UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 10-Q

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

    FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 2008

                        Commission file number 333-140445


                             SAWADEE VENTURES, INC.
             (Exact name of registrant as specified in its charter)

                                     NEVADA
         (State or other jurisdiction of incorporation or organization)

             9003 Reseda Boulevard, Suite 205A, Northridge, CA 91324
          (Address of principal executive offices, including zip code)

                                  (818)882-7177
                     (Telephone number, including area code)

        #208-828 Harbourside Drive, North Vancouver, B.C. Canada V7P 3R9
       (Former Address of principal executive offices, including zip code)

                            Michael M. Kessler, Esq.
                       3436 American River Drive, Suite 11
                              Sacramento, CA 95864
                                 (916) 239-4000
            (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 last 90 days. YES [X] 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,"
"non-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 [X]

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

State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date: 36,000,000 shares as of October 23,
2008.
<PAGE>
ITEM 1. FINANCIAL STATEMENTS

                             SAWADEE VENTURES, INC.
                        (An Exploration Stage Enterprise)
                                  Balance Sheet
                           (Expressed in U.S. Dollars)

<TABLE>
<CAPTION>
                                                               Unaudited as of       Audited as of
                                                                September 30,         December 31,
                                                                    2008                  2007
                                                                  --------              --------
<S>                                                               <C>                   <C>
                                   A S S E T S

CURRENT ASSETS
  Cash                                                            $ 16,959              $ 25,018
                                                                  --------              --------
      Total Current Assets                                          16,959                25,018
                                                                  --------              --------

      Total  Assets                                               $ 16,959              $ 25,018
                                                                  ========              ========

                             L I A B I L I T I E S

CURRENT LIABILITIES
  Accounts Payable and Accrued Liabilities                           2,811                 5,450
                                                                  --------              --------

      Total Current Liabilities                                      2,811                 5,450
                                                                  --------              --------

                      S T O C K H O L D E R S' E Q U I T Y

Common Stock
  75,000,000 authorized shares, par value $0.001
  36,000,000 shares issued and outstanding                          36,000                36,000
Additional Paid-in-Capital                                          18,000                18,000
Deficit accumulated during exploration stage                       (39,852)              (34,432)
                                                                  --------              --------
      Total Stockholders' Equity                                    14,148                19,568
                                                                  --------              --------

      Total Liabilities and Stockholders' Equity                  $ 16,959              $ 25,018
                                                                  ========              ========
</TABLE>


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

                                       2
<PAGE>
                             SAWADEE VENTURES, INC.
                        (An Exploration Stage Enterprise)
                             Statement of Operations
                           (Expressed in U.S. Dollars)
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                                                                              Period from
                                                                                                           September 26, 2006
                                          Nine Months     Three Months      Nine Months     Three Months   (Date of inception)
                                            Ended            Ended            Ended            Ended            through
                                         September 30,    September 30,    September 30,    September 30,     September 30,
                                             2008             2008             2007             2007              2008
                                          -----------      -----------      -----------      -----------       -----------
<S>                                       <C>              <C>              <C>              <C>               <C>
REVENUES:
  Revenues                                $        --      $        --      $        --      $        --       $        --
                                          -----------      -----------      -----------      -----------       -----------

      Total Revenues                               --               --               --               --                --

EXPENSES:
  Operating Expenses
    Exploration expenses                           --               --           10,000           10,000            10,000
    Impairment of mineral property                 --               --               --               --             9,000
    General and Administrative                  2,035            1,138            6,287            2,642             6,812
    Professional Fees                           3,385            1,755            1,500               --            14,040
                                          -----------      -----------      -----------      -----------       -----------

      Total Expenses                            5,420            2,893           17,787           12,642            39,852
                                          -----------      -----------      -----------      -----------       -----------

      Net loss from Operations                 (5,420)          (2,893)         (17,787)         (12,642)          (39,852)

PROVISION FOR INCOME TAXES:
  Income Tax Benefit                               --               --               --               --                --
                                          -----------      -----------      -----------      -----------       -----------

      Net Income (Loss) for the period    $    (5,420)     $    (2,893)     $   (17,787)     $   (12,642)      $   (39,852)
                                          ===========      ===========      ===========      ===========       ===========

Basic and Diluted Earnings Per
 Common Share                                   (0.00)           (0.00)           (0.00)           (0.00)            (0.00)
                                          -----------      -----------      -----------      -----------       -----------

Weighted Average number of Common
 Shares used in per share calculations     36,000,000       36,000,000       29,316,176       36,000,000        29,534,694
                                          ===========      ===========      ===========      ===========       ===========
</TABLE>


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

                                       3
<PAGE>
                             SAWADEE VENTURES, INC.
                        (An Exploration Stage Enterprise)
                        Statement of Stockholders' Equity
    For the period from September 26, 2006 (inception) to September 30, 2008
                           (Expressed in U.S. Dollars)

<TABLE>
<CAPTION>
                                                                    $0.001        Paid-In     Accumulated   Stockholders'
                                                     Shares        Par Value      Capital       Deficit       Equity
                                                     ------        ---------      -------       -------       ------
<S>                                                 <C>           <C>           <C>           <C>            <C>
Balance, September 26, 2006 (Date of Inception)            --      $     --      $     --      $      --     $     --

Stock Issued for cash at $0.001 per share          18,000,000        18,000            --             --       18,000
 on December 1, 2006

Net Loss for the Period (audited)                          --            --            --         (7,165)      (7,165)
                                                   ----------      --------      --------      ---------     --------

Balance, December 31, 2006                         18,000,000        18,000            --         (7,165)      10,835

Stock Issued for cash at $0.002 per share          18,000,000        18,000        18,000             --       36,000
 on April 12, 2007

Net Loss for the Year (audited)                            --            --            --        (27,267)     (27,267)
                                                   ----------      --------      --------      ---------     --------

Balance, December 31, 2007                         36,000,000        36,000        18,000        (34,432)      19,568

Net Loss for the Period (unaudited)                        --            --            --         (5,420)      (5,420)
                                                   ----------      --------      --------      ---------     --------

Balance, September 30, 2008 (unaudited)            36,000,000      $ 36,000      $ 18,000      $ (39,852)    $ 14,148
                                                   ==========      ========      ========      =========     ========
</TABLE>

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

                                       4
<PAGE>
                             SAWADEE VENTURES, INC.
                        (An Exploration Stage Enterprise)
                             Statement of Cash Flows
                           (Expressed in U.S. Dollars)

<TABLE>
<CAPTION>
                                                                                                                Period from
                                              Nine Months    Three Months     Nine Months    Three Months    September 26, 2006
                                                Ended           Ended           Ended           Ended      (Date of inception) to
                                             September 30,   September 30,   September 30,   September 30,      September 30,
                                                 2008            2008            2007            2007               2008
                                               --------        --------        --------        --------           --------
<S>                                            <C>             <C>             <C>             <C>                <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
  Net Loss                                     $ (5,420)       $ (2,893)       $(17,787)       $(12,642)          $(39,852)
  Adjustments to reconcile net loss to net
   cash used in operating activities:
     Impairment of mineral property                  --              --              --              --              9,000
     Prepaid Expenses
     Accounts Payable and Accrued Liabilities    (2,639)            546          (2,400)             --              2,811
                                               --------        --------        --------        --------           --------

Net Cash Provided from Operating Activities      (8,059)         (2,347)        (20,187)        (12,642)           (28,041)
                                               --------        --------        --------        --------           --------
CASH FLOWS FROM INVESTING ACTIVITIES:
  Mineral property option payment                    --              --              --              --             (9,000)
                                               --------        --------        --------        --------           --------

Net Cash Used in Investing Activities                --              --              --              --             (9,000)
                                               --------        --------        --------        --------           --------
CASH FLOWS FROM FINANCING ACTIVITIES:
  Common Stock issued for cash                       --              --          36,000              --             54,000
                                               --------        --------        --------        --------           --------
Net Cash Provided from Financing Activities          --              --          36,000              --             54,000
                                               --------        --------        --------        --------           --------

Net Increase (Decrease) in Cash                  (8,059)         (2,347)         15,813         (12,642)            16,959

Cash, Beginning of the Period                    25,018          19,306          14,000          42,455                 --
                                               --------        --------        --------        --------           --------

Cash, End of the Period                        $ 16,959        $ 16,959        $ 29,813        $ 29,813           $ 16,959
                                               ========        ========        ========        ========           ========
</TABLE>

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

                                       5
<PAGE>
                              SAWADEE VENTURES INC.
                         (An Exploration Stage Company)
                        Notes to the Financial Statements
                                   (Unaudited)


1.  DESCRIPTION  OF  BUSINESS,  HISTORY  AND SUMMARY OF  SIGNIFICANT  ACCOUNTING
POLICIES

THE  COMPANY'S   HISTORY  -  Sawadee   Ventures  Inc.,  a  Nevada   corporation,
(hereinafter   referred  to  as  the  "Company"  or  "Sawadee   Ventures")   was
incorporated  in the State of Nevada on  September  26,  2006.  The  Company was
formed to engage in the  acquisition,  exploration  and  development  of natural
resource  properties  of merit.  The  Company  entered  into a Mineral  Property
Purchase Agreement (the "MPPA") with a private British Columbia company, whereby
the Company  obtained an option to acquire a total of 3 mining claims located in
the Vernon  Mining  District  of  British  Columbia.  During  the period  ending
September 30, 2008, the Company terminated the MPPA and relieved itself from any
further obligations thereunder.

On September 12, 2008 Douglas Ford resigned as our  President,  Chief  Executive
Officer,  Treasurer,  and Chief Financial Officer.  As a result on September 12,
2008  we  appointed  Rachna  Khanna  as  President,   Chief  Executive  Officer,
Treasurer, and Chief Financial Officer of the Company.  Additionally, Ms. Khanna
was appointed a director of the Company.

Our board of directors is now comprised of Douglas Ford and Rachna Khanna.

THE COMPANY TODAY

The  Company is  currently  a  development  stage  company  reporting  under the
provisions  of  Statement  of  Financial  Accounting  Standard  ("FASB")  No. 7,
"Accounting and Reporting for Development Stage Enterprises."

Since  September 29, 2008, our purpose has been to serve as a vehicle to acquire
an operating business and we are currently considered a "shell" company inasmuch
as we are not generating revenues, do not own an operating business, and have no
specific plan other than to engage in a merger or acquisition transaction with a
yet-to-be identified operating company or business.  We have no employees and no
material assets.

MANAGEMENT OF COMPANY - The Company filed its articles of incorporation with the
Nevada Secretary of State on September 26, 2006,  indicating Sandra L. Miller on
behalf of Resident Agents of Nevada, Inc. as the sole incorporator.  The initial
list of officers  filed with the Nevada  Secretary of State on November 3, 2006,
indicates  the sole  director  Douglas  Ford as the  President,  Secretary,  and
Treasurer.  On September 12, 2008 Douglas Ford resigned as our President,  Chief
Executive  Officer,  Treasurer,  and  Chief  Financial  Officer.  As a result on
September  12, 2008 we appointed  Rachna Khanna as  President,  Chief  Executive
Officer,  Treasurer,  and Chief Financial Officer of the Company.  Additionally,
Ms. Khanna was appointed a director of the Company.

Our board of directors is now comprised of Douglas Ford and Rachna Khanna.

                                       6
<PAGE>
                              SAWADEE VENTURES INC.
                         (An Exploration Stage Company)
                        Notes to the Financial Statements
                                   (Unaudited)


1.  DESCRIPTION  OF  BUSINESS,  HISTORY  AND SUMMARY OF  SIGNIFICANT  ACCOUNTING
POLICIES (continued)

GOING CONCERN - The Company has incurred net losses of approximately $39,852 for
the period from  September  26, 2006 (Date of Inception)  through  September 30,
2008 and has commenced limited  operations,  raising substantial doubt about the
Company's  ability  to  continue  as a going  concern.  The  Company  will  seek
additional  sources of capital through the issuance of debt or equity financing,
but there can be no assurance the Company will be  successful  in  accomplishing
its objectives.

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

YEAR END - The Company's year end is December 31.

USE OF ESTIMATES - The  preparation  of the  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 amount of revenue and expenses during
the reporting period. Actual results could differ from those estimates.

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

The Company has net  operating  loss  carryover to be used for  reducing  future
years  taxable  income.  The Company has recorded a valuation  allowance for the
full  potential  tax  benefit  of  the  operating  loss  carryovers  due  to the
uncertainty regarding realization.

NET  LOSS  PER  COMMON  SHARE - The  Company  computes  net  loss  per  share in
accordance  with SFAS No. 128,  Earnings  per Share  ("SFAS  128") and SEC Staff
Accounting  Bulletin No. 98 ("SAB 98"). Under the provisions of SFAS 128 and SAB
98, basic net loss per share is computed by dividing  the net loss  available to
common  stockholders  for the period by the weighted average number of shares of
common stock outstanding  during the period. The calculation of diluted net loss

                                       7
<PAGE>
                              SAWADEE VENTURES INC.
                         (An Exploration Stage Company)
                        Notes to the Financial Statements
                                   (Unaudited)


1.  DESCRIPTION  OF  BUSINESS,  HISTORY  AND SUMMARY OF  SIGNIFICANT  ACCOUNTING
POLICIES (continued)

per share gives effect to common stock  equivalents;  however,  potential common
shares are  excluded  if their  effect is  anti-dilutive.  For the  period  from
September 26, 2006 (Date of Inception)  through  September 30, 2008, the Company
had no potentially dilutive securities.

STOCK-BASED  COMPENSATION  - The Company has not adopted a stock option plan and
has not granted any stock options.  Accordingly no stock-based  compensation has
been recorded to date.

LONG-LIVED  ASSETS - In accordance  with Financial  Accounting  Standards  Board
("FASB") 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 may
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.

MINERAL PROPERTY COSTS - The Company has been in the exploration stage since its
inception on September  26, 2006 and has not yet realized any revenues  from its
planned operations,  being the acquisition and exploration of mining properties.
Mineral property  exploration  costs are expensed as incurred.  Mineral property
acquisition costs are initially  capitalized when incurred using the guidance in
EITF 04-02,  "Whether  Mineral  Rights Are Tangible or Intangible  Assets".  The
Company  assesses  the  carrying  costs  for  impairment  under  SFAS  No.  144,
"Accounting  for  Impairment  or Disposal  of Long Lived  Assets" at each fiscal
quarter  end.  When  it has  been  determined  that a  mineral  property  can be
economically developed as a result of establishing proven and probable reserves,
the costs then incurred to develop such property,  are  capitalized.  Such costs
will be amortized using the  units-of-production  method over the estimated life
of the probable  reserve.  If mineral  properties are subsequently  abandoned or
impaired, any capitalized costs will be charged to operations.

RECENT ACCOUNTING PRONOUNCEMENTS -

In December  2007,  the FASB issued  SFAS No.  160,  Noncontrolling  Interest in
Consolidated Financial Statements,  an amendment of ARB No. 51 ("SFAS No. 160"),
which will change the  accounting  and reporting for minority  interests,  which
will  be  recharacterized  as  noncontrolling  interests  and  classified  as  a
component of equity  within the  consolidated  balance  sheets.  SFAS No. 160 is
effective as of the beginning of an entity's  first fiscal year  beginning on or
after  December 15, 2008.  Earlier  adoption is  prohibited.  Management has not
determined the effect that adopting this  statement  would have on the Company's
financial position or results of operations.

                                       8
<PAGE>
                              SAWADEE VENTURES INC.
                         (An Exploration Stage Company)
                        Notes to the Financial Statements
                                   (Unaudited)


1.  DESCRIPTION  OF  BUSINESS,  HISTORY  AND SUMMARY OF  SIGNIFICANT  ACCOUNTING
POLICIES (continued)

In  December  2007,  the FASB  issued  SFAS No.  141  (Revised  2007),  Business
Combinations  ("SFAS No.  141R").  SFAS No. 141R will change the  accounting for
business combinations. Under SFAS No. 141R, an acquiring entity will be required
to recognize all the assets acquired and liabilities assumed in a transaction at
the  acquisition-date  fair value with  limited  exceptions.  SFAS No. 141R will
change the accounting  treatment and disclosure for certain  specific items in a
business   combination.   SFAS  No.  141R  applies   prospectively  to  business
combinations  for which the acquisition date is on or after the beginning of the
entity's first annual  reporting period beginning on or after December 15, 2008.
Accordingly, any business combinations completed by the Company prior to January
1, 2009 will be recorded and disclosed  following existing GAAP.  Management has
not  determined  the  effect  that  adopting  this  statement  would have on the
Company's financial position or results of operations.

In February 2007, the Financial  Accounting  Standards Board issued Statement of
Financial  Accounting  Standards  No. 159, The Fair Value  Option for  Financial
Assets and Financial  Liabilities - Including an amendment of FASB Statement No.
115 ("SFAS No. 159").  This statement permits entities to choose to measure many
financial instruments and certain other items at fair value. The objective is to
improve  financial  reporting  by providing  entities  with the  opportunity  to
mitigate  volatility in reported  earnings cause by measuring related assets and
liabilities  differently  without  having  to  apply  complex  hedge  accounting
provisions.  This  Statement  is  expected  to  expand  the  use of  fair  value
measurement,   which  is  consistent  with  the  Board's  long-term  measurement
objectives for accounting for financial  instruments.  As of September 30, 2008,
the Company has not adopted this statement and management has not determined the
effect  that  adopting  this  statement  would have on the  Company's  financial
position or results of operations.

In March  2008,  the FASB issued SFAS No.  161,  "Disclosures  about  Derivative
Instruments  and Hedging  Activities",  an amendment  of SFAS No. 133.  SFAS 161
applies to all derivative  instruments and  non-derivative  instruments that are
designated and qualify as hedging  instruments  pursuant to paragraphs 37 and 42
of SFAS 133 and related  hedged  items  accounted  for under SFAS 133.  SFAS 161
requires entities to provide greater transparency through additional disclosures
about  how  and  why an  entity  uses  derivative  instruments,  how  derivative
instruments  and related  hedged items are  accounted for under SFAS 133 and its
related interpretations, and how derivative instruments and related hedged items
ffect an entity's financial position,  results of operations, and cash flows. We
do not expect that the  adoption of SFAS 161 will have a material  impact on our
financial condition or results of operation.

In May 2008, the FASB issued SFAS No. 163,  "Accounting for Financial  Guarantee
Insurance  Contracts - an  interpretation  of FASB  Statement  No. 60." SFAS 163
requires that an insurance  enterprise  recognize a claim  liability prior to an
event  of  default   (insured   event)  when  there  is  evidence   that  credit
deterioration  has occurred in an insured financial  obligation.  This Statement
also  clarifies  how  Statement  60 applies  to  financial  guarantee  insurance

                                       9
<PAGE>
                              SAWADEE VENTURES INC.
                         (An Exploration Stage Company)
                        Notes to the Financial Statements
                                   (Unaudited)


1.  DESCRIPTION  OF  BUSINESS,  HISTORY  AND SUMMARY OF  SIGNIFICANT  ACCOUNTING
POLICIES (continued)

contracts,  including the  recognition and measurement to be used to account for
premium  revenue  and claim  liabilities.  Those  clarifications  will  increase
comparability in financial  reporting of financial guarantee insurance contracts
by insurance  enterprises.  This Statement  requires expanded  disclosures about
financial   guarantee  insurance   contracts.   The  accounting  and  disclosure
requirements  of the Statement will improve the quality of information  provided
to users of  financial  statements.  SFAS 163 will be  effective  for  financial
statements  issued for fiscal years  beginning  after  December  15,  2008.  The
Company does not expect the adoption of SFAS 163 will have a material  impact on
its financial condition or results of operation.

Management  believes  recently  issued  accounting  pronouncements  will have no
impact on the financial statements of Sawadee.

2. PROPERTY AND EQUIPMENT

As of  September  30,  2008,  the  Company  does  not  own any  property  and/or
equipment.

3. MINERAL PROPERTY

During the period ending September 30, 2008,, the Company terminated its Mineral
Property  Purchase  Agreement  with Cazador  Resources  Ltd., a private  British
Columbia company.  The Company has relieved itself from any further  obligations
under the Mineral Property Purchase Agreement.

4. STOCKHOLDER'S EQUITY

The  Company has  75,000,000  shares  authorized  with a par value of $0.001 per
share.

A total of  36,000,000  shares of the  Company's  common stock have been issued.
18,000,000  shares of the  Company's  common  stock to the sole  director of the
Company pursuant to a stock subscription agreement at $0.001 per share for total
proceeds of $18,000.  Another 18,000,000 shares of the Company's common stock at
a price of $0.002 per share for gross proceeds of $36,000.

5. RELATED PARTY TRANSACTIONS

As of September 30, 2008 there are no other related party  transactions  between
the Company and any officers other than those mentioned above.

6. STOCK OPTIONS

As of  September  30,  2008,  the  Company  does  not  have  any  stock  options
outstanding,  nor does it have any written or verbal agreements for the issuance
or distribution of stock options at any point in the future.

                                       10
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION.

FORWARD LOOKING STATEMENTS

Some of the statements contained in this Form 10-Q that are not historical facts
are "forward-looking statements" which can be identified by the use of
terminology such as "estimates," "projects," "plans," "believes," "expects,"
"anticipates," "intends," or the negative or other variations, or by discussions
of strategy that involve risks and uncertainties. We urge you to be cautious of
the forward-looking statements, that such statements, which are contained in
this Form 10-Q, reflect our current beliefs with respect to future events and
involve known and unknown risks, uncertainties and other factors affecting our
operations, market growth, services, products and licenses. No assurances can be
given regarding the achievement of future results, as actual results may differ
materially as a result of the risks we face, and actual events may differ from
the assumptions underlying the statements that have been made regarding
anticipated events.

All written forward-looking statements made in connection with this Form 10-Q
that are attributable to us or persons acting on our behalf are expressly
qualified in their entirety by these cautionary statements. Given the
uncertainties that surround such statements, you are cautioned not to place
undue reliance on such forward-looking statements.

The safe harbours of forward-looking statements provided by the Securities
Litigation Reform Act of 1995 are unavailable to issuers not subject to the
reporting requirements set forth under Section 13(a) or 15(d) of the Securities
Exchange Act of 1934, as amended. As we have not registered our securities
pursuant to Section 12 of the Exchange Act, such safe harbours set forth under
the Reform Act are unavailable to us.

RESULTS OF OPERATIONS

We are still in our development stage and have generated no revenue to date.

We incurred operating expenses of $5,420 and $2,893 for the three-month periods
ended September 2008 and 2007, respectively. These expenses consisted of general
and administrative expenses.

At September 30, 2008, we had cash on hand of $16,959, being our total assets,
and our liabilities were $2,811 in accounts payable.

We have sold $54,000 in equity securities since inception, $18,000 from the sale
of 18,000,000 shares of stock to our officer and director and $36,000 from the
sale of 18,000,000 shares registered pursuant to our SB-2 Registration Statement
which became effective on March 2, 2007.

The following table provides selected financial data about our company for the
period from the date of incorporation through September 30, 2008.

                                       11
<PAGE>
                     Balance Sheet Data:           9/30/08
                     -------------------           -------

                     Cash                          $16,959
                     Total assets                  $16,959
                     Total liabilities             $ 2,811
                     Shareholders' equity          $14,148

Our auditors have expressed their doubt about our ability to continue as a going
concern unless we are able to generate profitable operations.

LIQUIDITY AND CAPITAL RESOURCES

We currently have $16,959 cash on hand which comprises our total assets. We
believe that we can meet our cash needs for the next twelve months. Our present
material commitments are professional and administrative fees and expenses
associated with the preparation of our filings with the U.S. Securities and
Exchange Commission

PLAN OF OPERATION

Sawadee Ventures Inc., a Nevada corporation, was incorporated in the State of
Nevada on September 26, 2006 to engage in the acquisition, exploration and
development of natural resource properties of merit. We entered into a Mineral
Property Purchase Agreement (the "MPPA") with a private British Columbia
company, whereby we obtained an option to acquire a total of 3 mining claims
located in the Vernon Mining District of British Columbia. During the period
ending September 30, 2008, we terminated the MPPA and relieved the company from
any further obligations thereunder.

On September 12, 2008 Douglas Ford resigned as our President, Chief Executive
Officer, Treasurer, and Chief Financial Officer. As a result on September 12,
2008 we appointed Rachna Khanna as President, Chief Executive Officer,
Treasurer, and Chief Financial Officer of the Company. Additionally, Ms. Khanna
was appointed a director of the Company.

Since September 29, 2008, our purpose has been to serve as a vehicle to acquire
an operating business and we are currently considered a "shell" company inasmuch
as we are not generating revenues, do not own an operating business, and have no
specific plan other than to engage in a merger or acquisition transaction with a
yet-to-be identified operating company or business. We have no employees and no
material assets.

Our plan is to seek, investigate, and consummate a merger or other business
combination, purchase of assets or other strategic transaction (i.e. a merger)
with a corporation, partnership, limited liability company or other operating
business entity (a "Merger Target") desiring the perceived advantages of
becoming a publicly reporting and publicly held corporation. We have no
operating business, and conduct minimal operations necessary to meet regulatory
requirements. Our ability to commence any operations is contingent upon
obtaining adequate financial resources.

A common reason for a Merger Target to enter into a merger with us is the desire
to establish a public trading market for its shares. Such a company would hope
to avoid the perceived adverse consequences of undertaking a public offering

                                       12
<PAGE>
itself, such as the time delays and significant expenses incurred to comply with
the various Federal and state securities law that regulate initial public
offerings.

As a result of our limited resources, we expect to have sufficient proceeds to
effect only a single business combination. Accordingly, the prospects for our
success will be entirely dependent upon the future performance of a single
business. Unlike certain entities that have the resources to consummate several
business combinations or entities operating in multiple industries or multiple
segments of a single industry, we will not have the resources to diversify our
operations or benefit from the possible spreading of risks or offsetting of
losses. A target business may be dependent upon the development or market
acceptance of a single or limited number of products, processes or services, in
which case there will be an even higher risk that the target business will not
prove to be commercially viable.

We are not currently engaged in any business activities that provide cash flow.
The costs of investigating and analyzing business combinations for the next 12
months and beyond such time will be paid with money in our treasury.

During the next twelve months we anticipate incurring costs related to:

     (i)  filing of Exchange Act reports, and
     (ii) costs relating to identifying and consummating a transaction with a
          Merger Target.

We believe we will be able to meet these costs through use of funds in our
treasury and additional amounts, as necessary, to be loaned to or invested in us
by our stockholders, management or other investors.

We may consider a business which has recently commenced operations, is a
developing company in need of additional funds for expansion into new products
or markets, is seeking to develop a new product or service, or is an established
business which may be experiencing financial or operating difficulties and is in
need of additional capital. In the alternative, a business combination may
involve the acquisition of, or merger with, a company which does not need
substantial additional capital, but which desires to establish a public trading
market for its shares, while avoiding, among other things, the time delays,
significant expense, and loss of voting control which may occur in a public
offering.

Our officer and directors are only required to devote a small portion of their
time (less than 10%) to our affairs on a part-time or as-needed basis. No
regular compensation has, in the past, nor is anticipated in the future, to be
paid to any officer or director in their capacities as such. We do not
anticipate hiring any full-time employees as long as we are seeking and
evaluating business opportunities.

We expect our present management to play no managerial role in our company
following a business combination. Although we intend to scrutinize closely the
management of a prospective target business in connection with our evaluation of
a business combination with a target business, our assessment of management may
be incorrect. We cannot assure you that we will find a suitable business with
which to combine.

                                       13
<PAGE>
Our principal business objective for the next 12 months and beyond such time
will be to achieve long-term growth potential through a combination with an
operating business. We will not restrict our potential candidate target
companies to any specific business, industry or geographical location and, thus,
may acquire any type of business. The analysis of new business opportunities
will be undertaken by or under the supervision of our officer and directors.

OFF-BALANCE SHEET ARRANGEMENTS

We have no off-balance sheet arrangements.

ITEM 4. CONTROLS AND PROCEDURES.

EVALUATION OF DISCLOSURE CONTROLS AND PROCEDURES

We carried out an evaluation, under the supervision and with the participation
of our management, including the chief executive officer and the chief financial
officer, of the effectiveness of the design and operation of our disclosure
controls and procedures, as defined in Rules 13a-15(e) and 15d-15(e) under the
Securities Exchange Act of 1934, as amended (the "Exchange Act"). Based upon
that evaluation, our chief executive officer and chief financial officer
concluded that the company's disclosure controls and procedures are effective,
as of June 30, 2008, in ensuring that material information relating to us
required to be disclosed by us in reports that we file or submit under the
Exchange Act is recorded, processed, summarized and reported within the time
periods specified in the SEC rules and forms. Disclosure controls and procedures
include, without limitation, controls and procedures designed to ensure that
information required to be disclosed by an issuer in reports it files or submits
under the Securities Exchange Act is accumulated and communicated to management,
including its principal executive officer or officers and principal financial
officer or officers, or persons performing similar functions, as appropriate to
allow timely decisions regarding required disclosure.

CHANGES IN INTERNAL CONTROL OVER FINANCIAL REPORTING.

There was no change in our internal control over financial reporting identified
in connection with the evaluation required by Rule 13a-15(d) and 15d-15(d) of
the Exchange Act that occurred during the period covered by this report that has
materially affected, or is reasonably likely to materially affect, our internal
control over financial reporting.

ITEM 5. OTHER INFORMATION.

On September 12, 2008 Douglas Ford resigned as our President, Chief Executive
Officer, Treasurer, and Chief Financial Officer. As a result on September 12,
2008 we appointed Rachna Khanna as President, Chief Executive Officer,
Treasurer, and Chief Financial Officer of our company. Additionally, Ms. Khanna
was appointed a director of the company.

Our board of directors is now comprised of Douglas Ford and Rachna Khanna.

Ms. Khanna is a licensed realtor in the state of California, and is a versatile
and innovative individual with 15 years experience in Sales, Promotional
Planning, Event Marketing, and Channel Marketing. Ms. Khanna holds a Bachelor of
Arts in Communication Studies from California State University.

                                       14
<PAGE>
                           PART II. OTHER INFORMATION

ITEM 6. EXHIBITS.

<TABLE>
<CAPTION>
Exhibit               Description                                             Method of Filing
-------               -----------                                             ----------------
<S>         <C>                                                 <C>
  3.1        Articles of Incorporation                          Incorporated by reference to Exhibit 3.1 to
                                                                the Company's Registration Statement on Form
                                                                SB-2 filed with the SEC on February 5, 2007.

  3.2        Bylaws                                             Incorporated by reference to Exhibit 3.1 to
                                                                the Company's Registration Statement on Form
                                                                SB-2 filed with the SEC on February 5, 2007.

  31.1       Certification of Chief Executive                   Filed electronically
             Officer pursuant to Section 302
             of the Sarbanes-Oxley Act of 2002.

  31.2       Certification of Chief Financial                   Filed electronically
             Officer pursuant to Section 302
             of the Sarbanes-Oxley Act of 2002.

  32.1       Certification of Chief Executive                   Filed electronically
             Officer pursuant to 18 U.S.C. Section 1350,
             as adopted pursuant to Section 906 of the
             Sarbanes-Oxley Act of 2002.

  32.2       Certification of Chief Financial                   Filed electronically
             Officer pursuant to 18 U.S.C. Section 1350,
             as adopted pursuant to Section 906 of the
             Sarbanes-Oxley Act of 2002.
</TABLE>

                                   SIGNATURES

In accordance with the requirements of the Securities Exchange Act, the
registrant caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized, on October 23, 2008.

                                   Sawadee Ventures, Inc., Registrant


                                   By: /s/ Rachna Khanna
                                       -----------------------------------------
                                       Rachna Khanna, Director, President,
                                       Principal Executive Officer,
                                       Principal Financial Officer and Principal
                                       Accounting Officer


                                   By: /s/ Douglas Ford
                                       -----------------------------------------
                                       Douglas Ford, Director

                                       15