UNITED
STATES
 SECURITIES
AND EXCHANGE COMMISSION
 WASHINGTON,
D.C. 20549
 
 FORM
10-Q
 
 [X] QUARTERLY
REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
1934
 
 For the
quarterly period ended March 31, 2009
 
 [_] TRANSITION
REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
1934
 
 Commission
File Number: 000-52692
 
 DON MARCOS TRADING
CO.
 (Exact
name of registrant as specified in its charter)
 
 Florida
                  
                  65-0921319(State
      or other jurisdiction of
                  
                  (IRS
      Employerincorporation
      or organization)
                  
                  Identification
      No.)
 
 1535 Southeast 17thStreet, Suite
107, Ft. Lauderdale, FL  33316
 (Address
of principal executive offices)
 
 (954)
356-8100
 (Registrant’s
telephone number)
 
 N/A
 (Former
name, former address and former fiscal year, 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. Yes þ No  ̈
  Indicate
by check mark whether the registrant has submitted electronically and posted on
its corporate Web site, if any, every Interactive Data File required to be
submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this
chapter) during the preceding 12 months (or for such shorter period that the
registrant was required to submit and post such files).  Yes o   No  ̈
  Indicate
by check mark whether the registrant is a large accelerated filer, an
accelerated filer, a non-accelerated filer, or a smaller reporting company. See
the definitions of “large accelerated filer,” “accelerated filer” and “smaller
reporting company” in Rule 12b-2 of the Exchange Act.
  Large
      accelerated filer  ̈
                      
                      Accelerated
      filer  ̈Non-accelerated
      filer  ̈
                      
                      Smaller
      reporting company þ(Do
      not check if a smaller reporting company)
 
 Indicate
by check mark whether the registrant is a shell company (as defined in Rule
12b-2 of the Exchange Act).  Yes  ̈ No þ
 As of May
13, 2009, the number of shares of common stock outstanding was
47,300,000.




INDEX
 
 
 Page
                              NumberPART
      I - FINANCIAL INFORMATIONItem
      1.
                            Financial
      Statements (Unaudited)
                            1Condensed
      Balance Sheet – March 31, 2009 and 2008
                            2Condensed
      Statement of Operations –For
      the three and three months ended March 31, 2009 and 2008
                            3Condensed
      Statements of Cash Flows –For
      the three months ended March 31, 2009 and 2008
                            4Condensed
      Notes to Financial Statements
                            5Item
      2.
                            Management’s
      Discussion and Analysis of Financial Condition and Results of
      Operations
                            9Item
      3.
                            Quantitative
      and Qualitative Disclosures About Market Risk
                            12Item
      4.
                            Controls
      and Procedures
                            13Item
      4T.
                            Controls
      and Procedures
                            13PART
      II - OTHER INFORMATIONItem
      1.
                            Legal
      Proceedings
                            14Item
      1A.
                            Risk
      FactorsItem
      2.
                            Unregistered
      Sales of Equity Securities and Use of Proceeds
                            14Item
      3.
                            Defaults
      Upon Senior Securities
                            14Item
      4.
                            Submission
      of Matters to a Vote of Security Holders
                            14Item
      5.
                            Other
      Information
                            14Item
      6.
                            Exhibits
                            14SIGNATURES
                            15




PART
I - FINANCIAL INFORMATION
 
 ITEM
1.                      FINANCIAL
STATEMENTS
  DON
MARCOS TRADING CO.
 (A
DEVELOPMENT STAGE COMPANY)
 CONDENSED
BALANCE SHEETS
 MARCH
31, 2009 AND DECEMBER 31, 2008
 
 
 
 ASSETSUnaudited
                                                                                                                
                                                                                                                
                                                                                                                AuditedMarch
      31,
                                                                                                                
                                                                                                                
                                                                                                                December
      31,2009
                                                                                                                
                                                                                                                
                                                                                                                2008CURRENT
      ASSETSCash
                                                                                                                
                                                                                                                $
                                                                                                                1,280
                                                                                                                
                                                                                                                
                                                                                                                $
                                                                                                                2,613Accounts
      receivable
                                                                                                                
                                                                                                                
                                                                                                                96
                                                                                                                
                                                                                                                
                                                                                                                
                                                                                                                -Inventory
                                                                                                                
                                                                                                                
                                                                                                                8,872
                                                                                                                
                                                                                                                
                                                                                                                
                                                                                                                8,891TOTAL
      CURRENT ASSETS
                                                                                                                
                                                                                                                $
                                                                                                                10,248
                                                                                                                
                                                                                                                
                                                                                                                $
                                                                                                                11,504LIABILITIES
      AND STOCKHOLDERS’ (DEFICIT)CURRENT
      LIABILITIESAccounts
      payable and accrued expenses
                                                                                                                
                                                                                                                $
                                                                                                                12,363
                                                                                                                
                                                                                                                
                                                                                                                $
                                                                                                                12,176STOCKHOLDERS’
      (DEFICIT)Preferred
      stock, no stated valueAuthorized
      10,000,000 sharesIssued
      and outstanding -0- shares
                                                                                                                
                                                                                                                
                                                                                                                -
                                                                                                                
                                                                                                                
                                                                                                                
                                                                                                                -Common
      stock, no par valueAuthorized
      100,000,000 sharesIssued
      and outstanding – 44,300,000 shares atMarch
      31, 2009 and December 31, 2008
                                                                                                                
                                                                                                                
                                                                                                                223,454
                                                                                                                
                                                                                                                
                                                                                                                
                                                                                                                223,454Deficit
      accumulated during the development stage
                                                                                                                
                                                                                                                
                                                                                                                ( 225,569
                                                                                                                )
                                                                                                                
                                                                                                                
                                                                                                                ( 224,126
                                                                                                                )TOTAL
      STOCKHOLDERS’ (DEFICIT)
                                                                                                                
                                                                                                                
                                                                                                                ( 2,115
                                                                                                                )
                                                                                                                
                                                                                                                
                                                                                                                ( 672
                                                                                                                )TOTAL
      LIABILITIES ANDSTOCKHOLDERS’
      (DEFICIT)
                                                                                                                
                                                                                                                $
                                                                                                                10,248
                                                                                                                
                                                                                                                
                                                                                                                $
                                                                                                                11,504
 
  
 The
accompanying notes are an integral part of these financial
statements.
 
 1
 
   DON
MARCOS TRADING CO.
 (A
DEVELOPMENT STAGE COMPANY)
 CONDENSED
STATEMENTS OF OPERATIONS
 FOR
THE THREE MONTHS ENDED MARCH 31, 2009 AND 2008
 AND
FOR THE PERIOD FROM MAY 11, 1999 TO MARCH 31, 2009
 (UNAUDITED)
  
 May
      11, 1999(Date
      of Inception)To2009
                                                                                      
                                                                                      
                                                                                      2008
                                                                                      
                                                                                      
                                                                                      March 31, 2009REVENUES
                                                                                      
                                                                                      $
                                                                                      384
                                                                                      
                                                                                      
                                                                                      $
                                                                                      -
                                                                                      
                                                                                      
                                                                                      $
                                                                                      864OPERATING
      EXPENSES
                                                                                      
                                                                                      
                                                                                      1,827
                                                                                      
                                                                                      
                                                                                      
                                                                                      16,557
                                                                                      
                                                                                      
                                                                                      
                                                                                      226,433NET
      (LOSS)
                                                                                      
                                                                                      $
                                                                                      ( 1,443
                                                                                      )
                                                                                      
                                                                                      $
                                                                                      ( 16,557
                                                                                      )
                                                                                      
                                                                                      $
                                                                                      ( 225,569
                                                                                      )NET
      (LOSS) PERCOMMON
      SHAREBasic
      and diluted
                                                                                      
                                                                                      $
                                                                                      (0.00
                                                                                      )
                                                                                      
                                                                                      $
                                                                                      (0.00
                                                                                      )WEIGHTED
      AVERAGE NUMBEROF
      COMMON SHARESOUTSTANDINGBasic
      and diluted
                                                                                      
                                                                                      
                                                                                      44,300,000
                                                                                      
                                                                                      
                                                                                      
                                                                                      37,100,000
  The
accompanying notes are an integral part of these financial
statements.
   2




DON
MARCOS TRADING CO.
 (A
DEVELOPMENT STAGE COMPANY)
 CONDENSED
STATEMENTS OF CASH FLOWS
 FOR
THE THREE MONTHS ENDED MARCH 31, 2009 AND 2008
 AND
FOR THE PERIOD FROM MAY 11, 1999 TO MARCH 31, 2009
 (UNAUDITED)
 
 May
      11, 1999(Date
      of Inception)To2009
                    
                    
                    2008
                    
                    
                    March 31, 2009CASH
      FLOWS FROMOPERATING
      ACTIVITIES:Net
      (loss)
                    
                    $
                    (
      1,443
                    )
                    
                    $
                    (
      16,557
                    )
                    
                    $
                    (
      225,569
                    )Adjustments
      to reconcile net(loss)
      to net cash (used)by
      operating activities :Common
      stock issuedfor
      services
                    
                    
                    -
                    
                    
                    
                    -
                    
                    
                    
                    3,635Stock
      based compensation
                    
                    
                    -
                    
                    
                    
                    -
                    
                    
                    
                    45,474Changes
      in operating assets and liabilities:Accounts
      receivable
                    
                    
                    (
      96
                    )
                    
                    
                    -
                    
                    
                    
                    (
      96
                    )Inventory
                    
                    
                    19
                    
                    
                    
                    (
      4,659
                    )
                    
                    
                    (
      8,872
                    )Accrued
      accounting and legal expenses
                    
                    
                    187
                    
                    
                    
                    7,411
                    
                    
                    
                    12,363NET
      CASH (USED) BYOPERATING
      ACTIVITIES
                    
                    
                    ( 1,333
                    )
                    
                    
                    ( 13,805
                    )
                    
                    
                    ( 173,065
                    )CASH
      FLOWS FROMINVESTING
      ACTIVITIES
                    
                    
                    -
                    
                    
                    
                    -
                    
                    
                    
                    -CASH
      FLOWS FROMFINANCING
      ACTIVIITESIssuance
      of common stock for cash
                    
                    
                    -
                    
                    
                    
                    -
                    
                    
                    
                    172,000Bank
      overdraft
                    
                    
                    -
                    
                    
                    
                    2,639
                    
                    
                    
                    -Cash
      contributed by stockholder
                    
                    
                    -
                    
                    
                    
                    -
                    
                    
                    
                    2,345NET
      CASH PROVIDED BYFINANCING
      ACTIVITIES
                    
                    
                    -
                    
                    
                    
                    2,639
                    
                    
                    
                    174,345NET
      INCREASE (DECREASE) IN CASHAND
      CASH EQUIVALENTS
                    
                    
                    (
      1,333
                    )
                    
                    
                    (
      11,166
                    )
                    
                    
                    1,280CASH
      AND CASH EQUIVALENTS,BEGINNING
      OF PERIOD
                    
                    
                    2,613
                    
                    
                    
                    11,166
                    
                    
                    
                    -CASH
      AND CASH EQUIVALENTS,END
      OF PERIOD
                    
                    $
                    1,280
                    
                    
                    $
                    0
                    
                    
                    $
                    1,280
 The
accompanying notes are an integral part of these financial
statements
   3




DON
MARCOS TRADING CO.
 (A
DEVELOPMENT STAGE COMPANY)
 CONDENSED
STATEMENTS OF CASH FLOWS (CONTINUED)
 FOR
THE THREE MONTHS ENDED MARCH 31, 2009 AND 2008
 AND
FOR THE PERIOD FROM MAY 11, 1999 TO MARCH 31, 2009
 (UNAUDITED)
 
 May
      11, 1999(Date
      of Inception)To2008
                                                                        
                                                                        
                                                                        2007
                                                                        
                                                                        
                                                                        March 31, 2009SUPPLEMENTAL
      DISCLOSUREOF
      CASH FLOW INFORMATIONCASH
      PAID DURING THE YEAR FOR:Interest
                                                                        
                                                                        $
                                                                        -
                                                                        
                                                                        
                                                                        $
                                                                        -
                                                                        
                                                                        
                                                                        $
                                                                        -Taxes
                                                                        
                                                                        $
                                                                        -
                                                                        
                                                                        
                                                                        $
                                                                        -
                                                                        
                                                                        
                                                                        $
                                                                        -NON-CASH
      INVESTING ACTIVITIESStock-based
      compensation
                                                                        
                                                                        $
                                                                        -
                                                                        
                                                                        
                                                                        $
                                                                        45,474
                                                                        
                                                                        
                                                                        $
                                                                        45,474Issuance
      of common stock for services
                                                                        
                                                                        $
                                                                        -
                                                                        
                                                                        
                                                                        $
                                                                        -
                                                                        
                                                                        
                                                                        $
                                                                        3,635
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 The
accompanying notes are an integral part of these financial
statements
   4




DON
MARCOS TRADING CO.
 (A
DEVELOPMENT STAGE COMPANY)
 CONDENSED
NOTES TO FINANCIAL STATEMENTS
 MARCH
31, 2009 AND 2008








NOTE
1 SUMMARY OF
SIGNIFICANT ACCOUNTING POLICIES





Nature of Business and
History of Company





Don
Marcos Trading Co. (“the Company”) is a development stage enterprise
incorporated on May 11, 1999 in the state of Florida. The Company is the sole
importer and distributor of Don Marcos coffee.





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 revenues and expenses during the reporting period.
Actual results could differ from those estimates.





Cash and Cash
Equivalents





For
purposes of the statement of cash flows, the Company considers all highly liquid
debt instruments purchased with an original maturity of three months or less to
be cash equivalents.





Fair value of financial
instruments





For
certain of the Company’s instruments, including cash and accounts payable and
accrued expenses, the carrying amounts approximate fair value due to their short
maturities.





Net Loss Per
Share





The
Company adopted Statement of Financial Accounting Standards No. 128, “Earnings
Per Share” that requires the reporting of both basic and diluted earnings (loss)
per share. Basic earnings (loss) per share is computed by dividing net income
(loss) available to common stockholders by the weighted average number of common
shares outstanding for the period. Diluted earnings (loss) per share reflects
the potential dilution that could occur if securities or other contracts to
issue common stock were exercised or converted into common stock. In accordance
with FASB 128, any anti-dilutive effects on net income (loss) per share are
excluded.








5








DON
MARCOS TRADING CO.


(A
DEVELOPMENT STAGE COMPANY)


CONDENSED
NOTES TO FINANCIAL STATEMENTS


MARCH
31, 2009 AND 2008











NOTE
1            SUMMARY OF
SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)





Revenue
Recognition





The
Company recognizes revenue from product sales when shipment of product to the
customer has been made, which is when title passes. The Company estimates and
records provisions for rebates, sales returns and allowances in the period the
sale is recorded. Shipping and handling charges are included in gross sales,
with the related costs included in selling, general and administrative
expenses.





Inventory





Inventory
is stated at the lower of cost (determined by the first-in, first-out method) or
market.  Inventories are adjusted for estimated obsolescence and
written down to net realizable value based upon estimates of future demand,
technology developments, and market conditions.




Common Stock Issued for
Non-Cash Transaction






It is the
Company’s policy to value stock issued for non-cash transactions, such as
services, at the fair market value of the goods or services received or the
consideration granted, whichever is more readily determinable, at the date the
transaction is negotiated.







Stock Based
Compensation





Effective
November 1, 2005, the Company adopted Statement of Financial Accounting
Standards (“SFAS”) No. 123(R), “Share-Based Payment: An Amendment of FASB
Statements No. 123 and 95” using the modified prospective method. Under this
method, compensation cost is recognized on or after the effective date for the
portion of outstanding awards, for which the requisite service has not yet been
rendered, based on the grant date fair value of those awards. For stock-based
awards issued on or after November 1, 2005, the Company recognizes the
compensation cost on a straight-line basis over the requisite service period for
the entire award. Measurement and attribution of compensation cost for awards
that are unvested as of the effective date of SFAS No. 123(R) are based on the
same estimate of the grant-date or modification-date fair value and the same
attribution method used previously under SFAS No. 12.





Development Stage
Enterprise





The
Company is a development stage enterprise, as defined in Financial Accounting
Standards Board No. 7, “Accounting and Reporting By Development Stage
Enterprises.” The Company’s planned principal operations have not commenced, and
accordingly, only nominal revenue has been derived during this
period.








6





DON
MARCOS TRADING CO.


(A
DEVELOPMENT STAGE COMPANY)


CONDENSED
NOTES TO FINANCIAL STATEMENTS


MARCH
31, 2009 AND 2008











NOTE
2 GOING
CONCERN





The
      accompanying financial statements have been prepared assuming that the
      Company will continue as a going concern, which contemplates the
      recoverability of assets and the satisfaction of liabilities in the normal
      course of business.





The
      Company’s development activities since inception have been financially
      sustained through stockholder contribution to the Company and issuance of
      common stock. The Company may raise additional funding to continue its
      operations through contributions from the current shareholders and stock
      issuance to other investors.





The
      ability of the Company to continue as a going concern is dependent upon
      its ability to raise additional capital from the sale of common stock and,
      ultimately, the achievement of significant operating revenues. The
      accompanying financial statements do not include any adjustments that
      might be required should the Company be unable to recover the value of its
      assets or satisfy its liabilities.





NOTE
3 INVENTORY





Inventory
      consists of the following as of March 31, 2009 and December 31,
      2008:





2009
                                    
                                    
                                    2008Finished
      goods inventory
                                    
                                    $
                                    35
                                    
                                    
                                    $
                                    54Materials
                                    
                                    
                                    8,837
                                    
                                    
                                    
                                    8,837$
                                    8,872
                                    
                                    
                                    $
                                    8,891





NOTE
4             SUBSEQUENT
EVENT










Name of Officer
                                        
                                        Number
      of
                                          Common
      Stock
                                          Shares
      Purchased
                                        
                                        Purchase
                                          Price
      PaidEarl
      Shannon
                                        
                                        1,000,000
                                        
                                        $
                                        5,000Steven
      W. Hudson
                                        
                                        1,000,000
                                        
                                        $
                                        5,000Scott
      W. Bodenweber
                                        
                                        1,000,000
                                        
                                        $
                                        5,000








7








DON
MARCOS TRADING CO.


(A
DEVELOPMENT STAGE COMPANY)


CONDENSED
NOTES TO FINANCIAL STATEMENTS


MARCH
31, 2009 AND 2008








NOTE
4            SUBSEQUENT
EVENT (CONTINUED)





Pursuant
to the Stock Purchase Agreements described above, the Company sold an aggregate
of 3,000,000 shares of its common stock at a price of $0.005 per share to three
accredited investors for gross proceeds of $15,000.  The Company
relied on the exemption from registration relating to offerings that do not
involve any public offering pursuant to Section 4(2) under the Act and/or Rule
506 of Regulation D promulgated pursuant thereto.  The Company
believes that the investors are “accredited investors” under Rule 501 under
Regulation D of the Act and had adequate access to information about the
Company.




















8





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





The
following discussion and analysis should be read in conjunction with our
financial statements, including the notes thereto, appearing elsewhere in this
Report.





Overview





We were
incorporated on May 11, 1999 in the state of Florida to be the sole importer and
distributor of Don Marcos® Coffee.





Critical
Accounting Policies





Our
discussion and analysis of our financial condition and results of operations are
based upon our financial statements, which have been prepared in accordance with
accounting principles generally accepted in the United States of America. The
preparation of these financial statements requires us to make estimates and
judgments that affect the reported amounts of assets, liabilities, revenues and
expenses.  In consultation with our Board of Directors, we have
identified several accounting principles that we believe are key to
understanding of our financial statements.  These important accounting
policies require management's most difficult, subjective judgments.





Development
Stage Enterprise





We are a
development stage enterprise, as defined in Financial Accounting Standards Board
No. 7.  Our planned principal operations have not commenced, and,
accordingly, only nominal revenue has been derived during the
period.





Use
of Estimates





The
preparation of financial statements in conformity with accounting principles
generally accepted in the United States of America 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 could differ from those
estimates.





Net
Loss per Share





We
adopted Statement of Financial Accounting Standards No. 128 that requires the
reporting of both basic and diluted earnings (loss) per share. Basic earnings
(loss) per share is computed by dividing net income (loss) available to common
stockholders by the weighted average number of common shares outstanding for the
period.  Diluted earnings (loss) per share reflects the potential
dilution that could occur if securities or other contracts to issue common stock
were exercised or converted into common stock. In accordance with FASB 128, any
anti-dilutive effects on net income (loss) per share are excluded.





9








Inventory





Inventory
is stated at the lower of cost (determined by the first-in, first-out method),
or market.  Inventories are adjusted for estimated obsolescence and
written down to net realizable value based upon estimates of future demand,
technology developments, and market conditions.





Stock
Issued for Non-Cash Transactions





It is our
policy to value stock issued for non-cash transactions, such as services, at the
fair market value of the goods or services received or the consideration
granted, whichever is more readily determinable, at the date the transaction is
negotiated.





There
were no shares of common stock issued for services during the three months ended
March 31, 2009 and 2008.





Going
Concern





Our
financial statements are prepared using generally accepted accounting principles
applicable to a going concern, which contemplates the realization of assets and
liquidation of liabilities in the normal course of business.  Our
ability to continue as a going concern is dependent upon our ability to locate
sources of capital, and attain future profitable operations.  Our
management is currently initiating their business plan.  The
accompanying financial statements do not include any adjustments that might be
necessary should we be unable to continue as a going concern.





Stock
Based Compensation





We
adopted SFAS No. 123 (Revised 2004), Share Based Payment (“SFAS
No. 123R”), under the modified-prospective transition method on
January 1, 2006.  SFAS No. 123R requires companies to
measure and recognize the cost of employee services received in exchange for an
award of equity instruments based on the grant-date
fair-value.  Share-based compensation recognized under the
modified-prospective transition method of SFAS No. 123R includes
share-based compensation based on the grant-date fair-value determined in
accordance with the original provisions of SFAS No. 123, Accounting for
Stock-Based Compensation, for all share-based payments granted prior to and not
yet vested as of January 1, 2006 and share-based compensation based on the
grant-date fair-value determined in accordance with SFAS No. 123R for all
share-based payments granted after January 1, 2006.  SFAS
No. 123R eliminates the ability to account for the award of these
instruments under the intrinsic value method prescribed by Accounting Principles
Board (“APB”) Opinion No. 25, Accounting for Stock Issued to Employees, and
allowed under the original provisions of SFAS No. 123.  Prior to
the adoption of SFAS No. 123R, we accounted for our stock option plans
using the intrinsic value method in accordance with the provisions of APB
Opinion No. 25 and related interpretations.





Stock-based
compensation represents the cost related to stock-based awards granted to
employees.  We measure stock-based compensation cost at grant date,
based on the estimated fair value of the award, and recognizes the cost as
expense on a straight-line basis (net of estimated forfeitures) over the
employee requisite service period.  We estimate the fair value of
stock options using a Black-Scholes valuation model.  The expense is
recorded in operating expenses in the condensed statements of
operations.








10





Results
of Operations





You
should read the selected financial data set forth below along with our
discussion and our financial statements and the related notes.  We
have derived the financial data from our unaudited financial
statements.  We believe the financial data shown in the table below
include all adjustments consisting only of normal recurring adjustments, that we
consider necessary for a fair presentation of such
information.  Operating results for the period are not necessarily
indicative of the results that may be expected in the future.





Three
      Months Ended
                                March
      31, 2009
                                (unaudited)
                              
                              
                              Three
      Months Ended
                                March
      31, 2008
                                (unaudited)
                              
                              
                              Increase/
                                (Decrease)Revenue
                              
                              $
                              384
                              
                              
                              $
                              -
                              
                              
                              $
                              384Operating
      expenses
                              
                              $
                              1,827
                              
                              
                              $
                              16,557
                              
                              
                              $
                              (14,730
                              )Net
      (loss)
                              
                              $
                              (1,443
                              )
                              
                              $
                              (16,557
                              )
                              
                              $
                              (15,114
                              )Net
      (loss) per share
                              
                              $
                              (.00
                              )
                              
                              $
                              (.00
                              )
                              
                              $
                              (.00
                              )





Results for the Three Months
Ended March 31, 2009 Compared to the Three Months Ended March 31, 2008
(unaudited)





Revenues





There
were revenues from operations in the amount of $384 for the three months ended
March 31, 2009 as compared to no revenues from operations for the three months
ended March 31, 2008.





Operating
Expenses





Operating
expenses decreased by $14,730 to $1,827for the three months
ended March 31, 2009 as compared to $16,557 for the three months ended March 31,
2008.





The
decrease in our operating expenses was due to a reduction in legal and
accounting fees required for our public company reporting
requirements.





Net
Loss





Primarily
as a result of our operating expenses, we had a net loss of $1,443 for the three
months ended March 31, 2009 compared to a net loss of $16,557 for the same
period in the prior year.





11





Liquidity
and Capital Resources





We
currently have no material commitments for capital expenditures and have no
fixed expenses.





Working
capital is summarized and compared as follows:





March
      31, 2009
                            
                            
                            March
      31, 2008Current
      assets
                            
                            $
                            10,248
                            
                            
                            $
                            11,504Current
      liabilities
                            
                            $
                            12,363
                            
                            
                            $
                            12,176Working
      capital (deficit)
                            
                            $
                            (2,115
                            )
                            
                            $
                            (672
                            )





The
changes in our working capital are primarily due to the issuance of common stock
for cash less payments of legal and accounting fees.





Changes
in cash flows are summarized as follows:





Our net
cash used by operations was $1,333 for the three months ended March 31, 2009 as
compared to net cash used of $13,805 for the three months ended March 31,
2008.  During the three months ended March 31, 2009, we experienced a
net loss of $1,443, an increase in accounts receivable of $96 and a decrease in
inventory of $19.  These amounts were offset by an increase in accrued
expenses of $187.  During the three months ended March 31, 2008, we
experienced a net loss of $16,557.  This was offset by an increase in
inventory of $7,411.





There was
no net cash used or provided from investing activities for the three months
ended March 31, 2009 and 2008.





Our net
cash provided from financing activities was $0 during the three months ended
March 31, 2009.  For the three months ended March 31, 2008, cash was
provided from financing activities of $2,639, due to a bank
overdraft.





Off-Balance
Sheet Arrangements





None.





ITEM
      3.
            QUANTITATIVE
      AND QUALITATIVE DISCLOSURES ABOUT MARKET
RISK





We are a
smaller reporting company as defined by Rule 12b-2 of the Securities Exchange
Act of 1934 and are not required to provide information under this
item.





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ITEM
4.                   CONTROLS
AND PROCEDURES





Evaluation
of Disclosure Controls and Procedures





Our
President and Chief Financial Officer have evaluated the effectiveness of our
disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e)
of the Securities Exchange Act of 1934) as of the end of period covered by this
report.  Based upon such evaluation,  the President and
Chief Financial Officer concluded that our disclosure controls and procedures
were effective to ensure that the information required to be disclosed by us in
the reports that we file or submit under the Securities Exchange Act of 1934 is
recorded, processed, summarized and reported within the time periods specified
in the SEC’s rules and forms, and is accumulated and communicated to our
management, including our President and Chief Financial Officer, as appropriate
to allow timely decisions regarding required disclosure.





Changes
in Internal Control Over Financial Reporting





There
were no changes in our internal control over financial reporting during the
period covered by this report that have materially affected, or are reasonably
likely to materially affect, our internal control over financial
reporting.





ITEM
      4T.
            CONTROLS
      AND PROCEDURES





We are a
smaller reporting company as defined by Rule 12b-2 of the Securities Exchange
Act of 1934 and are not required to provide information under this
item.








13





PART
II - OTHER INFORMATION





ITEM
1.                   LEGAL
PROCEEDINGS





To the
best knowledge of our management, there are no legal proceedings pending or
threatened against us.





ITEM
1A.                RISK
FACTORS.





We are a
smaller reporting company as defined by Rule 12b-2 of the Securities Exchange
Act of 1934 and are not required to provide information under this
item.





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





None.





ITEM
3.                  DEFAULTS
UPON SENIOR SECURITIES





None.





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





None.





ITEM
5.                  OTHER
INFORMATION





None.





ITEM
6.                  EXHIBITS





The
following Exhibits are filed herein:





No.
                          Title31.1
                          Certification
      of President Pursuant to the Securities Exchange Act of 1934, Rules
      13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the
      Sarbanes-Oxley Act of 200231.2
                          Certification
      of Chief Financial Officer Pursuant to the Securities Exchange Act of
      1934, Rules 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of
      the Sarbanes-Oxley Act of 200232
                          Certifications
      Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of
      the Sarbanes-Oxley Act of
2002





14





SIGNATURES





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





DATED:
      May 13, 2009
            DON
      MARCOS TRADING CO./s/ Earl T. ShannonBY:
      Earl T. ShannonITS:
      President(Principal
      Executive Officer)/s/ Scott W. BodenweberBY:
      Scott W. BodenweberITS:
      Chief Financial Officer(Principal
      Financial Officer andPrincipal
      Accounting Officer)






















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