SECURITIES AND EXCHANGE COMMISSION


WASHINGTON,
D.C. 20549





FORM
10-Q/A





(Mark
One)




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




For the
quarterly period ended November 30, 2009




or




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




For the
transition period from _______________ to _______________.




Commission
File No. 333-140396





ECOLAND
INTERNATIONAL, INC.


(Exact
name of issuer as specified in its charter)





Nevada
                20-3061959(State
      or other jurisdiction of incorporation or
                  organization)
                (I.R.S.
      Employer Identification No.)4909
      W. Joshua Blvd., Suite 1059, Chandler, Arizona
                  85226
                91423(Address
      of principal executive offices)
                (Zip
      Code)





Registrant’s
telephone number, including area code: (602) 882-8771




Indicate
by check mark if 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 such shorter period that the registrant was required to
file such reports), and (2) has been subject to such filing requirements for the
past 90 days.  Yes x No  ̈




Indicate
by check mark whether the registrant 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  ̈ (Do
      not check if a smaller reporting
                company)
              Smaller
      reporting company x




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




Indicate
the number of shares outstanding of each of the registrant’s classes of common
stock as of   November 30, 2009:  44,650,000 shares of
common stock, with a par value of $.001 per share.









PART I


Financial
Information




Item 1.
            Financial
      Statements.




ECOLAND
INTERNATIONAL, INCORPORATED


FINANCIAL
STATEMENTS


November
30, 2009 and May 31, 2009





Page
Intentionally Left Blank







ECOLAND
INTERNATIONAL, INC.
 (Formerly
Guano Distributors, Inc.)
 (A
Development Stage Company)
 Consolidated
Balance Sheets
 
 November 30,
                                                                                        
                                                                                        
                                                                                        May 31,2009
                                                                                        
                                                                                        
                                                                                        2009(Unaudited)ASSETSCURRENT
      ASSETSCash
                                                                                        
                                                                                        $
                                                                                        3,369
                                                                                        
                                                                                        
                                                                                        $
                                                                                        162Accounts
      receivable
                                                                                        
                                                                                        
                                                                                        4,070
                                                                                        
                                                                                        
                                                                                        
                                                                                        5,059Other
      current assets
                                                                                        
                                                                                        
                                                                                        1,316
                                                                                        
                                                                                        
                                                                                        
                                                                                        -Total
      Current Assets
                                                                                        
                                                                                        
                                                                                        8,755
                                                                                        
                                                                                        
                                                                                        
                                                                                        5,221FIXED
      ASSETS, Net
                                                                                        
                                                                                        
                                                                                        -
                                                                                        
                                                                                        
                                                                                        
                                                                                        -TOTAL
      ASSETS
                                                                                        
                                                                                        $
                                                                                        8,755
                                                                                        
                                                                                        
                                                                                        $
                                                                                        5,221LIABILITIES AND STOCKHOLDERS' EQUITY
      (DEFICIT)CURRENT
      LIABILITIESAccounts
      payable and accrued liabilities
                                                                                        
                                                                                        $
                                                                                        54,851
                                                                                        
                                                                                        
                                                                                        $
                                                                                        51,446Accrued
      liabilities - related parties
                                                                                        
                                                                                        
                                                                                        0
                                                                                        
                                                                                        
                                                                                        
                                                                                        0Notes
      payable
                                                                                        
                                                                                        
                                                                                        261,253
                                                                                        
                                                                                        
                                                                                        
                                                                                        236,563Notes
      payable - related parties
                                                                                        
                                                                                        
                                                                                        115,673
                                                                                        
                                                                                        
                                                                                        
                                                                                        45,871Total
      Current Liabilities
                                                                                        
                                                                                        
                                                                                        431,777
                                                                                        
                                                                                        
                                                                                        
                                                                                        333,880STOCKHOLDERS'
      EQUITY (DEFICIT)Preferred
      stock; 50,000,000 shares authorized,at
      $0.001 per share, -0- shares issued and outstanding
                                                                                        
                                                                                        
                                                                                        -
                                                                                        
                                                                                        
                                                                                        
                                                                                        -Common
      stock; 500,000,000 shares authorized, at $0.001par
      value, 44,650,000 shares issued and outstanding
                                                                                        
                                                                                        
                                                                                        44,650
                                                                                        
                                                                                        
                                                                                        
                                                                                        44,650Additional
      paid-in capital
                                                                                        
                                                                                        
                                                                                        90,850
                                                                                        
                                                                                        
                                                                                        
                                                                                        90,850Other
      comprehensive income
                                                                                        
                                                                                        
                                                                                        (10,057
                                                                                        )
                                                                                        
                                                                                        
                                                                                        1,496Deficit
      accumulated during the development stage
                                                                                        
                                                                                        
                                                                                        (548,465
                                                                                        )
                                                                                        
                                                                                        
                                                                                        (465,655
                                                                                        )Total
      Stockholders' Equity (Deficit)
                                                                                        
                                                                                        
                                                                                        (423,022
                                                                                        )
                                                                                        
                                                                                        
                                                                                        (328,659
                                                                                        )TOTAL
      LIABILITIES AND STOCKHOLDERS'EQUITY
      (DEFICIT)
                                                                                        
                                                                                        $
                                                                                        8,755
                                                                                        
                                                                                        
                                                                                        $
                                                                                        5,221-
                                                                                        
                                                                                        
                                                                                        
                                                                                        -
 
 The
accompanying notes are an integral part of these consolidated financial
statements.
  
 
 ECOLAND INTERNATIONAL, INC.
 (Formerly
Guano Distributors, Inc.)
 ( A
Development Stage Company)
 Consolidated
Statements of Operations
 
 From inceptionon May 31,For the Three Months Ended
                                                                                                                                            
                                                                                                                                            
                                                                                                                                            For the Six Months Ended
                                                                                                                                            
                                                                                                                                            
                                                                                                                                            2005 ThroughNovember 30,
                                                                                                                                            
                                                                                                                                            
                                                                                                                                            November 30,
                                                                                                                                            
                                                                                                                                            
                                                                                                                                            November 30,2009
                                                                                                                                            
                                                                                                                                            
                                                                                                                                            2008
                                                                                                                                            
                                                                                                                                            
                                                                                                                                            2009
                                                                                                                                            
                                                                                                                                            
                                                                                                                                            2008
                                                                                                                                            
                                                                                                                                            
                                                                                                                                            2009REVENUES
                                                                                                                                            
                                                                                                                                            $
                                                                                                                                            4,528
                                                                                                                                            
                                                                                                                                            
                                                                                                                                            $
                                                                                                                                            5,968
                                                                                                                                            
                                                                                                                                            
                                                                                                                                            $
                                                                                                                                            4,528
                                                                                                                                            
                                                                                                                                            
                                                                                                                                            $
                                                                                                                                            5,968
                                                                                                                                            
                                                                                                                                            
                                                                                                                                            $
                                                                                                                                            60,039COST
      OF GOODS SOLD
                                                                                                                                            
                                                                                                                                            
                                                                                                                                            2,365
                                                                                                                                            
                                                                                                                                            
                                                                                                                                            -
                                                                                                                                            1,791
                                                                                                                                            
                                                                                                                                            
                                                                                                                                            
                                                                                                                                            2,366
                                                                                                                                            
                                                                                                                                            
                                                                                                                                            
                                                                                                                                            1,791
                                                                                                                                            
                                                                                                                                            
                                                                                                                                            
                                                                                                                                            44,794GROSS
      PROFIT
                                                                                                                                            
                                                                                                                                            
                                                                                                                                            2,163
                                                                                                                                            
                                                                                                                                            
                                                                                                                                            
                                                                                                                                            4,177
                                                                                                                                            
                                                                                                                                            
                                                                                                                                            
                                                                                                                                            2,162
                                                                                                                                            
                                                                                                                                            
                                                                                                                                            
                                                                                                                                            4,177
                                                                                                                                            
                                                                                                                                            
                                                                                                                                            
                                                                                                                                            15,245EXPENSESDepreciation
      andamortization
                                                                                                                                            
                                                                                                                                            
                                                                                                                                            -
                                                                                                                                            
                                                                                                                                            
                                                                                                                                            
                                                                                                                                            0
                                                                                                                                            
                                                                                                                                            
                                                                                                                                            
                                                                                                                                            0
                                                                                                                                            
                                                                                                                                            
                                                                                                                                            
                                                                                                                                            337
                                                                                                                                            
                                                                                                                                            
                                                                                                                                            
                                                                                                                                            934General
      andadministrative
                                                                                                                                            
                                                                                                                                            
                                                                                                                                            36,857
                                                                                                                                            
                                                                                                                                            
                                                                                                                                            
                                                                                                                                            31,971
                                                                                                                                            
                                                                                                                                            
                                                                                                                                            
                                                                                                                                            72,523
                                                                                                                                            
                                                                                                                                            
                                                                                                                                            
                                                                                                                                            39,481
                                                                                                                                            
                                                                                                                                            
                                                                                                                                            
                                                                                                                                            475,920Total
      Expenses
                                                                                                                                            
                                                                                                                                            
                                                                                                                                            36,857
                                                                                                                                            
                                                                                                                                            
                                                                                                                                            
                                                                                                                                            31,971
                                                                                                                                            
                                                                                                                                            
                                                                                                                                            
                                                                                                                                            72,523
                                                                                                                                            
                                                                                                                                            
                                                                                                                                            
                                                                                                                                            39,818
                                                                                                                                            
                                                                                                                                            
                                                                                                                                            
                                                                                                                                            476,854LOSS
      FROMOPERATIONS
                                                                                                                                            
                                                                                                                                            
                                                                                                                                            (34,694
                                                                                                                                            )
                                                                                                                                            
                                                                                                                                            
                                                                                                                                            (27,794
                                                                                                                                            )
                                                                                                                                            
                                                                                                                                            
                                                                                                                                            (70,361
                                                                                                                                            )
                                                                                                                                            
                                                                                                                                            
                                                                                                                                            (35,641
                                                                                                                                            )
                                                                                                                                            
                                                                                                                                            
                                                                                                                                            (461,609
                                                                                                                                            )OTHER
      INCOME(EXPENSES)Foreign
      Currency Adjustment
                                                                                                                                            
                                                                                                                                            
                                                                                                                                            791
                                                                                                                                            
                                                                                                                                            
                                                                                                                                            
                                                                                                                                            0
                                                                                                                                            
                                                                                                                                            
                                                                                                                                            
                                                                                                                                            1,153
                                                                                                                                            
                                                                                                                                            
                                                                                                                                            
                                                                                                                                            0
                                                                                                                                            
                                                                                                                                            
                                                                                                                                            
                                                                                                                                            4,262Interest
      expense
                                                                                                                                            
                                                                                                                                            
                                                                                                                                            (7,023
                                                                                                                                            )
                                                                                                                                            
                                                                                                                                            
                                                                                                                                            (3,210
                                                                                                                                            )
                                                                                                                                            
                                                                                                                                            
                                                                                                                                            (13,602
                                                                                                                                            )
                                                                                                                                            
                                                                                                                                            
                                                                                                                                            (12,956
                                                                                                                                            )
                                                                                                                                            
                                                                                                                                            
                                                                                                                                            (91,118
                                                                                                                                            )Total
      OtherExpenses
                                                                                                                                            
                                                                                                                                            
                                                                                                                                            (6,232
                                                                                                                                            )
                                                                                                                                            
                                                                                                                                            
                                                                                                                                            (3,210
                                                                                                                                            )
                                                                                                                                            
                                                                                                                                            
                                                                                                                                            (12,449
                                                                                                                                            )
                                                                                                                                            
                                                                                                                                            
                                                                                                                                            (12,956
                                                                                                                                            )
                                                                                                                                            
                                                                                                                                            
                                                                                                                                            (86,856
                                                                                                                                            )NET
      INCOME (LOSS)
                                                                                                                                            
                                                                                                                                            $
                                                                                                                                            (40,926
                                                                                                                                            )
                                                                                                                                            
                                                                                                                                            $
                                                                                                                                            (31,004
                                                                                                                                            )
                                                                                                                                            
                                                                                                                                            $
                                                                                                                                            (82,810
                                                                                                                                            )
                                                                                                                                            
                                                                                                                                            $
                                                                                                                                            (48,597
                                                                                                                                            )
                                                                                                                                            
                                                                                                                                            $
                                                                                                                                            (548,465
                                                                                                                                            )BASIC
      LOSSPER
      SHARE
                                                                                                                                            
                                                                                                                                            $
                                                                                                                                            (0.00
                                                                                                                                            )
                                                                                                                                            
                                                                                                                                            $
                                                                                                                                            (0.00
                                                                                                                                            )
                                                                                                                                            
                                                                                                                                            $
                                                                                                                                            (0.00
                                                                                                                                            )
                                                                                                                                            
                                                                                                                                            $
                                                                                                                                            (0.00
                                                                                                                                            )WEIGHTED
      AVERAGENUMBER
      OF SHARESOUSTANDING
                                                                                                                                            
                                                                                                                                            
                                                                                                                                            44,650,000
                                                                                                                                            
                                                                                                                                            
                                                                                                                                            
                                                                                                                                            44,650,000
                                                                                                                                            
                                                                                                                                            
                                                                                                                                            
                                                                                                                                            44,650,000
                                                                                                                                            
                                                                                                                                            
                                                                                                                                            
                                                                                                                                            44,650,000
 
 The
accompanying notes are an integral part of these consolidated financial
statements.
  
 
 ECOLAND
INTERNATIONAL, INC.
 (Formerly
Guano Distributors, Inc.)
 (A
Development Stage Company)
 Consolidated
Statements of Stockholders' Equity (Deficit)
 
 Additional
                                        
                                        
                                        StockCommon Stock
                                        
                                        
                                        Paid-In
                                        
                                        
                                        Subscriptions
                                        
                                        
                                        AccumulatedShares
                                        
                                        
                                        Amount
                                        
                                        
                                        Capital
                                        
                                        
                                        Receivable
                                        
                                        
                                        DeficitBalance,
      May 31, 2005
                                        
                                        
                                        20,000,000
                                        
                                        
                                        
                                        20,000
                                        
                                        
                                        
                                        15
                                        
                                        
                                        
                                        -
                                        
                                        
                                        
                                        (29,127
                                        )Common
      shares issued forservices
      at $0.001 per share
                                        
                                        
                                        20,000,000
                                        
                                        
                                        
                                        20,000
                                        
                                        
                                        
                                        -
                                        
                                        
                                        
                                        -
                                        
                                        
                                        
                                        -Common
      shares issued forcash
      at $0.02 per share
                                        
                                        
                                        4,000,000
                                        
                                        
                                        
                                        4,000
                                        
                                        
                                        
                                        76,000
                                        
                                        
                                        
                                        (20,000
                                        )
                                        
                                        
                                        -Common
      shares issued forservices
      at $0.02 per share
                                        
                                        
                                        650,000
                                        
                                        
                                        
                                        650
                                        
                                        
                                        
                                        12,350
                                        
                                        
                                        
                                        -
                                        
                                        
                                        
                                        -Net
      loss for the year endedMay
      31, 2006
                                        
                                        
                                        -
                                        
                                        
                                        
                                        -
                                        
                                        
                                        
                                        -
                                        
                                        
                                        
                                        -
                                        
                                        
                                        
                                        (88,433
                                        )Balance,
      May 31, 2006
                                        
                                        
                                        44,650,000
                                        
                                        
                                        
                                        44,650
                                        
                                        
                                        
                                        88,365
                                        
                                        
                                        
                                        (20,000
                                        )
                                        
                                        
                                        (117,560
                                        )Receipt
      of cash onsubscriptions
      receivable
                                        
                                        
                                        -
                                        
                                        
                                        
                                        -
                                        
                                        
                                        
                                        -
                                        
                                        
                                        
                                        20,000
                                        
                                        
                                        
                                        -Net
      loss for the year endedMay
      31, 2007
                                        
                                        
                                        -
                                        
                                        
                                        
                                        -
                                        
                                        
                                        
                                        -
                                        
                                        
                                        
                                        -
                                        
                                        
                                        
                                        (157,774
                                        )Balance,
      May 31, 2007
                                        
                                        
                                        44,650,000
                                        
                                        
                                        
                                        44,650
                                        
                                        
                                        
                                        88,365
                                        
                                        
                                        
                                        -
                                        
                                        
                                        
                                        (275,334
                                        )Services
      contributed byofficers
      and directors
                                        
                                        
                                        -
                                        
                                        
                                        
                                        -
                                        
                                        
                                        
                                        2,485
                                        
                                        
                                        
                                        -
                                        
                                        
                                        
                                        -Net
      loss for the year endedMay
      31, 2008
                                        
                                        
                                        -
                                        
                                        
                                        
                                        -
                                        
                                        
                                        
                                        -
                                        
                                        
                                        
                                        -
                                        
                                        
                                        
                                        (76,171
                                        )Balance,
      May 31, 2008
                                        
                                        
                                        44,650,000
                                        
                                        
                                        
                                        44,650
                                        
                                        
                                        
                                        90,850
                                        
                                        
                                        
                                        -
                                        
                                        
                                        
                                        (351,505
                                        )Net
      loss for the year endedMay
      31, 2009
                                        
                                        
                                        -
                                        
                                        
                                        
                                        -
                                        
                                        
                                        
                                        -
                                        
                                        
                                        
                                        -
                                        
                                        
                                        
                                        (114,150
                                        )Balance,
      May 31, 2009
                                        
                                        
                                        44,650,000
                                        
                                        
                                        
                                        44,650
                                        
                                        
                                        
                                        90,850
                                        
                                        
                                        
                                        -
                                        
                                        
                                        
                                        (465,655
                                        )Net
      loss for the period endedNovember
      30, 2009 (unaudited)
                                        
                                        
                                        -
                                        
                                        
                                        
                                        -
                                        
                                        
                                        
                                        -
                                        
                                        
                                        
                                        -
                                        
                                        
                                        
                                        (82,810
                                        )Balance,
      November 30, 2009(unaudited)
                                        
                                        
                                        44,650,000
                                        
                                        
                                        $
                                        44,650
                                        
                                        
                                        $
                                        90,850
                                        
                                        
                                        $
                                        -
                                        
                                        
                                        $
                                        (548,465
                                        )
 
 The
accompanying notes are an integral part of these consolidated financial
statements.
  
  ECOLAND INTERNATIONAL, INC.
 (Formerly
Guano Distributors, Inc.)
 (A
Development Stage Company)
 Consolidated
Statements of Cash Flows
 
 From inceptionon May 31,For the Six Months Ended
                                          
                                          
                                          2005 ThroughNovember 30,
                                          
                                          
                                          November 30,2009
                                          
                                          
                                          2008
                                          
                                          
                                          2009CASH
      FLOWS FROM OPERATING ACTIVITIESNet
      loss
                                          
                                          $
                                          (82,810
                                          )
                                          
                                          $
                                          (48,597
                                          )
                                          
                                          $
                                          (548,465
                                          )Adjustments
      to reconcile net loss tonet
      cash used by operating activities:Depreciation
      and amortization
                                          
                                          
                                          -
                                          
                                          
                                          
                                          337
                                          
                                          
                                          
                                          1,098Common
      stock issued for services
                                          
                                          
                                          -
                                          
                                          
                                          
                                          -
                                          
                                          
                                          
                                          53,000Services
      contributed by officers and directors
                                          
                                          
                                          -
                                          
                                          
                                          
                                          -
                                          
                                          
                                          
                                          2,485Changes
      in operating assets and liabilitiesDecrease  in
      accounts receivable
                                          
                                          
                                          989
                                          
                                          
                                          
                                          (619
                                          )
                                          
                                          
                                          (4,070
                                          )Increase
      in other current assets
                                          
                                          
                                          (1,316
                                          )
                                          
                                          
                                          (338
                                          )
                                          
                                          
                                          (1,316
                                          )Increase
      in accounts payable and accrued expenses
                                          
                                          
                                          3,405
                                          
                                          
                                          
                                          5,199
                                          
                                          
                                          
                                          54,851Net
      Cash Used by Operating Activities
                                          
                                          
                                          (79,732
                                          )
                                          
                                          
                                          (44,018
                                          )
                                          
                                          
                                          (442,417
                                          )CASH
      FLOWS FROM INVESTING ACTIVITIESPurchase
      of fixed assets
                                          
                                          
                                          -
                                          
                                          
                                          
                                          -
                                          
                                          
                                          
                                          (1,525
                                          )Net
      Cash Used by Investing Activities
                                          
                                          
                                          -
                                          
                                          
                                          
                                          -
                                          
                                          
                                          
                                          (1,525
                                          )CASH
      FLOWS FROM FINANCING ACTIVITIESCommmon
      stock issued for cash
                                          
                                          
                                          -
                                          
                                          
                                          
                                          -
                                          
                                          
                                          
                                          80,015Proceeds
      from issuance of notes payable
                                          
                                          
                                          24,690
                                          
                                          
                                          
                                          22,430
                                          
                                          
                                          
                                          261,680Proceeds
      from issuance of notes payable - related parties
                                          
                                          
                                          69,802
                                          
                                          
                                          
                                          (10,684
                                          )
                                          
                                          
                                          115,673Net
      Cash Provided by (Used In)Financing
      Activities
                                          
                                          
                                          94,492
                                          
                                          
                                          
                                          11,746
                                          
                                          
                                          
                                          457,368EFFECT
      OF EXCHANGE RATE CHANGES
                                          
                                          
                                          (11,553
                                          )
                                          
                                          
                                          32,390
                                          
                                          
                                          
                                          (10,057
                                          )NET
      INCREASE IN CASH
                                          
                                          
                                          3,207
                                          
                                          
                                          
                                          118
                                          
                                          
                                          
                                          3,369CASH
      AT BEGINNING OF PERIOD
                                          
                                          
                                          162
                                          
                                          
                                          
                                          13
                                          
                                          
                                          
                                          -CASH
      AT END OF PERIOD
                                          
                                          $
                                          3,369
                                          
                                          
                                          $
                                          131
                                          
                                          
                                          $
                                          3,369SUPPLIMENTAL
      INFORMATIONCash
      paid for:Income
      taxes
                                          
                                          $
                                          -
                                          
                                          
                                          $
                                          -
                                          
                                          
                                          $
                                          -Interest
                                          
                                          $
                                          -
                                          
                                          
                                          $
                                          -
                                          
                                          
                                          $
                                          -
 
 The
accompanying notes are an integral part of these consolidated financial
statements.
  
  ECOLAND
INTERNATIONAL, INC.
 (Formerly
Guano Distributors, Inc.)
 (A
Development Stage Company)
 Notes
to the Consolidated Financial Statements
 
 NOTE 1 -
ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
 
 Organization of
Business
 
 The
Company began operations on April 15, 2005 as Guano Distributors, Pty. The
Company was then incorporated in the State of Nevada on June 24, 2005 as Guano
Distributors, Inc. The Company changed its name to Ecoland International, Inc on
June 24, 2006. In May 2006, the Company amended its Articles of Incorporation to
increase the authorized common stock to 500,000,000 shares and 50,000,000 of
“blank check” preferred shares. In May 2005 the Company acquired certain
distribution rights from Sociaf, LDA an Angolan company, pertaining to Dry Bar
Cave Bat Guano.
 
 The
Company is currently in the process of formulating business and strategic plans
to process, package and market the guano worldwide from the deposits in Angola
and Mozambique
 
 The
Company has not achieved significant revenues and is a development stage
company.
 
 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 reporting 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 periods. Management makes these estimates using the best information
available at the time the estimates are made; however, actual results could
differ materially from these estimates.
 
 Fair Value of Financial
Instruments
 
 Fair
value estimates are based upon certain market assumptions and pertinent
information available to management as of November 30, 2009. The respective
carrying value of certain on-balance-sheet financial instruments approximated
their fair values. These financial instruments include cash. Fair values were
assumed to approximate carrying values for cash and payables because they are
short term in nature and their carrying amounts approximate fair values or they
are payable on demand.
 
 Cash
equivalents
 
 The
Company maintains a cash balance in a non-interest-bearing account that
currently does not exceed federally insured limits. For the purpose of the
statements of cash flows, all highly liquid investments with an original
maturity of three months or less are considered to be cash
equivalents.
 
 Property and
Equipment
 
 Property
and equipment are stated at cost, net of accumulated depreciation. Depreciation
is provided primarily by the straight-line method over the estimated useful
lives of the related assets of five years.
  Net Income Per
Share
 
 SFAS No.
128, Earnings per Share, requires dual presentation of basic and diluted
earnings or loss per share (“EPS”) for all entities with complex capital
structures and requires a reconciliation of the numerator and denominator of the
basic EPS computation to the numerator and denominator of the diluted EPS
computation. Basic EPS excludes dilution; diluted EPS reflects the potential
dilution that could occur if securities
or other contracts to issue common stock were exercised or converted into common
stock or resulted in the issuance of common stock that then shared in the
earnings of the entity.
  
  ECOLAND
INTERNATIONAL, INC.
 (Formerly
Guano Distributors, Inc.)
 (A
Development Stage Company)
 Notes
to the Consolidated Financial Statements
 Basic
loss per share is computed by dividing net loss applicable to common
shareholders by the weighted average number of common shares outstanding during
the period. Diluted loss per share reflects the potential dilution that could
occur if dilutive securities and other contracts to issue common stock were
exercised or converted into common stock or resulted in the issuance of common
stock that then shared in the earnings of the Company, unless the effect is to
reduce a loss or increase earnings per share. The Company had no potential
common stock instruments which would result in a diluted loss per share.
Therefore, diluted loss per share is equivalent to basic loss per
share.
 
 Revenue
recognition
 
 Revenue
from product sales is recognized when shipped, FOB shipping point and accepted
by the customer without right of return. Shipping and handling charges billed to
customers are included in net sales, and shipping and handling costs incurred by
the Company are included in cost of goods sold.
 
 Advertising
 
 The
Company has incurred no advertising costs since inception. At such time the
Company commences advertising activities, such costs will be expensed as
incurred.
 
 NOTE 2
-GOING CONCERN
 
 The
Company’s financial statements are prepared using accounting principles
generally accepted in the United States of America applicable to a going
concern, which contemplates the realization of assets and liquidation of
liabilities in the normal course of business. The Company has not yet
established an ongoing source of revenues sufficient to cover its operating
costs and allow it to continue as a going concern. The ability of the Company to
continue as a going concern is dependent upon the Company obtaining adequate
capital to fund operating losses until it becomes profitable. If the Company is
unable to obtain adequate capital, it could be forced to cease
operations.
 
 In order
to continue as a going concern, the Company will need, among other things,
additional capital resources. Management’s plans to obtain such resources for
the Company include (1) financing current operations with funds obtained through
equity offerings, and (2) planning and streamlining distribution operations with
respect to the Company’s Angolan guano supply. However, management cannot
provide any assurances that the Company will be successful in accomplishing any
of its plans.
 
 The
ability of the Company to continue as a going concern is dependent upon its
ability to successfully accomplish the plans described in the preceding
paragraph and eventually secure other sources of financing and attain profitable
operations. The accompanying financial statements do not include any adjustments
that might be necessary if the Company is unable to continue as a going
concern.
  NOTE 3 -
NOTES PAYABLE
 
 At
November 30, 2009, the Company had notes payable totaling $261,253 Included in
this amount are four separate notes payable to unrelated entities. The notes are
due on demand and accrue interest at a rate of 8.0 percent per
annum.
  
 
 ECOLAND
INTERNATIONAL, INC.
 (Formerly
Guano Distributors, Inc.)
 (A
Development Stage Company)
 Notes
to the Consolidated Financial Statements
 
 NOTE 4 -
NOTES PAYABLE - RELATED PARTIES
 
 At
November 30, 2009 the Company had notes payable  $115,673. These notes
are payable to various officers and directors of the Company. Each note is due
on demand and accrues interest at a rate of 8.0% per annum.




Item 2.
            Management's Discussion And
      Analysis Or Plan Of
Operation.




Cautionary
Statement Concerning Forward-Looking Statements




This
report on Form 10-Q contains forward-looking statements, including, without
limitation, statements concerning our possible or assumed future results of
operations.  These statements are preceded by, followed by or include
the words “believes,” “could,” “expects,” “intends” “anticipates,” or similar
expressions.  Our actual results could differ materially from those
anticipated in the forward-looking statements for many reasons including: our
ability to continue as a going concern, adverse economic changes affecting
markets we serve; competition in our markets and industry segments; our timing
and the profitability of entering new markets; greater than expected costs,
customer acceptance of wireless networks or difficulties related to our
integration of the businesses we may acquire and other risks and uncertainties
as may be detailed from time to time in our public announcements and SEC
filings.  Although we believe the expectations reflected in the
forward-looking statements are reasonable, they relate only to events as of the
date on which the statements are made, and our future results, levels of
activity, performance or achievements may not meet these
expectations.  We do not intend to update any of the forward-looking
statements after the date of this document to conform these statements to actual
results or to changes in our expectations, except as required by
law.




The
discussion and financial statements contained herein are for the three and six
months ended November 30, 2009 with the three and six months ended November 30,
2008. The following discussion should be read in conjunction with our financial
statements and the notes thereto included herewith.




Three
Months Period Ended November 30, 2009 as Compared to Three Months Ended November
30, 2008.




Results
of Operations




Net
Revenue




During
the three months ended November 30, 2009, we generated $4,528 in sales revenues,
as compared to $5,968 for the three-month period ended November 30,
2008.  Net revenues continue to fluctuate as Ecoland seeks to
establish a customer base that can provide suitable volumes of
business.  To date we have concentrated on establishing the viability
of the market for guano as a fertilizer and now seek to find distributors
capable of handling a higher volume of sales.  Although revenues are down
for the quarter, the Company continues to market the Guano and to search for
established distributors in the United Kingdom, Europe and U.S.A




Cost
of Sales




Cost of
sales for the period three-month period ended November 30, 2009 was $2,365,
compared to $1,791 for the three-month period ended November 30,
2008.




Gross
Profit




The gross
profit for the three-month period ended November 30, 2009, was $2,163, compared
to $4,177 for the three-month period ended November 30, 2008.  The
decrease in gross profit can be attributed to the lower level of sales in the
current period.





General,
Administrative and Selling Expenses




We
incurred general and administrative costs of $36,857 for the three-month period
ended November 30, 2009 as compared to $31,971 for the three-month period ended
November 30, 2008.  General and administrative expenses in the current
period have increased due to higher employment costs.




Net
Income (Loss)




We had a
loss before taxes of $40,926 for the three month period ended November 30, 2009,
as compared to a loss before taxes of $31,004 for the three month period ended
November 30, 2008.  The loss before taxes in the period ending
November 30, 2009 was impacted by an interest expense of $6,232 compared to
$3,210 for the three-month period ended November 30, 2008. The interest expense
has increased in line with the increased borrowings of the Company.





Basic
and Diluted Income (Loss) Per Share




Our basic
and diluted income (loss) per share for the three month period ended November
30, 200 was $(0.00), compared a loss per share of ($0.00) during the
corresponding period ended November 30, 2008.




Six
Months Period Ended November 30, 2009 as Compared to Six Months Ended November
30, 2008.




Results
of Operations




Net
Revenue




During
the six months ended November 30, 2009, we generated $4,528 in sales revenues,
as compared to $5,964 for the six-month period ended November 30,
2008.  Net revenues continue to fluctuate as Ecoland seeks to
establish a customer base that can provide suitable volumes of
business.  To date we have concentrated on establishing the viability
of the market for guano as a fertilizer and now seek to find distributors
capable of handling a higher volume of sales.  Although revenues are down
for the period, the Company continues to market the Guano and to search for
established distributors in the United Kingdom, Europe and
U.S.A.




Cost
of Sales




Cost of
sales for the period six month period ended November 30, 2009 was $2,365,
compared to $1,791for the six month period ended November 30,
2008.  The decrease in cost of sales pertains directly to a
corresponding decrease in sale activity for the period.




Gross
Profit




The gross
profit for the six-month period ended November 30, 2009, was $2,163, compared to
$4,177 for the six-month period ended November 30, 2008.  The decrease
in gross profit can be attributed to the lower level of sales in the current
period.




General,
Administrative and Selling Expenses




We
incurred general and administrative costs of $72,523 for the six-month period
ended November 30, 2009 as compared to $39,461 for the six-month period ended
November 30, 2008.  General and administrative expenses in the current
period have increased significantly through higher employment
costs.




Net
Income (Loss)




We had a
loss before taxes of $82,810 for the six month period ended November 30, 2009,
as compared to a loss before taxes of $48,597 for the six month period ended
November 30, 2008.  The loss before taxes in the period ending
November 30, 2009 was impacted by an interest expense of $13,602 compared to
$12,956 for the six-month period ended November 30, 2008.





Basic
and Diluted Income (Loss) Per Share




Our basic
and diluted income (loss) per share for the six month period ended November 30,
2009 was $(0.00), compared a loss per share of ($0.00) during the corresponding
period ended November 30, 2008.




Liquidity
and Capital Resources




Our
independent auditor has issued a “going concern” qualification as part of its
opinion in the Audit Report for the year ended May 31, 2009.  We do
not currently have sufficient capital to meet our short-term cash
requirements.  We will continue to need to raise additional funds to
conduct our business activities in the next twelve months.  We owe
approximately $431,777 in current liabilities.  Additionally, we
estimate that we will need approximately $1,000,000 to expand operations through
the end of the fiscal years 2010/11.  These operating costs include
general and administrative expenses and the deployment of
inventory.  We have raised funds through the sale of our common stock,
although no shares were sold during the three months ended November 30,
2009.




Item 3.
            Quantitative and Qualitative
      Disclosures About Market
Risk.




Not
applicable.




Item 4.
            Controls and
      Procedures.




See Item
4(T) below.




Item 4(T).
            Controls and
      Procedures.




The term
disclosure controls and procedures means controls and other procedures of an
issuer that are designed to ensure that information required to be disclosed by
the issuer in the reports that it files or submits under the Exchange Act (15
U.S.C. 78a, et seq.) is
recorded, processed, summarized and reported, within the time periods specified
in the Commission’s 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 the reports
that it files or submits under the Exchange Act is accumulated and communicated
to the issuer’s management, including its principal executive and principal
financial officers, or persons performing similar functions, as appropriate to
allow timely decisions regarding required disclosure.




The term
internal control over financial reporting is defined as a process designed by,
or under the supervision of, the issuer’s principal executive and principal
financial officers, or persons performing similar functions, and effected by the
issuer’s board of directors, management and other personnel, to provide
reasonable assurance regarding the reliability of financial reporting and the
preparation of financial statements for external purposes in accordance with
generally accepted accounting principles and includes those policies and
procedures that:




·
            Pertain to the maintenance of
      records that in reasonable detail accurately and fairly reflect the
      transactions and dispositions of the assets of the
      issuer;





·
            Provide reasonable assurance that
      transactions are recorded as necessary to permit preparation of financial
      statements in accordance with generally accepted accounting principles,
      and that receipts and expenditures of the issuer are being made only in
      accordance with authorizations of management and directors of the issuer;
      and





·
            Provide reasonable assurance
      regarding prevention or timely detection of unauthorized acquisition, use
      or disposition of the issuer’s assets that could have a material effect on
      the financial statements.




Our
management, including our chief executive officer and chief financial officer,
does not expect that our disclosure controls and procedures or our internal
controls over financial reporting will prevent all error and all
fraud.  A control system, no matter how well conceived and operated,
can provide only reasonable, not absolute, assurance that the objectives of the
control system are met.  Further, the design of a control system must
reflect the fact that there are resource constraints, and the benefits of
controls must be considered relative to their costs.  Because of
inherent limitations in all control systems, internal control over financial
reporting may not prevent or detect misstatements, and no evaluation of controls
can provide absolute assurance that all control issues and instances of fraud,
if any, within the registrant have been detected.  Also, projections
of any evaluation of effectiveness to future periods are subject to the risk
that controls may become inadequate because of changes in conditions, or that
the degree of compliance with the policies or procedures may
deteriorate.




Evaluation of Disclosure and
Controls and Procedures.  Our management is responsible for
establishing and maintaining adequate internal control over financial reporting
as defined in Rule 13a-15(f) under the Exchange Act.  Our internal
control over financial reporting is a process designed to provide reasonable
assurance regarding the reliability of financial reporting and the preparation
of financial statements for external purposes in accordance with accounting
principles generally accepted in the United States.  We carried out an
evaluation, under the supervision and with the participation of our management,
including our chief executive officer and chief financial officer, of the
effectiveness of the design and operation of our disclosure controls and
procedures as of the end of the period covered by this report.  The
evaluation was undertaken in consultation with our accounting
personnel.  Based on that evaluation, our chief executive officer and
chief financial officer concluded that our disclosure controls and procedures
are currently effective to ensure that information required to be disclosed by
us in the reports that we file or submit under the Exchange Act is recorded,
processed, summarized and reported within the time periods specified in the
SEC’s rules and forms.  As we develop new business or if we engage in
an extraordinary transaction, we will review our disclosure controls and
procedures and make sure that they remain adequate.




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




This
report does not include an attestation report of the registrant’s registered
public accounting firm regarding internal control over financial
reporting.  Management’s report was not subject to attestation by the
registrant’s registered public accounting firm pursuant to temporary rules of
the Securities and Exchange Commission that permit the registrant to provide
only management’s report in this report.




PART
II


Other
Information




Item 1.
            Legal
      Proceedings.




None.




Item 1A.
            Risk
    Factors.




There has
been no material change to the risk factors since the year end May 31, 2009 and
filed with the 10-K for that period.







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.




Exhibit No.
                  
                  Identification
      of Exhibit31.1*
                  
                  Certification
      of David Wallace, Chief Executive Officer of Ecoland International, Inc.,
      pursuant to 18 U.S.C. §1350, as adopted pursuant to §302 of the
      Sarbanes-Oxley Act of 2002.31.2*
                  
                  Certification
      of David Wallace, Chief Financial Officer of Ecoland International, Inc.,
      pursuant to 18 U.S.C. §1350, as adopted pursuant to §302 of the
      Sarbanes-Oxley Act of 2002.32.1*
                  
                  Certification
      of David Wallace, Chief Executive Officer of Ecoland International, Inc.,
      pursuant to 18 U.S.C. §1350, as adopted pursuant to §906 of the
      Sarbanes-Oxley Act of 2002.32.2*
                  
                  Certification
      of David Wallace, Chief Financial Officer of Ecoland International, Inc.,
      pursuant to 18 U.S.C. §1350, as adopted pursuant to §906 of the
      Sarbanes-Oxley Act of
2002.







*      Filed
Herewith




SIGNATURES




In
accordance with Section 13 or 15(d) of the Securities Exchange Act of 1934, as
amended, the Registrant has duly caused this report to be signed on its behalf
by the undersigned, thereunto duly authorized.




ECOLAND
      INTERNATIONAL, INC.Date:
      January 22, 2010By
                  /s/
      David WallaceDavid
      Wallace, Chief Executive OfficerBy
                  /s/
      David WallaceDavid
      Wallace, Chief Financial
Officer










Pursuant
to the requirements of the Securities Exchange Act of 1934, as amended, this
report has been signed by the following persons on behalf of the registrant and
in the capacities and on the dates indicated.




Signature
                      
                      Title
                      
                      Date/s/
      David Wallace
                      
                      Chief
      Executive Officer, ChiefFinancial Officer
                        and
      Director
                      
                      January
      22,
2010