UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549  FORM 10-Q  (Mark One)  xQUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the quarterly period ended September 30, 2009oTRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT   For the transition period from ________________ to _______________  000-52623 (Commission file number)  MONDO ACQUISITION III, INC. (Exact name of registrant as specified in its charter)  Delaware37-1532843(State or other jurisdiction of incorporation or organization)(IRS Employer Identification No.)  61 Broadway, 32 nd Floor New York, New York  10006 (Address of principal executive offices)  (212) 930-9700 (Issuer's telephone number)  N/A (Former name, former address and former fiscal year, if changed since last report)  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.  Yes  x    No o  Indicate by check mark whether the
registrant has submitted electronically and posted on its corporate Web site, if
any, every Interactive Data File required to be submitted and posted pursuant to
Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding
12 months (or for such shorter period that the registrant was required to submit
and post such files). o    No o  Indicate by check mark whether the
registrant is a large accelerated filer, an accelerated filer, a non-accelerated
filer, or a small reporting company.  See definitions of “large
accelerated filer,” “accelerated filer,” and “smaller
reporting company” in Rule 12b-2 of the Exchange Act. (Check one):  Large accelerated filer oAccelerated filer oNon-accelerated filer  o    (Do not check if a smaller reporting company)Smaller reporting company x  Indicate by check mark whether the
registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
Yes  x    No
o  State the number of shares outstanding of
each of the issuer's classes of common equity, as of the latest practicable
date: As of January 5, 2010  1,000,000 shares of common stock        MONDO ACQUISITION III, INC.
(A DEVELOPMENT STAGE COMPANY)
TABLE OF CONTENTS

Page
NumberPART I.FINANCIAL INFORMATIONItem 1.Financial StatementsCondensed  Balance Sheet as of September 30, 2009 (unaudited) and December 31, 2008F-1Condensed  Statements of Losses for the three and nine months Ended September 30, 2009 and 2008, and From October 30, 2006 (Date of Inception) through September 30, 2009 (unaudited)F-2Condensed  Statements of Cash Flows for the nine months Ended September 30, 2009 and 2008, and From October 30, 2006 (Date of Inception) through September 30, 2009 (unaudited)F-3Notes to Condensed Financial Statements (unaudited)F-4 - F-7Item 2.Management's Discussion and Analysis of Financial Condition and Results of Operations3Item 3.Quantitative and Qualitative Disclosures about Market Risk4Item 4T.Controls and Procedures4PART II.OTHER INFORMATION5Item 1.Legal Proceedings5Item1A.Risk Factors5Item 2.Unregistered Sales of Equity Securities and Use of Proceeds5Item 3.Defaults Upon Senior Securities5Item 4.Submission of Matters to a Vote of Security Holders5Item 5.Other Information5Item 6.Exhibits5SIGNATURES6

2


MONDO ACQUISITION III, INC.
(A DEVELOPMENT STAGE COMPANY)
CONDENSED BALANCE SHEET
AS OF SEPTEMBER 30, 2009




September 30, 2009
(unaudited)December 31, 2008ASSETSCurrent Assets:Cash and cash equivalents$4,543$6,138Total Assets$4,543$6,138LIABILITIES AND STOCKHOLDERS' EQUITYCurrent Liabilities:Accrued expenses related to incorporation$-$1,493Accounts payable-1,296Total Current Liabilities-2,789Long Term Liabilities:--Total Liabilities-2,789Commitments and ContingenciesStockholders Equity:Preferred stock, par value $0.001; 10,000,000 shares authorized, no issued and outstanding as of September 30, 2009 and December 31, 2008, respectively--Common stock, $0.001 par value; 40,000,000 authorized; 1,000,000 issued and outstanding as of September 30, 2009 and  December 31, 2008.1,0001,000Additional paid in capital6,5006,500Accumulated deficit during development stage(2,957)(4,151)Total Stockholders' Equity4,5433,349Total Liabilities and Stockholders' Equity$4,543$6,138

See the accompanying footnotes to unaudited condensed financial statements


F-1


MONDO ACQUISITION III, INC.
(A DEVELOPMENT STAGE COMPANY)
CONDENSED STATEMENT OF LOSSES
FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2009 AND 2008
FROM OCTOBER 30, 2006 (DATE OF INCEPTION) TO SEPTEMBER 30, 2009
(UNAUDITED)






For the Three Months Ended
September 30,For the Nine Months Ended
September 30,For the Period  From
October 30,  2006
(Date of Inception)
To September 30,20092008200920082009Revenues:Gain on extinguishment of liability--1,296-1,296Operating Expenses:Selling, general and administrative expenses$-$361$102$861$4,253Net Income (Loss)$-$(361)$1,194$(861)$(2,957)Net income (loss) per common share (basic and diluted)$0.000$(0.000)$0.001$(0.001)$(0.003)Weighted average number of shares outstanding (basic and diluted)1,000,0001,000,0001,000,0001,000,0001,000,000

See the accompanying footnotes to unaudited condensed financial statements


F-2


MONDO ACQUISITION III, INC.
(A DEVELOPMENT STAGE COMPANY)
CONDENSED STATEMENT OF CASH FLOWS
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2009 AND 2008
FROM OCTOBER 30, 2006 (DATE OF INCEPTION) TO SEPTEMBER 30, 2009
(UNAUDITED)


For the Nine Months Ended September 30, 2009For the Nine Months Ended September 30, 2008For the Period From
October 30, 2006
(Date of Inception)
to September 30,
2009Cash Flow from Operating Activities:Net income (loss)$1,194$(861)$(2,957)Adjustments to reconcile net loss to net cash used in operating activities:Changes in operating assets and liabilities:Accounts payable and accrued expenses2,789--Net Cash Used in Operating Activities(1,595)(861)(2,957)Cash Flow from Investing Activities:---Cash Flow Financing Activities:Proceeds from issuance of common stock to founders--17,500Return of capital to founders-(10,000)(10,000)Net Cash Provided By Financing Activities:-(10,000)7,500Net (Decrease) Increase in Cash and Cash Equivalents(1,595)(10,861)4,543Cash and Cash Equivalents at beginning of period6,13816,999-Cash and Cash Equivalents at end of period$4,543$6,138$4,543

See the accompanying footnotes to unaudited condensed financial statements


F-3


MONDO ACQUISITION III, INC.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO CONDENSED FINANCIAL STATEMENTS
SEPTEMBER 30, 2009
(unaudited)


NOTE 1 -   ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:

(a)Organization and Business:



Mondo Acquisition
III, Inc. (the Company), a wholly owned subsidiary of Mondo
Management Corp., was incorporated in the state of Delaware on October 30, 2006
for the purpose of raising capital that is intended to be used in connection
with its business plans which may include a possible merger, acquisition or
other business combination with an operating business.
(b)Development Stage Company:



The Company is
currently a development stage company under the provisions of FASB ACS 915
Development Stage Entities. All activities of the Company to date relate to its
organization, initial funding and share issuances.



The Company has not
begun principal operations and as is common with a development stage company,
the Company has had recurring losses during its development stage. The
Companys financial statements are prepared using generally accepted
accounting principles 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 cash or other material
assets, nor does it have an established source of revenues sufficient to cover
its operating costs and to allow it to continue as a going concern. In the
interim, shareholders of the Company have committed to meeting its minimal
operating expenses.
(c)Use of Estimates:


The preparation of
financial statements in conformity with accounting principles generally accepted
in the United States requires management to make estimates and assumptions that
affect the amounts of assets and liabilities and disclosure of contingent assets
and liabilities at the date of the balance sheet and reported amounts of
revenues and expenses during the reporting period. Actual results could differ
from those estimates.
(d)Cash and Cash Equivalents:


For purposes of the
statement of cash flows, the Company considers highly liquid financial
instruments purchased with original maturities of three months or less to be
cash equivalents.

F-4


MONDO ACQUISITION III, INC.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO CONDENSED FINANCIAL STATEMENTS
SEPTEMBER 30, 2009
(unaudited)


NOTE 1 -   ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued):

(e)Income Taxes:



The Company has
implemented the provisions FASB ASC 740-Income Taxes{Previously Statement of
Financial Accounting Standards No. 109, "Accounting for Income Taxes"
(SFAS 109)}. SFAS 109 requires that income tax accounts be computed using the
liability method. Deferred taxes are determined based upon the estimated future
tax effects of differences between the financial reporting and tax reporting
bases of assets and liabilities given the provisions of currently enacted tax
laws.



Any deferred tax
asset is considered immaterial and has been fully offset by a valuation
allowance because at this time the Company believes that it is more likely than
not that the future tax benefit will not be realized as the Company has no
current operations.



In June 2006, the
FASB issued FASB ASC 740-10-25- Income Taxes  Overall  Regognition {
Previously Interpretation No. 48, Accounting for Uncertainty in Income
Taxes-an interpretation of FASB Statement No. 109 ("FIN
48")}. FIN 48 prescribes a recognition threshold and measurement attribute
for the financial statement recognition and measurement of a tax position taken
or expected to be taken in a tax return. FIN 48 also provides guidance on
derecognition, classification, treatment of interest and penalties, and
disclosure of such positions. Effective January 1, 2007, the Company
adopted the provisions of FIN 48, as required. As a result of implementing FIN
48, there has been no adjustment to the Companys financial statements for
the three and nine months ending September 30, 2009.
(f)Loss per Common Share:


Basic loss per share
is calculated using the weighted-average number of common shares outstanding
during each reporting period. Diluted loss per share includes potentially
dilutive securities such as outstanding options and warrants, using various
methods such as the treasury stock or modified treasury stock method in the
determination of dilutive shares outstanding during each reporting period. The
Company does not have any potentially dilutive instruments.
(g)Fair Value of Financial Instruments:

The carrying value of cash equivalents and accrued expenses approximates fair value due to the short period of time to maturity.
NOTE 2 -   RECENT ACCOUNTING PRONOUNCEMENTS:




Accounting Standards Codification
and GAAP Hierarchy Effective for interim and annual periods
ending after September 15, 2009, the Accounting Standards Codification and
related disclosure requirements issued by the FASB became the single official
source of authoritative, nongovernmental GAAP. The ASC simplifies GAAP, without
change, by consolidating the numerous, predecessor accounting standards and
requirements into logically organized topics. All other literature not included
in the ASC is non-authoritative. We adopted the ASC as of October 3, 2009, which
did not have any impact on our results of operations, financial condition or
cash flows as it does not represent new accounting literature or
requirements.  All references to pre-codified U.S. GAAP have been
removed from this Form 10Q.



Subsequent
Events  Effective for interim and annual periods ending
after June 15, 2009, GAAP established general standards of accounting for
and disclosure of events that occur after the balance sheet date but before
financial statements are issued or are available to be issued. The new
requirements do not change the accounting for subsequent events; however, they
do require disclosure, on a prospective basis, of the date an entity has
evaluated subsequent events. We adopted these new requirements as of July 4,
2009, which had no impact on our results of operations, financial condition or
cash flows.



Consolidation Effective for interim and
annual periods beginning after November 15, 2009, with earlier application
prohibited, GAAP amends the current accounting standards for determining which
enterprise has a controlling financial interest in a VIE and amends guidance for
determining whether an entity is a VIE. The new standards will also add
reconsideration events for determining whether an entity is a VIE and will
require ongoing reassessment of which entity is determined to be the VIEs
primary beneficiary as well as enhanced disclosures about the enterprises
involvement with a VIE. We are currently assessing the future impact these new
standards will have on our results of operations, financial position or cash
flows.



Transfers and
Servicing -- Effective for interim and annual periods beginning after
November 15, 2009, GAAP eliminates the concept of a qualifying special
purpose entity, changes the requirements for derecognizing financial assets and
requires additional disclosures. We are currently assessing the future impact
these new standards will have on our results of operations, financial position
or cash flows.





F-5


MONDO ACQUISITION III, INC.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO CONDENSED FINANCIAL STATEMENTS
SEPTEMBER 30, 2009
(unaudited)


NOTE 3 -   CAPITAL STOCK:


The total number of
shares of capital stock which the Company shall have authority to issue is fifty
million (50,000,000). These shares shall be divided into two classes with
40,000,000 shares designated as common stock at $.001 par value (the
Common Stock) and 10,000,000 shares designated as preferred stock at
$.001 par value (the Preferred Stock). The Preferred stock of the
Company shall be issued by the Board of Directors of the Company in one or more
classes or one or more series within any class and such classes or series shall
have such voting powers, full or limited, or no voting powers, and such
designations, preferences, limitations or restrictions as the Board of Directors
of the Company may determine, from time to time.



Holders of shares of
Common Stock shall be entitled to cast one vote for each share held at all
stockholders' meetings for all purposes, including the election of directors.
The Common Stock does not have cumulative voting rights.



No holder of shares of
stock of any class shall be entitled as a matter of right to subscribe for or
purchase or receive any part of any new or additional issue of shares of stock
of any class, or of securities convertible into shares of stock of any class,
whether now hereafter authorized or whether issued for money, for consideration
other than money, or by way of dividend.



On December 8, 2006, the
Company issued 1,000,000 shares of Common Stock to Mondo Management Corp. at a
purchase price of $.0175 per share, for an aggregate purchase price of
$17,500.



The Company had 1,000,000
shares of common stock issued and outstanding at September 30, 2009 and
September 30, 2008. As of September 30, 2009 and September 30, 2008 the Company
had no preferred stock issued and outstanding.



F-6


MONDO ACQUISITION III, INC.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO CONDENSED FINANCIAL STATEMENTS
SEPTEMBER 30, 2009
(unaudited)

NOTE 4 -   RELATED PARTIES:


The officers, directors
and stockholders of the Company are affiliated with Sichenzia Ross Friedman
Ference LLP, an entity providing legal services to the Company at no cost. The
Company recorded the fair value of such legal services to reflect all the costs
of doing business in the Companys financial statements.


NOTE 5 - INCOME TAXES:


For income tax reporting
purposes, the Company's aggregate unused net operating losses of approximately
$4,100 will expire through 2026, subject to limitations of Section 382 of the
Internal Revenue Code, as amended. The deferred tax asset related to the carry
forward was deemed to be approximately $900. The Company has provided a
valuation reserve against the full amount of the net operating loss benefit,
because in the opinion of management based upon the development stage and the
likelihood of a future Section 382 limitation it is more likely than not that
the benefits will not be realized.



F-7


Item 2.    Management's Discussion and Analysis of Financial Condition and Results of Operations

FORWARD LOOKING STATEMENTS


Some of the statements contained in this
Form 10-Q that are not historical facts are "forward-looking
statements" which can be identified by the use of terminology such as
"estimates," "projects," "plans,"
"believes," "expects," "anticipates,"
"intends," or the negative or other variations, or by discussions of
strategy that involve risks and uncertainties. We urge you to be cautious of the
forward-looking statements, that such statements, which are contained in this
Form 10-Q, reflect our current beliefs with respect to future events and involve
known and unknown risks, uncertainties and other factors affecting our
operations, market growth, services, products and licenses. No assurances can be
given regarding the achievement of future results, as actual results may differ
materially as a result of the risks we face, and actual events may differ from
the assumptions underlying the statements that have been made regarding
anticipated events. Factors that may cause actual results, our performance or
achievements, or industry results, to differ materially from those contemplated
by such forward-looking statements include without limitation:


●Our ability to attract and retain management,
●Our ability to raise capital when needed and on acceptable terms and conditions;
●The intensity of competition; and
●General economic conditions.

All written and oral forward-looking
statements made in connection with this Form 10-Q that are attributable to us or
persons acting on our behalf are expressly qualified in their entirety by these
cautionary statements. Given the uncertainties that surround such statements,
you are cautioned not to place undue reliance on such forward-looking
statements.



The following plan of operation provides
information which management believes is relevant to an assessment and
understanding of our results of operations and financial condition. The
discussion should be read along with our financial statements and notes thereto.
The following discussion and analysis contains forward-looking statements, which
involve risks and uncertainties. Our actual results may differ significantly
from the results, expectations and plans discussed in these forward-looking
statements.


Overview


The Company has not
realized any revenues from operations since inception (except for a gain on the
extinguishment of liability of $1,296), and its plan of operation for the next
twelve months is to locate a suitable acquisition or merger candidate and
consummate a business combination. The Company may need additional cash advances
from stockholders or loans from other parties to pay for operating expenses
until the Company consummates the merger with a privately-held company. Although
it is currently anticipated that the Company can satisfy its cash requirements
with additional cash advances or loans from other parties, if needed, for at
least the next twelve months, the Company can provide no assurance that it can
continue to satisfy its cash requirements for such period.



Since our formation on
October 30, 2006, our purpose has been to effect a business combination with an
operating business which we believe has significant growth potential. We are
currently considered to be a blank check company in as much as we
have no specific business plans, no operations, revenues or employees. We
currently have no definitive agreements or understanding with any prospective
business combination candidates and have not targeted any business for
investigation and evaluation nor are there any assurances that we will find a
suitable business with which to combine. The implementation of our business
objectives is wholly contingent upon a business combination and/or the
successful sale of securities in the company. We intend to utilize the proceeds
of any offering, any sales of equity securities or debt securities, bank and
other borrowings or a combination of those sources to effect a business
combination with a target business which we believe has significant growth
potential. While we may, under certain circumstances, seek to effect business
combinations with more than one target business, unless and until additional
financing is obtained, we will not have sufficient proceeds remaining after an
initial business combination to undertake additional business combinations.



As a result of our limited
resources, we expect to effect only a single business combination. Accordingly,
the prospects for our success will be entirely dependent upon the future
performance of a single business. Unlike certain entities that have the
resources to consummate several business combinations or entities operating in
multiple industries or multiple segments of a single industry, we will not have
the resources to diversify our operations or benefit from the possible spreading
of risks or offsetting of losses. A target business may be dependent upon the
development or market acceptance of a single or limited number of products,
processes or services, in which case there will be an even higher risk that the
target business will not prove to be commercially viable.



3


Our officers are only
required to devote a very limited portion of their time to our affairs on a
part-time or as-needed basis. We expect to use outside consultants, advisors,
attorneys and accountants as necessary, none of which will be hired on a
retainer basis. We do not anticipate hiring any full-time employees so long as
we are seeking and evaluating business opportunities.



We expect our present
management to play no managerial role in the Company following a business
combination. Although we intend to scrutinize closely the management of a
prospective target business in connection with our evaluation of a business
combination with a target business, our assessment of management may be
incorrect. We cannot assure you that we will find a suitable business with which
to combine.


Results of Operations


The Company has not
conducted any active operations since inception, except for its efforts to
locate a suitable acquisition or merger transaction. No revenue has been
generated by the Company during such period (except for a gain on the
extinguishment of liability of $1,296), and it is unlikely the Company will have
any future revenues unless it is able to consummate or effect an acquisition of,
or merger with, an operating company, of which there can be no assurance.



Net income (loss) for the
three and nine months ended September 30, 2009 was $0 and $1,194, respectively,
compared to ($361) and ($861) for the three and nine months ended September 30,
2008, respectively.


Liquidity and Capital Resources


The Company will not have
any future revenues from any operations absent a merger or other business
combination with an operating company, and no assurance can be given that such a
merger or other business combination will occur or that the Company can engage
in any public or private sales of the Companys equity or debt securities
to raise working capital. The Company is dependent upon future loans from its
present stockholders or management, and there can be no assurances that its
present stockholders or management will make any loans to the Company. At
September 30, 2009, the Company had cash of $4,543 and working capital of
$4,543.



The Company's present
material commitments are professional and administrative fees and expenses
associated with the preparation of its filings with the SEC and other regulatory
requirements. In the event that the Company engages in any merger or other
business combination with an operating company, it will have additional material
commitments. Although the Company from time to time may engage in discussions
regarding a merger or other combination with an operating company, we cannot
offer any assurances that we will engage in any merger or other combination with
an operating company within the next twelve months.


Off Balance Sheet Arrangements


We have no significant
off-balance sheet arrangements that have or are reasonably likely to have a
current or future effect on our financial condition, changes in financial
condition, revenues or expenses, results of operations, liquidity, capital
expenditures or capital resources that is material to our stockholders.


ITEM 3.    Quantitative and Qualitative Disclosures about Market Risk.

N/A

Item 4T.    Controls and Procedures.

(a) Evaluation of Disclosure Controls and Procedures


As of September 30, 2009, we carried out an
evaluation, under the supervision and with the participation of our Principal
Executive Officer and Principal Financial Officer, of the effectiveness of the
design and operation of our disclosure controls and procedures. Based on this
evaluation, our Principal Executive Officer and Principal Financial Officer
concluded that our disclosure controls and procedures were effective in ensuring
that information required to be disclosed by us in our periodic reports is
recorded, processed, summarized and reported, within the time periods specified
for each report and that such information 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.


(b) Changes in Internal Controls.


There was no change in our internal controls
over financial reporting that has materially affected, or is reasonable likely
to materially affect, our internal control over financial reporting during the
quarter covered by this Report.



4


PART II. OTHER INFORMATION


Item  1.Legal Proceedings
None

Item  1A.Risk Factors
Not applicable

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
Not applicable

Item 5.Other Information
Not applicable

Item 6.Exhibits
(a)Exhibits
Exhibit NumberDescription of Exhibit31Certification of Principal Executive Officer and Principal
Financial Officer pursuant to Rule 13a-14 and Rule 15d-14(a), promulgated under
the Securities Exchange Act of 1934, as amended32

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

5


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.


Mondo Acquisition III, Inc.Date: January 5, 2010By:/s/ Thomas A. RoseThomas A. RosePresident (Principal Executive Officer and
Principal Financial and Accounting Officer)



6