SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ___________________________________  FORM 10-Q  QUARTERLY REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934  For Quarter Ended: March 31, 2009  Commission File Number: 0-52561  Anoteros, Inc. (Exact name of registrant as specified in its charter)  NEVADA88-0368849(State or other Jurisdiction of(IRS Employerof Incorporation or Organization)Identification No.)  2445 Fifth Avenue, Suite 440, San Diego, California92101(Address of principal executive offices)(Zip Code)  (619) 239-2900 (Registrants Telephone Number, Including Area Code)  Indicated 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 whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See 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 CompanyX.  Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes . No X.  Indicate the number of shares outstanding of each of the issuers classes of common stock, as of the latest practicable date. As of April 27, 2009, there were 6,978,769 shares of the issuer's Common Stock, $0.001 par value, issued and outstanding.    ANOTEROS INC. AND SUBSIDIARY Report on Form 10-Q   PART I  FINANCIAL INFORMATIONItem 1.Financial Statement3Item 2.Management's Discussion and Analysis of Financial Condition and Results of Operations10Item 3.Quantitative and Qualitative Disclosure About Market Risk11Item 4.Controls and Procedures12PART II  OTHER INFORMATIONItem 1.Legal Proceedings12Item 1A.Risk Factors12Item 2.Unregistered Sales of Equity Securities and Use of Proceeds12Item 3.Default Upon Senior Securities12Item 4.Submission of matters to a Vote of Security Holders12Item 5.Other Information12Item 6.Exhibits13    2   PART I - FINANCIAL INFORMATION  ITEM 1.  FINANCIAL STATEMENTS.   ANOTEROS, INC.(A Development Stage Company)Consolidated Balance SheetsASSETSMarch 31,December 31,20092008(Unaudited)CURRENT ASSETSCash$632$1,226Total Current Assets6321,226OTHER ASSETSArtwork31,91531,715Total Other Assets31,91531,715TOTAL ASSETS$32,547$32,941LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)CURRENT LIABILITIESAccounts payable$4,450$-Accounts payable and accrued expenses - related party65,75059,390Note payable - related party119,505113,717Accrued interest payable - related party37,92635,594Total Current Liabilities227,631208,701TOTAL LIABILITIES227,631208,701STOCKHOLDERS' EQUITY (DEFICIT)Preferred stock: 25,000,000 shares authorized;$0.001 par value; -0- shares issued and outstanding--Common stock: 100,000,000 shares authorized;$0.001 par value; 6,978,769 shares issuedand outstanding6,9796,979Additional paid-in capital260,206260,206Deficit accumulated during the development stage(462,269)(442,945)Total Stockholders' Equity (Deficit)(195,084)(175,760)TOTAL LIABILITIES AND STOCKHOLDERS'EQUITY (DEFICIT)$32,547$32,941The accompanying notes are an integral part of these consolidated financial statements.   3    ANOTEROS, INC.(A Development Stage Company)Consolidated Statements of Operations(Unaudited)For the Three Months Ended
March 31,From Inception of
the Development
Stage on
September 25,
1996 through
March 31,
200920092008REVENUES$-$-$867OPERATING EXPENSESLegal and professional10,68211,851242,526General and administrative6,3106,790201,943Total Operating Expenses16,99218,641444,469LOSS FROM OPERATIONS(16,992)(18,641)(443,602)OTHER EXPENSESInterest expense(2,332)(1,844)(40,184)Loss on disposal of fixed assets--(250)Loss on sale of fixed assets--1,767Gain on sale of intellectual property--20,000Total Other Expenses(2,332)(1,844)(18,667)NET LOSS$(19,324)$(20,485)$(462,269)BASIC LOSS PER SHARE$(0.00)$(0.00)WEIGHTED AVERAGE NUMBER OFSHARES OUTSTANDING6,978,7696,978,769  The accompanying notes are an integral part of these consolidated financial statements.  4    ANOTEROS, INC.(A Development Stage Company)Consolidated Statements of Stockholders' Equity (Deficit)Common StockAdditional
Paid-In
CapitalDeficit
Accumulated
During the
Development
StageSharesAmountBalance, December 31, 20076,978,769$6,979$260,206$(383,977)Net loss for the year endedDecember 31, 2008---(58,968)Balance, December 31, 20086,978,7696,979260,206(442,945)Net loss for the three months endedMarch 31, 2009 (unaudited)---(19,324)Balance, March 31, 2009 (unaudited)6,978,769$6,979$260,206$(462,269)  The accompanying notes are an integral part of these consolidated financial statements.  5    ANOTEROS, INC.(A Development Stage Company)Consolidated Statements of Cash Flows(Unaudited)For the Three Months Ended
March 31,From Inception
of the
Development
Stage on
September 25,
1996 through
March 31,
200920092008CASH FLOWS FROM OPERATING ACTIVITIESNet loss$(19,324)$(20,485)$(462,269)Adjustments to reconcile net loss tonet cash used by operating activities:Depreciation expense--257Loss on disposal of fixed assets--250Loss on sale of equipment--133Gain on sale of fixed assets--(1,900)Common stock issued for services and fees--218,191Gain on sale of intellectual property--(20,000)Changes in operating assets and liabilities:Decrease in inventory--53Increase (decrease) in accounts payableand accrued expenses4,4506,8782,118Increase in accounts payableand accrued expenses - related party8,6929,869117,196Net Cash Used by Operating Activities(6,182)(3,738)(145,971)CASH FLOWS FROM INVESTING ACTIVITIESIncrease in artwork(200)-(31,665)Proceeds from sale of intellectual property--20,000Purchase of fixed assets--(10,541)Proceeds from sale of fixed assets--11,500Sale of equipment--300Net Cash Used by Investing Activities(200)-(10,406)CASH FLOWS FROM FINANCING ACTIVITIESPayments on notes payable - related parties--(13,827)Proceeds from notes payable - related parties5,7884,268138,501Common stock issued for cash--32,335Net Cash Provided by Operating Activities5,7884,268157,009NET INCREASE (DECREASE) IN CASH(594)530632CASH AT BEGINNING OF PERIOD1,2261,048-CASH AT END OF PERIOD$632$1,578$632The accompanying notes are an integral part of these consolidated financial statements.   6    ANOTEROS, INC.(A Development Stage Company)Consolidated Statements of Cash Flows (Continued)(Unaudited)For the Three Months Ended
March 31,From Inception
of the
Development
Stage on
September 25,
1996 through
March 31,
200920092008CASH PAID FORInterest$-$-$-Taxes$-$-$-SCHEDULE OF NON-CASH FINANCING ANDINVESTING ACTIVITIESCommon stock issued as paymenton debt$-$-$11,410Common stock issued for artwork$-$-$250  The accompanying notes are an integral part of these consolidated financial statements.  7   ANOTEROS, INC. AND SUBSIDIARY (A Development Stage Company) Notes to the Consolidated Financial Statements March 31, 2009 and December 31, 2008  NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES  This summary of significant accounting policies of Anoteros, Inc. and its wholly-owned subsidiary, Doolittle EduTainment Corp., is presented to assist in understanding the Companys consolidated financial statements. Collectively, these entities are referred to hereafter as the Company. The consolidated financial statements and notes are representations of the Companys management, which is responsible for their collective integrity and objectivity. These accounting policies conform to accounting principles generally accepted in the Unites States of America, as well as standards of the Public Company Accounting Oversight Board (United States) and have been consistently applied in the preparation of the consolidated financial statements. 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 in accordance with such rules and regulations. The information furnished in the interim condensed financial statements includes normal recurring adjustments and reflects all adjustments, which, in the opinion of management, are necessary for a fair presentation of such financial statements. Operating results for the three months ended March 31, 2009 are not necessarily indicative of the results that may be expected for the year ending December 31, 2009.  a. Organization and Business Activities  Anoteros, Inc. (Anoteros) was incorporated under the laws of the State of Nevada on September 25, 1996 as Out of Bounds Sports Co. Anoteros has been in the development stage since inception. Anoteros has created certain pieces of artwork, and intends to further develop and market this artwork in conjunction with its wholly-owned subsidiary, Doolittle EduTainment Corp. (Doolittle). Out of Bounds Sports Co. changed its name to Anoteros, Inc. on September 21, 2004.  Doolittle was incorporated under the laws of the State of Nevada on February 19, 2002 as a wholly-owned subsidiary of Anoteros. Doolittle is working toward creating and marketing a series of childrens books.  The Company is seeking to further develop and market its artwork and childrens books, as well as other related accessories such as T-Shirts, sweatshirts, superballs, etc., through the Doolittle entity. Additional external financing may be required to proceed with this and any supplemental business plans which may be developed by the Company.  b. Revenue Recognition Policy  The Company currently has no source of revenues. Revenue recognition policies will be determined when principal operations begin.  c. Basic Loss Per Share  The computations of basic loss per share of common stock are based on the weighted-average number of shares outstanding during the period of the financial statements as follows:  LossSharesPer Share(Numerator)(Denominator)AmountFor the period endedMarch 31, 2009$(19,324)6,978,769$(0.00)For the period endedMarch 31, 2008$(20,485)6,978,769$(0.00)   8   ANOTEROS, INC. (A Development Stage Company) Notes to the Consolidated Financial Statements (Continued) March 31, 2009 and December 31, 2008  NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)  d. Estimates  The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the 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. Actual results could differ from those estimates  e. Preferred Stock  The company has authorized 25,000,000 shares of preferred stock with the following features such that the shares 1) may have voting powers (full or limited) or may be without voting powers; 2) may be made convertible into, or exchangeable for, shares of any other class of stock; and 3) may have rights upon distribution of assets of the Company. The Company will determine preferences upon issuance.  f. Income Tax  We file federal income tax returns in the U.S. and state income tax returns in those state jurisdictions where we are required to file. With few exceptions, we are no longer subject to U.S. federal, state or and local income tax examinations by tax authorities for years before June 30, 2004.  We adopted the provisions of FASB Interpretation No. 48, Accounting for Uncertainty in Income Taxes, on January 1, 2007. As a result of the implementation of Interpretation 48, no adjustment should be made for unrecognized tax benefits.  There are no tax positions included in the balance at March 31, 2009 for which the ultimate deductibility is highly certain but for which there is uncertainty about the timing of such deductibility. Our policy is to recognize accrued interest related to unrecognized tax benefits in interest expense and penalties in operating expenses.  NOTE 2 - SHAREHOLDER LOAN  In October 1999, a shareholder advanced $10,000 to the Company. From that date through March 31, 2009, the shareholder has made several additional advances, and the Company has made some partial payments on the advances. As of March 31, 2009, the total principal balance of these advances totaled $119,505.  The loans accrue interest at 8.0% per annum. Accrued interest at March 31, 2009 was $37,926. The loans are due on demand.  NOTE 3 - GOING CONCERN  The Companys consolidated financial statements are prepared using accounting principles generally accepted in the United States of America applicable to a going concern which contemplates the realization of assets and liquidation of liabilities in the normal course of business. However, the Company does not have significant operations to date, nor does it have an established source of revenues sufficient to allow it to continue as a going concern. External financing, which is necessary for the Company to continue and proceed with operations, will either a) be loaned to the Company by its founder and principal shareholder, or b) will be generated by means of a private placement being contemplated by management in which the Company would attempt to raise between $20,000 and $35,000. The Company is currently having its first three childrens books illustrated and will seek to have these books published once all illustrations are complete.  9   ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS  CAUTIONARY FORWARD - LOOKING STATEMENT  Statements included in this Management's Discussion and Analysis of Financial Condition and Results of Operations, and in future filings by the Company with the Securities and Exchange Commission, in the Company's press releases and in oral statements made with the approval of an authorized executive officer which are not historical or current facts are "forward-looking statements" made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995 and are subject to certain risks and uncertainties that could cause actual results to differ materially from historical earnings and those presently anticipated or projected. The Company wishes to caution readers not to place undue reliance on any such forward-looking statements, which speak only as of the date made. The following important factors, among others, in some cases have affected and in the future could affect the Company's actual results and could cause the Company's actual financial performance to differ materially from that expressed in any forward-looking statement: (i) the extremely competitive conditions that currently exist in the three dimensional software development marketplace are expected to continue, placing further pressure on pricing which could adversely impact sales and erode profit margins; (ii) many of the Company's major competitors in its channels of distribution have significantly greater financial resources than the Company; and (iii) the inability to carry out marketing and sales plans would have a materially adverse impact on the Company's projections. The foregoing list should not be construed as exhaustive and the Company disclaims any obligation subsequently to revise any forward-looking statements to reflect events or circumstances after the date of such statements or to reflect the occurrence of anticipated or unanticipated events.  Company Overview and Principal Products and Services  The Companys wholly-owned subsidiary, Doolittle Edutainment, which holds all intellectual property for the Company, is engaged in the childrens education and entertainment market, continues its plan for publication and distribution of its children books, and further development of additional books and exploitation of its intellectual property rights focused around its main character, Doolittle. We are considered a development stage company. We have recognized only minimal revenue, and activities since our inception have been devoted primarily to raising capital and creating a character-based childrens book and accompanying apparel. Following the completion of its third title book in July 2007, the Company entered into an agreement with BookMasters Inc., to print an initial run of 250 of each of the first three book titles for marketing and presentation purposes to various children's literary agents to seek publication.  With this printing of the first three titles the copyright process will be completed and these titles entered into the Library of Congress. We recently have begun to focus on developing the market for this book. As a result, we are a development stage enterprise as defined by SFAS 7. In our most recent operating period ended March 31, 2009, we recorded no revenue. Additionally, there were no revenues for the fiscal year ended December 31, 2008. Accordingly, we have issued a comment regarding our ability to continue as a going concern (please refer to the footnotes to the financial statements). Until such time that we are able to establish a consistent flow of revenues from our Doolittle products, sufficient to sustain our operations, Management intends to rely primarily upon debt financing as needed to supplement the cash flows generated by the sale of our products.  To date, our efforts have been primarily focused on developing demand for our products, implementing our business strategy and raising working capital through equity financing. Our ability to generate revenues is primarily dependent upon our ability to cost-effectively and efficiently develop and market our products. Our priorities for the next six to twelve months of operations are to:  1. Attempt to negotiate and facilitate a publishing contract for the publication of Book 1, 2 and 3 or pursue self publication;  2. Implement a marketing strategy to reach target markets;  3. Continue the development of future book titles;  4. Develop and strengthen strategic relationships;  5. Respond to competitive developments; and  6. Establish our brand identity.  In order to make the most efficient use of the capital available to us, we plan to print our books when we have orders from the purchasers in hand. Standard terms will include a down payment with the order, which is typical in this industry. This down payment will be sufficient to cover the hard costs to publish the books as well as the initial operating expenses. Once the books are published the balance owing on the contracts with the sponsors will be due and payable. These amounts will provide for ongoing operating expenses.  10   We believe that without additional financing, our total current assets of $632, plus projected cash flows, will not be sufficient capital to allow us to implement our plan to continue developing our product line and develop relationships with publishers and/or retail outlets. Our current monthly operating expenses average less than $4,000 exclusive of managements salaries, which are deferred until we begin selling our books.  Our total operating expenses for the period from September 25, 1996, (inception) to March 31, 2009 were $444,469 of which 45.44% were general and administrative. The following table quantifies the components that comprise our operating expenses for this period:  DESCRIPTIONAMOUNTLegal and Professional Fees$242,526Other General and Administrative$201,943Non-Executive Wages and Salaries$-Taxes$-Total Operating Expenses$444,469  We believe funds received through additional debt financing or the sale of additional shares of our common stock will be adequate to fund our operations and provide for our working capital needs for at least the next 12 to 24 months. As we grow our business and obtain a publishing deal and/or purchase orders for our books and other products, our revenues should grow on a consistent basis. By focusing our efforts on limiting general and administrative expenses as we increase revenue, we expect to increase our net income on a consistent basis as well.  Results of Operations  Three months ended March 31, 2009 compared to the nine months ended March 31, 2008.  From September 25, 1996 (inception) to March 31, 2009, we have generated only minimal revenue. We earned no revenues during the three month periods ended March 31, 2009 and 2008. As a development stage company, our revenue is expected to be derived from the sale of our Doolittle products.  Operating expenses for the three months ended March 31, 2009 totaled $16,992, an 8.84% decrease from the comparable period of 2008. This decrease resulted primarily from a decrease in legal and professional fees in the current period.  The Company incurred a net loss of $19,324 during the three period ended March 31, 2009, a 5.67% decrease from the comparable period of 2008. This decrease resulted primarily from a decrease in legal and professional fees, as well as a slight decrease in general and administrative expenses, which was partially offset by a small increase in interest expense in the current period. Basic net loss per share was $(0.00) for the three month period ended March 31, 2009, representing no material change from the comparable period of 2008.  Liquidity and Capital Resources  As of March 31, 2009, the Company had a negative working capital of $226,999 compared to a negative working capital of $207,475 at December 31, 2008. The change in working capital resulted primarily from the Companys operating losses.  During the three months ended March 31, 2009 the Company experienced negative cash flow of $6,182 from operating activities, and had negative cash flows from investing activities of $200. The Company met its cash requirements during this period through debt financing, realizing a cash inflow from financing activities in the amount of $5,788.  ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK  We are a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and are not required to provide the information under this item.  11   ITEM 4. CONTROLS AND PROCEDURES  Evaluation of Disclosure Controls and Procedures  We maintain disclosure controls and procedures that are designed to ensure that information required to be disclosed by us in the reports that we file or submit to the Securities and Exchange Commission under the Securities Exchange Act of 1934, as amended, is recorded, processed, summarized and reported within the time periods specified by the Securities and Exchange Commissions rules and forms, and that information is accumulated and communicated to our management, including our principal executive and principal financial officer (whom we refer to in this periodic report as our Certifying Officer), as appropriate to allow timely decisions regarding required disclosure. Our management evaluated, with the participation of our Certifying Officer, the effectiveness of our disclosure controls and procedures as of March 31, 2009, pursuant to Rule 13a-15(b) under the Securities Exchange Act. Based upon that evaluation, our Certifying Officer concluded that, as of March 31, 2009, our disclosure controls and procedures were effective.  Changes in Internal Controls  There were no changes in our internal control over financial reporting that occurred during the quarter ended March 31, 2009 that have 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 not a party to any pending legal proceeding. No federal, state or local governmental agency is presently contemplating any proceeding against the Company. No director, executive officer or affiliate of the Company or owner of record or beneficially of more than five percent of the Company's common stock is a party adverse to the Company or has a material interest adverse to the Company in any proceeding.  Item 1A. RISK FACTORS.  We are a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and are not required to provide the information under this item.  ITEM 2. CHANGES IN 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  12   ITEM 6. EXHIBITS  The following exhibits are filed as a part of this report:  ExhibitNumberDescription of Exhibit3.01Articles of Incorporation(1)3.02Restated Articles of Incorporation(1)3.03Bylaws(1)10.01Independent Contractor Agreement with James Wojtak dated October 11, 1999(1)10.02Restated Independent Contractor Agreement with James Wojtak dated February 18, 2000(1)10.03Independent Contractor Agreement with Ben De Soto dated December 5, 2002(1)10.04First Amendment to Independent Contractor Agreement with Ben De Soto dated February 11, 2003(1)10.05Independent Contractor Agreement with Gerry De Soto dated November 21, 2006(1)10.062007 Long Term Incentive Plan(2)31.01Certification of Principal Executive Officer Pursuant to Rule 13a-14(3)31.02Certification of Principal Financial Officer Pursuant to Rule 13a-14(3)32.01CEO and CFO Certification Pursuant to Section 906 of the Sarbanes-Oxley Act(3)  (1) Incorporated by reference to our Registration Statement on Form 10SB filed on April 12, 2007. (2) Incorporated by reference to our Form 10-KSB filed with the SEC on March 27, 2008. (3) Filed herewith.  * All exhibits are numbered with the number preceding the decimal indicating the applicable SEC reference number in Item 601 and the number following the decimal indicating the sequence of the particular document.   13   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.  ANOTEROS INC.       Dated: April 29, 2009 /s/ George G. Chachas By: George G. Chachas Its: President and CEO   14