10-Q




Commission
File Number:    0-9773





TASA
PRODUCTS LIMITED


(Exact
name of registrant as specified in it's charter)





Washington
              91-1121874(State
      or other Jurisdiction of incorporation or organization)
              (IRS
      Employer ID No.)





14508 SE
51st, Bellevue, WA  98006


(Address
and zip code of principal executive offices)





Registrant's
telephone number, including area code:  (425) 746-6761







Indicate
by check mark whether the registrant (1) has filed all reports required to be
filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the
preceding 12 months (or for such shorter period that the registrant was required
to file such reports), and (2) has been subject to such filing requirements for
the past 90 days.





Yes:  x                No:  o





DOCUMENTS
INCORPORATED BY REFERENCE





Form S-1,
TASA Products Limited, Commission File No. 0-9773, but excluding the balance
sheet of TASA Products Limited together with the report of independent certified
public accountants, is incorporated by reference.







Page
1





PART I -
FINANCIAL INFORMATION





Item
      1:
            Financial
      Statements





See
Appendix A





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





The
partnership originally licensed the manufacturing and sale of its products to
Communications Research Corporation, (CRC) a subsidiary of Energy Sciences
Corporation, (ESC).  ESC and the Partnership entered Chapter 11
bankruptcy proceedings on April 29, 1986.  On May 13, 1988, ESC's
bankruptcy was dismissed and all remaining assets, primarily amounts owed to ESC
by the partnerships and the rights to produce electronic products at CRC, were
repossessed by the sole secured creditor of ESC, Mr. Thomas Murphy.  A
new company was formed in September 1988, called LINC Technology Corporation.
The company ownership was restructured recently and is now owned by Messrs. Maes
and  Steffey in the amount of 41% each; the balance of 18% onwership
is held by Mr. Murphy's heirs, Mr. Nichols, a founder, and by outside investors.
Mr. Nichols resigned from LINC in August 1991, but remains a
stockholder.  LINC has been initially privately financed with $49,000
of cash to pursue a variety of opportunities in electronics and data
communications.  LINC believes that a market remains for some of the
partnerships' products.  Initial emphasis is on LCM and
DOVE.  A license has been entered into between the partnership and
LINC, similar in terms to that which existed with CRC, with the exception that
in return for elimination of most of the debt owed by the partnerships to ESC,
(and now, therefore, Mr. Murphy), and in recognition of the need to attract more
capital for LINC, the royalty to be paid the partnerships is set at 5% of gross
sales, (compared to the prior formula, ranging from 10% down to
6%).  The new royalty is divided between partnerships in the case of
joint ownership of rights, such as the case with DOVE, for
example.  All royalties were deferred for three years from September
1988 in order to allow LINC to build its working capital.  Starting in
September 1991, royalties are 1% of gross sales for twelve months, 3% of gross
sales for the next twelve months and 5% thereafter.




In 1995,
a new royalty agreement was put into effect in order to reduce administrative
expenses.  Under the new plan, no royalties will accrue to the
partnership until a total of $300,000.00 of sales on products licensed to LINC
Technology Corporation have been generated and collected.  At that
point, a lump sum royalty payment of $15,000.00 will be paid to the patrnership
group of TASA Products Limited (the Partnership), Energy Sciences Limited
Partnership, Telemetric Controls Limited Partnership, and Communications Link
Limited Partnership.  After such payment, again no royalty will accrue
or be owed until another $300,000.00 in sales has occured, after which a second
lump sum of $15,000.00 is due, and so forth.   LINC Technology
Corporation will be responsible for periodic mailings to the partnership at its
expense.  Bases on IRS regulations, no partnership 1065 tax returns
and K-1s will have to be filed or issued until the royalty
accrues.  Royalties of $12,118 were paid to the Partnership in
December 1999 and a total disbursement of $10,906 was made to the limited
partners in February 2000.  $1,212 was paid to historical creditors of
the partnership.  The general partners did not receive any payments
from the partnership.





As
described above, in 1995, the General Partners put in place an arrangement under
which royalties would not be payable to the partnerships and profit would not
accrue until a total of $300,000 in sales had occured.  In 2003, as
the amount of sales was approaching $300,000 again, the General Partners
reviewed the costs associated with preparing the partnership tax returns (Form
1065) and the preparation and mailing of both the K-1s and distribution
checks.  Based on our experience in 2000, the General Partners
estimated the cost to be approximately $5000.00. In addition, the General
Partners heard from many Limited Partners that the trouble involved in providing
the tax information to their accountants was not worth the money that they
received.  The General Partners therefore increased the level of sales
required before a royalty payment is due from $300,000 to $600,000, which would
result in a royalty payment totalling $30,000, instead of $15,000 to be divided
among all individual limited partners, the amount will be $30,000.  As
a result, a smaller percentage of the royalty would go to tax form and check
preparation costs.  As a result of this new arrangement, no royalties
accrued in this fiscal period.




LINC
Technology had planned to make a distribution the the partnership in late
2008.  The accrual and distribution at the end of 2008, the the
effects of the ressesion prevented that from happening.  It is hoped
the the accrual and distribution can take place in late 2009.





Only a
small portion of the LINC Technology Corporation's sales were for products which
the Partnership licenses to LINC Technology Corporation.  Accounting
of the amount of sales on products subject to partnership royalty will not be
done until the end of the calender year.





LINC
filed a registration statement with the State of Washington, under the ULOR
provision, for sale of up to $450,000 worth of its common stock, which became
effective May 9, 1989.  No stock was sold under the offering and it
was withdrawn on May 10, 1990.  Thus far LINC has supported its growth
from its own cash flow.





LINC
Technology Corporation's address is 3535 Factoria Blvd. S.E., Bellevue, WA 98006
and telephone 425-882-2206.  Modest sales of the partnership's
products continue to be made but are still irregular quarter to
quarter.  The company concentrates on industrial data
communications.  There can be no guarantee that LINC will be
successful, or that sufficient sales of the partnership's products will result
so that any significant royalties will be paid to the partnership.  No
royalties or expenses were accrued by or paid to the partnership in the quarter
ending 3-31-09.





Page
2





PART II -
OTHER INFORMATION





Item
      1:
            Legal
      Proceedings





The staff
of the Securities and Exchange Commission's Division of Enforcement recommended
to the Commission that it authorize the staff to file a civil injunction action
against the Partnership and Messrs. Maes and Steffey to require timely filing of
reports with the commission.  Such an injunction was entered on June
25, 1986. All subsequent reports have been timely filed.





On
October 16, 1989 the U.S. Bankruptcy Court ordered the conversion of the
partnership's Chapter 11 to a Chapter 7.  On May 11, 1990, the
partnership filed an amended motion to dismiss the Chapter 7.  The
motion was granted on June 21, 1990 and the partnership is no longer in
bankruptcy.





Item
      2:
            Changes
      In Securities: None





Item
      3:
            Defaults
      Upon Senior Securities: None





Item
      4:
            Submission
      Of Matters To A Vote Of Security Holders:
None





Item
      5:
            Other
      Information: None





Item
      6:
            Exhibits,
      Financial Statement Schedules, and Reports on Form
  8-K




a)
              Documents
      filed as part of this Report: Unaudited financial
    statement.





b)
              Reports
      on Form 8-K: None.





Item
      9:
            Disagreements
      on Accounting and Financial Disclosure
Matters





TASA has
no independent accountant at present, in accordance with Rule 3-11 of Regulation
S-X





Page
3





Item
9A    Controls and Procedures





The
Partnership's disclosure controls and procedures are designed to ensure that
information required to be disclosed in reports that are filed or submitted
under the Securities Exchange Act of 1934, as amended, is recorded, processed,
summerized and reported within the time periods specified in the rules and forms
of the Securities and Exchange Commission.  Disclosure controls and
procedures include, without limitation, controls and proceedures designed to
ensure that information required to be disclosed by an issuer in the reports
that it files or submits under the Act is accumulated and communicated to the
issuer's management including its principal executive and principal financial
officers, or persons performing similar functions (the General Partners), as
appropriate to allow timely decisions regarding required
disclosure.





The
General Partners have reviewed the effectiveness of the Partnership's disclosure
controls and procedures as of the end of the period covered by this Form 10-Q
report and have concluded that the disclosure controls and proceedures are
effective.





There
were no changes in our internal control over financial reporting during the
three months ended March 31, 2008 that have materially affected, or are
reasonably likely to materially affect, our internal control over financial
reporting.





9B   Other
Information





None





Page
4




Appendix
A





TASA
PRODUCTS LIMITED


BALANCE
SHEET


March 31,
2009


(UNAUDITED)





ASSETS
      Cash
                    
                    $
                    0Royalties
      Receivable
                    
                    
                    0TOTAL
      CURRENT ASSETS
                    
                    $
                    0Intangible
      Assets Less Amortization
                    
                    
                    0Receivable
      from Affiliates Less Allowance
                    
                    
                    0TOTAL
      ASSETS
                    
                    $
                    0LIABILITIES
      AND PARTNERS' EQUITY Accounts Payable
                    
                    $
                    0Taxes
      Payable
                    
                    
                    0TOTAL
      CURRENT LIABILITIES
                    
                    
                    0Payable
      to Creditors (Non-Recourse)
                    
                    
                    2,383,607TOTAL
      LIABILITIES
                    
                    
                    2,383,607Partners'
      Capital
                    
                    
                    (2,383,607
                    )TOTAL
      LIABILITIES AND PARTNER'S EQUITY
                    
                    
                    0




Page
5





TASA
PRODUCTS LIMITED


STATEMENT
OF INCOME


FOR THE
QUARTER ENDING


March 31,
2009


(UNAUDITED)





Royalty
      Revenue
                
                $
                0Expenses
                
                
                0Net
      Income (Loss)
                
                $
                0





Page
6





TASA
PRODUCTS LIMITED


STATEMENT
OF CASH FLOWS


FOR THE
QUARTER ENDING


March 31,
2009


(UNAUDITED)





Net
      Cash Provided By Operating Activities
                
                $
                0Net
      Cash Distribution to Partners
                
                
                0Net
      Cash Distribution to Creditors
                
                
                0Net
      Cash Used By Investing Activities
                
                
                0Net
      Cash Provided By Financing Activities
                
                
                0Net
      Increase In Cash
                
                
                0Cash
      At Beginning Of Period
                
                
                0Cash
      At End Of Period
                
                $
                0




Page
7




SIGNATURES





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





TASA
PRODUCTS LIMITED


(Registrant)





5-5-9
              /S/
      Michel E. Maes, Co-General Partner(Date)
              (Signature)






Page 8