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                                  UNITED STATES
                       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 quarter ended September 30, 2009

[   ]    TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT
                                 For the transition period from _____ to _______

                       Commission file number: 333-103780
                       ----------------------------------

                          ARKSON NEUTRACEUTICALS CORP.
--------------------------------------------------------------------------------
              (Exact name of small business issuer in its charter)

           Delaware                                           51-0383940
----------------------------------------               -------------------------
(State or other jurisdiction of                             (I.R.S. Employer
 incorporation or organization)                            Identification No.)

         27 Chicora Ave                                          M5R 1T7
       Toronto Ontario, Canada
-----------------------------------------              -------------------------
 (Address of principal executive offices)                       (Zip Code)

                    Issuer's telephone number: (416) 928-3095

       Securities Registered Under Section 12(b) of the Exchange Act: None

         Securities Registered Under Section 12(g) of the Exchange Act:
                         Common Stock, $0.001 par value
                         ------------------------------
                                (Title of class)

Indicate by check mark if the registrant is a well-known seasoned issuer as
defined in Rule 405 of the Securities Act.     Yes       No |X|

Indicate by check mark if the registrant is not required to file reports
pursuant to Section 13 or Section 15(d) of the Act.    Yes       No |X|

Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days.    Yes |X|     No

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405
of Regulation S-K is not contained herein, and will not be contained, to the
best of the registrant's knowledge, in definitive proxy or information
statements incorporated by reference in Part III of this Form 10-K or any
amendment to this Form 10-Q.

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. (Check one):

   Large accelerated filer                       Accelerated filer

   Non-accelerated  (Do not check if a smaller   Smaller reporting company |X|
   reporting company) filer

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

The Company's stock is traded on the OTC-BB. As of June 30, 2009, there were
152,889 shares of stock held by non-affiliates. As of September 30, 2009,
645,889 shares of the common stock of the registrant were outstanding.


                                       1
<PAGE>

                         PART I - FINANCIAL INFORMATION


Item 1.  Financial Statements
-----------------------------

                          ARKSON NEUTRACEUTICALS CORP.
                          Consolidated Balance Sheets

                                                 September 30,      June 30,
                                                     2009             2009
                                                  (unaudited)       (audited)
                                                --------------   ---------------
                                                   restated
                   Assets

Cash                                            $           --   $           --
                                                --------------   ---------------
    Total current assets                                    --               --
                                                --------------   ---------------

    Total assets                                $           --   $           --
                                                ==============   ===============

 Liabilities and Stockholders' Equity (Deficit)

Current liabilities:
    Accounts Payable                            $          144   $           --
    Note payable                                        12,606            1,000
    Note payable - related party                         2,916           11,606
    Accrued expense                                      2,500            2,500
                                                --------------   ---------------
    Total current liabilities                           18,166            3,500
                                                ==============   ===============

Commitments and contingencies

Stockholders' equity (deficit):
    Preferred stock, $.001 par value,
      50,000,000 shares authorized, none
      issued or outstanding                                 --               --
    Common stock, $.001 par value; 200,000,000
      shares authorized, authorized, 645,889
      shares issued and outstanding
      respectively                                         155              155
    Additional paid-in capital                         126,225          126,225
    Retained earnings                                       --               --
    Deficit accumulated during development
      stage                                           (144,546)        (141,486)

                                                --------------   ---------------

    Total stockholders' equity (deficit)               (18,166)         (15,106)
                                                --------------   ---------------

    Total liabilities and stockholders'
      equity (deficit)                          $           --   $      (11,606)
                                                ==============   ===============


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


                                       2
<PAGE>
                                   ARKSON NEUTRACEUTICALS CORP.
                               Consolidated Statements of Operations
                                           (unaudited)
<TABLE>
<CAPTION>

                                                                                     October 2,
                                                                                       1998
                                                                                    (Inception)
                                                   Three-Months Period Ended          Through
                                                         September 30,             September 30,
                                                    2009               2008             2009
                                                --------------   ---------------   --------------
<S>                                             <C>              <C>               <C>
Revenue                                                      -                 -               -
                                                --------------   ---------------   --------------

Operating expenses:

   Advertising                                               -                 -           2,198
   Bank Charges and Expense                                  -                 -           1,102
   Dues, subscription and membership                         -                 -           1,005
   Miscellaneous expenses                                  560                 -             712
   Office expense                                            -                 -           1,416
   Professional expense                                  2,500                 -          94,648
   Rent                                                      -                 -          27,796
   Travel and entertainment                                  -                 -          15,893
                                                --------------   ---------------   --------------

Total operating expenses                        $        3,060   $             -   $     144,770
                                                --------------   ---------------   --------------

      Operating income (Loss)                            3,060                 -        (144,770)
                                                --------------   ---------------   --------------

      Other income (Expense)                                 -                 -             290
      Interest Income                                        -                 -             194
                                                --------------   ---------------   --------------
      Other income                                           -                 -             484

      Income tax
      Current income tax                                     -                 -            (260)
      Income tax benefit                                     -                 -               -
                                                --------------   ---------------   --------------

   Net income (Loss)                                         -                 -        (144,546)
                                                ==============   ===============   ==============


Basic and diluted loss per share                $            -   $             -
                                                ==============   ===============

Basic and diluted weighted average
   common shares outstanding                           645,889           645,889
                                                ==============   ===============



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

</TABLE>
                                                3
<PAGE>
                                   ARKSON NEUTRACEUTICALS CORP.
                               Consolidated Statements of Cash Flows
                                           (unaudited)
<TABLE>
<CAPTION>

                                                                                     October 2,
                                                                                       1998
                                                                                    (Inception)
                                                      Three-Months Ended              Through
                                                         September 30,             September 30,
                                                    2009               2008             2009
                                                --------------   ---------------   --------------
<S>                                             <C>              <C>               <C>
Cash flows from operating activities:
   Net loss                                     $       (3,060)  $             -   $    (144,546)
   Adjustments to reconcile net loss to
     net cash used in operating activities:
      Increase in Accounts Payable                         144                               144
      Increase in Accrued Expenses                           -                             5,000
                                                --------------   ---------------   --------------
         Net cash provided by (used in)
         operations                                     (2,916)                -        (139,402)

Cash flows from (used in) investing activities:
                                                --------------   ---------------   --------------
         Net cash used in
         investing activities                                -                 -               -
                                                --------------   ---------------   --------------

Cash flows from financing activities:
   Loan from officer/shareholder                         2,916                 -         (39,468)
   Loan from related party                                   -                 -          54,990
   Issuance of common stock                                  -                 -         123,880
                                                --------------   ---------------   --------------
         Net cash provided by
         financing activities                            2,916                 -         139,402
                                                --------------   ---------------   --------------

         Net change in cash                                  -                 -               -

Cash, beginning of period                                    -                 -               -
                                                --------------   ---------------   --------------

Cash, end of period                             $            -   $             -   $            -
                                                ==============   ===============   ==============

Supplemental disclosure of cash flow
 information:
   Interest paid                                $            -   $             -   $           0
                                                ==============   ===============   ==============
   Income taxes paid                            $            -   $             -   $         260
                                                ==============   ===============   ==============




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

</TABLE>
                                                4
<PAGE>
                           ARKSON NUTRACEUTICALS CORP.
                          (A Development Stage Company)
                          Notes to Financial Statements
                           September 30, 2009 and 2008


NOTE 1- UNAUDITED INFORMATION

The consolidated balance sheet of Arkson Nutraceuticals Corp. (the "Company"),
as of September 30, 2009, and the consolidated statements of operations for the
three month period ended September 30, 2009 and 2008, have not been audited.
However, in the opinion of management, such information includes all adjustments
(consisting only of normal recurring adjustments) which are necessary to
properly reflect the financial position of the Company as of September 30, 2009,
and the results of operations for the three months ended September 30, 2009 and
2008.

Certain information and notes normally included in financial statements prepared
in accordance with accounting principles generally accepted in the United States
of America have been condensed or omitted, although management believes that the
disclosures are adequate to make the information presented not misleading.
Interim period results are not necessarily indicative of the results to be
achieved for an entire year. These financial statements should be read in
conjunction with the financial statements and notes to financial statements
included in the Company's consolidated financial statements as filed on Form
10-K for the year ended June 30, 2009.

NOTE 2 - STOCKHOLDERS' EQUITY

COMMON STOCK

Effective August 7, 2008 the Company amended its Articles of Incorporation
increasing its authorized share capital. As a result, the Company now has
authorized two hundred million (200,000,000) shares of common stock, having one
hundredth of a cent ($0.0001) par value per share, and fifty million
(50,000,000) shares of preferred stock, also having one hundredth of a cent
($0.0001) par value per share.

On October 2, 1998 the Company issued a total of 9,250,000 shares to its three
founders for services rendered in connection with the organization of the
Company. Also in 1998 the Company issued 600,000 shares of common stock for
cash, net of offering costs, in the amount of $6,000. Also in 1998 the Company
issued 1,000,000 shares of common stock for cash, net of offering costs, in the
amount of $50,000. In 1999 the Company issued 16,000 shares of common stock for
cash, net of offering costs, in the amount of $16,000.

In 2000 the Company issued 50,000 shares of common stock for cash, net of
offering costs, in the amount of $50,000, and also issued 1,780 shares for
services valued at $1,780.

In the first quarter of 2007 the Company voted to issue 39,000,000 shares of
common stock to its president in exchange for services, however this issuance
was cancelled before it took effect.


                                       5
<PAGE>

Effective August 7, 2008 the Company reverse split its issued and outstanding
common stock on the basis of one new share for each twenty old shares.

The Company issued 100,000 in May 2009. As of September 30, 2009 there were
645,889 shares of common stock issued and outstanding.

PREFERRED STOCK

The Company currently has 50,000,000 preferred shares authorized. As of
September 30, 2009 there were no shares of preferred shares issued.

NOTE 3 - EARNINGS PER SHARE

Basic earnings per share are calculated on the weighted average number of common
shares outstanding during each period. Diluted earnings per share is computed by
dividing net income by the weighted average number of common shares and common
stock equivalents outstanding for the period. Common stock equivalents are
excluded from the computation if such inclusion would have an anti-dilutive
effect.

NOTE 4 - RELATED PARTY TRANSACTIONS

LOANS PAYABLE

A shareholder of the company has loaned the company $2,916. The loan is non
interest bearing and has no term of repayment.

NOTE 5 - GOING CONCERN

The accompanying financial statements have been prepared assuming that the
Company will continue as a going concern. The Company's financial position and
operating results raise substantial doubt about the Company's ability to
continue. The Company has had no operating revenue since inception and is
currently not operating.

The ability of the Company to continue as a going concern is dependent upon
developing sales and obtaining additional capital and financing. The financial
statements do not include any adjustments that might be necessary if the Company
is unable to continue as a going concern.

NOTE 6 - SUBSEQUENT EVENT

Management has evaluated and disclosed subsequent events up to and including
October 20, 2009 which is the date the statements were available for issuance.

NOTE 7 -  RESTATEMENT

In February, 2010, we determined that it was necessary to restate our audited
financial statements as at June 30, 2009 and our unaudited financial statements
for the three month period ending September 30, 2009. The purpose of the
restatements is to correct an error in accruals:

Accrual of Audit Fees.
----------------------

In the course of a review by the Securities and Exchange Commission ("SEC") of
the Company's Form 10-K for the Fiscal Year Ended June 30, 2009 and Form 10-Q
for the Fiscal Quarter Ended September 30, 2009, the SEC questioned the accrual
of audit fees. Following an exchange of correspondence and discussions between
the Company and the SEC regarding this issue, the Company has determined that it
was necessary to accrue audit fees for the year end June 30, 2009 and the fiscal
quarter ending September 30, 2009.


                                       6

<PAGE>

Effects of the restatement by line item follow:

Audited Consolidated Balance Sheets

                                              June 30,
                                                2009
                                                 As        Impact      June 30,
                                             Previously      of         2009
                                              Reported     Change      Restated
                                             ----------   --------   -----------

Cash                                         $       --         --   $       --
                                             ----------   --------   -----------
          Total current assets                       --         --           --
                                             ----------   --------   -----------
          Total assets                       $       --         --   $       --
                                             ==========   ========   ===========

Current liabilities:
   Notes payable - related party                 11,606                  11,606
   Note payable                                   1,000                   1,000
   Accrued expenses                                  --      5,000        5,000
                                             ----------   --------   -----------
     Total current Liabilities                   12,606                  17,606

          Total liabilities                      12,606      5,000       17,606
                                             ----------   --------   -----------

   Preferred stock, $.001 par
     value, 50,000,000 shares
     authorized, none issued or
     outstanding                                     --         --           --
   Common stock, $.001 par value;
     200,000,000 shares authorized,
     authorized, 645,889 and 545,889
     shares issued and
     outstanding respectively                       155         --          155
   Additional paid-in capital                   123,725         --      123,725
   Retained earnings                                 --                      --
   Deficit accumulated during
     development stage                         (136,486)    (5,000)    (141,486)
                                             ----------   --------   -----------
          Total shareholders'
          equity (deficit)                      (12,606)                (17,606)
                                             ----------   --------   -----------
                                             $       --              $       --
                                             ==========   ========   ===========


                                       7
<PAGE>

Audited Income Statement
                                              June 30,
                                                2009
                                                 As        Impact      June 30,
                                             Previously      of         2009
                                              Reported     Change      Restated
                                             ----------   --------   -----------

Revenue                                               -                       -
                                             ----------   --------   -----------

Operating expenses:

   Advertising
   Bank Charges and Expense
   Dues, subscription and membership
   Miscellaneous expenses                           100                     100
   Office expense
   Professional expense                                      2,500        2,500
   Rent
   Travel and entertainment
                                             ----------   --------   -----------

Total operating expenses                     $      100              $    2,600
                                             ----------   --------   -----------

     Net income (Loss)                             (100)                 (2,600)
                                             ==========              ===========

Basic and diluted loss per
share                                        $       --              $       --
                                             ==========              ===========

Audited Statement of Cash Flows

                                              June 30,
                                                2009
                                                 As        Impact      June 30,
                                             Previously      of          2009
                                              Reported     Change      Restated
                                             ----------   --------   -----------

Cash flows from operating activities:
   Net loss                                  $     (100)    (2,500)  $   (2,600)
   Adjustments to reconcile net
     loss to net cash used
     in operating activities:
   Increase in accrued expenses                              2,500        2,500
                                             ----------   --------   -----------
          Net cash provided by
          (used in) operations                     (100)                   (100)

Cash flows from (used in)
   investing activities:
          Net cash used in
          investing activities                       --                      --
                                             ----------   --------   -----------

Cash flows from financing activities:
   Loan from officer/shareholder                     --                      --
   Loan from related party                           --                      --
   Issuance of common stock                         100                      --
                                             ----------   --------   -----------
          Net cash provided by
          financing activities                      100                      --
                                             ----------   --------   -----------

          Net change in cash                         --                      --

Cash, beginning of period                            --                      --
                                             ----------   --------   -----------
Cash, end of period                          $       --              $       --
                                             ==========   ========   ===========


                                       8
<PAGE>

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

FORWARD-LOOKING STATEMENTS

The discussion contained herein contains "forward-looking statements" that
involve risk and uncertainties. These statements may be identified by the use of
terminology such as "believes," "expects," "may," "should" or anticipates" or
expressing this terminology negatively or similar expressions or by discussions
of strategy. The cautionary statements made in this Form 10QSB should be read as
being applicable to all related forward-looking statements wherever they appear
in this Form 10QSB. Our actual results could differ materially from those
discussed in this report.

COMPANY HISTORY AND PLAN OF OPERATION

Arkson Nutraceuticals, Corp. (the "Company") was incorporated on October 2, 1998
under the laws of the State of Delaware. The Company intended to engage in the
manufacture and sale of a broad range of proprietary natural health food
supplement products. The Company began to negotiate licenses with developers of
natural health food supplements approximately one month after incorporation. The
Company also entered negotiations with various wholesale buyers of such products
and with finance organizations. No licenses or contracts were realized after
approximately three years of efforts by the Company.

As a result of the Company's failure to generate sales it operated at a loss. By
June 30, 2001 all funds raised by the sale of shares had been expended, and the
Company thereafter became dormant. From July 1, 2001 until the present, it was
inactive and could be deemed to be a so-called "shell" company, whose only
purpose at this time is to determine and implement a new business purpose. As a
"shell" company, our sole purpose at this time is to locate and consummate a
merger or acquisition with a private entity. We have not yet identified any
company or companies which we hope to merge with or acquire.

LIQUIDITY AND CAPITAL RESOURCES

The Company has no current operating history and does not have any revenues or
earnings from operations. As of September 30, 2009, the Company had no assets
and liabilities of $15,666 and it had an accumulated deficit of $139,546.
Moreover, the Company has had no revenues from inception through September 30,
2009. We will, in all likelihood, sustain operating expenses without
corresponding revenues, at least until the closing of a merger with or
acquisition of an operating business. We expect these continued operating losses
to be small since the Company has no operations or employees. We are dependent
upon our officers to meet any costs that may occur.

RESULTS OF OPERATIONS

The Company has no revenues to date. During the period ended September 30, 2009
the company incurred costs of $3,060. These costs were for audits and transfer
agent services. Our net loss since inception through September 30, 2009 was
$139,546.

GOING CONCERN

The accompanying financial statements are presented on a going concern basis.
The company's financial condition raises substantial doubt about the Company's
ability to continue as a going concern. The Company does not have significant
cash or other material assets and it is relying on advances from stockholders,
officers and directors to meet its limited operating expenses.


                                       9
<PAGE>

OFF-BALANCE SHEET ARRANGEMENTS

We do not have any 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 is material to investors.

ITEM 4. CONTROLS AND PROCEDURES

EVALUATION OF DISCLOSURE CONTROLS AND PROCEDURES

Our management team, under the supervision and with the participation of our
principal executive officer and our principal financial officer, evaluated the
effectiveness of the design and operation of our disclosure controls and
procedures as such term is defined under Rule 13a-15(e) promulgated under the
Exchange Act, as of the last day of the fiscal period covered by this report.
The term disclosure controls and procedures means our controls and other
procedures that are designed 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. Disclosure controls and procedures include, without
limitation, controls and procedures designed to ensure that information required
to be disclosed by us in the reports that we file or submit under the Exchange
Act is accumulated and communicated to management, including our principal
executive and principal financial officer, or persons performing similar
functions, as appropriate to allow timely decisions regarding required
disclosure. Based on this evaluation, our principal executive officer and our
principal financial officer concluded that, as of September 30, 2009, our
disclosure controls and procedures were effective at a reasonable assurance
level.

CHANGES IN INTERNAL CONTROL OVER FINANCIAL REPORTING

There have been no changes in our internal control over financial reporting
during the fiscal quarter ended September 30, 2009 that materially affected, or
are reasonably likely to materially affect, our internal control over financial
reporting.

                           PART II - OTHER INFORMATION

ITEM 1 - LEGAL PROCEEDINGS

We are currently not a party to any pending legal proceedings and no such
actions by, or to the best of our knowledge, against us have been threatened.

ITEM 1A - RISK FACTORS

IN ADDITION TO THE OTHER INFORMATION IN THIS REPORT, THE FOLLOWING FACTORS
SHOULD BE CONSIDERED CAREFULLY IN EVALUATING OUR BUSINESS AND PROSPECTS,

CONDITIONS EXIST WHICH CAUSE SUBSTANTIAL DOUBT ABOUT OUR ABILITY TO CONTINUE AS
A GOING CONCERN.


                                       10
<PAGE>

Pending negotiation and consummation of a combination, the Company anticipates
that it will have, aside from carrying on its search for a combination partner,
no business activities, and, thus, will have no source of revenue. Should the
Company incur any significant liabilities prior to a combination with a private
company, it may not be able to satisfy such liabilities as are incurred.

If the Company's management pursues one or more combination opportunities beyond
the preliminary negotiations stage and those negotiations are subsequently
terminated, it is foreseeable that such efforts will exhaust the Company's
ability to continue to seek such combination opportunities before any successful
combination can be consummated. In that event, the Company is common stock will
become worthless and holders of the Company's common stock will receive a
nominal distribution, if any, upon the Company's liquidation and dissolution.

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

No.      Description
---      -----------

31.1     Certification of Chief Executive Officer and Chief Financial Officer
         required by Rule 13a-14(a) or Rule 15d-14(a) of the Securities Exchange
         Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley
         Act of 2002

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



                                       11
<PAGE>

                                   SIGNATURES

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

Date: March 1, 2010                  ARKSON NEUTRACEUTICALS, INC.


                                     By: /s/ David Roff
                                       --------------------------
                                         David Roff
                                         President and Director













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