SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549


                                   FORM 10-QSB


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


                  For the quarterly period ended: May 31, 2007


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


      For the transition period from ________________ to __________________


                        Commission File Number 000-52639


                                CARLATERAL, INC.
             ______________________________________________________
             (Exact name of registrant as specified in its charter)


            Nevada                                               20-4158835
_______________________________                              ___________________
(State or other jurisdiction of                                 (IRS Employer
incorporation or organization)                               Identification No.)


                             112 North Currie Street
                           Carson City, Nevada, 89703
                    ________________________________________
                    (Address of principal executive offices)


                                 (775) 321-8243
              ____________________________________________________
              (Registrant's telephone number, including area code)


Check whether the registrant (1) has filed all reports required to be filed by
Section 13 or 15 (d) of the Securities Exchange Act 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 shell company (as defined in
   rule 12b-2 of the Exchange Act).                               Yes [X] No [ ]

State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date: As of May 31, 2007, the registrant
had 10,300,000 shares of common stock, $0.001 par value, issued and outstanding.

Transitional Small Business Disclosure Format (check one).        Yes [ ] No [X]



<PAGE>


                                TABLE OF CONTENTS


                                                                           Page
                                                                          Number

PART I - FINANCIAL INFORMATION

Item 1. Financial Statements - Unaudited

Interim Balance Sheets as of May 31, 2007 and February 28, 2007............. 4

Interim Statements of Operations for the three month period
ended May 31, 2007, and the period from inception
(December 9, 2005) to May 31, 2007.......................................... 5

Interim Statement of Stockholders" Equity (Deficit) from
inception (December 9, 2005) to May 31, 2007 ............................... 6

Interim Statements of Cash Flows for the three month period
ended May 31, 2007 and the period from inception
(December 9, 2005) to May 31, 2007.......................................... 7

Notes to Interim Financial Statements May 31, 2007.......................... 8

Item 2. Management's Discussion and Analysis and Plan of Operation......... 11

Item 3. Controls and Procedures............................................ 14


PART II - OTHER INFORMATION

Item 1. Legal Proceedings.................................................. 14

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds ....... 14

Item 3. Defaults Upon Senior Securities ................................... 14

Item 4. Submission of Matters to a Vote of Security Holders ..............  14

Item 5. Other Information ................................................  14

Item 6. Exhibits .......................................................... 15


                                       2


<PAGE>


                                CARLATERAL, INC.
                          (A DEVELOPMENT STAGE COMPANY)

                          INTERIM FINANCIAL STATEMENTS

                                  MAY 31, 2007


















INTERIM BALANCE SHEETS

INTERIM STATEMENTS OF OPERATIONS

INTERIM STATEMENT OF STOCKHOLDERS' EQUITY

INTERIM STATEMENTS OF CASH FLOWS

NOTES TO THE INTERIM FINANCIAL STATEMENTS


                                       3


<PAGE>

<TABLE>
<CAPTION>


                                CARLATERAL, INC.
                          (A DEVELOPMENT STAGE COMPANY)

                              INTERIM BALANCE SHEET


                                                                 May 31, 2007       February 28 2007
                                                                 (Unaudited)           (Audited)
____________________________________________________________________________________________________
<S>                                                               <C>                  <C>

                                      ASSET
CURRENT ASSET
 Cash                                                             $   2,800            $  20,378
 Prepaid Expense                                                        900                    -
____________________________________________________________________________________________________
                                                                      3,700
====================================================================================================

                 LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)

CURRENT LIABILITIES
      Accounts payable and accrued liabilities                    $   5,100            $   3,000
      Due to Shareholder                                              4,475                    -
____________________________________________________________________________________________________
                                                                      9,575                3,000
____________________________________________________________________________________________________

STOCKHOLDERS' EQUITY (DEFICIT )
   Capital stock (Note 4)
   Authorized
      75,000,000 shares of common stock, $0.001 par value,
   Issued and outstanding
      10,300,000 shares of common stock                              10,300               10,300
   Additional paid-in capital                                        13,200               13,200
   Deficit accumulated during the development stage                 (29,375)              (6,122)
____________________________________________________________________________________________________
                                                                     (5,875)              17,378
____________________________________________________________________________________________________
                                                                  $   3,700            $  20,378
====================================================================================================


    The accompanying notes are an integral part of these financial statements

</TABLE>


                                       4


<PAGE>


                               CARLATERAL, INC. .
                          (A DEVELOPMENT STAGE COMPANY)

                        INTERIM STATEMENTS OF OPERATIONS


                                                               Cumulative
                                                               results of
                                                               operations
                                                                  from
                                           Three months        December 9,
                                              ended           2005(date of
                                           May 31, 2007       inception) to
                                           (Unaudited)        May 31, 2007
___________________________________________________________________________

INCOME

   Loans revenue                                     -                 886

EXPENSES

   Office and general                      $     2,198         $     7,550
    Professional fees                                -              22,711
___________________________________________________________________________

NET LOSS                                   $    (2,198)        $   (29,375)
===========================================================================


BASIC AND DILUTED NET LOSS PER SHARE       $     (0.00)        $     (0.00)
===========================================================================


WEIGHTED AVERAGE NUMBER OF COMMON
SHARES OUTSTANDING                          10,300,000          10,300,000
===========================================================================


    The accompanying notes are an integral part of these financial statements


                                       5


<PAGE>

<TABLE>
<CAPTION>


                                CARLATERAL, INC.
                          (A DEVELOPMENT STAGE COMPANY)

                   STATEMENT OF STOCKHOLDERS' EQUITY (DEFICIT)

                FROM INCEPTION (DECEMBER 9, 2005) TO MAY 31, 2007


                                                                                               Deficit
                                         Common Stock                                        Accumulated
                                    _______________________    Additional       Share        During the
                                    Number of                   Paid-in      Subscription    Development
                                      shares        Amount      Capital       Receivable        Stage          Total
______________________________________________________________________________________________________________________
<S>                                 <C>            <C>          <C>          <C>              <C>            <C>

Balance, December 9, 2005                    -     $      -     $      -         $  -         $       -      $       -

Common stock issued for cash at
$0.001 per share
   - December 15, 2005               7,000,000        7,000            -            -                 -          7,000

Common stock issued for cash at
$0.005 per share
   - December 23, 2005
                                     3,300,000        3,300       13,200            -                 -         16,500

Net loss February 28, 2006                   -            -            -            -            (6,122)        (6,122)
______________________________________________________________________________________________________________________

Balance February 28,2007            10,300,000       10,300       13,200            -           (21,055)        17,378

Net loss                                     -            -            -            -            (2,198)       (21,055)
======================================================================================================================

Balance, May 31, 2007               10,300,000     $ 10,300     $ 13,200     $    -           $ (29,375)     $  (5,875)
======================================================================================================================


All share amounts have been restated to reflect the 10:1 forward split in February 2006. (Refer to Note 4)


    The accompanying notes are an integral part of these financial statements

</TABLE>


                                       6


<PAGE>

<TABLE>
<CAPTION>


                                CARLATERAL, INC.
                          (A DEVELOPMENT STAGE COMPANY)

                        INTERIM STATEMENTS OF CASH FLOWS

                                                                     Cumulative
                                                                     results of
                                                                     operations
                                                Three months       from inception
                                                   ended            (December 9,
                                                May 31, 2007          2005 to
                                                (Unaudited)         May 31, 2007
_________________________________________________________________________________
<S>                                               <C>                <C>

CASH FLOWS FROM OPERATING ACTIVITIES
  Net loss                                        $ (2,198)          $ (29,375)
Adjustment to reconcile net loss to net cash
   used in operating activities
      Loans Receivable                               3,010                   -
      -accounts payable and accrued liabilities     (1,258)              5,100
      -prepaid expense                                (900)               (900)
_________________________________________________________________________________
NET CASH USED IN OPERATING ACTIVITIES               (1,346)            (25,175)
_________________________________________________________________________________


CASH FLOWS FROM FINANCING ACTIVITIES
  Proceeds from sale of common stock                     -              23,500
  Advance from Shareholder                               -               4,475
  Retained Earnings                                 (2,198)            (25,175)
_________________________________________________________________________________


NET CASH PROVIDED BY FINANCING ACTIVITIES                -                   -
_________________________________________________________________________________

NET INCREASE (DECREASE) IN CASH                     (1,346)              2,800

CASH, BEGINNING OF PERIOD                            4,145                   -
_________________________________________________________________________________

CASH, END OF PERIOD                                  2,800           $   2,800
=================================================================================


Supplemental cash flow information and noncash
financing activities:
Cash paid for:
   Interest                                       $      -           $       -
=================================================================================

   Income taxes                                   $      -           $       -
=================================================================================


    The accompanying notes are an integral part of these financial statements

</TABLE>


                                       7


<PAGE>


                                CARLATERAL, INC.
                          (A DEVELOPMENT STAGE COMPANY)

                        NOTES TO THE FINANCIAL STATEMENTS
                                   (UNAUDITED)

                                  MAY 31, 2007
________________________________________________________________________________


NOTE 1 - NATURE OF OPERATIONS AND BASIS OF PRESENTATION
________________________________________________________________________________

Carlateral, Inc. (the "Company") is in the initial development stage and has
incurred losses since inception totaling $29,375. The Company was incorporated
on December 9 2005 in the State of Nevada. The fiscal year end of the Company is
May 31. The Company was organized to establish itself as a finance company,
specializing in sub-prime title loans, primarily using automobiles as a form of
loan collateral, but will also include boats, recreational vehicles, machinery
and other equipment. Carlateral intends to open regional and branch offices in
metropolitan areas throughout the United States and Canada. The target market is
individuals needing short term loans.

On February 15, 2006 the Company completed a forward stock split of the
Company's common stock by the issuance of 10 new shares for each 1 outstanding
share of the Company's common stock.

The ability of the Company to continue as a going concern is dependent on
raising capital to fund its business plan and ultimately to attain profitable
operations. Accordingly, these factors raise substantial doubt as to the
Company's ability to continue as a going concern. The Company is funding its
initial operations by way of issuing Founders' shares and entering into a
private placement offering for 4,000,000 shares at $0.005 per share. As of May
31, 2007, the Company had sold 10,300,000 shares and had received $23,500 in
proceeds from the sale of the Company's common stock of which 7,000,000 Founders
shares were issued at $0.001 per share for net proceeds of $7,000 and 3,300,000
shares were issued at $0.005 per share for net proceeds of $16,500 pursuant to
the Private Placement Offering.

UNAUDITED INTERIM FINANCIAL STATEMENTS
The accompanying unaudited interim financial statements have been prepared in
accordance with the generally accepted accounting principals for interim
financial information and with the instructions to Form 10-QSB of the regulation
S-B. They do not include all information and footnotes required by United States
generally accepted accounting principles for complete financial statements.
However, except as disclosed herein, there has not been any material changes in
the information disclosed in the notes to the financial statements for the year
ended May 31, 2006 included in the Company's Report on Form SB-2 filed with the
Securities and Exchange Commission. The interim unaudited financial statements
should be read in conjunction with those financial statements included in the
Form SB-2. In the opinion of the management, all adjustments considered
necessary for a fair presentation, consisting solely of normal recurring
adjustments, have been made. Operating results for the nine months ended
November 30, 2006 are not necessarily indicative of the results that may be
expected for the year ended May 31, 2007.

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
________________________________________________________________________________

BASIS OF PRESENTATION
These financial statements are presented in United States dollars and have been
prepared in accordance with accounting principles generally accepted in the
United States.


                                       8


<PAGE>


USE OF ESTIMATES AND ASSUMPTIONS
Preparation of the financial statements in conformity with accounting principles
generally accepted in the United States requires management to make estimates
and assumptions that affect certain reported amounts and disclosures.
Accordingly, actual results could differ from those estimates.

INCOME TAXES
The Company follows the liability method of accounting for income taxes in
accordance with Statements of Financial Accounting Standards ("SFAS") No.109,
"Accounting for Income Taxes." Under this method, deferred tax assets and
liabilities are recognized for the future tax consequences attributable to
differences between the financial statement carrying amounts of existing assets
and liabilities and their respective tax balances. Deferred tax assets and
liabilities are measured using enacted or substantially enacted tax rates
expected to apply to the taxable income in the years in which those differences
are expected to be recovered or settled. The effect on deferred tax assets and
liabilities of a change in tax rates is recognized in income in the period that
includes the date of enactment or substantive enactment.

NET LOSS PER SHARE
Basic loss per share includes no dilution and is computed by dividing loss
available to common stockholders by the weighted average number of common shares
outstanding for the period. Dilutive loss per share reflects the potential
dilution of securities that could share in the losses of the Company. Because
the Company does not have any potentially dilutive securities, the accompanying
presentation is only of basic loss per share.

FOREIGN CURRENCY TRANSLATION
The financial statements are presented in United States dollars. In accordance
with SFAS No. 52, "Foreign Currency Translation", foreign denominated monetary
assets and liabilities are translated to their United States dollar equivalents
using foreign exchange rates which prevailed at the balance sheet date.
Non-monetary assets and liabilities are translated at exchange rates prevailing
at the transaction date. Revenue and expenses are translated at average rates of
exchange during the period. Related translation adjustments are reported as a
separate component of stockholders' equity (deficit), whereas gains or losses
resulting from foreign currency transactions are included in results of
operations.

STOCK-BASED COMPENSATION
The Company has not adopted a stock option plan and has not granted any stock
options. Accordingly no stock-based compensation has been recorded to date.

RECENT ACCOUNTING PRONOUNCEMENTS
In December 2004, the Financial Accounting Standards Board ("FASB") issued SFAS
No. 153, "Exchanges of Non-monetary Assets - An Amendment of APB Opinion No.
29". The guidance in APB Opinion No. 29, "Accounting for Non-monetary
Transactions", is based on the principle that exchanges of non-monetary assets
should be measured based on the fair value of the assets exchanged. The guidance
in that opinion, however, included certain exceptions to that principle. SFAS
No. 153 amends Opinion No. 29 to eliminate the exception for non-monetary
exchanges of similar productive assets and replaces it with a general exception
for exchanges of non-monetary assets that do not have commercial substance. A
non-monetary exchange has commercial substance if the future cash flows of the
entity are expected to change significantly as a result of the exchange. The
provisions of SFAS No. 153 are effective for non-monetary asset exchanges
occurring in fiscal periods beginning after June 15, 2005. Early application is
permitted and companies must apply the standard prospectively. The adoption of
this standard is not expected to have a material effect on the Company's results
of operations or financial position.


                                       9


<PAGE>


In December 2004, the Financial Accounting Standards Board ("FASB") issued SFAS
No. 123R, "SHARE-BASED PAYMENT." SFAS No. 123R establishes standards for the
accounting for transactions in which an entity exchanges its equity instruments
for goods or services. It also addresses transactions in which an entity incurs
liabilities in exchange for goods or services that are based on the fair value
of the entity's equity instruments or that may be settled by the issuance of
those equity instruments. SFAS No. 123R focuses primarily on accounting for
transactions in which an entity obtains employee services in share-based payment
transactions. SFAS No. 123R requires that the compensation cost relating to
share-based payment transactions be recognized in financial statements. That
cost will be measured based on the fair value of the equity or liability
instruments issued. Public entities that file as small business issuers will be
required to apply SFAS No. 123R in the first interim or annual reporting period
that begins after December 15, 2005. Management is currently evaluating the
impact of the adoption of this standard on our results of operations and
financial position.

In March 2005, the SEC staff issued Staff Accounting Bulletin ("SAB") No. 107,
"SHARE-BASED PAYMENT," to give guidance on the implementation of SFAS No. 123R.
Management will consider SAB No. 107 during the implementation of SFAS No. 123R.

In May 2005, the FASB issued SFAS 154, "Accounting Changes and Error
Corrections." This Statement replaces APB Opinion No. 20, "Accounting Changes,"
and SFAS No. 3, "Reporting Accounting Changes in Interim Financial Statements,"
and changes the requirements for the accounting for and reporting of a change in
accounting principle. This Statement applies to all voluntary changes in
accounting principle. Management believes this Statement will have no impact on
the financial statements of the Company.

In March 2005, the FASB issued FASB Interpretation ("FIN") No. 47, "Accounting
for Conditional Asset Retirement Obligations, an interpretation of FASB
Statement No. 143." Asset retirement obligations (AROs) are legal obligations
associated with the retirement of long-lived assets that result from the
acquisition, construction, development and/or normal operation of a long-lived
asset, except for certain obligations of lessees. FIN No.47 clarifies that
liabilities associated with asset retirement obligations whose timing or
settlement method are conditional on future events should be recorded at fair
value as soon as fair value is reasonably estimable. FIN No.47 also provides
guidance on the information required to reasonably estimate the fair value of
the liability. FIN No.47 is intended to result in more consistent recognition of
liabilities relating to AROs among companies, more information about expected
future cash outflows associated with those obligations stemming from the
retirement of the asset(s) and more information about investments in long-lived
assets because additional asset retirement costs will be recognized by
increasing the carrying amounts of the assets identified to be retired. FIN
No.47 is effective for fiscal years ending after December 15, 2005. Management
believes this Statement will have no impact on the financial statements of the
Company.

NOTE 3 - FAIR VALUE OF FINANCIAL INSTRUMENTS
________________________________________________________________________________


In accordance with the requirements of SFAS No. 107and SFAS No. 157, the Company
has determined the estimated fair value of financial instruments using available
market information and appropriate valuation methodologies. The fair value of
financial instruments classified as current assets or liabilities approximate
their carrying value due to the short-term maturity of the instruments.


                                       10


<PAGE>


NOTE 4 - CAPITAL STOCK
________________________________________________________________________________

The Company's capitalization is 75,000,000 common shares with a par value of
$0.001 per share. No preferred shares have been authorized or issued.

As of May 31, 2007, the Company has not granted any stock options and has not
recorded any stock-based compensation.

As of May 31, 2007, the sole Director had purchased 7,000,000 shares of the
common stock in the Company at $0.001 per share with the proceeds of the Company
totalling $7,000.

PRIVATE PLACEMENT
On December 23, 2005, the Company authorized a Private Placement Offering of up
to 4,000,000 shares of common stock at a price of $0.005 per share. The total
amount to be raised in this financing is $20,000. As of November 30, 2006 the
Company had issued 3,300,000 common shares and had received $16,500 in proceeds
from the sale of its stock.

On February 15, 2006, the majority shareholder and the director of the Company
approved a special resolution to undertake a forward split of the common stock
of the Company on a 10 new shares for 1 old share basis.

All references in these financial statements to number of shares, price per
share and weighted average number of common shares outstanding prior to the
forward split have been adjusted to record the effect of the forward split on a
retroactive basis.

NOTE 5 - INCOME TAXES
________________________________________________________________________________

As of May 31, 2007 the Company had net operating loss carry forwards of
approximately $29,375 that may be available to reduce future years' taxable
income and will expire commencing in 2025. Availability of loss usage is subject
to change of ownership limitations under Internal Revenue Code 382. Future tax
benefits which may arise as a result of these losses have not been recognized in
these financial statements, as their realization is determined not likely to
occur and accordingly, the Company has recorded a full valuation allowance for
the deferred tax asset relating to these tax loss carryforwards.

NOTE 6 - RELATED PARTY TRANSACTION
________________________________________________________________________________

As of May 31, 2007, the Company received advances from a director of the Company
in the amount of $4,475. The amount due to the related party is unsecured and
non-interest bearing with no set terms of repayment.


ITEM 2: MANAGEMENT DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

Overview

Carlateral, Inc. ("Carlateral" the "Company," "we," "us" ) is a development
stage company, incorporated on December 9, 2005, in the State of Nevada, to
establish itself as a finance company specializing in sub prime title loans
secured primarily by automobiles (but also boats, recreational vehicles,
machinery and other equipment) as collateral.


                                       11


<PAGE>


The Company did not generate any revenue during the quarter ended May 31, 2007.

Total expenses for the quarter ending May 31, 2007 were $2,198 resulting in an
operating loss for the fiscal quarter of $2,198. The operating loss for the
period is a result of offices and general expenses. Office and general expenses
for the same period in 2006 were $1,405.

Accounts payable for the quarter ended May 31, 2007 are $5,100 and were $4,335
for the quarter ended May 31, 2006.

As of May 31, 2007 the Director of the Company has advanced $4,475 to maintain
the company's operations. This amount is unsecured, non-interest bearing and
without specific terms of repayment.

Net cash provided through financing for the quarter ending May 31, 2007 was $
nil. As of May 31, 2007 $4,475 shareholder advances are &4,475.

On October 20, 2006 the Company filed a registration form SB-2 with the SEC. The
form SB-2 was deemed effective as of December 8, 2006.

As at the quarter ended May 31, 2007 the Company had $2,800 of cash. At the end
of the same quarter in 2006 it had $15,449.

Plan of Operation

The Company anticipates that its current cash and cash equivalents and cash
generated from operations will not be sufficient to satisfy its liquidity
requirements for the next 12 months. The Company will require additional funds
prior to such time and will seek to sell additional capital through private
equity placements or debt securities or seek alternative sources of financing.
If the Company is unable to obtain this additional financing, it may be required
to reduce the scope of its business plan, which could harm its business,
financial condition and operating results. Additional funding may not be
available on favorable terms, if at all.

Should the Company be unable to raise funding under its current business plan
the Company may elect to seek other assets or businesses that would assist in
creating additional share holder value and possibly increase share holder
equity.

During the next twelve months the Company will focus on applying a variety of
strategies to enable it to further its business objectives. These strategies
included identifying potential office locations in metropolitan areas throughout
Canada and the US, researching the legal and regulatory obligations in each
jurisdiction in which we may operate and determining the types and roles of
support staff that would be required to run the business.

From inception the company's business operations have primarily been focused
preparing it's registration statement and on developing our business model and
marketing strategy. The Company has been conducting industry market research and
doing an analysis of our competitor's business models and business
methodologies. The Company has issued two loans to evaluate its business plan
and marketing strategy. We have also initiated our search for suitable business
locations and plan to continue our research so as to identify the best locations
for our initial office, both in terms of client demographics and the regulatory
environment.


                                       12


<PAGE>


We will engage the services of an attorney to create a loan agreement that meets
the local jurisdiction laws and requirements. The Company will need to have a
valid loan agreement created prior to opening its business outlets and will
expend approximately $4,000 on this activity.

Concurrently with creating the loan agreement, the Company will search for a
suitable office space in the preferred locale based on the results of its
demographic research. To offset expenses incurred during this period, the
company may look at securing a shared space in an office with another
non-competing business. Upon finding the appropriate location, the company will
enter into a lease or sub-lease agreement. We expect that we will have to expend
approximately $5,000 to secure our initial office lease.

The Company will purchase a computer system and other office equipment and
supplies for our initial store location. The company estimates that these
equipment expenditures for the business office will be $9,500. The company will
also design and have printed all of the necessary forms and agreements used in
its operations, at an estimated cost of $3,000.

The Company will identify and hire a commission sales person to staff the
initial office.

The company will research local advertising possibilities, including community
newspapers, radio, yellow pages and established local websites to determine the
most advantageous media for the company's advertising campaigns. The company
expects that that its initial advertising program will cost approximately $8,500
to develop and implement.

The Company will research, purchase and implement a loan management system that
can be customized to suit its needs and is scalable so that we will be able to
manage multiple branches from a central location. The system will be installed
at the initial store location and will be capable of being expanded to any
additional locations as they come on line. The company expects to spend about
$28,000 to research and implement the loan management system.

The Company intends to be fully operational within twelve months.

The Company does not expect to purchase or sell plant or significant equipment
in the next 12 months. It does plan to hire employees as necessary to manage its
offices as they are established.

Off Balance Sheet Arrangements.

As of the date of this quarterly report, the current funds available to the
Company will not be sufficient to continue operations. The cost to establish the
Company and begin operations has been estimated at $58,000 over the next twelve
months and the cost of maintaining its reporting status is estimated to be
$15,000 over the same period. The officer and director, Mr. Cameron has
undertaken to provide the Company with initial operating and loan capital to
sustain our business over the next twelve month period as the expenses are
incurred in the form of a non-secured loan. However, there is no contract in
place or written agreement securing this agreement. Management believes if the
Company cannot raise sufficient revenues or maintain its reporting status with
the SEC it will have to cease all efforts directed towards the Company. As such,
any investment previously made would be lost in its entirety.


                                       13


<PAGE>


Other than the above described situation the Company does not have any
off-balance sheet arrangements that have or are reasonably likely to have a
current or future effect on the Company's financial condition, changes in
financial condition, revenues or expenses, results of operations, liquidity,
capital expenditures or capital resources that are material to investors. The
term "off-balance sheet arrangement" generally means any transaction, agreement
or other contractual arrangement to which an entity unconsolidated with the
Company is a party, under which the Company has (i) any obligation arising under
a guarantee contract, derivative instrument or variable interest; or (ii) a
retained or contingent interest in assets transferred to such entity or similar
arrangement that serves as credit, liquidity or market risk support for such
assets.

ITEM 3. CONTROLS AND PROCEDURES

Based on their most recent evaluation, which was completed within 90 days of the
filing of this Form 10-QSB, the Company's Chief Executive Officer and Treasurer
believe the Company's disclosure controls and procedures (as defined in Exchange
Act Rules 13a-14 and 15d-14) are effective to ensure that information required
to be disclosed by the Company in this report is accumulated and communicated to
the Company's management, including its principal executive officer and
principal financial officer, as appropriate, to allow timely decisions regarding
required disclosure. There were no significant changes in the Company's internal
controls or other factors that could significantly affect these controls
subsequent to the date of their evaluation and there were no corrective actions
with regard to significant deficiencies and material weaknesses.

PART II. OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

The Company is not a party to any pending legal proceedings, and no such
proceedings are known to be contemplated.

No director, officer, or affiliate of the Company and no owner of record or
beneficial owner of more than 5.0% of the securities of the Company, or any
associate of any such director, officer or security holder is a party adverse to
the Company or has a material interest adverse to the Company in reference to
pending litigation.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

        None.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

        None.

ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

        None.


                                       14


<PAGE>


ITEM 5. OTHER INFORMATION

        None.

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K


31.1 Rule 13(a)-14(a)/15(d)-14(a) Certification of Chief Executive Officer

31.2 Rule 13(a)-14(a)/15(d)-14(a) Certification of Chief Financial Officer *

32.1 Section 1350 Certification of Chief Executive Officer

32.2 Section 1350 Certification of Chief Financial Officer **

*     Included in Exhibit 31.1
**    Included in Exhibit 32.1



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.

                        CARLATERAL, INC.


                        By: /s/ DON CAMERON
                            _________________________________________________
                                Don Cameron
                                President, Secretary Treasurer,
                                Principal Executive Officer,
                                Principal Financial Officer and sole Director

                        Dated:  July 3, 2007


                                       15