those discussed in these forward-looking statements
      as a result of certain factors, including, but not limited to, those set forth
      herein and elsewhere in this Form 10-QSB.




**For
      the nine months ended August 31, 2007 compared to the nine months ended August
      31, 2006**




**Results
      of Operations**





We
      recorded a net loss of $535,663 for the nine months ended August 31, 2007 as
      compared to a net loss of $164,326 for the nine months ended August 31, 2006.
      The increase in net loss was due primarily to an increase in consulting and
      management fees of $176,638 and an increase in professional fees of
      $123,252





Revenues
      and cost of sales for the nine months ended August 31, 2007 were $38,299 and
      $35,214 respectively as compared to $NIL for the nine months ended August 31,
      2006.





Operating
      expenses totaled $505,304 for the nine months ended August 31, 2007 as compared
      to $151,317 for the nine months ended August 31, 2006. Operating expenses are
      made up of auto and travel expenses of $21,220, consulting and management fees
      (including $63,301 of non-cash consulting fees on the fair value of shares
      issued for consulting services) of $299,209, foreign exchange gains and losses,
      office and general expenses, professional fees of $130,576, donated rent
      (resulting from office space provided rent free to us by a director), and
      research and development costs of $22,468.





Interest
      expense and other finance costs were $33,835 for the nine months ended August
      31, 2007 as compared to $13,009 for the nine months ended August 31, 2006,
      an
      increase of $20,826 resulting primarily from a non-cash finance fee of $21,000
      being the cost of SB-2 late filing penalties incurred in connection with the
      financing completed during the fourth quarter of 2006.





**Liquidity
      and Capital Resources**




As
      at
      August 31, 2007, we had current and total assets of $1,134 as compared to
      $236,627 as at November 30, 2006, a decrease of $235,493. Total assets as at
      November 30, 2006 consists of cash on hand of $145,201, inventory of $25,921
      and
      prepaid expenses of $65,505 as compared to cash on hand of $44, inventory of
      $NIL , and due from related party 1,090.





As
      at
      August 31, 2007, we had current liabilities of $604,365 and total liabilities
      of
      $684,365 as compared to current liabilities of $222,646 and total liabilities
      of
      $418,395 as at November 30, 2006. The increase in current liabilities at August
      31, 2007 is attributable primarily to an increase in accounts payable of
      $144,258, an increase in amounts due to related parties of $121,138 an increase
      in the current portion of the convertible debentures of $77,595, and an increase
      in license fee payable of $34,065. The latter two amounts were primarily as
      a
      result of being reclassified from long term to current liabilities.





As
      a
      result, we had a working capital deficit of $603,231 as at August 31, 2007
      as
      compared to working capital of $13,981 as at November 30, 2006.





We
      currently believe we will require approximately a minimum of $3 million over
      the
      next twelve months in carrying out our plan of operations, subject to the
      availability of additional financing. To date we have had limited revenue to
      provide incoming cash flows to sustain future operations. The ability of our
      company to emerge from the development stage with respect to any planned
      principal business activity is dependent upon our efforts to enter into the
      market place, sign distribution and joint venture agreements, raise additional
      equity financing and generate revenue, cash flow and attain profitable
      operations. There can be no assurance that we will be able to complete any
      of
      the above objectives. These factors raise substantial doubt regarding our
      ability to continue as a going concern. The financial statements contained
      within this prospectus have been prepared on a going concern basis, which
      implies we will continue to realize our assets and discharge our liabilities
      in
      the normal course of business. From inception through August 31, 2007, we had
      accumulated losses of $1,784,468. The financial statements do not include any
      adjustments to the recoverability and classification of recorded asset amounts
      and classification of liabilities that might be necessary should the Company
      be
      unable to continue as a going concern.




-11-
 *Table
          of Contents*




*Operating
      Activities*





Operating
      activities for the nine months ended August 31, 2007 used cash of $204,692
      as
      compared to $110,703 for the nine months ended August 31, 2006, which reflect
      our recurring operating losses. Operating activities have primarily used cash
      as
      a result of the development of our technology and organizational activities
      such
      as ongoing consulting, management and professional fees.





*Investing
      Activities*





There
      were no investing activities for each of the nine month periods ended August
      31,
      2007 and 2006 and for the period from November 30, 2004 (inception) to August
      31, 2007.





*Financing
      Activities*





As
      we
      have had limited revenues since inception, we have financed our operations
      to
      date primarily through debt and equity financing. For the nine months ended
      August 31, 2007, cash provided by financing activities totaled $47,805 as
      compared to $82,538 for nine months ended August 31, 2006. Cash provided by
      financing activities for the nine months ended August 31, 2006 consisted of
      proceeds from promissory notes of $47,805 .





**Critical
      Accounting Policies**





Our
      financial statements and accompanying notes have been prepared in accordance
      with United States generally accepted accounting principles applied on a
      consistent basis. The preparation of financial statements in conformity with
      U.S. generally accepted accounting principles requires management to make
      estimates and assumptions that affect the reported amounts of assets and
      liabilities, the disclosure of contingent assets and liabilities at the date
      of
      the financial statements and the reported amounts of revenues and expenses
      during the reporting periods.





We
      regularly evaluate the accounting policies and estimates that we use to prepare
      our financial statements. In general, management’s estimates are based on
      historical experience, on information from third party professionals, and on
      various other assumptions that are believed to be reasonable under the facts
      and
      circumstances. Actual results could differ from those estimates made by
      management.





We
      believe that our critical accounting policies and estimates are as follows:





*Use
      of Estimates*





The
      preparation of financial statements in conformity with U.S. 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 revenues and expenses during the reporting period.
      Actual results experienced by the Company may differ materially and adversely
      from the Company’s estimates. To the extent there are material differences
      between the estimates and the actual results, future results of operations
      will
      be affected.





*Long-Lived
      Assets*





In
      accordance with SFAS No. 144, “Accounting for the Impairment or Disposal of
      Long-Lived Assets”, the carrying value of intangible assets and other long-lived
      assets is reviewed on a regular basis for the existence of facts or
      circumstances that August suggest impairment. The Company recognizes impairment
      when the sum of the expected undiscounted future cash flows is less than the
      carrying amount of the asset. Impairment losses, if any, are measured as the
      excess of the carrying amount of the asset over its estimated fair
      value.





*Foreign
      Currency Translation*





Our
      functional and reporting currency is the United States dollar. Monetary assets
      and liabilities denominated in foreign currencies are translated in accordance
      with SFAS No. 52 “Foreign Currency Translation”, using the exchange rate
      prevailing at the balance sheet date. Gains and losses arising on settlement
      of
      foreign currency denominated transactions or balances are included in the
      determination of income. Foreign currency transactions are primarily undertaken
      in Canadian dollars. We have not, to the date of the financials statements
      included in this prospectus, entered into derivative instruments to offset
      the
      impact of foreign currency fluctuations.




-12-
 *Table
          of Contents*




*Revenue
      Recognition*





We
      recognize revenue in accordance with Securities and Exchange Commission Staff
      Accounting Bulletin No. 104 (“SAB 104”), “Revenue Recognition in Financial
      Statements.” Revenue will be recognized only when the price is fixed or
      determinable, persuasive evidence of an arrangement exists, the service is
      provided and collectibility is reasonably assured.





**ITEM
      3. Controls and Procedures**





The
      Company’s Chief Executive Officer and Chief Financial Officer (collectively, the
“Certifying Officers”) are responsible for establishing and maintaining
      disclosure controls and procedures for the Company. Such officers have concluded
      (based on their evaluation of these controls and procedures as of a date within
      90 days of the filing of this report) that the Company’s disclosure controls and
      procedures are effective to ensure that information required to be disclosed
      by
      the Company in this report is accumulated and communicated to the Company’s
      management, including its principal executive officers as appropriate, to allow
      timely decisions regarding required disclosures.





The
      Certifying Officers also have indicated that there were no significant changes
      in the Company’s internal controls or other factors that could significantly
      affect such controls subsequent to the date of their evaluation, and there
      were
      no corrective actions with regard to significant deficiencies and material
      weaknesses.





**NOTE
      ON FORWARD-LOOKING STATEMENTS**





The
      information set forth in this Report on Form 10-QSB under the Section
“Management’s Discussion and Analysis or Plan of Operation” and elsewhere relate
      to future events and expectations and as such constitute “Forward-Looking
      Statement” within the meaning of the Private Securities Litigation Act of 1995.
      The words “believes,” “anticipates,” “plans,” “expects,” and similar expressions
      in this report are intended to identify forward-looking statements. Such
      forward-looking statements involve known and unknown risks, uncertainties,
      and
      other factors which may cause the actual results, performance or achievements
      of
      the Company to materially differ from any future results, performance, or
      achievements expressed or implied by such forward-looking statements and to
      vary
      significantly from reporting period to reporting period. “Such factors include,
      among others, those listed under the caption “Risk Factors” included in the
      Company’s registration statement on Form SB-2 (File No. 333-139528) and
      other
      factors detailed from time to time in the Company’s other filings with the
      Securities and Exchange Commission. Although management believes that the
      assumptions made and expectations reflected in the forward-looking statements
      are reasonable, there is no assurance that the underlying assumptions will,
      in
      fact, prove to be correct or that actual future results will not be different
      from the expectations expressed in this report.




-13-
 *Table
          of Contents*




**PART
      II. OTHER INFORMATION**





**Item
      5. Other Information.**





*Distribution
      by Duck Marine*





In
      April
      2007, the shareholders of our majority shareholder, Duck Marine Systems Inc.
      (“Duck”), approved the pro rata distribution of all shares of our common stock
      then owned by Duck, constituting 8,000,000 shares of the our common stock,
      to
      the Duck shareholders, some of whom are executive officers and directors of
      DPSI. The transaction is exempt from registration in reliance upon Regulation
      S
      under the Securities Act of
      1933,
      as amended. The distribution is expected to be undertaken in the by the end
      of
      2007.





*Business
      Update*





As
      previously disclosed, in 2007, we have had meetings with elected officials
      representing the State of Arkansas and the City of Camden, Arkansas, and
      officials of the Arkansas Department of Economic Development. Discussions have
      focused on our company locating its manufacturing operations in the City of
      Camden, and the extent to which the State of Arkansas could provide
      $3 million in industrial revenue bonds to support this initiative. The current
      discussions also include the potential for contract acquisition rights for
      defense industry contract work. Discussions with State and City officials are continuing.





We
      believe the opportunities in Arkansas will give us the ability to set up
      manufacturing while also creating additional cash-flow by undertaking contract
      work for the defense industry. It is also possible that we could establish
      a
      training /demonstration facility in Camden. These discussions are also
      on-going.





As
      it
      relates to our marketing initiatives, in keeping with management’s plans, we
      exhibited at two trade shows over the past nine months, including the Fire
      East
      Conference and Exposition in Jacksonville, Florida in January 2007, where we
      displayed a full compliment of equipment, including our USAR training trailer,
      hydraulic power module, amphibious utility vehicle, DP500 high output pump,
      Hycon hydraulic hand tools and the LifeGuard people detector. The second trade
      show was the International Fire Chiefs Convention and Trade Show in Atlanta
      on
      August 24 and 25, 2007, where we once again demonstrated the USAR Trailer,
      this one being a version on loan from the Indian River Training Academy. We
      believe the response to our equipment at both shows was very positive and the
      experience gained has greatly assisted us in determining our marketing approach
      to the fire and rescue industry. Our expectation is that our attendance at
      trade
      shows will result in leads for future sales. We are following up on sales leads
      at this time. As evidenced by the comments at the trade show, our marketing
      strategy will include forming demonstration teams in the field in order to
      follow up on potential sales. We believe this will facilitate providing
      customers with very specific demonstrations in their chosen environments and,
      in
      some cases, hands-on testing.





We
      plan
      to exhibit at two more trade shows late in the fourth quarter of 2007. At such
      time as our securities become publicly-traded on the OTC Bulletin Board (which
      is expected in October or November 2007, but of which no assurances can be
      given), we will seek to raise additional funds from third parties and will
      dedicate funds towards creating demonstration teams which will each be equipped
      with disaster preparedness trucks, amphibious utility vehicles, high output
      pumps, hydraulic tools, and USAR training trailers.





**Item
      6. Exhibits.**




Number
            Description 31.1
            Certification
                Pursuant To Sarbanes-Oxley Section
                302


31.2
            Certification
                Pursuant To Sarbanes-Oxley Section
                302


32.1
            Certification
                Pursuant To 18 U.S.C. Section 1350
                (*)


32.2
            Certification
                Pursuant To 18 U.S.C. Section 1350 (*)





*
            A
                signed original of this written statement required by Section 906
                has been
                provided to the Company and will be retained by the Company and furnished
                to the Securities and Exchange Commission or its staff upon
                request.






-14-
 *Table
          of Contents*




**SIGNATURES**





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





Disaster
      Preparedness Systems, Inc.,




Date:  October
      22, 2007


By:
      /s/
      Mark J. Henrickson


Mark
      J.
      Henrickson


President
      and CEO


(Principal
      Executive Officer)






Date:  October
      22, 2007


By:
      /s/
      Fredric W.D. Juzda


Fredric
      W.D. Juzda


Chief
      Financial Officer


(Principal
      Financial Officer)






S-1