**UNITED
      STATES**


**SECURITIES
      AND EXCHANGE COMMISSION**


**Washington,
      D.C.  20549**





**Form
      10-QSB**





(Mark
                One)





[X]
            QUARTERLY
                REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
                1934





**For
      the quarterly period ended September 30, 2007**





[   ]
            TRANSITION
                REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE
                ACT





For
      the
      transition period from _______________ to _______________.





**Commission
      file number 000-52739**





**YAFARM
      TECHNOLOGIES, INC.**


(Exact
      name of small business issuer as specified in its charter)








**Delaware**
              (State
                or other jurisdiction of
              incorporation
                or organization)
            **20-5156305**
              (I.R.S.
                Employer
              Identification
                No.)**197
                Route 18 South,**
              **Suite
                3000, PMB 4157**
              **East
                Brunswick, NJ**
              (Address
                of principal executive offices)
            **08816**
              (Zip
                Code)





**Issuer’s
      telephone number, including area code    (732)
      658-4280**





Check
      whether the issuer (1) filed all
      reports required to be filed by Section 13 or 15(d) of the Exchange Act during
      the past 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.     YesX     No


.





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





**Applicable
      only to issuers involved in bankruptcy proceedings during the preceding five
      years**





Check
      whether the registrant filed all
      documents and reports required to be filed by Section 12, 13 or 15(d) of the
      Exchange Act after the distribution of securities under a plan confirmed by
      a
      court.


Yes
           No .





**Applicable
      only to corporate issuers**





State
      the number of shares outstanding
      of each of the issuer’s classes of common equity, as of the latest practicable
      date.  As of October 26, 2007, there were 10,000,000 shares of common
      stock, $0.001 par value, issued and outstanding.





**Transitional
      Small Business Disclosure Format**


(check
      one):





Yes
      _____     No
X











**YAFARM
      TECHNOLOGIES, INC.**











**TABLE
      OF CONTENTS**

















PART
              I
            **FINANCIAL
              INFORMATION**
            3ITEM
              1
            Financial
              Statements(Unaudited)
            4ITEM
              2
            Management’s
              Discussion and Analysis or Plan of Operation
            8ITEM
              3
            Controls
              and Procedures
            11ITEM
              3A(T)
            Controls
              and Procedures
            13PART
              II
            **OTHER
              INFORMATION**
            14ITEM
              1
            Legal
              Proceedings
            14ITEM
              2
            Unregistered
              Sales of Equity Securities and Use of Proceeds
            14ITEM
              3
            Defaults
              Upon Senior Securities
            14ITEM
              4
            Submission
              of Matters to a Vote of Security Holders
            14ITEM
              5
            Other
              Information
            14ITEM
              6
            Exhibits
            14









2





**PART
      I – FINANCIAL INFORMATION**





This
      Quarterly Report includes
      forward-looking statements within the meaning of the Securities Exchange Act
      of
      1934 (the “Exchange Act”).  These statements are based on management’s
      beliefs and assumptions, and on information currently available to
      management.  Forward-looking statements include the information
      concerning our possible or assumed future results of operations set forth under
      the heading “Management’s Discussion and Analysis of Financial Condition or Plan
      of Operation.”  Forward-looking statements also include statements in
      which words such as “expect,” “anticipate,” “intend,” “plan,” “believe,”
“estimate,” “consider” or similar expressions are used.





Forward-looking
      statements are not
      guarantees of future performance.  They involve risks, uncertainties
      and assumptions.  Our future results and shareholder values may differ
      materially from those expressed in these forward-looking
      statements.  Readers are cautioned not to put undue reliance on any
      forward-looking statements.





**ITEM
      1                      Financial
      Statements (Unaudited)**





3




**YAFARM
      TECHNOLOGIES, INC.**


**CONDENSED
      CONSOLIDATED BALANCE SHEET**


**AS
      OF SEPTEMBER 30, 2007**


**(Unaudited)**







ASSETSCurrent
                AssetsCash
                and cash equivalents
            
            $
            8,181Accounts
                Receivable
            
            
            5,000Deferred
                tax asset
            
            
            4,974Total
                Current Assets
            
            
            18,155Fixed
                AssetsComputer
                equipment
            
            
            3,308Accumulated
                depreciation
            
            
            (1,933
            )Total
                Fixed Assets
            
            
            1,375Total
                Assets
            
            $
            19,530LIABILITIES
                AND STOCKHOLDERS' EQUITYLiabilitiesCurrent
                LiabilitiesAccrued
                expenses and other payables
            
            $
            1,783Total
                Current Liabilities
            
            
            1,783Long
                Term LiabilitiesDeferred
                tax liability
            
            
            51Total
                Long Term Liabilities
            
            
            51Total
                Liabilities
            
            
            1,834Stockholders'
                EquityPreferred
                stock -- 10,000,000 shares authorized having apar
                value of $.001 per share; 0 shares issued andoutstanding
            
            
            0Common
                stock -- 100,000,000 shares authorized having apar
                value of $.001 per share; 10,000,000 shares issuedand
                outstanding
            
            
            10,000Additional
                paid-in capital
            
            
            26,188Retained
                earnings (deficit)
            
            
            (18,492
            )Total
                Stockholders' Equity
            
            
            17,696Total
                Liabilities and Stockholders' Equity
            
            $
            19,530


The
        accompanying notes are an integral part of these financial
        statements






4


**YAFARM
      TECHNOLOGIES, INC.**


**CONDENSED
      CONSOLIDATED STATEMENTS OF OPERATIONS**


**FOR
      THE THREE AND NINE MONTH PERIODS ENDED SEPTEMBER 30, 2007 AND
      2006**


**(Unaudited)**











For
                the Three Months
            
            
            For
                the Three Months
            
            
            For
                the Nine Months
            
            
            For
                the Nine MonthsEnded
            
            
            Ended
            
            
            Ended
            
            
            EndedSeptember
                30,
            
            
            September
              30,
            
            
            September
                30,
            
            
            September
                30,2007
            
            
            2006
            
            
            2007
            
            
            2006Revenues,
                net of discounts
            
            $
            3,167
            
            
            $
            4,820
            
            
            $
            9,901
            
            
            $
            15,563Operating
                Expenses
            
            
            11,920
            
            
            
            4,280
            
            
            
            32,042
            
            
            
            12,820Net
                Income (Loss) from Operations
            
            
            (8,753
            )
            
            
            540
            
            
            
            (22,141
            )
            
            
            2,743Other
                Income (Expense):Other
                Expenses
            
            
            0
            
            
            
            0
            
            
            
            0
            
            
            
            0Total
                Other Income (Expense)
            
            
            0
            
            
            
            0
            
            
            
            0
            
            
            
            0Net
                Income (Loss) before taxes
            
            
            (8,753
            )
            
            
            540
            
            
            
            (22,141
            )
            
            
            2,743Provision
                for Income Taxes (Benefit)
            
            
            (2,766
            )
            
            
            (495
            )
            
            
            (4,777
            )
            
            
            (495
            )Net
                Income (Loss)
            
            $
            (5,987
            )
            
            $
            1,035
            
            
            $
            (17,364
            )
            
            $
            3,238Income
                (Loss) Per Share -Basic
                and Diluted
            
            $
            (0.01
            )
            
            $
            0.00
            
            
            $
            (0.01
            )
            
            $
            0.00Weighted
                Average Shares Outstanding -Basic
                and Diluted
            
            
            10,000,000
            
            
            
            5,309,783
            
            
            
            9,942,121
            
            
            
            2,452,381


The
        accompanying notes are an integral part of these financial
        statements





5








**YAFARM
      TECHNOLOGIES, INC**


**CONDENSED
      CONSOLIDATED STATEMENTS OF CASH FLOWS**


**FOR
      THE NINE MONTHS ENDED SEPTEMBER 30, 2007 AND 2006**


**(Unaudited)**








For
                the Nine Months
            
            
            For
                the Nine MonthsEnded
            
            
            EndedSeptember
                30,
            
            
            September
                30,2007
            
            
            2006Cash
                Flows From Operating ActivitiesNet
                Income (Loss)
            
            $
            (17,364
            )
            
            $
            3,238Adjustments
                to reconcile net income (loss)to
                net cash from operating activities:Depreciation
                and Amortization
            
            
            268
            
            
            
            221(Increase)/Decrease-Receivables
            
            
            (5,000
            )
            
            
            0(Increase)/Decrease-Prepaid
                Expenses
            
            
            14,300
            
            
            
            (19,959
            )(Increase)/Decrease-Deferred
                Taxes
            
            
            (4,828
            )
            
            
            (495
            )Increase/(Decrease)-Accrued
                Expenses
            
            
            (1,161
            )
            
            
            0Increase/(Decrease)-Related
                Party Payables
            
            
            (16,099
            )
            
            
            15,500Net
                Cash From Operating Activities
            
            
            (29,884
            )
            
            
            (1,495
            )Cash
                Flows From Investing ActivitiesPurchase
                of equipment
            
            
            (1,184
            )
            
            
            0Net
                Cash From Investing Activities
            
            
            (1,184
            )
            
            
            0Cash
                Flows From Financing ActivitiesProceeds
                from issuance of Common Stock
            
            
            40,400
            
            
            
            6,500Professional
                Fees related to stock offering
            
            
            (36,867
            )
            
            
            0Distributions
                to shareholders
            
            
            0
            
            
            
            (8,678
            )Net
                Cash From Financing Activities
            
            
            3,533
            
            
            
            (2,178
            )Net
                Increase (Decrease) in Cash
            
            
            (27,535
            )
            
            
            (3,673
            )Beginning
                Cash Balance
            
            
            35,716
            
            
            
            9,425Ending
                Cash Balance
            
            $
            8,181
            
            
            $
            5,752Supplemental
                Disclosure of Cash Flow Information:Cash
                paid during the year for income taxes
            
            $
            -
            
            
            $
            -Cash
                paid during the year for interest
            
            $
            -
            
            
            $
            -


The
        accompanying notes are an integral part of these financial
        statements





6


**YAFARM
        TECHNOLOGIES, INC.**
 **NOTES
        TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS**
 **September
        30, 2007**
 **(Unaudited)**




**NOTE
      A Preliminary Note**




The
      accompanying condensed consolidated financial statements have been prepared
      without audit, pursuant to the rules and regulations of the Securities and
      Exchange Commission. In the opinion of management, the interim financial
      statements reflect all adjustments, consisting of normal recurring accruals,
      which are necessary for a fair statement of the results for the period. Certain
      information and disclosures normally included in financial statements prepared
      in accordance with generally accepted accounting principles 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 Form SB-2 for the year ended December 31, 2006.




**NOTE
      B Common Stock**




On
      August
      21, 2006, the Company began to offer 2,500,000 shares of its common stock under
      Rule 504 promulgated under the 1993 Securities and Exchange Act and exemptions
      under applicable state law. Under this private placement, 2,500,000 or 25%
      of
      the company’s outstanding shares were offered at $0.03 per share for total
      proceeds of $75,000. The proceeds will primarily be used to pay for the
      professional costs including legal and accounting in connection with the
      company’s planned listing of its stocks on OTCBB and working capital usage. As
      of January 31, 2007, the company sold all 2,500,000 shares of common stock
      as
      planned for total proceeds of $67,057, net of commissions and
      discounts.




**NOTE
      C New Accounting Pronouncements**




In
      February 2007, the FASB issued SFAS 159 “The Fair Value Option for Financial
      Assets and Financial Liabilities.” This statement permits entities to choose to
      measure many financial instruments and certain other items at fair value that
      are not currently required to be measured at fair value. The objective is to
      improve financial reporting by providing entities with the opportunity to
      mitigate volatility in reported earnings caused by measuring related assets
      and
      liabilities differently without having to apply complex hedge accounting
      provisions. This statement requires a business entity to report unrealized
      gains
      and losses on items for which the fair value option has been elected in earnings
      at each subsequent reporting date. An entity may decide whether to elect the
      fair value option for each eligible item on its election date, subject to
      certain requirements described in the statement. SFAS 159 is effective for
      fiscal years beginning after November 15, 2007. We are currently reviewing
      the
      requirements of this statement and, at this point in time, have not determined
      the impact, if any, that this statement may have on our results of operations
      and financial position.











*  *  *  *  *  *




7




**ITEM
      2                      Management’s
      Discussion and Analysis or Plan of Operation**





Our
      Management’s Discussion and Analysis contains not only statements that are
      historical facts, but also statements that are forward-looking (within the
      meaning of Section 27A of the Securities Act of 1933 and Section 21E of the
      Securities Exchange Act of 1934).  Forward-looking statements are, by
      their very nature, uncertain and risky.  These risks and uncertainties
      include international, national and local general economic and market
      conditions; demographic changes; our ability to sustain, manage, or forecast
      growth; our ability to successfully make and integrate acquisitions; raw
      material costs and availability; new product development and introduction;
      existing government regulations and changes in, or the failure to comply with,
      government regulations; adverse publicity; competition; the loss of significant
      customers or suppliers; fluctuations and difficulty in forecasting operating
      results; changes in business strategy or development plans; business
      disruptions; the ability to attract and retain qualified personnel; the ability
      to protect technology; and other risks that might be detailed from time to
      time
      in our filings with the Securities and Exchange Commission.





Although
      the forward-looking statements in this Quarterly Statement reflect the good
      faith judgment of our management, such statements can only be based on facts
      and
      factors currently known by them.  Consequently, and because
      forward-looking statements are inherently subject to risks and uncertainties,
      the actual results and outcomes may differ materially from the results and
      outcomes discussed in the forward-looking statements.  You are urged
      to carefully review and consider the various disclosures made by us in this
      report and in our other reports as we attempt to advise interested parties
      of
      the risks and factors that may affect our business, financial condition, and
      results of operations and prospects.





The
      following discussion and analysis of financial condition and results of
      operations of the Company is based upon, and should be read in conjunction
      with,
      its unaudited financial statements and related notes elsewhere in this Form
      10-QSB, which have been prepared in accordance with accounting principles
      generally accepted in the United States.





**Overview**





We
      are a
      web development and web hosting company.  Our wholly-owned subsidiary,
      YaFarm Group, LLC, offers a broad range of business-class website development
      and web hosting products and services for small and medium-sized
      businesses.  Our goal is to help many traditional businesses go online
      to tap into the market potential offered by the Internet.





We
      face
      many challenges in meeting our goal.  The market for Internet services
      is large, but fragmented, and constantly changing.  In the short-term,
      we are focused on establishing ourselves in the web development and web hosting
      niche by providing quality service at a reasonable cost.  In order to
      manage anticipated growth, we will rely on independent contractors to provide
      many of the services we intend to offer, which comes at the risk of losing
      quality when compared to having a large staff of employees.  In
      addition, we will initially contract out web hosting services at a cost of
      approximately $100 plus $20 per month, per site, as opposed to spending
      approximately $100,000 to purchase and maintain the equipment necessary to
      do it
      in-house.  In the long-term, intense competition is anticipated to
      reduce the price we can charge for our services and thus our profit
      margins.





We
      believe that, if properly capitalized, we can establish ourselves in the
      identified niche and capture enough market share to be able to begin to offer
      other, to-be-developed cutting edge related Internet services.




8




**Results
      of Operations for the Three and Nine Months Ended September 30, 2007 and
      2006**





Introduction





Our
      revenues for the third quarter of 2007 were lower, as compared to the third
      quarter of 2006, and lower, as compared to the second quarter of
      2007.





**Revenues
      and Income (Loss) from Operations**







Our
      revenue, operating expenses and net
      income (loss) from operations for the three months ended September 30, 2007,
      as
      compared to the three months ended September 30, 2006 and June 30, 2007, are
      as
      follows:





3
                Months Ended
              September
                30,
              2007
            
            
            3
                Months Ended
              September
                30,
              2006
            
            
            Percentage
              Change
            
            
            3
                MonthsEnded
              June
                30,
              2007Revenue
            
            $
            3,167
            
            
            
            4,820
            
            
            
            (34.3
            )%
            
            $
            6,092Operating
                expenses
            
            
            11,920
            
            
            
            4,280
            
            
            
            178.5
            %
            
            
            15,496Net
                Income (loss) from operations
            
            $
            (8,753
            )
            
            
            540
            
            
            
            (1,720.9
            )%
            
            $
            (9,404
            )





Our
      revenues decreased by 34.3% for the three month period ended September 30,
      2007,
      as compared to the three month period ended September 30, 2006 because of lower
      marketing expenditures.  During the same time periods, our operating
      expenses increased by 178.5% because of professional fees associated with being
      a public, reporting company.  As a result, we had net loss from
      operations of $8,753 for the three month period ended September 30, 2007, as
      compared to net loss from operations of $9,404 for the three month period ended
      June 30, 2007.





9
                Months
              Ended
              September
                30, 2007
            
            
            9
                Months
              Ended
              September
                30, 2006
            
            
            Percentage
              ChangeRevenue
            
            $
            9,901
            
            
            $
            15,563
            
            
            
            (36.4
            )%Operating
                expenses
            
            
            32,042
            
            
            
            12,820
            
            
            
            149.9
            %Net
                Income (loss) from operations
            
            $
            (22,141
            )
            
            $
            2,743
            
            
            
            (907.2
            )%





Our
      revenues decreased by 36.4% for the
      nine month period ended September 30, 2007, as compared to the nine month period
      ended September 30, 2006 because of lower marketing
      expenditures.  During the same time periods, our operating expenses
      increased by 149.9% because of professional fees associated with being a public,
      reporting company.  As a result, we had net loss from operations of
      $22,141 for the nine month period ended September 30, 2007, as compared to
      net
      income from operations of $2,743 for the nine month period ended September
      30,
      2006.





9


**Liquidity
      and Capital Resources**





Introduction





During
      the three months ended September 30, 2007, we had a net loss of $5,987 and
      a
      negative cash flow from operations of $7,983.  During the nine months
      ended September 30, 2007, we had a net loss of $17,364 and a negative cash
      flow
      from operations of $29,884.  Because our revenues are small, almost
      any change in our revenues or operating expenses has a material effect, and
      we
      anticipate that our net profit or loss, and operating profit or loss, will
      continue to vary widely from time period to time period.





Our
      cash
      and cash equivalents, total current assets, total assets, total current
      liabilities, and total liabilities as of September 30, 2007, as compared to
      June
      30, 2007, are as follows:





September
                30,
            
            
            June30,2007
            
            
            2007Cash
            
            $
            8,181
            
            
            $
            16,164Total
                current assets
            
            
            18,155
            
            
            
            23,315Total
                assets
            
            
            19,530
            
            
            
            24,825Total
                current liabilities
            
            
            1,783
            
            
            
            1,114Total
                liabilities
            
            
            1,834
            
            
            
            1,141





Cash
      Requirements





Our
      cash
      requirements are expected to remain consistent with our historical needs over
      the next 12 months.  During the three months ended September 30, 2007,
      we received total proceeds of $0.00 from the issuance of common stock. Our
      cash
      is utilized primarily for professional fees associated with being a public,
      reporting company.





Beyond
      the next 12 months, our cash
      needs are anticipated to increase substantially as we anticipate making one
      or
      more acquisitions.  We anticipate fulfilling our cash needs primarily
      through the sale of our common stock, followed by increased cash flows from
      operations.  We cannot estimate what our cash needs will be in the
      future, other than the approximately $150,000 annually we anticipate spending
      on
      the cost of being a publicly registered company, and we have not entered into
      any discussions concerning the sale of our common stock in the
      future.





Sources
      and Uses of Cash





*Operations
      and Financing*





During
      the three and nine months ended September 30, 2007, we generated a negative
      cash
      flow of $7,983 and $27,535, respectively.  Net cash provided by (used
      in) operating activities for the three months ended September 30, 2007 and
      2006,
      were ($7,983) and ($4,768), respectively.  Net cash provided by (used
      in) operating activities for the nine months ended September 30, 2007 and 2006,
      were ($29,884) and ($1,495), respectively.  Negative operating cash
      flows during the three and nine months ended September 30, 2007 were primarily
      created by the decrease in our revenues without a corresponding decrease in
      our
      operating expenses.





10


Net
      cash
      provided by financing activities for the three months ended September 30, 2007
      and 2006, were $0.00 and $2,463, respectively.  Net cash provided by
      financing activities for the nine months ended September 30, 2007 and 2006,
      were
      $3,533 and $(2,178), respectively.





We
      anticipate that we will continue to
      operate at approximately break-even until we are able to obtain substantial
      financing.





**Critical
      Accounting Policies**





Our
      accounting policies are fully described in Note A to our consolidated financial
      statements.  The following describes the general application of
      accounting principles that impact our consolidated financial
      statements.





Our
      results of operations are based upon our consolidated financial statements,
      which have been prepared in accordance with accounting principals generally
      accepted in the United States.  The preparation of these financial
      statements requires us to make estimates and judgments that affect the reported
      amounts of assets, liabilities, revenues and expenses, and related disclosure
      of
      contingent assets and liabilities.  On an on-going basis, we evaluate
      our estimates, including those related to bad debt, inventories, investments,
      intangible assets, income taxes, financing operations, and contingencies and
      litigation.





We
      base
      our estimates 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.





**ITEM
      3                      Controls
      and Procedures**





Evaluation
      of Disclosure Controls and Procedures





We
      conducted an evaluation, with the participation of our Chief Executive Officer
      and Chief Financial Officer, of the effectiveness of the design and operation
      of
      our disclosure controls and procedures, as defined in Rules 13a-15(e) and
      15d-15(e) under the Securities Exchange Act of 1934, as amended, or the Exchange
      Act, as of September 30, 2007, to ensure that information required to be
      disclosed by us in the reports filed or submitted by us under the Exchange
      Act
      is recorded, processed, summarized and reported, within the time periods
      specified in the Securities Exchange Commission's rules and forms, including
      to
      ensure that information required to be disclosed by us in the reports filed
      or
      submitted by us under the Exchange Act is accumulated and communicated to our
      management, including our principal executive and principal financial officers,
      or persons performing similar functions, as appropriate to allow timely
      decisions regarding required disclosure.  Based on that evaluation,
      our Chief Executive Officer and Chief Financial Officer have concluded that
      as
      of September 30, 2007, our disclosure controls and procedures were not effective
      at the reasonable assurance level due to the material weaknesses described
      below.





In
      light
      of the material weaknesses described below, we performed additional analysis
      and
      other post-closing procedures to ensure our financial statements were prepared
      in accordance with generally accepted accounting
      principles.  Accordingly, we believe that the financial statements
      included in this report fairly present, in all material respects, our financial
      condition, results of operations and cash flows for the periods
      presented.





11


A
      material weakness is a control deficiency (within the meaning of the Public
      Company Accounting Oversight Board (PCAOB) Auditing Standard No. 5) or
      combination of control deficiencies, such that there is a reasonable possibility
      that a material misstatement of the annual or interim financial statements
      will
      not be prevented or detected.  Management has identified the following
      three material weaknesses which have caused management to conclude that, as
      of
      September 30, 2007, our disclosure controls and procedures were not effective
      at
      the reasonable assurance level:





1.           We
      do not have written documentation of our internal control policies and
      procedures.  Written documentation of key internal controls over
      financial reporting is a requirement of Section 404 of the Sarbanes-Oxley Act
      and will be applicable to us for the year ending December 31,
      2008.  Management evaluated the impact of our failure to have written
      documentation of our internal controls and procedures on our assessment of
      our
      disclosure controls and procedures and has concluded that the control deficiency
      that resulted represented a material weakness.





2.           We
      do not have sufficient segregation of duties within accounting functions, which
      is a basic internal control.  Due to our size and nature, segregation
      of all conflicting duties may not always be possible and may not be economically
      feasible.  However, to the extent possible, the initiation of
      transactions, the custody of assets and the recording of transactions should
      be
      performed by separate individuals.  Management evaluated the impact of
      our failure to have segregation of duties on our assessment of our disclosure
      controls and procedures and has concluded that the control deficiency that
      resulted represented a material weakness.





3.           We
      had a significant number of audit adjustments last fiscal year.  Audit
      adjustments are the result of a failure of the internal controls to prevent
      or
      detect misstatements of accounting information.  The failure could be
      due to inadequate design of the internal controls or to a misapplication or
      override of controls.  Management evaluated the impact of our
      significant number of audit adjustments last year and has concluded that the
      control deficiency that resulted represented a material weakness.





To
      address these material weaknesses, management performed additional analyses
      and
      other procedures to ensure that the financial statements included herein fairly
      present, in all material respects, our financial position, results of operations
      and cash flows for the periods presented.





Remediation
      of Material Weaknesses





To
      remediate the material weaknesses in our disclosure controls and procedures
      identified above, in addition to working with our independent registered public
      accounting firm, we have continued to refine our internal procedures to begin
      to
      implement segregation of duties and to reduce the number of audit
      adjustments.





12


Changes
      in Internal Control over Financial Reporting





Except
      as
      noted above, there were no changes in our internal control over financial
      reporting, as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act,
      during our most recently completed fiscal quarter that have materially affected,
      or are reasonably likely to materially affect, our internal control over
      financial reporting.





**ITEM
      3A(T)              Controls
      and Procedures**





We
      are not required to furnish the
      information required by this item until we report on our fiscal year ending
      December 31, 2007.








13





**PART
      II – OTHER INFORMATION**





**ITEM
      1                      Legal
      Proceedings**





In
      the
      ordinary course of business, we may be from time to time involved in various
      pending or threatened legal actions.  The litigation process is
      inherently uncertain and it is possible that the resolution of such matters
      might have a material adverse effect upon our financial condition and/or results
      of operations.  However, in the opinion of our management, matters
      currently pending or threatened against us are not expected to have a material
      adverse effect on our financial position or results of operations.





**ITEM
      2                      Unregistered
      Sales of Equity Securities and Use of Proceeds**





There
      were no unregistered sales of equity securities by the Company during the three
      month period ended September 30, 2007.





**ITEM
      3                      Defaults
      Upon Senior Securities**





There
      have been no events which are required to be reported under this
      Item.





**ITEM
      4                      Submission
      of Matters to a Vote of Security Holders**





There
      have been no events which are required to be reported under this
      Item.





**ITEM
      5                      Other
      Information**





None.





**ITEM
      6                      Exhibits**





(a)           Exhibits





2.1
                (1)
            
            Reorganization
                and Stock Purchase Agreement dated as of July 31, 2006, between the
                Company and YaFarm Group, LLC3.1
                (1)
            
            Certificate
                of Incorporation of YaFarm Technologies, Inc., filed on June 16,
                20063.2
                (1)
            
            Certificate
                of Amendment of Certificate of Incorporation of YaFarm Technologies,
                Inc.,
                filed on June 28, 20063.3
                (1)
            
            Bylaws
                of YaFarm Technologies, Inc.31.1
            
            Rule
                13a-14(a)/15d-14(a) Certification of Chief Executive
                Officer31.2
            
            Rule
                13a-14(a)/15d-14(a) Certification of Chief Financial
                Officer32.1
            
            Chief
                Executive Officer Certification Pursuant to 18 USC, Section 1350,
                as
                Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of
                2002.32.2
            
            Chief
                Financial Officer Certification Pursuant to 18 USC, Section 1350,
                as
                Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of
                2002.





(1)           Incorporated
      by reference from our registration statement on Form SB-2, filed with
      theCommission on February 16, 2007








14





**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.








YaFarm
                Technologies, Inc.Dated:  November
                16, 2007
            /s/  Zhiguang
                ZhangBy:           Zhiguang
                ZhangIts:           Chief
                Executive Officer





15