##### Table of Contents

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SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549



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FORM 10-QSB



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(Mark One)

|x | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|- | ---------------------------------------------------------------------------------------

For the quarterly period ended March 31, 2007

OR



| ̈ | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|- | ----------------------------------------------------------------------------------------

For the transition period from  to

Commission file number 000-1365354



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EXPEDITION LEASING, INC.

(Exact name of Registrant as specified in its charter)



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|                                                               |  |                                     
|-------------------------------------------------------------- |  | ------------------------------------
|Florida                                                        |  | 20-1112910                          
|(State or other jurisdiction of incorporation or organization) |  | (I.R.S. employer identification no.)
|                                                               | 
|20711 Sterlington Drive, Land O Lakes, FL                     |  | 34638                               
|(Address of principal executive offices)                       |  | (Zip code)                          

Registrants telephone number, including area code: (813) 833-7525

1900 Land O Lakes Blvd., Suite 105, Lutz, Florida 33549

Former address of Registrant, if changed since last report



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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 ̈No  x

Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Exchange Act).    Yes ̈No  x

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

The Registrant had 25,229,800 shares of Common Stock, par value
$0.00001 per share, outstanding as of May 3, 2007.

Transitional Small Business Disclosure Format    Yes ̈No  x



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##### Table of Contents

TABLE OF CONTENTS



|        |  |                                                             |  |     
|------- |  | ----------------------------------------------------------- |  | ----
|        |  |                                                             |  | PAGE
|PART I  |  | FINANCIAL INFORMATION                                       |  |     
|        |  |                                                            
|Item 1  |  | Financial Statements                                        |  |     
|        |  |                                                            
|        |  | Consolidated Balance Sheet                                  |  | 1   
|        |  | As of March 31, 2007 (unaudited)                            |  |     
|        |  |                                                            
|        |  | Consolidated Statements of Operations                       |  | 2   
|        |  | Three Months ended March 31, 2007 (unaudited) and           |  |     
|        |  | Three Months ended March 31, 2006 (unaudited)               |  |     
|        |  | Inception to date (unaudited)                               |  |     
|        |  |                                                            
|        |  | Consolidated Statements of Changes in Stockholders Deficit |  | 3   
|        |  |                                                            
|        |  | Consolidated Statements of Cash Flows                       |  | 4   
|        |  | Three Months ended March 31, 2007 (unaudited)               |  |     
|        |  | Three Months ended March 31, 2006 (unaudited)               |  |     
|        |  | Inception to date (unaudited)                               |  |     
|        |  |                                                            
|        |  | Notes to Consolidated Financial Statements                  |  | 5   
|        |  |                                                            
|Item 2  |  | Managements Discussion and Analysis or Plan of Operation   |  | 14  
|        |  |                                                            
|Item 3  |  | Controls and Procedures                                     |  | 17  
|        |  |                                                            
|PART II |  | OTHER INFORMATION                                           |  |     
|        |  |                                                            
|Item 1  |  | Legal Proceedings                                           |  | 18  
|        |  |                                                            
|Item 2  |  | Unregistered Sales of Equity Securities and Use of Proceeds |  | 18  
|        |  |                                                            
|Item 3  |  | Defaults Upon Senior Securities                             |  |     
|        |  |                                                            
|Item 4  |  | Submission of Matters to a Vote of Security Holders         |  | 18  
|        |  |                                                            
|Item 5  |  | Other Information                                           |  | 18  
|        |  |                                                            
|Item 6  |  | Exhibits                                                    |  | 18  



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##### Table of Contents

PART I FINANCIAL INFORMATION



|Item 1. | Financial Statements
|------- | --------------------

Consolidated Financial Statements

Expedition Leasing, Inc. and Subsidiary

(A Development Stage Enterprise)

For the Quarters Ended March 31, 2007 and March 31, 2006 (unaudited)

and the Period May 12, 2004 (date of inception) through

March 31, 2007 (unaudited)



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##### Table of Contents

Expedition Leasing, Inc. and Subsidiary

(A Development Stage Enterprise)

Consolidated Financial Statements

For the
Quarters Ended March 31, 2007 and March 31, 2006 (unaudited)

and the Period May 12, 2004 (date of inception) through

March 31, 2007 (unaudited)

Contents

Consolidated Financial Statements:



|                                                            |  |     
|----------------------------------------------------------- |  | ----
|Consolidated Balance Sheet                                  |  | 1   
|                                                            | 
|Consolidated Statements of Operations                       |  | 2   
|                                                            | 
|Consolidated Statements of Changes in Stockholders Deficit |  | 3   
|                                                            | 
|Consolidated Statements of Cash Flows                       |  | 4   
|                                                            | 
|Notes to Consolidated Financial Statements                  |  | 5-13



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##### Table of Contents

Expedition Leasing, Inc. & Subsidiary

(A Development Stage Enterprise)

Consolidated Balance Sheet

As of
March 31, 2007

(unaudited)



|                                                                                                       |  |   |          |  
|------------------------------------------------------------------------------------------------------ |  | - | -------- | -
|ASSETS                                                                                                 |  |   |          |  
|Current assets                                                                                         |  |   |          |  
|Cash                                                                                                   |  | $ | 18,172   |  
|Rent and Lease receivable                                                                              |  |   | 3,154    |  
|Prepaid and other current assets                                                                       |  |   |         |  
|                                                                                                       |  |   |          |  
|Total current assets                                                                                   |  |   | 21,326   |  
|                                                                                                       | 
|Lease Assets, net of accumulated depreciation of $19,745                                               |  |   | 31,453   |  
|                                                                                                       |  |   |         |  
|                                                                                                       |  |   |          |  
|TOTAL ASSETS                                                                                           |  |   | 52,779   |  
|                                                                                                       |  |   |          |  
|LIABILITIES & STOCKHOLDERS DEFICIT                                                                    |  |   |          |  
|Liabilities                                                                                            |  |   |          |  
|Current liabilities                                                                                    |  |   |          |  
|Accounts payable and accrued expenses                                                                  |  | $ | 35,308   |  
|Accrued salariesshareholder                                                                           |  |   | 20,000   |  
|Deferred interest income                                                                               |  |   |         |  
|Loan from related party                                                                                |  |   | 100,000  |  
|                                                                                                       |  |   |          |  
|Total current liabilities                                                                              |  |   | 155,308  |  
|                                                                                                       | 
|Long-term liabilities                                                                                  |  |   |          |  
|Loan from related party                                                                                |  |   |         |  
|                                                                                                       |  |   |          |  
|Total liabilities                                                                                      |  | $ | 155,308  |  
|                                                                                                       |  |   |          |  
|Stockholders deficit                                                                                  |  |   |          |  
|Preferred stockpar value $0.01 50,000,000 shares authorized No shares issued or outstanding           |  | $ |         |  
|Common stockpar value $0.00001 100,000,000 shares authorized 25,229,800 shares issued and outstanding |  |   | 252      |  
|Additional paid-in capital                                                                             |  |   | 114,998  |  
|Deficit accumulated during the development stage                                                       |  |   | (217,779 | )
|                                                                                                       |  |   |          |  
|Total stockholders deficit                                                                            |  |   | (102,529 | )
|                                                                                                       |  |   |          |  
|TOTAL LIABILITIES & STOCKHOLDERS DEFICIT                                                              |  | $ | 52,779   |  
|                                                                                                       |  |   |          |  

The accompanying notes are an integral part of the consolidated financial statements.



1



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##### Table of Contents

Expedition Leasing, Inc. & Subsidiary

(A Development Stage Enterprise)

Consolidated Statements of Operations

(unaudited)



|                                         |  |                                                                    |            |   |      |   |            |   |  |   |            |  
|---------------------------------------- |  | ------------------------------------------------------------------ | ---------- | - | ---- | - | ---------- | - |  | - | ---------- | -
|                                         |  | For the PeriodMay 12, 2004(date of inception)throughMarch 31,
2007 |            |   |      |   |            |   | 
|                                         |  | For the quarter endedMarch 31,                                     |           
|                                         |  | 2007                                                               |            |   | 2006 |  
|Revenue                                  |  |                                                                    |            |   |      |   |            |   |  |   |            |  
|Rent                                     |  | $                                                                  | 27,397     |   |      | $ | 3,197      |   |  | $ | 2,400      |  
|Interest                                 |  |                                                                    | 5,016      |   |      |   |            |   |  |   | 1,724      |  
|                                         |  |                                                                    |            |   |      |   |            |   |  |   |            |  
|Total revenues                           |  |                                                                    | 32,413     |   |      |   | 3,197      |   |  |   | 4,124      |  
|                                         |  |                                                                    |            |   |      |   |            |   |  |   |            |  
|Expenses                                 |  |                                                                    |            |   |      |   |            |   |  |   |            |  
|Automobile expense                       |  |                                                                    | 229        |   |      |   |            |   |  |   |            |  
|Bank service charges                     |  |                                                                    | 105        |   |      |   |            |   |  |   | 60         |  
|Depreciation                             |  |                                                                    | 21,077     |   |      |   | 2,425      |   |  |   | 1,729      |  
|Interest expense                         |  |                                                                    | 17,320     |   |      |   | 2,000      |   |  |   | 2,000      |  
|Licenses, permits and fees               |  |                                                                    | 1,616      |   |      |   | 300        |   |  |   | 300        |  
|Loss on impairment                       |  |                                                                    | 5,688      |   |      |   |            |   |  |   |            |  
|Organization costs                       |  |                                                                    | 14,235     |   |      |   | 318        |   |  |   |            |  
|Professional fees                        |  |                                                                    | 148,050    |   |      |   | 15,000     |   |  |   | 16,382     |  
|Salaries                                 |  |                                                                    | 42,050     |   |      |   | 4,350      |   |  |   | 1,450      |  
|                                         |  |                                                                    |            |   |      |   |            |   |  |   |            |  
|Total expense                            |  |                                                                    | 250,370    |   |      |   | 24,393     |   |  |   | 21,921     |  
|                                         |  |                                                                    |            |   |      |   |            |   |  |   |            |  
|Net operating loss                       |  |                                                                    | (217,957   | ) |      |   | (21,196    | ) |  |   | (17,797    | )
|                                         |  |                                                                    |           
|Other Income                             |  |                                                                    | 178        |   |      |   |            |   |  |   |            |  
|                                         |  |                                                                    |            |   |      |   |            |   |  |   |            |  
|Net loss                                 |  | $                                                                  | (217,779   | ) |      | $ | (21,196    | ) |  | $ | (17,797    | )
|                                         |  |                                                                    |            |   |      |   |            |   |  |   |            |  
|Net loss per share                       |  | $                                                                  | (0.01      | ) |      | $ | (0.00      | ) |  | $ | (0.00      | )
|                                         |  |                                                                    |            |   |      |   |            |   |  |   |            |  
|Weighted average number of common shares |  |                                                                    | 23,979,942 |   |      |   | 25,229,800 |   |  |   | 25,007,111 |  
|                                         |  |                                                                    |            |   |      |   |            |   |  |   |            |  

The accompanying notes are an integral part of the consolidated financial statements.



2



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##### Table of Contents

Expedition Leasing, Inc. & Subsidiary

(A Development Stage Enterprise)

Consolidated Statements of Changes in Stockholders Deficit

For the Period May 12, 2004 (date of inception)

through March 31, 2007



|                                                                                   |  |              |  |                                              |  |          |       |                          |   |         |  |   |          |   |  |   |          |  
|---------------------------------------------------------------------------------- |  | ------------ |  | -------------------------------------------- |  | -------- | ----- | ------------------------ | - | ------- |  | - | -------- | - |  | - | -------- | -
|                                                                                   |  | Common Stock |  | Deficitaccumulatedduring thedevelopmentstage |  |          | Total |                         
|                                                                                   |  | Date         |  | Shares                                       |  | Parvalue |       | Additionalpaid incapital |   |        
|Beginning balance                                                                  |  |             |  |                                             |  |          |      |                          |   |        |  |   |         |   |  |   |         |  
|Initial issuance of stock at $0.00001 per share                                    |  | 5/12/04      |  | 20,000,000                                   |  | $        | 200   |                          | $ |        |  | $ |         |   |  | $ | 200      |  
|Initial issuance of stock at $0.00001 per share                                    |  | 8/12/04      |  | 2,750,000                                    |  |          | 28    |                          |   | 27,472  |  |   |          |   |  |   | 27,500   |  
|Net loss for the Period May 12, 2004 (date of inception) through December 31, 2004 |  |              |  |                                              |  |          |       |                          |   |         |  |   | (57,228  | ) |  |   | (57,228  | )
|                                                                                   |  |              |  |                                              |  |          |       |                          |   |         |  |   |          |   |  |   |          |  
|Balance on December 31, 2004                                                       |  |              |  | 22,750,000                                   |  |          | 228   |                          |   | 27,472  |  |   | (57,228  | ) |  |   | (29,528  | )
|                                                                                   |  |              |  |                                              |  |         
|Sale of stock for cash at $0.01 per share                                          |  | 3/21/05      |  | 850,000                                      |  |          | 8     |                          |   | 8,492   |  |   |          |   |  |   | 8,500    |  
|Sale of stock for cash at $0.01 per share                                          |  | 5/23/05      |  | 1,400,000                                    |  |          | 14    |                          |   | 13,986  |  |   |          |   |  |   | 14,000   |  
|Net loss for the year ended December 31, 2005                                      |  |              |  |                                              |  |          |       |                          |   |         |  |   | (34,738  | ) |  |   | (34,738  | )
|                                                                                   |  |              |  |                                              |  |          |       |                          |   |         |  |   |          |   |  |   |          |  
|Balance on December 31, 2005                                                       |  |              |  | 25,000,000                                   |  |          | 250   |                          |   | 49,950  |  |   | (91,966  | ) |  |   | (41,766  | )
|                                                                                   |  |              |  |                                              |  |         
|Issuance of stock for compensation at $0.01 per share                              |  | 1/26/06      |  | 10,000                                       |  |          | 0     |                          |   | 100     |  |   |          |   |  |   | 100      |  
|Sale of stock for cash at $0.25 per share                                          |  | 4/24/06      |  | 40,000                                       |  |          | 0     |                          |   | 10,000  |  |   |          |   |  |   | 10,000   |  
|Sale of stock for cash at $0.25 per share                                          |  | 5/11/06      |  | 53,800                                       |  |          | 1     |                          |   | 13,449  |  |   |          |   |  |   | 13,450   |  
|Sale of stock for cash at $0.25 per share                                          |  | 5/17/06      |  | 26,000                                       |  |          | 0     |                          |   | 6,500   |  |   |          |   |  |   | 6,500    |  
|Issuance of stock for compensation at $0.25 per share                              |  | 6/14/06      |  | 100,000                                      |  |          | 1     |                          |   | 24,999  |  |   |          |   |  |   | 25,000   |  
|Waiver of interest on stockholders note                                            |  |              |  |                                              |  |          |       |                          |   | 8,000   |  |   |          |   |  |   | 8,000    |  
|Net loss for the year ended December 31, 2006                                      |  |              |  |                                              |  |          |       |                          |   |         |  |   | (104,617 | ) |  |   | (104,617 | )
|                                                                                   |  |              |  |                                              |  |          |       |                          |   |         |  |   |          |   |  |   |          |  
|Balance on December 31, 2006                                                       |  |              |  | 25,229,800                                   |  | $        | 252   |                          | $ | 112,998 |  | $ | (196,583 | ) |  | $ | (83,333  | )
|                                                                                   |  |              |  |                                              |  |         
|Waiver of interest on stockholders note (unaudited)                                |  |              |  |                                              |  |          |       |                          |   | 2,000   |  |   |          |   |  |   | 2,000    |  
|Net loss for the quarter ended March 31, 2007 (unaudited)                          |  |              |  |                                              |  |          |       |                          |   |         |  |   | (21,196  | ) |  |   | (21,196  | )
|                                                                                   |  |              |  |                                              |  |          |       |                          |   |         |  |   |          |   |  |   |          |  
|Balance on March 31, 2007                                                          |  |              |  | 25,229,800                                   |  | $        | 252   |                          | $ | 114,998 |  | $ | (217,779 | ) |  | $ | (102,529 | )
|                                                                                   |  |              |  |                                              |  |          |       |                          |   |         |  |   |          |   |  |   |          |  

The accompanying notes are an integral part of the consolidated financial statements.



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##### Table of Contents

Expedition Leasing, Inc. & Subsidiary

(A Development Stage Enterprise)

Consolidated Statements of Cash Flows

(unaudited)



|                                                                                          |  |                                                                      |          |   |                                    |   |         |                                    |  |   |         |  
|----------------------------------------------------------------------------------------- |  | -------------------------------------------------------------------- | -------- | - | ---------------------------------- | - | ------- | ---------------------------------- |  | - | ------- | -
|                                                                                          |  | For the Period May 12, 2004(date of inception) throughMarch 31, 2007 |          |   | For theQuarter endedMarch 31, 2007 |   |         | For theQuarter endedMarch 31, 2006 | 
|OPERATING ACTIVITIES                                                                      |  |                                                                      |          |   |                                    |   |         |                                    |  |   |         |  
|Net loss                                                                                  |  | $                                                                    | (217,779 | ) |                                    | $ | (21,196 | )                                  |  | $ | (17,797 | )
|Adjustments to reconcile net loss to net cash (used in) provided by operating activities: |  |                                                                      |          |   |                                    |   |         |                                    |  |   |         |  
|Stock issued for compensation                                                             |  |                                                                      | 25,100   |   |                                    |   |         |                                    |  |   | 100     |  
|Waiver of interest on stockholder note                                                    |  |                                                                      | 10,000   |   |                                    |   | 2,000   |                                    |  |   | 2,000   |  
|Depreciation expense                                                                      |  |                                                                      | 21,077   |   |                                    |   | 2,425   |                                    |  |   | 1,729   |  
|Impairment Loss                                                                           |  |                                                                      | 5,688    |   |                                    |   |         |                                    |  |   |         |  
|(Increase) decrease in:                                                                   |  |                                                                      |          |   |                                    |   |         |                                    |  |   |         |  
|Rent and Lease receivable                                                                 |  |                                                                      | (3,153   | ) |                                    |   | (2,886  | )                                  |  |   | 10,735  |  
|Prepaid Expenses                                                                          |  |                                                                      |          |   |                                    |   |         |                                    |  |   | 1,382   |  
|Increase (decrease) in:                                                                   |  |                                                                      |          |   |                                    |   |         |                                    |  |   |         |  
|Accrued salariesshareholder                                                              |  |                                                                      | 20,000   |   |                                    |   |         |                                    |  |   |         |  
|Deferred interest income                                                                  |  |                                                                      |         |   |                                    |   |         |                                    |  |   | (1,725  | )
|Accounts payable and accrued expenses                                                     |  |                                                                      | 35,308   |   |                                    |   | (8,456  | )                                  |  |   | 15,000  |  
|                                                                                          |  |                                                                      |          |   |                                    |   |         |                                    |  |   |         |  
|Net cash (used in) provided by operating activities                                       |  |                                                                      | (103,759 | ) |                                    |   | (28,113 | )                                  |  |   | 11,424  |  
|                                                                                          |  |                                                                      |          |   |                                    |   |         |                                    |  |   |         |  
|INVESTING ACTIVITIES                                                                      |  |                                                                      |          |   |                                    |   |         |                                    |  |   |         |  
|Purchase of lease assets                                                                  |  |                                                                      | (58,469  | ) |                                    |   | (16,135 | )                                  |  |   |         |  
|Sale of leased assets                                                                     |  |                                                                      | 250      |   |                                    |   |         |                                    |  |   | 250     |  
|                                                                                          |  |                                                                      |          |   |                                    |   |         |                                    |  |   |         |  
|Net cash (used in) provided by investing activities                                       |  |                                                                      | (58,219  | ) |                                    |   | (16,135 | )                                  |  |   | 250     |  
|                                                                                          |  |                                                                      |          |   |                                    |   |         |                                    |  |   |         |  
|FINANCING ACTIVITIES                                                                      |  |                                                                      |          |   |                                    |   |         |                                    |  |   |         |  
|Proceeds from loan from related party                                                     |  |                                                                      | 150,000  |   |                                    |   |         |                                    |  |   |         |  
|Repayment of loan from related party                                                      |  |                                                                      | (50,000  | ) |                                    |   |         |                                    |  |   |         |  
|Issuance of common stock                                                                  |  |                                                                      | 80,150   |   |                                    |   |         |                                    |  |   |         |  
|                                                                                          |  |                                                                      |          |   |                                    |   |         |                                    |  |   |         |  
|Net cash provided by financing activities                                                 |  |                                                                      | 180,150  |   |                                    |   |        |                                    |  |   |        |  
|                                                                                          |  |                                                                      |          |   |                                    |   |         |                                    |  |   |         |  
|Net cash increase (decrease) for periods                                                  |  |                                                                      | 18,172   |   |                                    |   | (44,248 | )                                  |  |   | 11,674  |  
|Cash at beginning of periods                                                              |  |                                                                      |         |   |                                    |   | 62,420  |                                    |  |   | 18,954  |  
|                                                                                          |  |                                                                      |          |   |                                    |   |         |                                    |  |   |         |  
|Cash at end of periods                                                                    |  | $                                                                    | 18,172   |   |                                    | $ | 18,172  |                                    |  | $ | 30,628  |  
|                                                                                          |  |                                                                      |          |   |                                    |   |         |                                    |  |   |         |  
|Supplemental disclosure of cash flow information                                          |  |                                                                      |          |   |                                    |   |         |                                    |  |   |         |  
|Cash paid for interest                                                                    |  | $                                                                    | 7,320    |   |                                    |   |         |                                    |  |   |         |  
|                                                                                          |  |                                                                      |          |   |                                    |   |         |                                    |  |   |         |  
|Cash paid for income taxes                                                                |  | $                                                                    |         |   |                                    | $ |        |                                    |  | $ |        |  
|                                                                                          |  |                                                                      |          |   |                                    |   |         |                                    |  |   |         |  

The accompanying notes are an integral part of the consolidated financial statements.



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##### Table of Contents

Expedition Leasing, Inc. and Subsidiary

(A Development Stage Enterprise)

Notes to Consolidated Financial Statements

For the Quarters Ended March 31, 2007 and March 31, 2006 (unaudited)

and the Period May 12, 2004 (date of inception)
through

March 31, 2007 (unaudited)



|1. | Business and Summary of Significant Accounting Policies
|-- | -------------------------------------------------------



|(a) | About the Company
|--- | -----------------

Expedition Leasing, Inc. and its
wholly owned subsidiary, Expedition Holdings, Inc. (collectively the Company), were formed as Florida corporations on May 12, 2004. Expedition Holdings, Inc. was formed as a wholly owned subsidiary of Expedition Leasing, Inc. to
hold the lease equipment and service the lease contracts. The accompanying consolidated financial statements include the consolidated balances of both companies. The Company initially plans to obtain additional capital through the issuance of its
common stock but will consider other equity type securities and debt instruments to increase working capital.



|(b) | Development Stage Enterprise
|--- | ----------------------------

The Company has been in the
development stage since its formation on May 12, 2004. It has primarily engaged in initial leasing operations while raising capital to carry out its business plan. The Company expects to continue to incur significant operating losses and to
generate negative cash flow from operating activities while it develops its customer base and establishes itself in the marketplace. The Companys ability to eliminate operating losses and to generate positive cash flow from operations in the
future will depend upon a variety of factors, many of which it is unable to control. If the Company is unable to implement its business plan successfully, it may not be able to eliminate operating losses, generate positive cash flow, or achieve or
sustain profitability, which would materially adversely affect its business, operations, and financial results, as well as its ability to make payments on its debt obligations.



|(c) | Nature of the Business
|--- | ----------------------

The Company is an equipment,
machinery, and vehicles leasing company dedicated to purchasing such assets from third parties and leasing them to individuals or businesses, pursuant to lease contracts. The Company will usually service the lease contracts directly, but in some
cases, the Company may sell off leases to a third party finance company when it can recognize a substantial profit on a transaction. The contracts will typically be operating leases with a term of one to three years. At the end of the lease, if the
lessee does not buy out the leased equipment, the Company will sell off the equipment at or around its expected residual value when possible.



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##### Table of Contents

Expedition Leasing, Inc. and Subsidiary

(A Development Stage Enterprise)

Notes to Consolidated Financial Statements

For the Quarters Ended March 31, 2007 and March 31, 2006 (unaudited)

and the Period May 12, 2004 (date of inception) through

March 31, 2007
(unaudited)



|1. | Business and Summary of Significant Accounting Policies (continued)
|-- | -------------------------------------------------------------------



|(d) | Use of Estimates
|--- | ----------------

The Company prepares its consolidated
financial statements in conformity with generally accepted accounting principles in the United States of America. These principals require management to make estimates and assumptions that affect the reported amounts of assets and liabilities and
disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. The Company reviews its estimates, including but not limited to,
long-lived assets, recoverability of prepaid expenses, valuation on deferred tax assets and allowance for doubtful accounts, on a regular basis and makes adjustments based on historical experiences and existing and expected future conditions. These
evaluations are performed and adjustments are made, as information is available. Management believes that these estimates are reasonable and have been discussed with the Board of Directors; however, actual results could differ from those estimates.



|(e) | Revenue Recognition
|--- | -------------------

The Company is the lessor for both
operating and direct financing leases. For operating leases, the Company recognizes rent revenue over the lease term on a straight-line accrual basis, which coincides with the lease invoicing. For direct-financing leases, the Company recognizes
interest revenue according to the lease amortization schedule. Lease initiation fees and termination fees are recognized over the lease term, however if of an immaterial nature, are recognized upon invoicing, which is done at either the inception or
termination of a lease, if any. Initiation and termination fees are intended to compensate the Company for the processing work and costs involved at the respective times of lease initiations and terminations.



|(f) | Cash
|--- | ----

As of March 31, 2007, the Company had $18,172 in
cash with which to satisfy any future cash requirements. The Company maintains its cash in bank deposit accounts, which at times, can exceed federally insured limits. The Company has not experienced any losses in such accounts. The Company believes
it is not exposed to any significant credit risk on cash and cash equivalents. For purposes of reporting cash flows, the Company considers all cash accounts that are not subject to withdrawal restrictions or designated for equipment or vehicle
acquisitions, and certificates of deposit that have an original maturity of three months or less when purchased, to be cash equivalents.



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##### Table of Contents

Expedition Leasing, Inc. and Subsidiary

(A Development Stage Enterprise)

Notes to Consolidated Financial Statements

For the Quarters Ended March 31, 2007 and March 31, 2006 (unaudited)

and the Period May 12, 2004 (date of inception) through

March 31, 2007
(unaudited)



|1. | Business and Summary of Significant Accounting Policies (continued)
|-- | -------------------------------------------------------------------



|(g) | Leased Vehicles
|--- | ---------------

Leased vehicles are recorded at cost. This
cost, assuming no residual value, is depreciated using the straight-line method over the estimated useful lives of the assets, generally two to five years. For income tax purposes, the Company uses the accelerated method of depreciation without
assigning any salvage value to the tax basis of the assets. Maintenance and repairs are charged to expense when incurred. Betterments and renewals are capitalized. When property and equipment are sold or otherwise disposed of, the asset account and
related accumulated depreciation account are relieved, and any gain or loss is included in operations.



|(h) | Impairment of Leased Vehicles
|--- | -----------------------------

Periodically, the Company
assesses the recoverability of its leased vehicles. During 2005, the Company recorded an impairment loss of $5,688 on a vehicle, which is noted in the accompanying consolidated statement of operations. The impairment loss represents the excess of
the carrying amount of the vehicle as of December 31, 2005 over its fair value, which was based on a quoted salvage value. The vehicle was sold during the year ended December 31, 2006 for the quoted salvage value of $250.



|(i) | Sales Tax Liability
|--- | -------------------

Sales tax is charged and due with each
invoice. Sales tax is recorded as a liability when invoiced and is paid to the state.



|(j) | Deferred Tax Assets and Liabilities
|--- | -----------------------------------

Deferred tax assets and
liabilities are recognized for the estimated future tax consequences attributable to differences between the consolidated financial statements carrying amounts of existing assets and liabilities and their respective income tax bases. Deferred tax
assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change
in tax rates is recognized as income in the period that included the enactment date.

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##### Table of Contents

Expedition Leasing, Inc. and Subsidiary

(A Development Stage Enterprise)

Notes to Consolidated Financial Statements

For the Quarters Ended March 31, 2007 and March 31, 2006 (unaudited)

and the Period May 12, 2004 (date of inception) through

March 31, 2007
(unaudited)



|1. | Business and Summary of Significant Accounting Policies (continued)
|-- | -------------------------------------------------------------------



|(k) | Equity Issuances
|--- | ----------------

The Company completed a private placement
during May 2006, raising $29,950 in equity financing at a price of $0.25 per share. The Company issued 119,800 shares of common stock, par value $0.00001, to 33 new investors.

The Company issued 10,000 shares of common stock, par value $0.00001 and a fair value of $.01, on January 26, 2006 as compensation to the officer. On June 14, 2006 the Company issued 100,000 shares of common
stock, par value $0.00001 and fair value of $.25, in exchange for legal services.



|(l) | Recently Issued Accounting Pronouncements
|--- | -----------------------------------------

In March 2006,
the Financial Accounting Standards Board issued Statement of Financial Accounting Standards (SFAS) No. 156, Accounting for Servicing of Financial Assetsan amendment of FASB No. 140 (SFAS 156). SFAS 156
requires an entity to recognize a servicing asset or liability each time it undertakes an obligation to service a financial asset by entering into a servicing contract in specified situations, such servicing assets or liabilities would be initially
measured at fair value, if practicable and subsequently measured at amortized value or fair value based upon an election of the reporting entity. SFAS 156 also specifies certain financial statement presentation and disclosures in connection with
servicing assets and liabilities. SFAS 156 is effective for fiscal years beginning after September 15, 2006 and may be adopted earlier but only if the adoption is in the first quarter of the fiscal year. The Company does not expect the adoption
of SFAS No. 156 to have a material impact on its financial condition or results of its consolidated operations.

In September 2006, the
Financial Accounting Standards Board issued Statement of Financial Accounting Standards (SFAS) No. 157, Fair Value Measurements. SFAS No. 157 clarifies the principle that fair value should be based on the
assumptions market participants would use when pricing an asset or liability and establishes a fair value hierarchy that prioritizes the information used to develop those assumptions. Under the standard, fair value measurements would be separately
disclosed by level within the fair hierarchy. SFAS No. 157 is effective for financial statements issued for fiscal years beginning after November 15, 2007 and interim periods within those fiscal years, with early adoption permitted. The
Company does not expect the adoption of SFAS No. 157 to have a material impact on its financial condition or results of its consolidated operations.



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##### Table of Contents

Expedition Leasing, Inc. and Subsidiary

(A Development Stage Enterprise)

Notes to Consolidated Financial Statements

For the Quarters Ended March 31, 2007 and March 31, 2006 (unaudited)

and the Period May 12, 2004 (date of inception) through

March 31, 2007
(unaudited)



|1. | Business and Summary of Significant Accounting Policies (continued)
|-- | -------------------------------------------------------------------



|(l) | Impact of Recently Issued Accounting Pronouncements (continued)
|--- | ---------------------------------------------------------------



In February 2007, the Financial Accounting Standards Board issued Statement of Financial Accounting Standards
(SFAS) No. 159, The Fair Value Option for Financial Assets and Financial Liabilities. SFAS No. 159 permits entities to choose to measure many financial instruments and certain other items 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. SFAS No. 159 is effective for financial statements issued for fiscal years beginning after November 15, 2007 and interim periods within those fiscal years, with early adoption permitted. The Company does not expect the adoption
of SFAS No. 159 to have a material impact on its financial condition or results of its consolidated operations.

In September 2006, the
Securities and Exchange Commission issued Staff Accounting Bulletin (SAB) No. 108, Considering the Effects of Prior Year Misstatements When Quantifying Current Year Misstatements. SAB No. 108 requires analysis of
misstatements using both an income statement (rollover) approach and a balance sheet (iron curtain) approach in assessing materiality and provides a one-time cumulative effect transition adjustment. SAB No. 108 is effective for our 2006 annual
financial statements. The adoption of SAB No. 108 has not had a material impact on the consolidated financial statements.



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##### Table of Contents

Expedition Leasing, Inc. and Subsidiary

(A Development Stage Enterprise)

Notes to
Consolidated Financial Statements

For the Quarters Ended March 31, 2007 and March 31, 2006 (unaudited)

and the Period May 12, 2004 (date of inception) through

March 31, 2007 (unaudited)



|2. | Concentration of Credit Risk
|-- | ----------------------------

The Company is exposed to credit risk
in the event of default by any of its customers to the extent that the difference in the resale or liquidation value of the leased asset is less than the depreciated carrying amount of the fixed asset on the accompanying consolidated balance sheet
in addition to any write-off of rent receivables.



|3. | Going Concern
|-- | -------------

The accompanying financial statements have been
prepared assuming the Company will continue as a Going Concern. The Company incurred a net loss of $21,196, $15,797 and $217,779 for the quarters ended March 31, 2007 and March 31, 2006, and for the period May 12, 2004 (date of
inception) through the period ended March 31, 2007, respectfully. As of March 31, 2007, the Company had $18,172 of cash with which to satisfy any future cash requirements but had negative $133,982 of working capital. These conditions raise
substantial doubt about the Companys ability to continue as a going concern. The Company depends upon capital to be derived from future financing activities such as subsequent offerings of its common stock or debt financing in order to operate
and grow the business. There can be no assurance that the Company will be successful in raising such capital. The key factors that are not within the Companys control and that may have a direct bearing on operating results include, but are not
limited to, acceptance of the Companys business plan, the ability to raise capital in the future, the ability to expand its customer base, and the ability to hire key employees to grow the business. There may be other risks and circumstances
that management may be unable to predict.

The accompanying consolidated financial statements do not include any adjustments relating to the recoverability
and classification of recorded assets, or the amounts and classification of liabilities that might be necessary if the Company is unable to continue as a going concern.



|4. | Income Taxes
|-- | ------------

There is no current or deferred income tax expense or
benefit allocated to continuing operations for the quarter ended March 31, 2007 and March 31, 2006 or for the period May 12, 2004 (date of inception) through March 31, 2007. The Company has provided a full valuation allowance
related to the realizability of the deferred tax asset. The valuation allowance is based on evidence that the deferred tax asset will more likely than not, not be realized. Such valuation allowance may be increased or decreased in the future based
on the likelihood of achieving future taxable earnings.



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##### Table of Contents

Expedition Leasing, Inc. and Subsidiary

(A Development Stage Enterprise)

Notes to
Consolidated Financial Statements

For the Quarters Ended March 31, 2007 and March 31, 2006 (unaudited)

and the Period May 12, 2004 (date of inception) through

March 31, 2007 (unaudited)



|4. | Income Taxes (continued)
|-- | ------------------------



The income tax provision differs from the amount of tax determined by applying the federal statutory rate as follows:



|                                          |  |                                                             |         |   |                          |   |        |                          |  |   |        |  
|----------------------------------------- |  | ----------------------------------------------------------- | ------- | - | ------------------------ | - | ------ | ------------------------ |  | - | ------ | -
|                                          |  | Period May 12,2004 (date ofinception) throughMarch 31, 2007 |         |   | Year EndedMarch 31, 2007 |   |        | Year EndedMarch 31, 2006 | 
|Income tax provision at statutory rate    |  | $                                                           | (67,245 | ) |                          | $ | (7,207 | )                        |  | $ | (5,371 | )
|Increase (decrease) in income tax due to: |  |                                                             |         |   |                          |   |        |                          |  |   |        |  
|State income taxes net                    |  |                                                             | (7,180  | ) |                          |   | (769   | )                        |  |   | (573   | )
|All other                                 |  |                                                             | 0       |   |                          |   | 0      |                          |  |   | 750    |  
|Change in valuation allowance             |  |                                                             | 74,425  |   |                          |   | 7,976  |                          |  |   | 5,194  |  
|                                          |  |                                                             |         |   |                          |   |        |                          |  |   |        |  
|                                          |  | $                                                           | 0       |   |                          | $ | 0      |                          |  | $ | 0      |  
|                                          |  |                                                             |         |   |                          |   |        |                          |  |   |        |  

Net deferred tax assets and liabilities were comprised of the following:



|                                             |  |   |         |  
|-------------------------------------------- |  | - | ------- | -
|Deferred tax asset (liability), current:     |  |   |         |  
|Accrued salary                               |  | $ | 7,526   |  
|Valuation allowance                          |  |   | (7,526  | )
|                                             |  |   |         |  
|                                             |  | $ | 0       |  
|                                             |  |   |         |  
|                                             | 
|Deferred tax asset (liability), non-current: |  |   |         |  
|Net operating loss                           |  | $ | 65,399  |  
|Property and equipment                       |  |   | 1,500   |  
|Valuation allowance                          |  |   | (66,899 | )
|                                             |  |   |         |  
|                                             |  | $ | 0       |  
|                                             |  |   |         |  

The Company has not recognized an income tax benefit for its operating losses generated since inception based on
uncertainties concerning its ability to generate taxable income in future periods. The tax benefit for the periods presented is offset by a valuation allowance established against deferred tax assets arising from operating losses and other temporary
differences, the realization of which could not be considered more likely than not. In future periods, tax benefits and related deferred tax assets will be recognized when management considers realization of such amounts to be more likely than not.

As of December 31, 2006, the Company had available net operating loss carryforwards of approximately $174,000. Of this amount, approximately $37,000,
$31,000, $85,000 and $21,000 will expire in 2024, 2025, 2026, and 2027, respectively.



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##### Table of Contents

Expedition Leasing, Inc. and Subsidiary

(A Development Stage Enterprise)

Notes to
Consolidated Financial Statements

For the Quarters Ended March 31, 2007 and March 31, 2006 (unaudited)

and the Period May 12, 2004 (date of inception) through

March 31, 2007 (unaudited)



|5. | Related Party Disclosure
|-- | ------------------------



|(a) | Accrued Salaries  Shareholder
|--- | ------------------------------

The Company accrued
$5,000 per month in compensation for its original director and officer, who is also the founding shareholder, from May through August 2004. As of March 31, 2007, the Company owes the balance of the accrued $20,000. In September, 2004, a new
president was elected to carry out the business plan of the Company.



|(b) | Loan from Related Party
|--- | -----------------------

The Company had an outstanding loan
from a company related by common ownership. As of March 31, 2007, the Company owed a balance of $100,000. The company related by common ownership has agreed to waive the interest fees on and after January 1, 2006. Although the interest is
permanently waived, management recognizes the economic effect and continues to expense the interest and offsets the additional paid-in capital account. The term of the loan is three years from inception on June 30, 2004. The note becomes
payable upon demand at maturity (July 1, 2007) or earlier in the case of a change in ownership control or other stated conditions. Additionally, the amount may be paid down as other financing is secured by the Company. The loan is secured by the
assets of the subsidiary through a security agreement in the event of a default.



|(c) | Lease to Related Party
|--- | ----------------------

The Company entered into an
operating lease with a company related by common ownership on August 5, 2004. The term of the lease is for 36 months and the monthly payments are $250, plus applicable tax. The lease accounted for $750 in rent revenue for the quarter ended
March 31, 2007 and 2006. Rent revenue of $8,000 was recognized for the period May 12, 2004 (date of inception) through March 31, 2007.



|(d) | Office Space and Equipment
|--- | --------------------------

The Company has had limited need
for use of office space or equipment. Any use of office space or equipment supplied by related parties has, thus far, been immaterial. There has been no charge or cost accrual for any usage by the Company as of March 31, 2007.



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##### Table of Contents

Expedition Leasing, Inc. and Subsidiary

(A Development Stage Enterprise)

Notes to
Consolidated Financial Statements

For the Quarters Ended March 31, 2007 and March 31, 2006 (unaudited)

and the Period May 12, 2004 (date of inception) through

March 31, 2007 (unaudited)



|(e) | Comparability with Third Party Agreements
|--- | -----------------------------------------

The amounts and
terms of the above transactions may not necessarily be indicative of the amounts and terms that would have been incurred had comparable transactions been entered into with independent third parties.



|6. | Future Minimum Revenues
|-- | -----------------------



|(a) | Rent Revenue
|--- | ------------

As of March 31, 2007, the future minimum
revenue due from lease contracts in effect amounts to:



|               |  |   |       
|-------------- |  | - | ------
|Period Ending  |  |  
|March 31, 2008 |  | $ | 11,422



|7. | Major Customers
|-- | ---------------

The Company had three major customers for the
quarter ended March 31, 2007 and March 31, 2006, and three major customers for the period May 12, 2004 (date of inception) through March 31, 2007. The three major customers for the quarter ended March 31, 2007 were the same
customers that existed during the quarter ended March 31, 2006. The customers noted above accounted for 100% of the Companys revenue for all periods presented.



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##### Table of Contents

|Item 2. | Managements Discussion and Analysis or Plan of Operation
|------- | ---------------------------------------------------------

Cautionary Notice Regarding Forward Looking
Statements

We desire to take advantage of the safe harbor provisions of the Private Securities Litigation Reform Act of
1995. This filing contains a number of forward-looking statements which reflect managements current views and expectations with respect to our business, strategies, products, future results and events, and financial performance. All statements
made in this filing other than statements of historical fact, including statements addressing operating performance, events, or developments which management expects or anticipates will or may occur in the future, including statements related to
distributor channels, volume growth, revenues, profitability, new products, adequacy of funds from operations, statements expressing general optimism about future operating results, and non-historical information, are forward looking statements. In
particular, the words believe, expect, intend, anticipate, estimate, may, variations of such words, and similar expressions identify forward-looking statements, but are not the
exclusive means of identifying such statements, and their absence does not mean that the statement is not forward-looking. These forward-looking statements are subject to certain risks and uncertainties, including those discussed below. Our actual
results, performance or achievements could differ materially from historical results as well as those expressed in, anticipated, or implied by these forward-looking statements. We do not undertake any obligation to revise these forward-looking
statements to reflect any future events or circumstances.

Readers should not place undue reliance on these forward-looking statements,
which are based on managements current expectations and projections about future events, are not guarantees of future performance, are subject to risks, uncertainties and assumptions (including those described below), and apply only as of the
date of this filing. Our actual results, performance or achievements could differ materially from the results expressed in, or implied by, these forward-looking statements. Factors which could cause or contribute to such differences include, but are
not limited to, the risks to be discussed in our Annual Report on form 10-KSB and in the press releases and other communications to shareholders issued by us from time to time which attempt to advise interested parties of the risks and factors which
may affect our business. We undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise.

General

We are a development-stage leasing company, which, through our wholly-owned subsidiary,
Expedition Holdings, Inc., is dedicated to leasing equipment and vehicles to consumers by purchasing such equipment and vehicles from third parties, servicing the lease contracts, and remarketing or selling the leased equipment/motor-vehicles upon
termination of the lease, as well as all other related business activities. In some cases, we may sell our leases to a third party finance company when we can recognize substantial profits on the transaction. We initially intend to market our
services to higher-risk borrowers who may have had prior credit problems. As of the date of this annual report, our activities have been limited to various organizational matters, limited operations, and the development of our business plan.

Material aspects of our current leasing agreements are as follows: (1) leases have been issued for periods of 12 to 36 months in
length, (2) imputed interest rates vary, depending on the assessed financial risk of the lessee, but have historically ranged from 9% to 18%, and (3) the structure of the leases are either (a) full financing, whereby the payment
amounts are principal cost plus interest, or (b) operating leasing, whereby the estimated residual value is considered at the end of the lease, reducing the amounts financed.

The Company reviews current lease contracts and the payment status of the same at each period end. Although we may and will lease to higher risk
customers, our current customers do not include any profiles that we would consider to be high risk. The Company does not currently expect collection problems, and there is no history of such problems to make any assumptions about collection at this
time. The Company currently has an accumulated allowance for uncollectible lease payments receivable of $0. If the actual amount of uncollected lease payments differs from our estimate of $0, given the current status and profiles of our existing
leases, we believe such a default would not be significantly material to our financial position, results of operations, liquidity, or business plan at this time.



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##### Table of Contents

The future known revenues from our current active lease contracts are expected to be $4,792, $2,642, and $2,392 for the
quarters ending June 30, 2007, September 30, 2007 and December 31, 2007. These figures do not include revenues from new lease contracts which we may enter into.

Plan of Operation

Our plan of operations for the next twelve months is to complete the following objectives:



| | 1. | We intend to initiate additional leases of equipment and vehicles. The number of leases we ultimately enter into will be contingent upon our ability to secure additional financing
to purchase the related lease assets. We currently do not have enough capital to acquire sufficient additional equipment. As part of our growth strategy, we may also use the proceeds of any additional financing to acquire another existing
equipment/vehicle leasing business. If we do not secure additional financing, there can be no assurance that we will enter into any additional leases.
| | -- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| | 2. | We plan to pursue strategic alliances with credit companies and banks to enable us to purchase more equipment. We also anticipate that marketing activities will be carried
throughout the course of the next twelve months with our focus on aligning ourselves with several internet portals so we can obtain reduced rates for advertising and have our banners placed across many of their websites and links. Our marketing
efforts will be commensurate with the amount of equipment we are able to acquire.
| | -- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| | 3. | We anticipate that ongoing general and administrative expenses for the next twelve months will increase if we are able to acquire and lease additional equipment. The general and
administrative expenses for the year will consist primarily of salaries, accounting, audit fees, legal, technical support and general office expenses.
| | -- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

Results of Operations

The following discussion examines the results of the Companys operations
for the three month periods ended March 31, 2006 and March 31, 2007. This discussion of our financial condition and results of operations should be read in conjunction with our financial statements, included herewith. This discussion
should not be construed to imply that the results discussed herein will necessarily continue into the future, or that any conclusion reached herein will necessarily be indicative of actual operating results in the future. Such discussion represents
only the best present assessment by our management. Historical financial information is that of the Company on a consolidated basis with our wholly-owned subsidiary, Expedition Holdings, Inc. It is imperative that one read the notes to the financial
statements included in this report.

HISTORICAL RESULTS - PERIODS ENDED MARCH 31, 2007 AND MARCH 31, 2006

Revenues. Overall revenues for the three month periods ended March 31, 2006 and March 31, 2007 were $4,124 and $3,197, respectively.

General and Administrative Expenses. General and administrative expenses for the three month periods ended March 31, 2006 and March 31, 2007
were $19,921 and $24,393, respectively. These general and administrative costs have increased primarily because of increased management salaries. Moreover, management believes that professional accounting and legal fees will remain significant
because, as a reporting company, the Company will be required to comply with the reporting requirements of the Securities and Exchange Act of 1934.

Net Income (Loss). The net loss for the three month periods ended March 31, 2006 and March 31, 2007 were $15,797 and $21,196, respectively. The increase in net loss for the three month period ended March 31,
2007 is primarily due to increased expenses primarily related to increased management salaries.

Going Concern

We have not attained profitable operations and are dependent upon obtaining financing to pursue any extensive business activities. For these reasons our auditors stated
in their annual report, filed with 10KSB, that they have substantial doubt we will be able to continue as a going concern.

Off-Balance Sheet
Arrangements

We have no off-balance sheet arrangements.



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##### Table of Contents

Liquidity and Capital Resources

As of March 31, 2007, we had cash on hand of $18,172 and negative working capital of $133,982. Although the current rate at which we use capital can vary greatly from month to month, we are currently expending
approximately $10,000 per month to sustain our minimal operations. A large portion of these expenses are related to the Companys efforts to have its common stock quoted on the OTCBB. Based on the current rate at which we are using capital, we
believe that we will need to obtain a minimum of $120,000 to continue our current minimal operations for the next twelve (12) months. However, we believe that to fully implement the initial phase of our business plan, we will require financing
in the amount of approximately $500,000. If we are able to obtain $500,000, we intend to identify, acquire and lease more assets, focus more resources on marketing our lease financing services and repay our debt to Total M.I.S., Inc. We may seek to
raise this additional capital through the public or private sale of debt or equity securities, the procurement of advances from our majority shareholder, debt financing or short-term loans, or a combination of the foregoing. We currently do not have
any financing commitments (binding or non-binding) and we cannot give you any assurance that we will be able to secure the additional cash or working capital we may require to continue our operations and fully implement the initial phase of our
business plan. If we do not secure at least $500,000 we will not be able to fully implement our business plan, and if we do not secure at least $120,000 we may not be able to continue our plan of operations for the next twelve months and our
business plan may fail.

Financing

The
Company has a loan from Total M.I.S., Inc., a company owned by our majority shareholder, for $100,000, which is due on July 1, 2007. If the Company cannot secure significant additional capital by then in order to repay the loan, the Company may
be forced to abandon its plan of operations and business activities. The repayment of this loan will have a negative impact on our liquidity position. Our results of operations may be significantly affected as we may be forced to sell our leases to
third parties if we are able to in order to facilitate the repayment of the loan at that time. We may have to refrain from entering into new leases if we cannot secure additional financing resources in order to have the ability to repay the loan.

Critical Accounting Policies

Our
discussion and analysis of our financial condition and results of operations are based upon our financial statements, which have been prepared in accordance with accounting principles generally accepted in the United States of America. The
preparation of these consolidated financial statements requires us to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses, and related disclosures of contingent assets and liabilities. For a
description of those estimates, see Note 1, Business and Summary of Significant Accounting Policies, contained in the explanatory notes to our financial statements for the three month period ended March 31, 2007 contained in this Form 10-QSB.
On an ongoing basis, we evaluate our estimates, including those related to reserves, deferred tax assets and valuation allowance, and impairment of long-lived assets. We base our estimates on historical experience and on various other assumptions
that we believe to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying value of assets and liabilities that are not readily apparent from other sources. Actual results may differ from
these estimates under different assumptions or conditions; however, we believe that our estimates, including those for the above-described items, are reasonable.

Recent Accounting Pronouncements

In March 2006, the Financial Accounting Standards Board issued Statement of Financial
Accounting Standards (SFAS) No. 156, Accounting for Servicing of Financial Assetsan amendment of FASB No. 140 (SFAS 156). SFAS 156 requires an entity to recognize a servicing asset or liability each time
it undertakes an obligation to service a financial asset by entering into a servicing contract in specified situations, such servicing assets or liabilities would be initially measured at fair value, if practicable and subsequently measured at
amortized value or fair value based upon an election of the reporting entity. SFAS 156 also specifies certain financial statement presentation and disclosures in connection with servicing assets and liabilities. SFAS 156 is effective for fiscal
years beginning after September 15, 2006 and may be adopted earlier but only if the adoption is in the first quarter of the fiscal year. The Company does not expect the adoption of SFAS No. 156 to have a material impact on its financial
condition or results of its consolidated operations.

In September 2006, the Financial Accounting Standards Board issued Statement of
Financial Accounting Standards (SFAS) No. 157, Fair Value Measurements. SFAS No. 157 clarifies the principle that fair value



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should be based on the assumptions market participants would use when pricing an asset or liability and establishes a fair value hierarchy that prioritizes
the information used to develop those assumptions. Under the standard, fair value measurements would be separately disclosed by level within the fair hierarchy. SFAS No. 157 is effective for financial statements issued for fiscal years
beginning after November 15, 2007 and interim periods within those fiscal years, with early adoption permitted. The Company does not expect the adoption of SFAS No. 157 to have a material impact on its financial condition or results of its
consolidated operations.

In February 2007, the Financial Accounting Standards Board issued Statement of Financial Accounting Standards
(SFAS) No. 159, The Fair Value Option for Financial Assets and Financial Liabilities. SFAS No. 159 permits entities to choose to measure many financial instruments and certain other items 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. SFAS No. 159 is effective for financial statements issued for fiscal years beginning after November 15, 2007 and interim periods within those fiscal years, with early adoption permitted. The Company does not expect the adoption
of SFAS No. 159 to have a material impact on its financial condition or results of its consolidated operations.

In September 2006,
the Securities and Exchange Commission issued Staff Accounting Bulletin (SAB) No. 108, Considering the Effects of Prior Year Misstatements When Quantifying Current Year Misstatements. SAB No. 108 requires analysis
of misstatements using both an income statement (rollover) approach and a balance sheet (iron curtain) approach in assessing materiality and provides a one-time cumulative effect transition adjustment. SAB No. 108 is effective for our 2006
annual financial statements. The adoption of SAB No. 108 has not had a material impact on the consolidated financial statements.



|Item 3. | Controls and Procedures
|------- | -----------------------

Disclosure Controls and Internal Control over Financial Reporting

Our management is responsible for establishing and maintaining adequate internal control over our financial reporting. Management did not use a framework
to conduct the required evaluation of the effectiveness of our internal control over financial reporting since, in the view of management, comparison with a framework was unwarranted because the size of the Companys current operations are such
that management is aware of all current transactions. An evaluation was conducted under the supervision and with the participation of the Companys management, including the President (Principal Executive Officer) and Treasurer (Principal
Accounting and Financial Officer), of the effectiveness of the design and operation of the Companys disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) as of the quarterly period ending
March 31, 2007 covered by this Quarterly Report on Form 10-QSB. Based upon such evaluation, the Chief Executive Officer and Chief Financial Officer have concluded that, as of the end of such period, the Companys disclosure controls and
procedures were not effective as required under Rules 13a-15(e) and 15d-15(e) under the Exchange Act. This conclusion does not relate to reporting periods after March 31, 2007.

Inherent Limitations of the Effectiveness of Internal Control

A control system, no matter how well
conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the internal control system are met. Because of the inherent limitations of any internal control system, no evaluation of controls can provide
absolute assurance that all control issues, if any, within a company have been detected.

Changes in Internal Control over Financial Reporting

The Companys management, including the President (Principal Executive Officer) and Treasurer (Principal Accounting and Financial
Officer), confirm that there was no change in the Companys internal control over financial reporting during the quarter ended March 31, 2007 that has materially affected, or is reasonably likely to materially affect, the Companys
internal control over financial reporting.



17



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##### Table of Contents

PART II OTHER INFORMATION



|Item 1. | Legal Proceedings
|------- | -----------------

Although the Company in the normal course of business is subject to claims and
litigation, the Company is not a party to any material legal proceeding nor is the Company aware of any circumstance which may reasonably lead a third party to initiate legal proceeding against the Company.

As of the date of this filing, there are no material pending legal or governmental proceedings relating to our Company or properties to which we are a
party, and to our knowledge there are no material proceedings to which any of our directors, executive officers, or affiliates are a party adverse to us or which have a material interest adverse to us.



|Item 2. | Unregistered Sales of Equity Securities and Use of Proceeds
|------- | -----------------------------------------------------------

Unregistered Sales of Equity Securities

Other than sales previously reported, there were no unregistered sales of equity securities.

Issuer Purchases of Equity Securities

The Company
did not repurchase any equity securities during the fiscal quarter ended March 31, 2007.



|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
|------- | --------



|         |  |                                                                                                                                                               
|-------- |  | --------------------------------------------------------------------------------------------------------------------------------------------------------------
|Exhibit  |  | Description                                                                                                                                                   
|3.01(1)  |  | Articles of Incorporation of Expedition Leasing, Inc.                                                                                                         
|3.02(1)  |  | Articles of Amendment to Articles of Incorporation of Expedition Leasing, Inc.                                                                                
|3.03(1)  |  | Amended and Restated Articles of Incorporation of Expedition Leasing, Inc.                                                                                    
|3.04(1)  |  | Bylaws of Expedition Leasing, Inc.                                                                                                                            
|10.01(1) |  | Form of Vehicle Lease Agreement                                                                                                                               
|10.02(1) |  | Form of Equipment Lease Agreement                                                                                                                             
|10.03(2) |  | Vehicle Lease Agreement dated August 5, 2004 by and between the Company and Total M.I.S, Inc.                                                                 
|10.04(2) |  | Extension to Vehicle Lease Agreement dated August 5, 2004 by and between the Company and Total M.I.S, Inc.                                                    
|10.05(2) |  | Letter Agreement dated August 30, 2004 by and between the Company and Jerry Keller                                                                            
|10.06(3) |  | Summary of oral agreement by and between the Company, Expedition Holdings, Inc., and Jerry Keller                                                             
|10.07(3) |  | Amendment to Extension to Vehicle Lease Agreement, dated August 5, 2004 by and between the Company and Total M.I.S., Inc.                                     
|10.08(4) |  | Secured Promissory Note dated June 25, 2004 in the original principal amount of $100,000 issued by the Company to Total M.I.S., Inc.                          
|10.09(4) |  | Security Agreement dated June 25, 2004 by and between the Company and Total M.I.S., Inc.                                                                      
|10.10(4) |  | Extension for Interest Bearing Secured Promissory Note dated January 20, 2006 by and between the Company and Total M.I.S., Inc.                               
|10.11(4) |  | Letter Agreement dated March 31, 2006 from Total M.I.S., Inc. to the Company                                                                                  
|10.12(5) |  | Extension to Vehicle Lease Agreement dated November 29, 2006 by and between the Company and Deecembra Diamond                                                 
|21.01(6) |  | List of Subsidiaries                                                                                                                                          
|31.01*   |  | Certification of Chief Executive Officer and Chief Financial Officer pursuant to Rule 13a-14(a).                                                              
|32.01*   |  | Certification of the Chief Executive Officer and Chief Financial Officer 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

---

|(1) | Filed as an Exhibit to Form SB-2 filed with the Securities and Exchange Commission on June 30, 2006.
|--- | ----------------------------------------------------------------------------------------------------

|(2) | Filed as an Exhibit to Form SB-2/A filed with the Securities and Exchange Commission on August 30, 2006.
|--- | --------------------------------------------------------------------------------------------------------

|(3) | Filed as an Exhibit to Form SB-2/A filed with the Securities and Exchange Commission on September 29, 2006.
|--- | -----------------------------------------------------------------------------------------------------------

|(4) | Filed as an Exhibit to Form SB-2/A filed with the Securities and Exchange Commission on October 31, 2006.
|--- | ---------------------------------------------------------------------------------------------------------

|(5) | Filed as an Exhibit to Form SB-2/A filed with the Securities and Exchange Commission on December 5, 2006.
|--- | ---------------------------------------------------------------------------------------------------------

|(6) | Filed as an Exhibit to Form 10-KSB filed with the Securities and Exchange Commission on April 2, 2007.
|--- | ------------------------------------------------------------------------------------------------------

|* | Filed herewith.
|- | ---------------



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##### Table of Contents

SIGNATURE

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.



EXPEDITION LEASING, INC.By

/s/ Jerry KellerJerry KellerPresident (Principal Executive Officer), Secretary and Treasurer (Principal Accounting and Financial Officer)


In accordance with the requirements of the Exchange Act, this report was signed by the following persons in
the capacities and on the dates stated.



|       |  |                                                                                                                                                      
|------ |  | -----------------------------------------------------------------------------------------------------------------------------------------------------
|By:    |  | /s/ Jerry Keller                                                                                                                                     
|Name:  |  | Jerry Keller                                                                                                                                         
|Title: |  | President (Principal Executive Officer), Secretary, Treasurer (Principal Accounting and Financial Officer), and sole member of the Board of Directors

Dated: May 10, 2007



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