UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549  FORM 10-Q   X.QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2010  .TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the transition period from ______ to _______  Commission File Number 000-31423  ENDEAVOR POWER CORP. (Name of small business issuer in its charter)  Nevada72-1619354(State of incorporation)(I.R.S. Employer Identification No.)  317 E Penn Ave Robesonia, PA 19551 (Address of principal executive offices)  Telephone (877) 285-5359 Facsimile (610) 743-8580 (Registrants telephone number)  Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. X.Yes      . No  Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).   .Yes      .No (Not required)  Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of "large accelerated filer," "accelerated filer" and "smaller reporting company" in Rule 12b-2 of the Exchange Act.  Large Accelerated Filer
.Accelerated Filer
.Non-Accelerated Filer
.Smaller Reporting Company
X.  Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).   .Yes   X.No  As of November 15, 2010, there were 144,563,898 shares of the registrants $.001 par value common stock issued and outstanding.            ENDEAVOR POWER CORP.*  TABLE OF CONTENTS  PART I  FINANCIAL INFORMATIONItem 1. Financial Statements3Condensed Consolidated Balance Sheets as of September 30, 2010 (Unaudited) and December 31, 20094Condensed Consolidated Statement of Operations for the Nine Months Ended September 30, 2010 and 20095Condensed Consolidated Statement of Cash Flows for the Nine Months Ended September 30, 2010 and 20096Notes To Consolidated Financial Statements7Item 2. Managements Discussion and Analysis of Financial Condition and Results of Operations14Item 3. Quantitative and Qualitative Disclosures About Market Risk17Item 4T. Controls and Procedures17PART II  Other InformationItem 1. Legal Proceedings18Item 1A. Risk Factors18Item 2. Unregistered Sales of Equity Securities and Use of Proceeds18Item 3. Defaults Upon Senior Securities18Item 4. [REMOVED AND RESERVED]18Item 5. Other Information18Item 6. Exhibits18SIGNATURES19  Special Note Regarding Forward-Looking Statements  Information included in this Form 10-Q contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (Securities Act), and Section 21E of the Securities Exchange Act of 1934, as amended (Exchange Act). This information may involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of Endeavor Power Corp. (the Company), to be materially different from future results, performance or achievements expressed or implied by any forward-looking statements. Forward-looking statements, which involve assumptions and describe future plans, strategies and expectations of the Company, are generally identifiable by use of the words may, will, should, expect, anticipate, estimate, believe, intend, or project or the negative of these words or other variations on these words or comparable terminology. These forward-looking statements are based on assumptions that may be incorrect, and there can be no assurance that these projections included in these forward-looking statements will come to pass. Actual results of the Company could differ materially from those expressed or implied by the forward-looking statements as a result of various factors. Except as required by applicable laws, the Company has no obligation to update publicly any forward-looking statements for any reason, even if new information becomes available or other events occur in the future.  *Please note that throughout this Quarterly Report, except as otherwise indicated by the context, references in this report to Company, Endeavor, we, us and our are references to Endeavor Power Corp.  2   PART I. FINANCIAL INFORMATION  ITEM 1.FINANCIAL STATEMENTS  Endeavor Power Corp. (An Exploration Stage Company)  September 30, 2010  Index   Balance Sheets (unaudited) 4  Statements of Operations (unaudited) 5  Statements of Cash Flows (unaudited) 6  Notes to the Financial Statements (unaudited) 7   3     Endeavor Power Corp. (An Exploration Stage Company) Balance Sheets (expressed in U.S. dollars) (unaudited)   September 30,
2010
$December 31,
2009
$ASSETSCurrent AssetsCash43Total Assets43LIABILITIES AND STOCKHOLDERS DEFICITCurrent LiabilitiesAccounts Payable22,01821,107Accrued Liabilities28,77333,081Due to Related Parties (Note 4)54,20028,834Notes Payable (Note 3)336,513137,757Total Liabilities441,504220,779Stockholders DeficitPreferred Stock
Authorized: 10,000,000 preferred shares, with a par value of $0.001 per share
Issued and outstanding: nil preferred sharesCommon Stock
Authorized: 250,000,000 common shares, with a par value of $0.001 per share
Issued and outstanding: 141,063,896 and 688,882 common shares, respectively141,064689Additional Paid-In Capital18,908,10311,078,478Accumulated Deficit During the Exploration Stage(19,490,628)(11,299,946)Total Stockholders Deficit(441,461)(220,779)Total Liabilities and Stockholders Deficit43   (The accompanying notes are an integral part of these financial statements)  4     Endeavor Power Corp. (An Exploration Stage Company) Statements of Operations (expressed in U.S. dollars) (unaudited)   For the Three Months Ended September 30,
2010For the Three Months Ended September 30,
2009For the Nine Months Ended September 30,
2010For the Nine Months Ended September 30,
2009Accumulated from July 6, 2005 (Date of Inception) to September 30,
2010$$$$$RevenueExpensesGeneral and Administrative9573,957,0062,8063,974,7494,279,651Impairment of joint venture costs609,718Impairment of mineral property costs334,868334,8685,600,000Management fees30,0002,50067,00069,500Mineral property expenditures382,377Professional Fees5,11333,75045,42079,925244,155Total Expenses6,0704,355,62450,7264,456,54211,185,401Other Income (Expenses)Interest Income1,823Interest and accretion expense(19,741)(749,474)(916,568)Loss on settlement of debt (Note 5)(7,195,482)(227,452)(7,390,482)(227,452)(7,390,482)Total Other Income (Expenses)(7,215,223)(227,452)(8,139,956)(227,452)(8,305,227)Net Loss for the Period(7,221,293)(4,583,076)(8,190,682)(4,683,994)(19,490,628)Loss Per Share  Basic and Diluted
Net Loss Per Share  Basic and Diluted(0.07)(0.07)(0.09)(0.07)Weighted Average Shares Outstanding98,666,03766,861,40088,576,84765,855,900   (The accompanying notes are an integral part of these financial statements)  5     Endeavor Power Corp. (An Exploration Stage Company) Statements of Cash Flows (expressed in U.S. dollars) (unaudited)  For the Nine Months Ended September 30,
2010For the Nine Months Ended September 30,
2009Accumulated from July 6, 2005 (Date of Inception) to September 30,
2010$$$Operating ActivitiesNet loss for the period(8,190,682)(4,683,994)(19,490,628)Adjustments to reconcile net income to net cash provided by operating activities:Accretion expense688,78434,439826,541Common shares issued for services4,170,4524,170,452Common shares issued for incentives110,250110,250Impairment of joint venture agreements334,868609,718Impairment of mineral properties5,600,000Loss on settlement of debt7,390,4827,390,482Changes in operating assets and liabilities:Accounts payable and accrued liabilities67,018(15,200)108,031Due to related parties9,588Net Cash Used In Operating Activities(44,398)(49,185)(665,566)Investing ActivityInvestment in Joint Venture(609,718)(609,718)Net Cash Used in Investing Activity(609,718)(609,718)Financing ActivitiesProceeds from related parties35,366675,686922,312Proceeds from note payable9,0759,075Proceeds from shareholders658,556264,949Proceeds from issuance of common shares83,991Repayment on cancellation of common shares(5,000)Net Cash Provided By Financing Activities44,441658,5561,275,327Increase (Decrease) in Cash43(347)43Cash  Beginning of Period347Cash  End of Period4343Supplemental DisclosuresInterest paidIncome tax paidNon-cash Investing and Financing ActivitiesCommon shares issued to acquire mineral properties5,600,000Common shares issued to settle note payable75,00075,000  (The accompanying notes are an integral part of these financial statements)  6   Endeavor Power Corp. (An Exploration Stage Company) Notes to the Financial Statements (expressed in U.S. dollars)   1. Nature of Operations and Continuance of Business  Endeavor Power Corp. (the Company) was incorporated in the State of Nevada on July 6, 2005 under the name VB Biotech Laboratories, Inc. (VB Labs).  On September 21, 2007, the Company filed a Certificate of Amendment with the State of Nevada to change its operating name to VB Trade, Inc. (VB Trade), with principal business operations to develop an online website that allowed web designers to sell their website designs in exchange for a commission on all products that were sold through the website.   On September 21, 2007, the Company entered into a Plan of Merger (the Merger) with Endeavor Uranium, Inc., a mineral exploration company with mineral properties in the northwestern United States.  Effectively, the Company changed its name to Endeavor Uranium, Inc. as part of the Merger transaction.  On December 23, 2008, the Company entered into a Joint Venture Agreement (the Agreement) with Federated Energy Corporation (Federated), a Tennessee corporation, for working interests in prospective oil and gas wells located in Nowata County, Oklahoma.  Effectively on December 23, 2008, the Company changed its operating name to Endeavor Power Corp.  The Company is an Exploration Stage Company, as defined by Financial Accounting Standards Board (FASB) Accounting Standards Codification (ASC) 915, Development Stage Entities  These financial statements have been prepared on a going concern basis, which implies that the Company will continue to realize its assets and discharge its liabilities in the normal course of business. The Company has generated no revenues to date and has never paid any dividends and is unlikely to pay dividends or generate significant earnings in the immediate or foreseeable future.  As at September 30, 2010, the Company had a working capital deficit of $441,461 and an accumulated deficit of $19,490,628. The continuation of the Company as a going concern is dependent upon the continued financial support from its shareholders, the ability to raise equity or debt financing, and the attainment of profitable operations from the Company's future business. These factors raise substantial doubt regarding the Companys ability to continue as a going concern. These financial statements do not include any adjustments to the recoverability and classification of recorded asset amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern.  2. Summary of Significant Accounting Policies  a) Basis of Presentation  These financial statements and related notes are presented in accordance with accounting principles generally accepted in the United States, and are expressed in US dollars. The Companys fiscal year-end is December 31.  b) Interim Financial Statements  These interim unaudited financial statements have been prepared in accordance with accounting principles generally accepted in the United States for interim financial information and with the instructions to Securities and Exchange Commission (SEC) Form 10-Q. They do not include all of the information and footnotes required by generally accepted accounting principles for complete consolidated financial statements. Therefore, these consolidated financial statements should be read in conjunction with the Companys audited financial statements and notes thereto for the year ended December 31, 2008, included in the Companys Annual Report on Form 10- filed on April 7, 2008 with the SEC.  The financial statements included herein are unaudited; however, they contain all normal recurring accruals and adjustments that, in the opinion of management, are necessary to present fairly the Companys financial position at September 30, 2010, and the results of its operations and cash flows for the three and six month periods ended September 30, 2010 and 2009. The results of operations for the period ended September 30, 2010 are not necessarily indicative of the results to be expected for future quarters or the full year.  7   Endeavor Power Corp. (An Exploration Stage Company) Notes to the Financial Statements (expressed in U.S. dollars)   2. Summary of Significant Accounting Policies (continued)  c) Cash and Cash Equivalents  The Company considers all highly liquid instruments with maturity of three months or less at the time of issuance to be cash equivalents. As at September 30, 2010 and December 31, 2009, the Company had no cash equivalents.  d) Use of Estimates  The preparation of financial statements in conformity with generally accepted accounting principles in the United States and requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. The Company regularly evaluates estimates and assumptions related to the valuation of its mineral properties, and deferred income tax asset valuation allowances. The Company bases its estimates and assumptions on current facts, historical experience and various other factors that it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities and the accrual of costs and expenses that are not readily apparent from other sources. The actual results experienced by the Company may differ materially and adversely from the Companys estimates. To the extent there are material differences between the estimates and the actual results, future results of operations will be affected.  e) Basic and Diluted Net Income (Loss) Per Share  The Company computes net income (loss) per share in accordance with ASC 260, Earning per Share.  ASC 260 requires presentation of both basic and diluted earnings per share (EPS) on the face of the income statement. Basic EPS is computed by dividing net income (loss) available to common shareholders (numerator) by the weighted average number of shares outstanding (denominator) during the period. Diluted EPS gives effect to all dilutive potential common shares outstanding during the period using the treasury stock method and convertible preferred stock using the if-converted method. In computing Diluted EPS, the average stock price for the period is used in determining the number of shares assumed to be purchased from the exercise of stock options or warrants. Diluted EPS excludes all dilutive potential shares if their effect is anti dilutive.  f) Comprehensive Loss  ASC 220,Comprehensive Income, establishes standards for the reporting and display of comprehensive loss and its components in the financial statements. As at September 30, 2010 and December 31, 2009, the Company has no items that represent comprehensive loss and, therefore, has not included a schedule of comprehensive loss in the financial statements.  g) Foreign Currency Translation  The Companys functional and reporting currency is the United States dollar. Monetary assets and liabilities denominated in foreign currencies are translated in accordance with ASC 830 Foreign Currency Translation Matters, using the exchange rate prevailing at the balance sheet date. Gains and losses arising on translation or settlement of foreign currency denominated transactions or balances are included in the determination of income. Foreign currency transactions are primarily undertaken in Canadian dollars. The Company has not, to the date of these financial statements, entered into derivative instruments to offset the impact of foreign currency fluctuations.  8   Endeavor Power Corp. (An Exploration Stage Company) Notes to the Financial Statements (expressed in U.S. dollars)   2. Summary of Significant Accounting Policies (continued)  h) Oil and Gas Properties  The Company utilizes the full-cost method of accounting for petroleum and natural gas properties. Under this method, the Company capitalizes all costs associated with acquisition, exploration and development of oil and natural gas reserves, including leasehold acquisition costs, geological and geophysical expenditures, lease rentals on undeveloped properties and costs of drilling of productive and non-productive wells into the full cost pool on a country by country basis. When the Company obtains proven oil and gas reserves, capitalized costs, including estimated future costs to develop the reserves proved and estimated abandonment costs, net of salvage, will be depleted on the units-of-production method using estimates of proved reserves. The costs of unproved properties are not amortized until it is determined whether or not proved reserves can be assigned to the properties. Until such determination is made the Company assesses annually whether impairment has occurred, and includes in the amortization base drilling exploratory dry holes associated with unproved properties.  The Company applies a ceiling test to the capitalized cost in the full cost pool. The ceiling test limits such cost to the estimated present value, using a ten percent discount rate, of the future net revenue from proved reserves, based on current economic and operating conditions. Specifically, the Company computes the ceiling test so that capitalized cost, less accumulated depletion and related deferred income tax, do not exceed an amount (the ceiling) equal to the sum of: (A) The present value of estimated future net revenue computed by applying current prices of oil and gas reserves (with consideration of price changes only to the extent provided by contractual arrangements) to estimated future production of proved oil and gas reserves as of the date of the latest balance sheet presented, less estimated future expenditures (based on current cost) to be incurred in developing and producing the proved reserves computed using a discount factor of ten percent and assuming continuation of existing economic conditions; plus (B) the cost of property not being amortized; plus (C) the lower of cost or estimated fair value of unproven properties included in the costs being amortized; less (D) income tax effects related to differences between the book and tax basis of the property.  For unproven properties, the Company excludes from capitalized costs subject to depletion, all costs directly associated with the acquisition and evaluation of the unproved property until it is determined whether or not proved reserves can be assigned to the property. Until such a determination is made, the Company assesses the property at least annually to ascertain whether impairment has occurred. In assessing impairment the Company considers factors such as historical experience and other data such as primary lease terms of the property, average holding periods of unproved property, and geographic and geologic data. The Company adds the amount of impairment assessed to the cost to be amortized subject to the ceiling test.  i) Financial Instruments  Pursuant to ASC 820, Fair Value Measurements and Disclosuresand ASC 825, Financial Instruments, an entity is required to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. ASC 820 and 825 establishes a fair value hierarchy based on the level of independent, objective evidence surrounding the inputs used to measure fair value. A financial instruments categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. ASC 820 and 825 prioritizes the inputs into three levels that may be used to measure fair value:  Level 1  Level 1 applies to assets or liabilities for which there are quoted prices in active markets for identical assets or liabilities.  9   Endeavor Power Corp. (An Exploration Stage Company) Notes to the Financial Statements (expressed in U.S. dollars)   2. Summary of Significant Accounting Policies (continued)  i) Financial Instruments (continued)  Level 2  Level 2 applies to assets or liabilities for which there are inputs other than quoted prices that are observable for the asset or liability such as quoted prices for similar assets or liabilities in active markets; quoted prices for identical assets or liabilities in markets with insufficient volume or infrequent transactions (less active markets); or model-derived valuations in which significant inputs are observable or can be derived principally from, or corroborated by, observable market data.  Level 3  Level 3 applies to assets or liabilities for which there are unobservable inputs to the valuation methodology that are significant to the measurement of the fair value of the assets or liabilities.  The Companys financial instruments consist principally of cash, accounts payable, and accrued liabilities. Pursuant to ASC 820 and 825, the fair value of cash is determined based on Level 1 inputs, which consist of quoted prices in active markets for identical assets. The recorded values of all other financial instruments approximate their current fair values because of their nature and respective maturity dates or durations.  j) Stock-Based Compensation  The Company records stock-based compensation in accordance with ASC 718, Share-Based Payments, using the fair value method. All transactions in which goods or services are the consideration received for the issuance of equity instruments are accounted for based on the fair value of the consideration received or the fair value of the equity instrument issued, whichever is more reliably measurable. Equity instruments issued to employees and the cost of the services received as consideration are measured and recognized based on the fair value of the equity instruments issued.  k) Recent Accounting Pronouncements  In March 2010, the FASB (Financial Accounting Standards Board) issued Accounting Standards Update 2010-11 (ASU 2010-11), Derivatives and Hedging (Topic 815): Scope Exception Related to Embedded Credit Derivatives.  The amendments in this Update are effective for each reporting entity at the beginning of its first fiscal quarter beginning after June 15, 2010.  Early adoption is permitted at the beginning of each entitys first fiscal quarter beginning after issuance of this Update.  The Company does not expect the provisions of ASU 2010-11 to have a material effect on the financial position, results of operations or cash flows of the Company.  In February 2010, the FASB Accounting Standards Update 2010-10 (ASU 2010-10), Consolidation (Topic 810): Amendments for Certain Investment Funds.  The amendments in this Update are effective as of the beginning of a reporting entitys first annual period that begins after November 15, 2009 and for interim periods within that first reporting period. Early application is not permitted.  The Companys adoption of provisions of ASU 2010-10 did not have a material effect on the financial position, results of operations or cash flows.  In February 2010, the FASB issued ASU No. 2010-09 Subsequent Events (ASC Topic 855) Amendments to Certain Recognition and Disclosure Requirements (ASU No. 2010-09). ASU No. 2010-09 requires an entity that is an SEC filer to evaluate subsequent events through the date that the financial statements are issued and removes the requirement for an SEC filer to disclose a date, in both issued and revised financial statements, through which the filer had evaluated subsequent events. The adoption did not have an impact on the Companys financial position and results of operations.   10   Endeavor Power Corp. (An Exploration Stage Company) Notes to the Financial Statements (expressed in U.S. dollars)   2. Summary of Significant Accounting Policies (continued)  k) Recent Accounting Pronouncements  In January 2010, the FASB issued an amendment to ASC 820, Fair Value Measurements and Disclosure, to require reporting entities to separately disclose the amounts and business rationale for significant transfers in and out of Level 1 and Level 2 fair value measurements and separately present information regarding purchase, sale, issuance, and settlement of Level 3 fair value measures on a gross basis.  This standard, for which the Company is currently assessing the impact, is effective for interim and annual reporting periods beginning after December 15, 2009 with the exception of disclosures regarding the purchase, sale, issuance, and settlement of Level 3 fair value measures which are effective for fiscal years beginning after December 15, 2010.  In January 2010, the FASB issued an amendment to ASC 505, Equity, where entities that declare dividends to shareholders that may be paid in cash or shares at the election of the shareholders are considered to be a share issuance that is reflected prospectively in EPS, and is not accounted for as a stock dividend.  This standard is effective for interim and annual periods ending on or after December 15, 2009 and is to be applied on a retrospective basis.  The adoption of this standard is not expected to have a significant impact on the Companys financial statements.  In October 2009, the FASB issued an amendment to the accounting standards related to certain revenue arrangements that include software elements. This standard clarifies the existing accounting guidance such that tangible products that contain both software and non-software components that function together to deliver the products essential functionality, shall be excluded from the scope of the software revenue recognition accounting standards. Accordingly, sales of these products may fall within the scope of other revenue recognition standards or may now be within the scope of this standard and may require an allocation of the arrangement consideration for each element of the arrangement. This standard, for which the Company is currently assessing the impact, will become effective on January 1, 2011.  In October 2009, FASB issued an amendment to the accounting standards related to the accounting for revenue in arrangements with multiple deliverables including how the arrangement consideration is allocated among delivered and undelivered items of the arrangement. Among the amendments, this standard eliminated the use of the residual method for allocating arrangement considerations and requires an entity to allocate the overall consideration to each deliverable based on an estimated selling price of each individual deliverable in the arrangement in the absence of having vendor-specific objective evidence or other third party evidence of fair value of the undelivered items. This standard also provides further guidance on how to determine a separate unit of accounting in a multiple-deliverable revenue arrangement and expands the disclosure requirements about the judgments made in applying the estimated selling price method and how those judgments affect the timing or amount of revenue recognition. This standard, for which the Company is currently assessing the impact, will become effective on January 1, 2011.  In August 2009, FASB issued an amendment to the accounting standards related to the measurement of liabilities that are recognized or disclosed at fair value on a recurring basis. This standard clarifies how a company should measure the fair value of liabilities and that restrictions preventing the transfer of a liability should not be considered as a factor in the measurement of liabilities within the scope of this standard. This standard is effective for the Company on October 1, 2009. The adoption of this amendment did not have a material effect on the Companys financial statements.  The Company has implemented all new accounting pronouncements that are in effect.  These pronouncements did not have any material impact on the financial statements unless otherwise disclosed, and the Company does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations.   11   Endeavor Power Corp. (An Exploration Stage Company) Notes to the Financial Statements (expressed in U.S. dollars)   3. Note Payable  a) On August 25, 2009, the Company issued a convertible promissory note (the Note) of $826,541 to a related party to settle outstanding debt obligations owing as of the issuance date.  Under the terms of the Note, the amount owing is due interest at 10% per annum, is due on August 25, 2011, and is convertible into common shares of the Company at $0.60 per common share at the discretion of the note holder from the date of issuance, or convertible at the discretion of the Company if the trading price exceeds $2.00 per common share over ten consecutive days.  Furthermore, the Note includes 500,000 share purchase warrants, where each warrant allows the warrant holder to purchase one additional common share of the Company at $0.90 per common share for a period of three years from the date of issuance, along with an incentive bonus of 75,000 common shares which was paid on July 22, 2009.   In accordance with EITF 00-27, Application of Issue No. 98-5 to Certain Convertible Instruments, the Company determined that the multiple financial instruments issued in the convertible promissory notes resulted in an allocation of the fair value between the convertible note and the share purchase warrants which resulted in a discount on the convertible notes of $826,541 that was recorded against the note payable and a corresponding credit to additional paid-in capital.  On June 17, 2010, the Company amended the terms of the Note to remove the convertibility feature, and issued 37,500,000 common shares to settle $75,000 of the outstanding Note.  As a result, for the period ended June 30, 2010, the Company recognized accretion expense of $688,784 to amortize the undiscounted portion of the Note prior to the amendment of the terms of the note and the partial resettlement of outstanding balances.  As at June 30, 2010, the outstanding note payable was $817,438, comprised of a principal balance of $751,541 and accrued interest of $65,897.  On September 17, 2010, the Company issued 80,000,000 common shares to settle $200,000 of note payable. Refer to Note 5(b).  On September 20, 2010, the Company issued 60,000,000 common shares to settle $300,000 of note payable.  Refer to Note 5(a).  As at September 30, 2010, the outstanding note payable is $340,900, comprised of a principal balance of $317,438 and accrued interest of $23,462.  b) In June 2010, the Company issued a note payable of $9,075 to a non-related party.  Under the terms of the agreement, the amounts are unsecured, non-interest bearing, and due on demand.  c) In June 2010, the Company issued a note payable of $10,000 to a non-related party.  Under the terms of the agreement, the amounts are unsecured, due interest at 10% per annum, and due on demand.  As at September 30, 2010, the Company has recorded accrued interest of $411.  4. Related Party Transactions  a) As at September 30, 2010, the Company owes $9,588 (2009 - $9,588) to a director of the Company for financing of day-to-day activities.  The amounts owing are unsecured, non-interest bearing, and due on demand.  b) As at September 30, 2010, the Company owes $44,611 (2009 - $19,246) to a shareholder of the Company for financing of day-to-day activities.  The amounts owing are unsecured, non-interest bearing, and due on demand.   12   Endeavor Power Corp. (An Exploration Stage Company) Notes to the Financial Statements (expressed in U.S. dollars)   5. Common Shares  a) On September 20, 2010, the Company issued 60,000,000 common shares with a fair value of $3,300,000 to settle outstanding notes payable with a fair value of $300,000 resulting in a loss on settlement of debt of $3,100,000.  b) On September 17, 2010, the Company issued 80,000,000 common shares with a fair value of $4,400,000 to settle outstanding notes payable with a fair value of $200,000 resulting in a loss on settlement of debt of $4,200,000.  c) On August 16, 2010, the Company and its Board of Directors authorized a 1:100 reverse common stock split.  The effects of the reverse stock split resulted in the number of issued and outstanding common stock to decrease from 106,388,200 common shares to 1,063,898 common shares, and have been applied on a retroactive basis.  d) On June 17, 2010, the Company issued 375,000 post-split adjusted common shares to a related party for the repayment of $75,000 of note payable, as noted in Note 3.  The shares were valued at $270,000 using end-of-day market prices, resulting in a loss on settlement of debt of $195,000.  6. Share Purchase Warrants  During the period ended September 30, 2010, the Company had the following share purchase warrants outstanding:  Number of
WarrantsWeighted
Average
Exercise PriceWeighted Average
Contractual Life
(years)Aggregate
Intrinsic
ValueBalance  December 31, 2008Granted5,000$0.90Balance  December 31, 2009 and September 30, 20105,000$0.902.41  As at September 30, 2010, the following share purchase warrants were outstanding:  Number of
WarrantsExercise PriceExpiry Date5,000$0.90August 25, 2012500,000  7. Subsequent Event  On November 9, 2010, the Company issued 3,500,000 common shares to the Chief Executive Officer of the Company upon execution of an employment agreement with the Company.  13


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|ITEM 2. | MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL

CONDITION AND RESULTS OF OPERATIONS  This Management's Discussion and Analysis or Plan of Operation (MD&A) contains forward-looking statements that involve known and unknown risks, significant uncertainties and other factors that may cause our actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed, or implied, by those forward-looking statements.  You can identify forward-looking statements by the use of the words may, will, should, could, expects, plans, anticipates, believes, estimates, predicts, intends, potential, proposed, or continue or the negative of those terms.  These statements are only predictions. In evaluating these statements, you should specifically consider various factors, including the risk factors outlined below.  These factors may cause our actual results to differ materially from any forward-looking statements.  Although we believe that the exceptions reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance or achievements.  Therefore, actual results may differ materially and adversely from those expressed in any forward-looking statements.  We undertake no obligation to revise or update publicly any forward-looking statements for any reason.  Results of Operations  Comparison of Results of Operations for the three and nine months ended September 30, 2010 and 2009  During the three and nine months ended September 30, 2010 and 2009, we had no revenues.  Operating expenses for the three and nine months ended September 30, 2010 was $6,070 and $50,726 respectively, compared to $4,355,624 and $4,456,542 for the three and nine months ended September 30, 2009. The decrease in operating expense in fiscal 2010 was attributed to $3,776,000 of stock-based compensation expense related to issuance of common shares, $334,868 impairment of mineral property costs, and $110,250 of compensation to a related party for conversion of short-term debt to a long-term debt that were all one-time transactions that occurred in 2009.  We incurred a net loss of $8,190,682 for the nine months ended September 30, 2010 (loss of $0.09 per share) compared to a net loss of $4,683,994 for the nine months ended September 30, 2009 (loss of $0.07 per share).  The increase in the net loss in fiscal 2010 of $3,506,688 is attributed to a loss on settlement of debt of $7,390,482 in fiscal 2010 with respect to the conversion of $500,000 of note payable into common shares of the Company and $749,474 of accretion and interest expense, which was offset by $3,776,000 of stock-based compensation, $334,868 impairment of mineral property costs, and $110,250 of compensation to conversion of short-term debt to long-term debt in fiscal 2009.  Liquidity and Capital Resources  As of September 30, 2010, we had cash of $43 and a working capital deficit of $441,461 compared with no cash and a working capital deficit of $220,779 as at September 30, 2009.  The increase in the working capital deficit is attributed to a net increase in a short-term note payable of $188,756 relating to financing activities relating to the Company and an increase in financing from related parties of $35,366.  Net cash used in operating activities was $44,398 for the nine months ended September 30, 2010, compared to net cash used of $49,185 for the nine months ended September 30, 2009.  The decrease in the net cash used for operating activities is attributed to the fact that general cash expenditures during fiscal 2010 were lower than fiscal 2009 as the Company incurred overhead costs with respect to the proposed TXO merger in 2009.  Cash flows provided or used in investing activities were $nil for the nine months ended September 30, 2010 compared with net cash used of $609,718 during the nine months ended September 30, 2009.  The decrease in cash used for investing activities attributed to the fact that the Company entered into a joint venture agreement in fiscal 2009 which required the Company to outlay cash as part of joint venture agreement. The Company is no longer involved in the joint venture agreement and has not entered into any new agreements.  Cash flows provided by financing activities was $44,441 for the nine months ended September 30, 2010 compared with $658,556 for the nine months ended September 30, 2009.  The decrease in the cash flows provided for financing activities is attributed to the fact that the Company has not identified any new investment opportunities which would require further financing during fiscal 2009 whereas in fiscal 2009, the Company obtained financing from related parties to assist in the financing of the joint venture agreement.  14     Quarterly Developments  On June 30, 2010, the Companys Board of Directors voted to authorize a 1-for-100 reverse stock split (the Reverse Stock Split) of the issued and outstanding shares of Common Stock of the Company, and the Company filed a Certificate of Amendment with the Nevada Secretary of State on August 4, 2010, to effectuate the Reverse Stock Split. The Reverse Stock Split had an effective date of August 16, 2010.  Subsequent Developments  On November 8, 2010, Endeavor Power Corp., a Nevada corporation, (the "Company") entered into an Employment Agreement (the Employment Agreement) with Alfonso Knoll, (Mr. Knoll) an individual. Pursuant to the terms and conditions of the Employment Agreement, Mr. Knoll shall serve as the Companys Chief Executive Officer for an initial term of one year. In exchange, Mr. Knoll will receive an aggregate issuance of forty-three million, five-hundred thousand (43,500,000) fully paid shares of the Corporations restricted stock pursuant to the following schedule: (i) 3,500,000 of the upon with the execution of the Employment Agreement; (ii) 13,000,000 shares upon completion of the Corporations first profitable Recycling Turn; (iii) 13,000,000 shares upon completion of the Corporations second profitable Recycling Turn; and (iv) 14,000,000 shares upon completion of the Corporations third profitable Recycling Turn. Additionally, Mr. Knoll shall receive an annual salary of $200,000.  The Companys Board of Directors took the following actions by unanimous written consent on November 10, 2010, Mr. Richard O. Weed resigned from all positions with the Company, including President, Chief Executive Officer, Chief Financial Officer, Secretary, Treasurer, and Director and as his final act appointed Mr. Knoll as the Companys new President, Chief Executive Officer, Chief Financial Officer, Treasurer, and Secretary of the Company. Mr. Knoll accepted such appointment.  Going Concern  We have not attained profitable operations and are dependent upon obtaining financing to pursue any extensive acquisitions and activities. For these reasons, our auditors stated in their report on our audited financial statements that they have substantial doubt that we will be able to continue as a going concern without further financing.  Future Financings  We will continue to rely on equity sales of our common shares in order to continue to fund our business operations. Issuances of additional shares will result in dilution to existing stockholders. There is no assurance that we will achieve any additional sales of the equity securities or arrange for debt or other financing to fund planned acquisitions and exploration activities.  Off-Balance Sheet Arrangements  We have no significant off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that are material to stockholders.  Critical Accounting Policies  Critical accounting estimates  The discussion and analysis of our financial condition and results of operations are based upon our consolidated financial statements, which have been prepared in accordance with accounting principles generally accepted in the United States. The preparation of these consolidated financial statements requires us to make estimates and judgments that affect the amounts of assets, liabilities, revenues and expenses, and related disclosure of contingent assets and liabilities. On an on-going basis, we evaluate our estimates based on historical experience and on various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions. The following represents a summary of our critical accounting policies, defined as those policies that we believe are the most important to the portrayal of our financial condition and results of operations and that require managements most difficult, subjective or complex judgments, often as a result of the need to make estimates about the effects of matters that are inherently uncertain.  Leases  We follow the guidance in ASC Topic 840,Leases, as amended, which requires us to evaluate the lease agreements we enter into to determine whether they represent operating or capital leases at the inception of the lease.   15     Stock-based compensation Effective January 1, 2006, we adopted ASC Topic 718 Compensation  Stock Compensation.ASC 718 requires a public entity to measure the cost of employee services received in exchange for an award of equity instruments based on the grant-date fair value of the award. That cost is recognized on a straight-line basis over the employee service period (usually the vesting period). That cost is measured based on the fair value of the equity or liability instruments issued using the Black-Scholes option pricing model.  Inflation-Although our operations are influenced by general economic conditions, we do not believe that inflation had a material effect on our results of operations during the nine month period ended September 30, 2010.  Recent Accounting Standards  In March 2010, the FASB (Financial Accounting Standards Board) issued Accounting Standards Update 2010-11 (ASU 2010-11), Derivatives and Hedging (Topic 815): Scope Exception Related to Embedded Credit Derivatives.  The amendments in this Update are effective for each reporting entity at the beginning of its first fiscal quarter beginning after June 15, 2010.  Early adoption is permitted at the beginning of each entitys first fiscal quarter beginning after issuance of this Update.  The Company does not expect the provisions of ASU 2010-11 to have a material effect on the financial position, results of operations or cash flows of the Company.  In February 2010, the FASB Accounting Standards Update 2010-10 (ASU 2010-10), Consolidation (Topic 810): Amendments for Certain Investment Funds.  The amendments in this Update are effective as of the beginning of a reporting entitys first annual period that begins after November 15, 2009 and for interim periods within that first reporting period. Early application is not permitted.  The Companys adoption of provisions of ASU 2010-10 did not have a material effect on the financial position, results of operations or cash flows.  In February 2010, the FASB issued ASU No. 2010-09 Subsequent Events (ASC Topic 855) Amendments to Certain Recognition and Disclosure Requirements (ASU No. 2010-09). ASU No. 2010-09 requires an entity that is an SEC filer to evaluate subsequent events through the date that the financial statements are issued and removes the requirement for an SEC filer to disclose a date, in both issued and revised financial statements, through which the filer had evaluated subsequent events. The adoption did not have an impact on the Companys financial position and results of operations.  In January 2010, the FASB issued an amendment to ASC 820, Fair Value Measurements and Disclosure, to require reporting entities to separately disclose the amounts and business rationale for significant transfers in and out of Level 1 and Level 2 fair value measurements and separately present information regarding purchase, sale, issuance, and settlement of Level 3 fair value measures on a gross basis.  This standard, for which the Company is currently assessing the impact, is effective for interim and annual reporting periods beginning after December 15, 2009 with the exception of disclosures regarding the purchase, sale, issuance, and settlement of Level 3 fair value measures which are effective for fiscal years beginning after December 15, 2010.  In January 2010, the FASB issued an amendment to ASC 505, Equity, where entities that declare dividends to shareholders that may be paid in cash or shares at the election of the shareholders are considered to be a share issuance that is reflected prospectively in EPS, and is not accounted for as a stock dividend.  This standard is effective for interim and annual periods ending on or after December 15, 2009 and is to be applied on a retrospective basis.  The adoption of this standard is not expected to have a significant impact on the Companys financial statements.  In October 2009, the FASB issued an amendment to the accounting standards related to certain revenue arrangements that include software elements. This standard clarifies the existing accounting guidance such that tangible products that contain both software and non-software components that function together to deliver the products essential functionality, shall be excluded from the scope of the software revenue recognition accounting standards. Accordingly, sales of these products may fall within the scope of other revenue recognition standards or may now be within the scope of this standard and may require an allocation of the arrangement consideration for each element of the arrangement. This standard, for which the Company is currently assessing the impact, will become effective on January 1, 2011.  In October 2009, FASB issued an amendment to the accounting standards related to the accounting for revenue in arrangements with multiple deliverables including how the arrangement consideration is allocated among delivered and undelivered items of the arrangement. Among the amendments, this standard eliminated the use of the residual method for allocating arrangement considerations and requires an entity to allocate the overall consideration to each deliverable based on an estimated selling price of each individual deliverable in the arrangement in the absence of having vendor-specific objective evidence or other third party evidence of fair value of the undelivered items. This standard also provides further guidance on how to determine a separate unit of accounting in a multiple-deliverable revenue arrangement and expands the disclosure requirements about the judgments made in applying the estimated selling price method and how those judgments affect the timing or amount of revenue recognition. This standard, for which the Company is currently assessing the impact, will become effective on January 1, 2011.  16      In August 2009, FASB issued an amendment to the accounting standards related to the measurement of liabilities that are recognized or disclosed at fair value on a recurring basis. This standard clarifies how a company should measure the fair value of liabilities and that restrictions preventing the transfer of a liability should not be considered as a factor in the measurement of liabilities within the scope of this standard. This standard is effective for the Company on October 1, 2009. The adoption of this amendment did not have a material effect on the Companys financial statements.  In June 2009, the FASB issued guidance now codified as ASC 105, Generally Accepted Accounting Principles as the single source of authoritative accounting principles recognized by the FASB to be applied by nongovernmental entities in the preparation of financial statements in conformity with U.S. GAAP, aside from those issued by the SEC. ASC 105 does not change current U.S. GAAP, but is intended to simplify user access to all authoritative U.S. GAAP by providing all authoritative literature related to a particular topic in one place.  The adoption of ASC 105 did not have a material impact on the Companys financial statements, but did eliminate all references to pre-codification standards.  The Company has implemented all new accounting pronouncements that are in effect.  These pronouncements did not have any material impact on the financial statements unless otherwise disclosed, and the Company does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations.  ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.  We are a smaller reporting company and are not required to provide the information under this item pursuant to Regulation S-K.  ITEM 4. CONTROLS AND PROCEDURES.  Disclosure Controls and Procedures  Under the supervision and with the participation of our principal executive officer and principal financial officer, we conducted an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures, as defined in Rule 13a-15(e) promulgated under the Exchange Act, as of September 30, 2010. Based on this evaluation, our principal executive officer and principal financial officer concluded as of September 30, 2010, that our disclosure controls and procedures were effective such that the information relating to the Company, including our consolidated subsidiaries, required to be disclosed in our SEC reports (i) is recorded, processed, summarized and reported within the time periods specified in SEC rules and forms and (ii) is accumulated and communicated to management, including our principal executive officer/principal financial officer, as appropriate, to allow timely decisions regarding required disclosure.  Our management, including our chief executive officer and chief financial officer, does not expect that our disclosure controls and procedures or our internal controls 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. Due to the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within the Company have been detected.  Management's Report on Internal Control over Financial Reporting  Our management is responsible for establishing and maintaining adequate control over financial reporting (as defined in Rule 13a-15(f) promulgated under the Exchange Act. Our management assessed the effectiveness of our internal control over financial reporting as of September 30, 2010. In making this assessment, our management used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission ("COSO") in Internal Control-Integrated Framework. Our management has concluded that, as of September 30, 2010, our internal control over financial reporting is effective based on these criteria.  Changes in Internal Control over Financial Reporting  Our management has also evaluated our internal control over financial reporting, and there have been no significant changes in our internal controls or in other factors that could significantly affect those controls subsequent to the date of our last evaluation.  The Company is not required by current SEC rules to include, and does not include, an auditor's attestation report. The Company's registered public accounting firm has not attested to Management's reports on the Company's internal control over financial reporting.   17      PART II. OTHER INFORMATION  ITEM 1.LEGAL PROCEEDINGS  We know of no material, existing or pending legal proceedings against our company, nor are we involved as a plaintiff in any material proceeding or pending litigation. There are no proceedings in which our director, officer or any affiliates, or any registered or beneficial shareholder, is an adverse party or has a material interest adverse to our interest.  ITEM 1A.RISK FACTORS  We are a smaller reporting company and are not required to provide the information under this item pursuant to Regulation S-K.


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

1.            Quarterly Issuances:  During the quarter, we did not issue any unregistered securities other than as previously disclosed.  2.            Subsequent Issuances:  Subsequent to the quarter, we did not issue any unregistered securities other than as previously disclosed.  ITEM 3. DEFAULTS UPON SENIOR SECURITIES  None


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|ITEM 4. | [REMOVED AND RESERVED]

ITEM 5.OTHER INFORMATIONITEM 6.EXHIBITS  Exhibit NumberDescription of ExhibitFiling3.1Articles of IncorporationFiled with the SEC on March 5, 2007 as part of our Registration Statement on Form SB-2.3.1aCertificate of Amendment to the Articles of IncorporationFiled with the SEC on May 17, 2010 as part of our Annual Report on Form 10-K.3.1bAmended and Restated Articles of IncorporationFiled with the SEC on May 17, 2010 as part of our Annual Report on Form 10-K.3.1cCertificate of Amendment to the Articles of IncorporationFiled herewith.3.2BylawsFiled with the SEC on March 5, 2007 as part of our Registration Statement on Form SB-2.3.2aAmended BylawsFiled with the SEC on May 17, 2010 as part of our Annual Report on Form 10-K.10.1Joint Venture Agreement between the Company and Federated EnergyFiled with the SEC on December 31, 2008 as part of our Current Report on Form 8-K.10.2Amendment to Joint Venture Agreement with Federated EnergyFiled with the SEC on June 19, 2009 as part of our Current Report on Form 8-K.10.3Farmout Agreement Between Company and Togs Energy, Inc. and M-C Production & DrillingFiled with the SEC on July 23, 2009 as part of our Current Report on Form 8-K.10.4Convertible Promissory Note to Regal Capital DevelopmentFiled with the SEC on September 4, 2009 as part of our Current Report on Form 8-K.10.5Common Stock Purchase Warrant to Regal Capital DevelopmentFiled with the SEC on September 4, 2009 as part of our Current Report on Form 8-K.  18      10.6Settlement Agreement with Regal Capital Development, Inc. executed on June 17, 2010Filed with the SEC on July 12, 2010 as part of our Current Report on Form 8-K.10.7Promissory Note with Regal Capital Development, Inc. executed on June 11, 2010Filed with the SEC on July 12, 2010 as part of our Current Report on Form 8-K.10.8Settlement and Release Agreement with Andrew I. Telsey, P.C., executed on August 3, 2010.Filed herewith.10.9Settlement and Release Agreement with Regal Capital Development, Inc. executed on September 17, 2010Filed with the SEC on September 17, 2010 as part of our Current Report on Form 8-K.10.10Promissory Note with Regal Capital Development, Inc. executed on September 17, 2010Filed with the SEC on September 17, 2010 as part of our Current Report on Form 8-K.10.11Employment Agreement between the Company and Alfonso KnollFiled with the SEC on November 12, 2010 as part of our Current Report on Form 8-K.16.1Letter from M&K CPAS, PLLC dated March 12, 2010, to the Securities and Exchange Commission regarding change in certifying accountant.Filed with the SEC on March 12, 2010 as part of our Current Report on Form 8-K.16.2Letter from Ron Chadwick, P.C. dated August 3, 2010, to the Securities and Exchange Commission regarding change in certifying accountant.Filed with the SEC on August 4, 2010 as part of our Current Report on Form 8-K.31.01Certification of Principal Executive Officer Pursuant to Rule 13a-14Filed herewith.32.01CEO and CFO Certification Pursuant to Section 906 of the Sarbanes-Oxley ActFiled herewith.     SIGNATURES Pursuant to the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.  ENDEAVOR POWER CORP.Dated: November 15, 2010By:   /s/ Alfonso KnollAlfonso KnollChief Executive Officer, Chief Financial Officer, President, Secretary and Treasurer   19