U.S. SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549



FORM 10-Q



[X]   QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the quarterly period ended June 30, 2008[   ]   TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the transition period fromCommission File No. 333-140305EXCLUSIVE APPAREL, INC.(Exact name of small business issuer as specified in its charter)




Nevada20-5567127(State or other jurisdiction of incorporation(I.R.S. Employer Identification No.)or organization)




6555 W. Gary Avenue, Las Vegas, Nevada 89139(Address of Principal Executive Offices)(702) 242-9501(Issuers telephone number)None(Former name, address and fiscal year, if changed since last report)




Check whether the issuer (1) has filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the preceding 12 months (or for such shorter period that the issuer 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, non-accelerated filer, and smaller reporting company in Rule 12b-2 of the Exchange Act.



[   ]  Large accelerated filer[   ]  Accelerated filer[   ]  Non-accelerated filer[X]  Smaller reporting company




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APPLICABLE ONLY TO CORPORATE ISSUERS:



State the number of shares outstanding of each of the issuers classes of common equity, as of June 30, 2008:  37,000,000 shares of common stock.



Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act):

Yes [X]    No [   ]



Transitional Small Business Disclosure Format (Check One) Yes [   ]    No [X]























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PART I - FINANCIAL INFORMATION



Item 1.  Financial Statements



Item 2.  Managements Discussion and Analysis of Financial Condition



Item 4.  Control and Procedures



PART II - OTHER INFORMATION



Item 1.  Legal Proceedings



Item 2.  Changes in Securities



Item 3.  Defaults Upon Senior Securities



Item 4.  Submission of Matters to a Vote of Security Holders



Item 5.  Other Information



Item 6.  Exhibits and Reports on Form 8-K



SIGNATURE







PART I - FINANCIAL INFORMATION



Item 1.  Financial Information



BASIS OF PRESENTATION



The accompanying reviewed financial statements are presented in accordance with generally accepted accounting principles for interim financial information and the instructions to Form 10-Q and item 310 under subpart A of Regulation S-B.  Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements.  In the opinion of management, all adjustments (consisting only of normal occurring accruals) considered necessary in order to make the financial statements not misleading, have been included.  Operating results from inception (September 8, 2006) and three months ended June 30, 2008 are not necessarily indicative of results that may be expected for the year ending December 31, 2008.  The financial statements are presented on the accrual basis.



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FINANCIAL STATEMENTS



EXCLUSIVE APPAREL, INC.



Table of Contents



PAGEBALANCE SHEETF-1STATEMENT OF OPERATIONSF-2STATEMENT OF CASH FLOWSF-3FOOTNOTES TO FINANCIAL STATEMENTSF-4






















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EXCLUSIVE APPAREL, INC.

(A Development Stage Company)



BALANCE SHEETS



(Unaudited)ASSETSJune 30, 2008December 31, 2007Current assets:Cash$525$4,611Inventories
	39,646
	39,936Total current assets
	40,171
	44,547$
	40,171
	$
	44,547LIABILITIES AND STOCKHOLDERS' EQUITYCurrent liabilities:Accounts payable and accrued expenses$-$-Advance from shareholder
	8,953
	-Total current liabilities
	8,953
	-Stockholders' equityPreferred stock; $.001 par value, 5,000,000 sharesauthorized, zero shares issued and outstanding
	-
	-Common stock; $.001 par value, 70,000,000 sharesauthorized, 37,000,000 shares issued and outstanding37,00037,000Additional paid in capital
	155,500
	155,500Accumulated (deficit) during development stage
	(161,282)
	(147,953)Total stockholders' equity
	31,218
	44,547$
	40,171
	$
	44,547










The Accompanying Notes are an Integral Part of these Financial Statements



F-1



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EXCLUSIVE APPAREL, INC.

(A Development Stage Company)



STATEMENTS OF OPERATIONS





(Unaudited)(Unaudited)(Unaudited)September 8, 2006For the three months endedFor the six months ended(date of inception)June 30
	June 30through20082007
	20082007
	June 30, 2008Revenues$-$-
	$-$-$-Operating expenses:General and administrative expenses
	
	5,119
	
	32,347
	
	
	13,329
	
	75,131
	
	161,282Total operating expenses5,11932,34713,32975,131161,282(Loss) from operations
	(5,119)
	(32,347)
	
	(13,329)
	(75,131)
	(161,282)Other income (expenses):Interest (expense)
	-
	-
	
	-
	-
	-Other (expense)-----Total other income (expenses)
	-
	-
	
	-
	-
	-(Loss) before provision for income taxes
	(5,119)
	(32,347)
	
	(13,329)
	(75,131)
	(161,282)Provision for income taxes
	-
	-
	
	-
	-
	-Net (loss)
	$
	(5,119)
	$
	(32,347)
	
	$
	(13,329)
	$
	(75,131)
	$
	(161,282)Basic and diluted loss per common share
	$
	(0.01)
	$
	(0.01)
	
	$
	(0.01)
	$
	(0.01)
	$
	(0.01)Basic and diluted weighted averagecommon shares outstanding
	
	37,000,000
	
	35,316,703
	
	
	37,000,000
	
	27,369,171
	
	28,280,695








The Accompanying Notes are an Integral Part of these Financial Statements



F-2



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EXCLUSIVE APPAREL, INC.

(A Development Stage Company)



STATEMENTS OF CASH FLOW





(Unaudited)(Unaudited)(Unaudited)September 8, 2006For the sixFor the six(date of inception)months endedmonths endedthroughJune 30, 2008June 30, 2007June 30, 2008Operating activities:Net loss$(13,329)$(75,131)$(161,282)Adjustments to reconcile net loss tonet cash used in operating activities:Stock issued for services
	-
	40,000
	44,000Changes in operating assets and liabilities:Decrease (increase) in inventories
	290
	(42,000)
	(39,646)(Increase) in escrow deposits-(3,000)-(Decrease) in accrued expenses
	
	-
	
	(2,800)
	
	-Net cash (used in) operating activities(13,039)(82,931)(156,928)Financing activities:Advance to/ from shareholder
	8,953
	(12,042)
	8,953Proceeds from issuance of common stock
	-
	148,500
	148,500Net cash provided by financing activities
	8,953
	136,458
	157,453Net change in cash
	(4,086)
	53,527
	525Cash, beginning of period
	
	4,611
	
	345
	
	-Cash, end of period
	$
	525
	$
	53,872
	$
	525Supplemental InformationNon Cash Investing and Financing Activities:Issuance of Common Stock for Services
	$
	-
	$
	40,000
	$
	44,000






The Accompanying Notes are an Integral Part of these Financial Statements



F-3



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EXCLUSIVE APPAREL, INC.



NOTES TO THE FINANCIAL STATEMENTS

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Note 1 - CONDENSED FINANCIAL STATEMENT



The accompanying financial statements have been prepared by the Company without audit.  In the opinion of management, all adjustments (which include only normal recurring adjustments) necessary to present fairly the financial position, results of operations, and cash flows at June 30, 2008, and for all periods presented herein, have been made.



Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted.  It is suggested that these condensed financial statements be read in conjunction with the financial statements and notes thereto included in the Companys December 31, 2007 audited financial statements.  The results of operations for the periods ended June 30, 2008 and 2007 are not necessarily indicative of the operating results for the full years.



Note 2 - GOING CONCERN



The Companys financial statements are prepared using generally accepted accounting principles 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 on 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 plan is to obtain such resources for the Company by obtaining capital from management and significant shareholders sufficient to meet its minimal operating expenses and seeking equity and/or debt financing. 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.





F-5

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NOTE 3 - RELATED PARTY TRANSACTIONS



During the six months ended June 30, 2008, the Company paid officers compensation of $2,000 to its president/ shareholder for services provided.



During the six months ended June 30, 2008, the Company paid $650 of consulting fee to an individual related to a stockholder of the Company.



As of June 30, 2008, advance from shareholders was approximately $9,000.



NOTE 4 - INVENTORIES



As of June 30, 2008, inventories consisted of the following: designed T-shirts $15,444, blank T-shirts $24,202.

























F-5

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Item 2. Managements Discussion and Analysis of Financial Conditions and Results of Operations



Plan of Operation



On February 27, 2007 we received approval from the Securities and Exchange Commission of our Registration Statement on Form SB-2 wherein we registered 15,000,000 shares of our $.001 common stock in order to raise $150,000.00 as our initial capital prior to filing an application with the NASD on Form 211 to be listed on a public exchange.  To date we have raised $148,500.00 net of $1,500 for costs and we completed, and submitted our Form 211 to the NASD.



Results of Operation



The Company did not have any operating income from inception (September 8, 2006) through June 30, 2008. For the quarter ended June 30, 2008, the registrant recognized a net loss of $13,329. Some general and administrative expenses during the year were accrued. Expenses for the year were comprised of costs mainly associated with legal, accounting and office.



Liquidity and Capital Resource



At June 30, 2008 the Company had no capital resources and will rely upon the  issuance  of  common  stock  and  additional  capital  contributions  from shareholders  to  fund administrative  expenses  pending full implementation of the Companys business model.



Critical Accounting Policies



Exclusive Apparels financial statements and related public financial information are based on the application of accounting principles generally accepted in the United States (GAAP). GAAP requires the use of estimates; assumptions, judgments and subjective interpretations of accounting principles that have an impact on the assets, liabilities, revenue and expense amounts reported. These estimates can also affect supplemental information contained in our external disclosures including information regarding contingencies, risk and financial condition.  We believe our use if estimates and underlying accounting assumptions adhere to GAAP and are consistently and conservatively applied. We base our estimates on historical experience and on various other assumptions that we believe to be reasonable under the circumstances. Actual results may differ materially from these estimates under different assumptions or conditions. We continue to monitor significant estimates made during the preparation of our financial statements.



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Our significant accounting policies are summarized in Note 1 of our financial statements.  While all these significant accounting policies impact its financial condition and results of operations, Exclusive Apparels views certain of these policies as critical. Policies determined to be critical are those policies that have the most significant impact on the Companys consolidated financial statements and require management to use a greater degree of judgment and estimates. Actual results may differ from those estimates. Our management believes that given current facts and circumstances, it is unlikely that applying any other reasonable judgments or estimate methodologies would cause effect on our consolidated results of operations, financial position or liquidity for the periods presented in this report.



Item 4. Controls and Procedures



(a)

Evaluation of disclosure controls and procedures.



Our Chief Executive Officer and Chief Accounting Officer (collectively the Certifying Officers) maintain a system of disclosure controls and procedures that is designed to provide reasonable assurance that information, which is required to be disclosed, is accumulated and communicated to management timely. Under the supervision and with the participation of management, the Certifying Officers evaluated the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rule [13a-14(c)/15d-14(c)] under the Exchange Act) within 90 days prior to the filing date of this report. Based upon that evaluation, the Certifying Officers concluded that our disclosure controls and procedures are effective in timely alerting them to material information relative to our company required to be disclosed in our periodic filings with the SEC.



(b)

Changes in internal controls.



Our Certifying Officer has indicated that there were no changes in our internal controls or other factors during the Quarter ended June 30, 2008 that has materially affected, or is reasonably likely to materially affect the Companys internal controls over financial reporting, and there were no such control actions with regard to significant deficiencies and material weaknesses.



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PART II - OTHER INFORMATION



Item 1. Legal Proceedings



None



Item 2. Changes in Securities.



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 and Reports on Form 8-K



(a)  Exhibits



31.1 Certification pursuant to Section 302 of Sarbanes Oxley Act of  2002



32.1 Certification pursuant to Section 906 of Sarbanes Oxley Act of 2002



(b)  Reports on Form 8-K



No reports on Form 8-K were filed during the quarter ended June 30, 2008.





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SIGNATURES



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





EXCLUSIVE APPAREL, INC.





Date: August 4, 2008



/s/ Sharon M. Lynch

Sharon M. Lynch

President, Secretary and Director





























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