**UNITED
          STATES**
   **SECURITIES
          AND EXCHANGE COMMISSION**
   **Washington,
          D.C. 20549**
  FORM
          10KSB
  For
          the
          Fiscal Year Ended June 30, 2007
     (Mark
            One)
  [X]
                  ANNUAL
                      REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
                      ACT OF
                      1934
                    for
                      the fiscal year ended June 30, 2007
  
  [
                      ]
                  TRANSITION
                      REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
                      ACT OF
                      1934
                    For
                      the transition period from ____ to ____
                      .
   EconoShare,
        Inc.
   (Exact
        name of small business issuer specified in its charter)
  **Nevada**
              
              **13-4303398****(State
                  or other jurisdiction of**
                **Incorporation
                  or organization)**
              
              **(IRS
                  Employer**
                **Identification
                  Number)**
  1510
        51
        St.
 Brooklyn,
        NY 11219
  Tel: 
        718-435-4111
   (Address,
          including zip code, and telephone number, including area code, of registrant's
          principal executive office)
   Page
          1
     Securities
          registered under Section 12(b) of the Exchange Act:
  None.
  Securities
          registered under Section 12(g) of the Exchange Act:
  Common
          stock, par value $0.0001 per share
  (Title
          of
          each class)
  Common
  Check
          whether the issuer (1) filed all reports required to be filed by Section
          13 or
          15(d) of the Exchange Act of 1934 during the preceding 12 months (or for
          such
          shorter period that the registrant was required to file such reports),
          and (2)
          has been subject to such filing requirements for the past 90 days. Yes
          [X
 ] No []
  Check
          if
          there is no disclosure of delinquent filers in response to Item 405 of
          Regulation S-B is contained in this form and no disclosure will be contained,
          to
          the best of registrant's knowledge, in definitive proxy or information
          statements incorporated by reference in Part III of this Form 10-KSB or
          any
          amendment to this Form 10-KSB. [ X]
  Registrant’s
          revenue for its most recent fiscal year: $0
  As
          of
          June 30, 2007 the aggregate market value of the voting and non-voting common
          equity held by non-affiliates computed by reference to the closing price
          of such
          common equity at $0.50 was $295,500.
  The
          number of shares of common stock, par value $.0001 per share, of the registrant
          as of  September 20, 2007 was 9,791,000 shares.
  Indicate
          by check mark whether the registrant is a shell company (as defined in
          Rule
          12b-2 of the Exchange Act).
  Yes
          [  X] No [  ]
  Transitional
          small business disclosure format (check one) Yes [ ] No [  X]
  (Address,
            including zip code, and telephone number, including area code, of registrant's
            principal executive office)
  The
            Company's address is 1510 51 St. Brooklyn, NY 11219  Tel: 
718-435-4111
 Securities
            registered under Section 12(b) of the Exchange Act:
  None.
  Transitional
            small business disclosure format (check one) Yes [X ] No [  ]
     Page
            2
  
 FORWARD
            LOOKING STATEMENTS






This
      Annual Report on Form 10-KSB and the documents incorporated herein contain
      “forward-looking statements” within the meaning of the Private Securities
      Litigation Reform Act of 1995. Such forward-looking statements involve known
      and
      unknown risks, uncertainties and other factors which may cause the actual
      results, performance or achievements of the Company, or industry results, to
      be
      materially different from any future results, performance or achievements
      expressed or implied by such forward-looking statements. When used in this
      Annual Report, statements that are not statements of current or historical
      fact
      may be deemed to be forward-looking statements. Without limiting the foregoing,
      the words “plan,” “intend,” “may,” “expect,” “believe,” “could,” “anticipate,”
“estimate,” or “continue” or similar expressions or other variations or
      comparable terminology are intended to identify such forward-looking statements.
      Readers are cautioned not to place undue reliance on these forward-looking
      statements, which speak only as of the date hereof. Except as required by law,
      the Company undertakes no obligation to update any forward-looking statements,
      whether as a result of new information, future events or otherwise.






Any
      reference to the “Company” or the” Registrant”,” we”, “our” or” us” means 
EconoShare, Inc.




**Table
      of Contents**






Form
      10-KSB Index




PART
                IItem
                1.
            Description
                of Business
            4Item
                2.
            Description
                of Property
            6Item
                3.
            Legal
                Proceedings
            6Item
                4.
            Submission
                of Matters to a Vote of Security
                Holders
            6PART
                IIItem
                5.
            Market
                for Common Equity and Related Stockholder
                Matters
            6Item
                6.
            Management’s
                Discussion and Analysis or Plan of
                Operation
            7Item
                7.
            Financial
                Statements
            8Item
                8.
            Changes
                in and Disagreements with Accountants on
              Accounting
                and Financial Disclosure
            8Item
                8A.
            Controls
                and Procedures
            9Item
                8B.
            Other
                Information
            9PART
                IIIItem
                9.
            Directors
                and Executive Officers of the
                Registrant
            9Item
                10.
            Executive
                Compensation
            10Item
                11.
            Security
                Ownership of Certain Beneficial Owners and
                Management and Related Stockholder Matters
            10Item
                12.
            Certain
                Relationships and Related
                Transactions
            10Item
                13.
            Exhibits
            11Item
                14.
            Principal
                Accountant Fees and Services
            11Signatures
            12Financial
                Statements
            F-1-F-9








Page
      3






**PART
      I**






**ITEM
      1. DESCRIPTION OF BUSINESS**




We
        were
        organized on  August 1, 2005  as EconoShare, Inc. by
        Certificate of incorporation issued pursuant to
 Nevada  state  law.  Our
        executive  offices  are  located at 1510 51
        St.  Brooklyn, NY. 11219, Tel:  718-435-4111.  The
        Company  does  not  have  any  subsidiaries, 
affiliated  companies or joint venture partners.
 
 We  are  a  development  stage  Company.  We
        developed  a software application  and  B2B
        (Business to Business) website for an Asset Sharing market place and transaction
        system.  We launched our website in March 2007 at our domain location
        WWW.ECONOSHARE.COM.  We anticipate the website will serve businesses
        across many segments  of our economy that have idle or excess
        resources or capacity,
 which  these  businesses  are  not
        fully utilizing and are thus seeking to offer for a sharing arrangement with
        other businesses that have
        a  need  for  these  assets  and  resources.
  Typical
        assets for sharing include industrial equipment, manufacturing facilities,
        factory capacity,  vehicles, office  infrastructures
        including idle or underutilized personnel.  The business owners who
        offer these assets  for a sharing arrangement, can register on the
        Econoshare website and List the "Resource Available" for sharing.  The
        Listing of an asset or resource automatically creates a profile that includes
        detailed information and specifications about the resource that is available
        for
        sharing, the time duration  of its availability and its geographic
        location.  The profile is placed in our Search Engine that can be
        accessed using descriptive key words, so that businesses that have a need
        for
        these assets can search the profiles of available assets Listed from our
        search
        engine.   Similarly a Business which has a
        need  for  an  asset or resource, may List his
        need on the "Resource Wanted" using the same scenario as above.  All
        sharing arrangements   between  the businesses  can 
be  transacted  and  settled  on  the 
EconoShare  website, via "auction"  or  "negotiation",  and
        via "cash" or "barter".
  Unlike  e-commerce  sites
        for purchasing and selling merchandise, the EconoShare platform  will
        enable transactions in sharing arrangements between the owners of idle capacity
        such as assets or excess capabilities  or resources, who seek to
        share  these assets or capabilities with a potential Sharer, thereby
        sharing the cost  and benefit.   These assets or
        resources are not for sale because they are being used partially by the
        owner.  A sharing arrangement   results in
        efficient  allocation of resources and benefiting both
 parties,  as costs and benefits are shared.
 **The  Market:**


There  are  three  basic  requirements
              for a successful market to develop; ample supply, ample demand, and
              a convenient
              convenient venue, in which supply and demand can meet, discover, interact
              and
              transact.  EconoShare
 seeks  to  serve  as  a market
              facilitator by creating a venue for a newly developed B2B (business
               to  business) online market for sharing excess
              resources.
  Traditional  sharing  of  business
              assets has come about from a highly haphazard
              and  fragmented  universe of information consisting of
              newspaper advertisements,   associations, referrals, individual
              knowledge and any other form of uncovering facilities  that are at
              least temporarily surplus to one organization and needed
              by  another.  With  the increasing familiarity and
              acceptance of the Internet we use  the unique
              characteristics  that differentiate it from traditional media and
              irregular and inefficient sources of information.
 
 In
              creating an online  market place for matching supply and demand for
              excess or idle capacity along with sharing and bartering transactions,
              a new
              economic paradigm is created which can benefit businesses across a
              broad segment
              of our economy, enabling the sharing of idle capacity for
              consideration.
 
 We  believe  the
                market for sharing idle capacity in equipment, infrastructures,
                and  human  resources is a huge and growing
                market.   Our target market consists of businesses that require
                highly expensive equipment equipment such as rigging, scaffolding,
                construction
                equipment or excavation  and  other  heavy
                machinery.   These  businesses  invest
                heavily into equipment frequently through financing or leasing arrangements
                  with adherent financing charges that must be paid timely.
                The  payment  of financing or leasing charges becomes
                especially burdensome when such equipment is idle and is not generating
                sufficient  revenues.  A sharing
                transaction  with  a potential sharer of such equipment
                during the idle periods, harnesses  the "sleeper assets" into
                productive assets while defraying a portion  of such financing
                costs.
 
 The  sharer  of  such  resources
              such as small businesses, businesses undergoing expansion,  or testing
              new markets, or businesses experiencing a temporary surge in activity
              can
              potentially increase their productivity and expand their business as
              it can fill
              its peak time equipment requirements by tapping into the EconoShare
               market  place  to  identify the availability
              of excess capacity,  thus streamlining asset expenditures  by
              efficient utilization of resources through
              the  EconoShare  platform.
 
 Cyclical
              Businesses:   Oil & Gas as well scaffolding and construction
              industries undergo  business  cycles conducive to down time
              in which equipment is not being utilized during portions  of
              the  business  cycle.
  Manufacturers  and  other
              businesses traditionally hold assets to buffer against uncertain requirements
              within their normal lines of business, invariably leading to over capacity
              at
              some point  in  the economic life of
 the  assets.
 
 Our
              objective is for our online borrowing channels to become primary avenues
              for
              planning and producing goods  of  all sorts for businesses in
              many sectors of industries.
   Page
              4
 **EconoShare
              Target Market:**
   EconoShare  will  seek  to
            serve:
  Businesses
                    in
                        all segments of the economy which
                        traditionally  "Own"  Industrial
                        equipment,   exploration equipment, construction 
                        machinery, specialized vehicles, transportation services,
                        factory capacity
                        conveyor systems, etc.
  Owners"
                    of  assets
                        such as excess storage
                        facilities,  commodities,  specialized
                        infrastructures, clean
                        rooms,  call  centers,  and infrastructures
                        providing  other capacities.
  Freelancers,
                    professionals,
                        individuals, or small business,  which have varied and
                        specialized capabilities and have excess
                        capacity  for  more work in their specialized fields
                        or are seeking for "filler" work to complement their existing
                        assignments.
  Businesses
                    with
                        excess capacity in office
                        infrastructures  that  can  allocate excess
                        capacity for a "Sharing" arrangement with a potential "Sharer"
                        of  office  infrastructure.
  Every
                    segment
                        of the business to business and
                        consumer  markets  with  a  single
                        unifying theme of matching excess capacity and resources
                        with potential
                        "Sharer's" of such resources.
  **Competition:**
 We
              believe that competition in the online business
              sharing market  is
              based  primarily  upon:
 
 ·
                    Breadth  of  offerings;
 ·
                    Ability  to  access  exact  needs  and  specifications;
 ·
                    Cheapness  and  convenience  of  using  existing  resources;
 ·
                    Level  of  customer  service;  and
 We
                have
                applied for a software patent on the business process of our EconoShare
                asset
                sharing platform, and plan to embark on PR offensive to establish
                our name in
                the minds of the public.  We have applied and received a Trademark for
                our Company name and sharing platform.  We anticipate that being first
                to present this concept will give us an advantage over competitors
                who have not
                yet begun to exploit this market.
  We
              do
              anticipate that  we  will  nonetheless  face
              extensive competition from a variety of online service providers as
              well as
              traditional brokerage of manufacturing capabilities,  some of
              who may  adopt our methods and eventually target
              our customers.  As the market for online business facility
              sharing grows, we believe that many firms will increase their efforts
              to
              develop  services that  compete  with us. We also face
              potential competition from Internet companies not yet focused on this
              market and from traditional brokers who see the advantage
              of moving  online.  We cannot reasonably anticipate
              which other firms are likely
              to offer  services  in  the  future  that  will  compete  with  us.
  In
                addition, nearly all established firms that choose to compete with
                us will have
                greater brand recognition, longer operating histories, larger customer
                bases and
                significantly greater financial abilities, marketing capabilities
                and resources
                than we will have.  They may also enter into strategic or commercial
                relationships with larger, more established and well financed companies,
                which
                we will able to do.   New technologies and the continued
                enhancement of existing technologies may also increase competitive
                pressures
                upon us.
  **Revenue  Model**:
 
 We  anticipate  that  we  will  generate  income  through:
 
 Membership  fees
 Percentage  of  transaction
 Advertising
 Affiliate  Programs
 Link  Exchanges
 **Our
                  Business Model**:
 
 Discovery  of  available  assets;
 Channel  for  negotiation;
 Comparability  of  price,  capability  and  logistics;
 Single  point  for  checking  potential  assets;
 Transaction  are  consummated   via  auctions  or  negotiations
 Transactions  are  settled  via  cash  transaction  or  barter
 Transaction  experience  with  firms  that
                  previously may have had limited or no
 experience  with  each  other.
 Page
                5
  **Current
            Status:**
  We
            have
            not generated any
            revenues  to  date,  and  do  not
            anticipate generating any  revenues
            during  the  next  12  months.  We
            have sufficient funds with the current available cash of approximately
            $11,000
            in addition to a $25,000 credit facility provided by our CEO .   
However we do not have sufficient funds to market our website to
            our
            target audience.  In order
            for  us  to  become a viable business we will need
            to raise substantial funds to
            launch  a  broad  marketing  campaign  in  the  hope
            of attracting members to our website.   We cannot offer
            assurances that any additional funds
            will  be  raised  when we require them or that we
            will be able to raise funds on suitable terms.
            Failure  to  obtain  such financing when needed
            could delay or
            prevent  our  marketing  efforts  which  are
            necessary to develop a clientele in
            order  to  make  our  business  viable.
  In
          accordance with Rule 405 of the Securities Act of 1933 As of the date hereof,
          we
          are deemed to be and can be defined as a " shell" company, a registrant,
          other
          than an asset backed-issuer, that has no or nominal operations, and either
          (i)
          no or nominal assets, (ii) assets consisting solely of cash and cash
          equivalents, (iii) assets consisting of any amount of cash and cash equivalents
          and nominal other assets.
  **ITEM
            2.  DESCRIPTION OF
            PROPERTIES**
 
 The  address  of  our  administrative  office  is:
 
 1510  51  St.
 Brooklyn,  NY  11219
 
 Our  CEO  has  agreed  to  provide
            his home office for administrative use by the Company  free of
            charge.   The office is equipped with standard office equipment
            including computers, scanners copiers,
            and fax machine, telephone system and office  space.
  **ITEM
              3.  LEGAL PROCEEDINGS**
 
 Neither  us,  nor  any  of  our
              officers or directors is a part' to any material legal
              proceeding  or  litigation  and  such  persons  know
              of no material legal proceeding contemplated or
              threatened   threatened  litigation. There are no
              judgments against  us  or our officers or directors. None of
              our officers or directors have been  convicted of a felony or
              misdemeanor relating to securities or performance
              in  corporate  office.
 **ITEM 4.
  SUBMISSION
              OF MATTERS TO A VOTE OF SECURITY
              HOLDERS:**
  None.
  PART
              II
  **ITEM
                5. MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER
                MATTERS**
  The
                Company’s common stock is listed on the Over-the-Counter Bulletin Board under
                the Symbol ECSR.  We began trading during  March 2007.  The
                last trade of the Company’s common stock occurred at a price of $0.50 per share.
                The annual high price of the Company’s common stock was $0.50 per share and the
                annual low price was $0.20.  To the best of our knowledge  the
                high and low bid information for the Company’s common stock for each quarter
                within the last fiscal year  is not available.
  **Holders**
  As
                of  September 21, 2007  the Company had 9,791,000 shares of common
                stock held by approximately 36 stockholders.
  Pacific
                Stock Transfer Company, 500 E. Warm Springs Road, Suite 240, Las
                Vegas NV 89119
                is the Company’s stock transfer agent.
     Page
                6
  **Recent
                  Sales of Unregistered Securities**
  During
                  the period July 2006 through September 2006 the Company sold 181,500 shares
                  of the Company's Common stock with Common Stock
                  purchase warrants for a total consideration of $9,075 or $.05 per
                  share.   Each share of common stock received ( 1 ) Series A Warrant
                  exercisable @ $0.25 per Share,  one ( 1 ) Series B Warrant exercisable
                  @ $.50  per Share,  one  (1) Series C
                  Warrant  exercisable @ $1.00  per Share,
                  one  (1)  Series D Warrant exercisable at
                  $1.50.   Each Warrant is exercisable into one share of Common
                  Stock.  EconoShare, Inc. has the option to "call" all the Warrants
                  presently outstanding and included in the Units (the "Warrant
                  Call").  EconoShare, Inc. may exercise the Warrant Call by giving to
                  each Warrant Holder a written notice of call (the "Call Notice")
                  during the
                  period in which the Warrant may be exercised. The Warrant Holders
                  shall exercise
                  their Warrant rights and purchase the Warrant Shares and pay for
                  the Warrant
                  Shares within fourteen (14) business days of the date of the Call
                  Notice.
                  Thereafter, the Warrants will no longer be exercisable.
  These
                    shares of our common stock qualified for exemption under Section
                    4(2) of the
                    Securities Act of 1933 since the issuance shares by us did not
                    involve a public
                    offering. The offering was not a “public offering” as defined in Section 4(2)
                    due to the insubstantial number of persons involved in the deal,
                    size of the
                    offering, manner of the offering and number of shares offered.
                    We did not
                    undertake an offering in which we sold a high number of shares
                    to a high number
                    of investors. In addition, these shareholders had the necessary
                    investment
                    intent as required by Section 4(2) since they agreed to and received
                    share
                    certificates bearing a legend stating that such shares are restricted
                    pursuant
                    to Rule 144 of the 1933 Securities Act. This restriction ensures
                    that these
                    shares would not be immediately redistributed into the market
                    and therefore not
                    be part of a “public offering.” Based on an analysis of the above factors, we
                    have met the requirements to qualify for exemption under Section
                    4(2) of the
                    Securities Act of 1933 for this transaction.  The 181,500 shares were
                    registered in our Registration Statement.
  **Dividend
                  Policy**
 
 The  Company  has  not  declared  or
                  paid any dividends on its Common Stock. The
                  declaration  of  any  future  cash  dividend  will  be  at
                  the discretion of the Company's Board of
                  Directors  and  will depend upon earnings, if any, capital
                  requirements
                  and   financial  position,  general  economic
                  conditions, and other pertinent conditions.  It is the Company's
                  present intention not to pay any cash
                  dividends  in  the  foreseeable future, but rather
                  to reinvest earnings, if any, into the company's business
                  operations.
  **Securities
                Authorized for Issuance under Equity Compensation Plans**
  The  Company  has  not
                  issued any Employee Benefit Plan or Dividend Reinvestment
                  Plan,  thus  none  are  being  offered
                  pursuant to an employee benefit plan or a dividend
                  reinvestment  plan,  or  any  equity  compensation  plans.
  **ITEM
                  6: MANAGEMENT DISCUSSION AND ANALYSIS AND PLAN OF
                  OPERATIONS:**


**PLAN
        OF OPERATIONS**
   You
        should read the following plan of operation together with our financial
        statements and related notes appearing elsewhere in this Report. This plan
        of
        operations contains forward looking statements that involve risks,
        uncertainties, and assumptions . The actual results may differ materially
        from
        those anticipated in these forward-looking statements as a result of certain
        factors, including, but not limited to, those presented under "Risk Factors"
        in
        our registration statement filed with the Securities & Exchange Commission
        on 9-28-2006.
  We  completed
          and launched our Website www.EconoShare.com in March 2007. We have not
          yet been
          successful in attracting any memberships.
  During
        the next twelve months, we expect to take the following steps in connection
        with
        the development of our business and the implementation of our plan of
        operations:
  We 
plan
              to continue to devote our
              efforts  to seeking affiliate programs and link exchange programs, where
              we can create additional links for EconoShare.com in directories throughout
              the web.   We expect that initially the majority of our members will
              come from internet advertising and search engine keyword placement.
          We 
              plan to seek Affiliate programs for other related websites in order
              to
              generate Affiliate revenues. We are currently an Affiliate of the Rent-A-Coder
              website.
          Beginning
              in October 2007, we anticipate that we will begin to prepare a marketing
              plan
              to attract website traffic.
          We
              plan
              to continue devoting  our efforts  to seeking debt or
              equity capital which is necessary to enable us to  execute our
              business plan and marketing strategy..
 Considering
        the importance of building a critical mass of both owners and potential sharers
        of resources, to post their requirements onto our website, we plan to initially
        waive any fees for listing "Resources Available" and "Resources Wanted".
        Thus we
        do not anticipate generating revenues in the next twelve months.
  We
        do not have sufficient funds to initiate an
        aggressive marketing program to market  our website to
        our
        target audience.  In order
        for  us  to  become a viable business we will need
        to among other things, raise a minimum of $150,000 - $300,000 in
 funds to
        launch  a  broad  marketing  campaign  in  the  hope
        of attracting members to our website.   Additionally, we will
        need to continuously upgrade our website in order to be responsive to customer
        feedback.  We anticipate that we may require $25,000 for website
        upgrades during the next twelve months.  We will also need to recruit
        highly talented sales and marketing experts to launch our marketing campaign
        and
        increase our visibility within the business communities.  We
        anticipate that we will need to raise an additional $200,000 for
 key executives in  marketing and operations.   We
        cannot offer assurances that any additional funds
        will  be  raised  when we require them or that we
        will be able to raise funds on suitable terms.
        Failure  to  obtain  such financing when needed
        could delay or
        prevent  our  marketing  efforts  which  are
        absolutely necessary to develop a clientele in order to make our business
        viable.No
        significant purchases of equipment are anticipated; however, a substantial
        surge
        in traffic and/ or membership could necessitate the purchase of our own
        designated servers.
  We
        currently have no employees outside of our CEO,
        Hyman Schwartz.  We do not plan to hire employees until we have raised
        sufficient capital to finance our payroll.
  Page
        7
  **Liquidity
          and Capital Resources:**
  We
        currently have sufficient funds  with the
        currently  available cash of $11,000 in addition to a $25,000 credit
        facility provided by our CEO of which $500 has been drawn down by the Company
        during this fiscal period.   These funds are sufficient for the very
        limited activities of maintaining our operations,  including payment of
        legal and accounting, edgarizing, and administrative fees.  We do not have
        sufficient funds to expand our business through advertising, marketing and
        recruiting qualified personnel.
  Hyman
          Schwartz, the Company's Chief Executive Officer and Principal shareholder
          provided a credit facility to the Company for up to a maximum of $25,000
          which
          may be drawn down by the Company anytime from June 15, 2006 until October
          15,
          2007. This unsecured loan is payable October 30, 2007 and bears an interest
          rate
          of prime plus one (1) calculated on an annual basis payable annually in
          arrears
          with first payment due June 14, 2007 and second payment due at maturity
          on
          October 30, 2007, unless extended by mutual consent of the parties. To
          date,
          Hyman Schwartz did not advance any funds to the Company pursuant to this
          credit
          facility.
  We
        expect to require a minimum of $150,000-$350,000
        during the next twelve months, in order to execute our marketing plan and
        expand
        our business; and hire key employees for marketing and building strategic
        alliances. The timing and the extent of the marketing effort will be dependent
        upon our raising capital in order to cover the anticipated costs of our
        marketing and business expansion. We will not be able to initiate  a
        marketing program  unless we raise additional funds. We plan to seek
        additional funds through a private placement of shares. We have no current
        commitments for funds from prospective investors and thus we cannot assure
        you
        that we will be successful at raising additional funds.  During
          the next twelve month the Company does not plan to incur rent expenses,
          since
          the CEO has offered the use of his home office and office infrastructure
          including computer, fax machine, printers, scanner, telephone system, etc,
          free
          of charge to the Company.
  As
        reflected in the accompanying financial
        statements, the Company is in the development stage with no operations and
        has a
        negative cash flow from operations of ($81,283)   from inception.
        This raises substantial doubt about its ability to continue as a going concern.
        The ability of the Company to continue as a going concern is dependent on
        the
        Company’s ability to raise additional capital and implement its business plan.
        The financial statements do not include any adjustments that might be necessary
        if the Company is unable to continue as a going concern.
   **Recent
            Accounting Pronouncements**
  The
              Financial Accounting Standards Board (FASB) issued FASB 133, “Accounting for
              Derivative Instruments and Hedging Activities”, The Company does not engage in
              derivative or hedging activities and does not expect the adoption of
              this new
              pronouncement to have a material effect, if any, on its financial condition
              or
              results of operations.
  In
              May
              2003, the FASB issued SFAS 150, "Accounting for Certain Financial Instruments
              with Characteristics of Both Liabilities and Equity." SFAS 150 changes
              the
              accounting for certain financial instruments that under previous guidance
              issuers could account for as equity. It requires that those instruments
              be
              classified as liabilities in balance sheets. The guidance in SFAS 150
              is
              generally effective for all financial instruments entered into or modified
              after
              May 31, 2003, and otherwise is effective on July 1, 2003. The adoption
              of SFAS
              150 did not impact the financial position, cash flows or results of
              operations.
  In
              December 2003, the SEC issued SAB 104. This staff accounting bulletin
              revises or
              rescinds certain sections of SAB 101, which gives interpretation guidance
              about
              revenue recognition. SAB 104 makes the interpretive guidance of SAB
              101
              consistent with current authoritative accounting and auditing guidance
              and SEC
              rules and regulations. The adoption of SAB 104 in the fourth quarter
              of fiscal
              2004 did not impact the financial position, cash flows or results of
              operations.
 
 **Off-Balance
            Sheet Arrangements**
 
 We
            do not
            have any off-balance sheet arrangements, financings, or other relationships
            with
            unconsolidated entities or other persons, also known as “special purpose
            entities” (SPEs).
 **ITEM
        7.  FINANCIAL STATEMENTS:**
  See
        F-1 to F- 9
   **ITEM
        8.  CHANGES WITH
        AND DISAGREEMENTS WITH ACCOUNTANTS**:
 None.
   Page
        8
  **ITEM 8A.  CONTROLS
        AND
        PROCEDURES**:
  (a)  Evaluation
          of Disclosure Controls and Procedures.
  Our
        Chief
        Executive Officer and Chief Financial Officer (collectively the “Certifying
        Officers”) maintain a system of disclosure controls and procedures that is
        designed to provide reasonable assurance that information, which is required
        to
        be disclosed, is accumulated and communicated to management timely. Under
        the
        supervision and with the participation of management, the Certifying Officers
        evaluated the effectiveness of the design and operation of our disclosure
        controls and procedures (as defined in Rule [13a-14(c)/15d-14(c)]under the
        Exchange Act) within 90 days prior to the filing date of this report. Based
        upon
        that evaluation, the Certifying Officers concluded that our disclosure controls
        and procedures are effective in timely alerting them to material information
        relative to our company required to be disclosed in our periodic filings
        with
        the SEC.
  (b)  Changes
          in  internal Controls
  Our
        Certifying Officer has indicated that there were no significant changes in
        our
        internal controls or other factors that could significantly affect such controls
        subsequent to the date of his evaluation, and there were no such control
        actions
        with regard to significant deficiencies and material weaknesses.
 **ITEM 8B.  OTHER
          INFORMATION:**
  None.
 **PART
        III**
  **ITEM
          9.  DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND CONTROL
          PERSONS**
 The  following  sets  forth  our  directors,  executive  officers,
          promoters and control  persons,  their ages, and all
          offices and positions held. Directors are elected  for a period
          of two years and thereafter serve until their successor is duly elected by
          the shareholders. Officers and other employees serve at the
          will of  the  Board  of  Directors.
 
 Hyman  Schwartz
                    1510  51  St.
                    Brooklyn,  NY  11219
                  Age    56
                  Chairman,  CEO,  TreasurerJacob  Werczberger
                    1942-52nd
                      St.
                    Brooklyn,  NY  11204
                  Age     34
                  Secretary,  Director
 
 Hyman  Schwartz  has  been
          employed at EconoShare as President, Chief Operations Officer, Treasurer,
          and Chairman of the Board of Directors since August 1,
          2005. Mr.  Schwartz is also the president of The Hyett Group Ltd.
          since 1996.  Through divisions,  The  Hyett Group Ltd.
          provides various business services to its clients,  including
          software design, mergers & acquisitions, business
          consulting and  operates  a  business  concept  lab.   Mr.  Schwartz
 received his degree in accounting from La  Salle University in
          1975.   From August 1999 until
          January 2004,  Hyman  Schwartz was a director of New
          Medium Enterprises, Inc. a publicly traded  company.
 
 Jacob  Werczberger  has  been
          employed at EconoShare Inc. as Corporate Secretary since August 15,
          2005.  Mr. Werczberger is also employed at Valley Supplies
          Ltd. in  the capacity of Director of Operations since June
          2003.   From November 1997 until June 2003, Jacob
          Werczberger was employed at S& K trading International
          in the  capacity of General Manager. In June 2003, Valley
          Supplies Ltd. merged with S  &K Trading
          International.  Mr. Werczberger attended Yeshiva Torah Veyirah and
          graduated high school.  Mr. Werczberger has no prior experience in public
          company administration.
   Page
          9
   **ITEM
          10. EXECUTIVECOMPENSATION:**
   Name
                        & Principal
                      Position
                    Year
                    Salary
                    Bonus
                    Restricted
                      Stock
                        Awards
                    Options
                    PayoutsHyman
                        Schwartz, CEO
                      President,
                        Treasurer
                    2006
                    -0-
                    -0-
                    -0-
                    -0-
                    -0-Jacob
                        Werczberger
                      Secretary
                    2006
                    -0-
                    -0-
                    -0-
                    -0-
                    -0--0-
                    -0-
                    -0-
                    -0-
                    -0-
 ITEM
            11.  SECURITY
            OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER
            MATTERS
  We
              have
              issued shares to the following officers, directors, promoters, and
              beneficial
              owners of more than 5% of our outstanding securities.
   TITLE
                      OR
                    CLASS
                      OF
                    SECURITIES
                  NAME  OF
                    BENEFICIAL
                      OWNER  (1)
                  AMOUNT
                      OF
                    BENEFICIAL
                    OWNERSHIP
                      BEFORE
                    STOCK
                    OFFERING
                    (2)
                  AMOUNT
                      OF
                    BENEFICIAL
                    OWNERSHIP
                    AFTER
                    STOCK
                    OFFERING
                  PERCENT
                    OF
                      CLASS
                    BEFORE
                    OFFERING
                  PERCENT
                    OF
                      CLASS
                    AFTER
                    STOCK
                    OFFERINGCommon
                  Hyman
                      Schwartz
                  9,000,000
                  9,000,000
                  91.92%
                  91.92%Common
                  The
                      Hyett  (1) Group Ltd.
                  750,000
                  750,000
                      (1)
                  .076%
                  ..076%Common
                  Jacob
                      Werczberger
                  50,000
                  50,000
                  .005%
                  .005%Common
                  Officers
                      & Directors as a group
                  9,800,000
                      (1)
                  9,800,000
                      (1)
                  99.52%
                  99.52%
 (1)  Pursuant  to  the  rules  and  regulations  of  the
          Securities and Exchange Commission,  shares  of Common
          Stock that an individual or entity has a right to acquire within 60 days
          days  pursuant  to  the exercise of options or
          warrants are deemed  to be outstanding for the purposes of
          computing the percentage
          ownership of  such  individual  or  entity,  but  are
          not deemed to be outstanding for
          the purposes  of  computing  the  percentage
          ownership of any other person or
          entity shown  in  the  table.
 
 Hyman  Schwartz  is  the
          president and principal shareholder of The Hyett
          Group, Ltd.  The  Hyett  Group, Ltd is
          registering 750,000 shares of Common Stock which includes 150,000
          shares   of  Common  Stock  and
          600,000 shares of Common
          Stock underlying  four  series  of
          warrants.   The Hyett Group, Ltd is an affiliate
          of the  CEO  of the issuer and is thus subject  to
          resale restrictions that preclude resale
          of
          such number of shares which exceed 1% of the outstanding shares of
          the Company's  Common Stock every 90
          days.    For the purpose of the Affiliate
          rule, the  shares  held  by  Hyman  Schwartz  and
          The Hyett Group, Ltd. is aggregated.
  Page
          10
  **ITEM
        12.  CERTAIN RELATIONS AND RELATED PARTY
        TRANSACTIONS:**
  The
          founding stockholders of the Company, Hyman Schwartz and Jacob
          Werczberger received 9,050,000 shares of Common Stock of the company, for
          which they paid an aggregate of $905.
  Hyman  Schwartz  is  the
            president and principal shareholder of The Hyett
            Group, Ltd.  The  Hyett  Group, Ltd is
            registering 750,000 shares of Common Stock which includes 150,000
            shares   of  Common  Stock  and
            600,000 shares of Common
            Stock underlying  four  series  of
            warrants.   The Hyett Group, Ltd is an affiliate
            of the  CEO  of the issuer and is thus subject  to
            resale restrictions that preclude resale
            of
            such number of shares which exceed 1% of the outstanding shares of
            the Company's  Common Stock every 90
            days.    For the purpose of the Affiliate
            rule, the  shares  held  by  Hyman  Schwartz  and
            The Hyett Group, Ltd. is aggregated.
 
 On  August  21,  2005  the  Company  engaged
          the services of Softcode Design
          and Development,  a  Division  of  The  Hyett
          Group Ltd. to develop the websites
          and platform  infrastructures  in  exchange  of  150,000  Shares
          of Common Stock and Common Stock Purchase warrants valued at $7,500. The
          Hyett Group, Ltd. will also provide hosting services to our company for a
          monthly fee of $100 and
          Edgarizing services  at  the  standard  rate.  Hyman  Schwartz,  our  President  and
          CEO of EconoShare,  Inc.,  is also the president and
          principal shareholder of The Hyett Group  Ltd.
 
 Jacob  Werczberger  ,  our  Secretary  is  a  nephew  to  Hyman  Schwartz  .
 
 Hyman  Schwartz,
          the Company's Chief Executive Officer and Principal
          shareholder provided  a  credit facility to the Company
          for up to a maximum of $25,000 which may drawn down anytime from June 15,
          2006  until October 15,
          2007.  This unsecured  loan is payable October
          30,  2007 and bears an interest rate of
          prime plus  one  (1)  calculated  on  an
          annual basis payable annually in arrears
          with first  payment  due  June 14, 2007 and
          second payment due at maturity on
          October 30,  2007,  unless  extended  by  mutual
          consent of the parties.  To date,
          Hyman Schwartz  advanced $500 to the company pursuant
          to this
          credit facility.  In  September  2005,  prior  to
          providing this credit facility to the Company,  Hyman Schwartz
          provided a short term loan to the Company in the
          amount of  $3,595, which has been repaid to Mr. Schwartz in the
          month of February 2006.
 
 The  Company  has  not  entered
          into any other transactions with a related
          party other  than  what  is  stated  above.   Management  does  not  know
          of any other transaction it will be entering into with related
          parties.
 
 The  Company  has  had  no
          transactions with any promoter or promoters since
          its inception.  Nothing  of  value, including
          money, property, contracts, options or rights of any kind has
          been received  or  will  be received by a
          promoter, directly   or  indirectly  from  the  Company  which  is  not  disclosed.
 **ITEM
        13. 
EXHIBITS**
  31.1
                  Certification pursuant to Section 302 of Sarbanes Oxley Act of
                  2002
   32.1
                  Certification pursuant to Section 906 of Sarbanes Oxley Act of
                  2002
  ITEM
        14.  PRINCIPAL ACCOUNTING FEES AND
        SERVICES:
  During
            the period ending June 30, 2006 we paid approximately $4,000  for
            accounting and auditing. We estimate the current audit will cost approximately
            $4,000.
    Page
        11
 
 **FINANCIAL****STATEMENTS**:
 
  CONTENTS
  PAGE
                F-1
                REPORT
                    OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING
                    FIRMPAGE
                F-2
                BALANCE
                    SHEET AS OF JUNE 30, 2007PAGE
                F-3
                STATEMENTS
                    OF OPERATIONS FOR THE YEARS ENDED JUNE 30,
                    2007 AND 2006 AND FROM  AUGUST 1, 2005   (INCEPTION)
                    TO  JUNE 30, 2007PAGE
                F-4
                STATEMENT
                    OF STOCK HOLDERS EQUITY  STOCKHOLDERS’
                    EQUITY  FOR THE YEARS ENDED JUNE 30, 2007 AND 2006 AND  AND FOR
                    THE PERIOD FROM AUGUST 1, 2005 (INCEPTION) TO JUNE 30,
                    2007PAGE
                F-5
                STATEMENTS
                    OF CASH FLOWS FOR THE YEARS ENDED JUNE 30,
                    2007  AND 2006 AND FOR THE PERIOD FROM AUGUST 1, 2005 (INCEPTION) TO
                    JUNE 30, 2007PAGES
                F-6
                    - F-14
                NOTES
                    TO  FINANCIAL STATEMENTS
    N.
          Blumenfrucht CPA PC
 1040
          East 22nd
          Street
 Brooklyn
          New York 11210
 Tel.-
          718-692-2743
 Fax
          -718-692-2203
 
 
 
 
 The
          Board
          of Directors and Stockholders
 EconoShare,
          Inc.
 
 We
          have
          audited the accompanying balance sheets of EconoShare , Inc.  as of
          June 30, 2007 and 2006 and the related statements of operations, stockholders’
equity and cash flows for the year ended June 30, 2007 and for the period
          August
          1, 2005 (inception) through June 30, 2006 .These financial statements are
          the
          responsibility of the Company’s management. Our responsibility is to express an
          opinion on these financial statements based on our audits.
 
 We
          conducted our audits in accordance with standards of the Public Company
          Oversight Board (United States) Those standards require that we plan and
          perform
          the audit to obtain reasonable assurance about whether the financial statements
          are free of material misstatement. An audit includes examining, on a test
          basis,
          evidence supporting the amounts and disclosures in the financial statements.
          An
          audit also includes assessing the accounting principles used and significant
          estimates made by management, as well as evaluating the overall financial
          statement presentation. We believe that our audits provide a reasonable
          basis
          for our opinion.
 
 In
          our
          opinion, the financial statements referred to above present fairly, in
          all
          material respects, the financial position of EconoShare , Inc. as of June
          30,
          2007 and 2006 and the related statements of operations, stockholders’ equity and
          cash flows for the year ended June 30, 2007 and the  period August 1,
          2005 (inception) through June 30, 2006  in conformity with accounting
          principles generally accepted in the United States.
 
 The
          accompanying financial statements have been prepared assuming that the
          Company
          will continue as a going concern. The Company is a development stage company
          and
          has had no significant income since inception, which raises substantial
          doubt
          about its ability to continue as a going concern. The financial statements
          do
          not include any adjustments that might result from the outcome of this
          uncertainty
 
 N.
          Blumenfrucht, CPA PC
 Brooklyn
          New York
 September
          25, 2007
    **ECONOSHARE,
          INC.**
 **(A
          Development Stage Company)**
 **BALANCE
          SHEET**
  **JUNE
                    30, 2007**
                ****
                ****
                ****
                ****
                ****
                **JUNE
                    30, 2006**ASSETSCURRENT
                    ASSETSCash
                    and cash equivalents
                
                $
                11,797
                
                
                
                
                
                $
                8,633Total
                    Current Assets
                
                
                
                
                
                $
                11,797
                
                
                
                
                
                
                $
                8,633LONG
                    TERM ASSETSPatent
                    pending
                
                
                4,625
                
                
                
                
                
                
                
                4,625Web
                    site development costs/ Software Asset -net of
                    amortization
                
                
                6,750
                
                
                
                
                
                
                
                7,500Deferred
                    tax asset
                
                
                0
                
                
                
                
                
                
                
                0Total
                    Long Term Assets
                
                
                
                
                
                
                11,375
                
                
                
                
                
                
                
                12,125Total
                    Assets
                
                
                
                
                
                $
                23,172
                
                
                
                
                
                
                $
                20,758LIABILITIES
                    AND STOCKHOLDERS' EQUITYCURRENT
                    LIABILITIESAccrued
                    expenses
                
                $
                4,000
                
                
                
                
                
                
                $
                0Due
                    to Officers
                
                
                500
                
                
                
                
                
                
                
                0Total
                    Current Liabilities
                
                
                
                
                
                $
                4,500
                
                
                
                
                
                
                $
                0COMMITMENTS
                    AND CONTINGENCIESSTOCKHOLDERS'
                    EQUITYPreferred
                    stock, $.001 par value, Authorized 10,000,000 shares ; none
                    issued
                
                
                -----
                
                
                
                
                
                
                
                -----Common
                    stock, $.0001 par value, Authorized 100,000,000 shares;Issued
                    and outstanding  9,791,000 and 9,609,500
                
                
                978
                
                
                
                
                
                
                
                961Additional
                    paid in capital
                
                
                98,977
                
                
                
                
                
                
                
                53,919Deficit
                    accumulated during the development stage
                
                
                (81,283
                )
                
                
                
                
                
                
                (34,122
                )Total
                    Stockholders' Equity
                
                
                
                
                
                
                18,672
                
                
                
                
                
                
                
                20,758Total
                    Liabilities and Stockholders' Equity
                
                
                
                
                
                $
                23,172
                
                
                
                
                
                
                $
                20,758
       **ECONOSHARE,
          INC.**
 **(A
          Development Stage Company)**
 **STATEMENT
          OF CASH FLOWS**
 **FOR
          THE PERIOD AUGUST 1, 2005 (Inception)- JUNE 30, 2007**
  ****
                
                
                **Accumulated
                    from******
                
                ****
                
                
                ****
                
                
                **inception******
                
                **Jul
                    1, 2006-**
                
                
                **August
                    1, 2005-**
                
                
                **August
                    1, 2005-******
                
                **June
                    30, 2007**
                
                
                **June
                    30, 2006**
                
                
                **June
                    30, 2007**Cash
                    flows from operating activitiesNet
                    loss
                
                $
                (47,161
                )
                
                $
                (34,122
                )
                
                $
                (81,283
                )Adjustments
                    to reconcile net loss to netcash
                    provided by operating activities:Amortization
                
                
                750
                
                
                
                0
                
                
                
                750Shares
                    issued for services rendered
                
                
                0
                
                
                
                7,500
                
                
                
                7,500Expenses
                    incurred but not paid credited to paid in capital
                
                
                36,000
                
                
                
                26,000
                
                
                
                62,000Changes
                    in assets and liabilities:Accounts
                    payable
                
                
                4,000
                
                
                
                0
                
                
                
                4,000Officers
                    loans
                
                
                500
                
                
                
                0
                
                
                
                500Net
                    cash used in operating activities
                
                
                (5,911
                )
                
                
                (622
                )
                
                
                (6,533
                )Cash
                    flows from investing activitiesWeb
                    site
                
                
                0
                
                
                
                (7,500
                )
                
                
                (7,500
                )Patent
                    pending
                
                
                0
                
                
                
                (4,625
                )
                
                
                (4,625
                )Net
                    cash used in financing  activities
                
                
                0
                
                
                
                (12,125
                )
                
                
                (12,125
                )Cash
                    flows from financing activitiesProceeds
                    from sale of A units
                
                
                9,075
                
                
                
                20,475
                
                
                
                29,550Proceeds
                    from sale of shares and warrants to variousofficers,
                    founders and investors
                
                
                0
                
                
                
                905
                
                
                
                905Net
                    cash provided by financing activities
                
                
                9,075
                
                
                
                21,380
                
                
                
                30,455Net
                    increase in cash and cash equivalents
                
                
                3,164
                
                
                
                8,633
                
                
                
                11,797Cash
                    and cash equivalents, beginning of period
                
                
                8,633
                
                
                
                0
                
                
                
                0Cash
                    and cash equivalents, June 30,
                
                $
                11,797
                
                
                $
                8,633
                
                
                $
                11,797Supplemental
                    disclosuresNoncash
                    investing and financing activities:Issuance
                    of common stock in exchange for servicesin
                    connection with web site development costs
                
                
                
                
                
                $
                7,500
                
                
                $
                7,500Expenses
                    incurred credited to additional paid in capital
                
                $
                36,000
                
                
                $
                26,000
                
                
                $
                62,000
  **ECONOSHARE,
          INC.**
 **(A
          Development Stage Company)**
 **STATEMENT
          OF OPERATIONS**
 **FOR
          THE PERIODS**
   ****
                
                ****
                
                
                ****
                
                
                **ACCUMULATED******
                
                **YEAR**
                
                
                **YEAR**
                
                
                **SINCE
                    INCEPTION******
                
                **ENDED**
                
                
                **ENDED**
                
                
                **AUGUST
                    1-2005-******
                
                **JUNE
                    30, 2007**
                
                
                **JUNE
                    30, 2006**
                
                
                **JUNE
                    30, 2007**REVENUES
                
                $
                0
                
                
                $
                0
                
                
                $
                0OPERATING
                    EXPENSESGeneral
                    and administrative
                
                
                23,161
                
                
                
                14,122
                
                
                
                37,283Officers
                    compensation
                
                
                24,000
                
                
                
                20,000
                
                
                
                44,000Total
                    operating expenses
                
                
                47,161
                
                
                
                34,122
                
                
                
                81,283Income
                    (loss) from operations
                
                
                (47,161
                )
                
                
                (34,122
                )
                
                
                (81,283
                )OTHER
                    INCOMEInterest
                    Income
                
                
                0
                
                
                
                0
                
                
                
                0Loss
                    before income taxesIncome
                    tax benefit
                
                
                0
                
                
                
                0
                
                
                
                0NET
                    LOSS
                
                $
                (47,161
                )
                
                $
                (34,122
                )
                
                $
                (81,283
                )LOSS
                    PER COMMON SHARE- Basic and Diluted
                
                $
                0.00
                
                
                $
                0.00WEIGHTED
                    AVERAGE NUMBER OF SHARES OUTSTANDING9,725,400
                
                
                
                9,329,750
  F-4
   **ECONOSHARE,
          INC.**
 **(A
          Development Stage Company)**
 **STATEMENT
          OF STOCKHOLDERS EQUITY**
 **FOR
          THE PERIOD AUGUST 1, 2005 (Inception)- JUNE 30, 2007**
 Retained****
                  
                  
                  ****
                  
                  
                  **Additional**
                  
                  
                  **Earnings**
                  
                  
                  ********
                  
                  **Per
                      Share**
                  
                  
                  **Common**
                  
                  
                  **Stock**
                  
                  
                  **Paid-in**
                  
                  
                  **(Accumulated**
                  
                  
                  ********
                  
                  **Amount**
                  
                  
                  **Shares**
                  
                  
                  **Amount**
                  
                  
                  **Capital**
                  
                  
                  **Deficit)**
                  
                  
                  **Totals**Shares  &
                      warrants issued for cash, August 2005
                  
                  $
                  0.00
                  
                  
                  
                  9,050,000
                  
                  
                  $
                  905
                  
                  
                  $
                  0
                  
                  
                  
                  
                  
                  $
                  905Sale
                      of 409,500 series A units, Sept. 2005- May 2006
                  
                  $
                  0.05
                  
                  
                  
                  409,500
                  
                  
                  
                  41
                  
                  
                  
                  20,434
                  
                  
                  
                  
                  
                  
                  20,475Officer
                      salary credited to paid in capital
                  
                  
                  
                  
                  
                  
                  0
                  
                  
                  
                  0
                  
                  
                  
                  20,000
                  
                  
                  
                  
                  
                  
                  20,000Rent
                      expense credited to paid in capital
                  
                  
                  
                  
                  
                  
                  0
                  
                  
                  
                  0
                  
                  
                  
                  6,000
                  
                  
                  
                  
                  
                  
                  6,000Issuance
                      of shares for services rendered, Sept. 2005
                  
                  
                  
                  150,000
                  
                  
                  $
                  15
                  
                  
                  
                  7,485
                  
                  
                  
                  
                  
                  
                  7,500Net
                      loss for period ended June 30, 2006
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  $
                  (34,122
                  )
                  
                  
                  (34,122
                  )Balances,
                      June 30, 2006
                  
                  
                  
                  
                  
                  
                  9,609,500
                  
                  
                  $
                  961
                  
                  
                  $
                  53,919
                  
                  
                  $
                  (34,122
                  )
                  
                  $
                  20,758Sale
                      of 181,500 series A units, July- Sept 2006
                  
                  $
                  0.05
                  
                  
                  
                  181,500
                  
                  
                  
                  18
                  
                  
                  
                  9,057
                  
                  
                  
                  
                  
                  
                  
                  9,075Officer
                      salary credited to paid in capital
                  
                  
                  
                  
                  
                  
                  0
                  
                  
                  
                  0
                  
                  
                  
                  24,000
                  
                  
                  
                  
                  
                  
                  
                  24,000Rent
                      expense credited to paid in capital
                  
                  
                  
                  
                  
                  
                  0
                  
                  
                  
                  0
                  
                  
                  
                  12,000
                  
                  
                  
                  
                  
                  
                  
                  12,000Net
                      loss for period ended June 30, 2007
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  (47,161
                  )
                  
                  
                  (47,161
                  )Balances,
                      June 30, 2007
                  
                  
                  
                  
                  
                  
                  9,791,000
                  
                  
                  $
                  979
                  
                  
                  $
                  98,976
                  
                  
                  $
                  (81,283
                  )
                  
                  $
                  18,672
      **ECONOSHARE,
          INC.**
 **(A
          Development Stage Company)**
 **NOTES
          TO FINANCIAL STATEMENTS**
 **JUNE
          30, 2007**
    NOTE
          1 -
          FORMATION AND BUSINESS OF THE COMPANY.
 
 EconoShare,
          Inc.  was organized on August 1, 2005 in the State
          of  Nevada.  EconShare, Inc. is a development stage company
          established for the purpose of providing a centralized market place for
          businesses to share idle resources, via sharing arrangements between owners
          of
          such assets .
 
 .
 NOTE
          2
          -SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
 
 Fiscal
          year end
 
 The
          Company has chosen June 30,  as its fiscal year end.
 
 
 USE
          OF
          ESTIMATES:
 
 The
          preparation of financial statements in conformity with general accepted
          accounting principles requires management to make estimates and assumptions
          that
          affect the reported amount of assets and liabilities, revenue and expenses
          as
          well as the disclosure of contingent assets and liabilities in the financial
          statements. Actual results could differ from those estimates.
 
 Cash
          and
          cash equivalents
 
 Cash
          and
          cash equivalents consists of cash, money market funds and other highly
          liquid
          investments with a maturity of three months or less from the date of purchase.
          The Company has not experienced any losses on its cash or cash
          equivalents.
 
 
 INVESTMENTS
 
 Investments
          include marketable common stock securities traded on the stock exchange.
          The
          marketable securities are classified as available for sale, and are measured
          at
          fair value in the balance sheet. Unrealized gains and losses on investments
          are
          recorded net of tax as a separate component of stockholders’ equity. Gains and
          losses on securities sold are determined based on the specific identification
          method. During the current period the Company had no marketable securities
          or
          investments.
 
 PROPERTY
            AND EQUIPMENT
 
 Property
          and equipment are recorded at cost and depreciated or amortized over the
          estimated useful lives of the assets (three to five years) using the accelerated
          depreciation method allowed by the Internal Revenue Code.
 **F-6**
   **ECONOSHARE,
            INC.**
 **(A
            Development Stage Company)**
 **NOTES
            TO FINANCIAL STATEMENTS**
 **JUNE
            30, 2007**
 
 
 NOTE
          2
          -SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)
 
 REVENUE
          RECOGNITION
 
 The
          Company recognizes revenue on the accrual basis as the related services
          are
          provided to customers and when the customer is obligated to pay for such
          services.
 
 EARNINGS
          (LOSS) PER SHARE
 
 In
          accordance with Statement of Financial Accounting Standards No. 128, “Earnings
          per Share”, the computation of net loss per share is based upon the weighted
          average number of common shares issued and outstanding for the reporting
          period.  Common stock equivalents related to options, warrants and
          convertible securities are excluded from the computation when the effect
          would
          be antidiliutive.
  RECENT
              ACCOUNTING PRONOUNCEMENTS
   The
              Financial Accounting Standards Board (FASB) issued FASB 133, “Accounting for
              Derivative Instruments and Hedging Activities”, The Company does not engage in
              derivative or hedging activities and does not expect the adoption of
              this new
              pronouncement to have a material effect, if any, on its financial condition
              or
              results of operations.
   In
              May
              2003, the FASB issued SFAS 150, "Accounting for Certain Financial Instruments
              with Characteristics of Both Liabilities and Equity." SFAS 150 changes
              the
              accounting for certain financial instruments that under previous guidance
              issuers could account for as equity. It requires that those instruments
              be
              classified as liabilities in balance sheets. The guidance in SFAS 150
              is
              generally effective for all financial instruments entered into or modified
              after
              May 31, 2003, and otherwise is effective on July 1, 2003. The adoption
              of SFAS
              150 did not impact the financial position, cash flows or results of
              operations.
   In
              December 2003, the SEC issued SAB 104. This staff accounting bulletin
              revises or
              rescinds certain sections of SAB 101, which gives interpretation guidance
              about
              revenue recognition. SAB 104 makes the interpretive guidance of SAB
              101
              consistent with current authoritative accounting and auditing guidance
              and SEC
              rules and regulations. The adoption of SAB 104 in the fourth quarter
              of fiscal
              2004 did not impact the financial position, cash flows or results of
              operations.
 NOTE
            3-
            LIQUIDITY & PROFITABILITY- GOING CONCERN
 
 The
          Company is newly developed and  has had no income since inception,
          which raises substantial doubt about its ability to continue as a going
          concern.
          The continuation of the Company as a going concern is dependent upon the
          Company’s ability to obtain additional financing and upon future profitable
          operations.
 
 NOTE
          4
–INCOME TAXES
 
 The
          Company accounts for income taxes in accordance with Statement of Financial
          Accounting Standards No. 109 , (SFAS  109) “ Accounting for Income
          Taxes.” Under the asset and liability method, deferred income taxes are
          recognized for the tax consequences of “temporary differences” by applying
          enacted statutory tax rates applicable to future years to differences between
          the financial statements carrying amounts and the tax bases of existing
          assets
          and liabilities. Under SFAS 109, deferred tax assets may be recognized
          for
          temporary differences that will result in deductible amounts in future
          periods.
          A valuation allowance is recognized, if on the weight available evidence,
          it is
          more likely than not that some portion or the entire deferred tax asset
          will not
          be realized.
 
 NOTE
          5
–INTELLECTUAL PROPERTY
 
 Patent
          pending
  In
          December  2005 the Company applied for a patent on
          its  EconoShare   Resource Sharing
          infrastructure.  The  Company incurred an aggregate
          of  $4,625 for both the Patent and Trademark in legal expenses and
          filing fees which have been capitalized .
    **F-7**
  **ECONOSHARE,
            INC.**
 **(A
            Development Stage Company)**
 **NOTES
            TO FINANCIAL STATEMENTS**
 **JUNE
            30, 2007**
 
 NOTE
          5
–INTELLECTUAL PROPERTY (continued)
 
 Website
 
 In
          September 2006 the Company engaged the services of  a software
          developer, which is a related party , to develop the websites  in
          exchange of the issuance of 150,000 Series A Units valued
          at  $7,500.
 
 During
          the current fiscal period the Compasny has begun amortization over a 60
          month
          period
 
 
 NOTE
          7–OFFICERS ' COMPENSATION
 
 The
          officer has taken no actual compensation since inception. For financial
          statement purposes on the Statement of Operations -officer's compensation
          has
          been charged in the amount of  $ 24,000  and $20,000 in the
          current and prior  fiscal periods respectively. Additional Paid in
          Capital has been credited for the corresponding amounts.
 
 
 NOTE
          8–COMMITMENTS AND CONTINGENCIES
 
 The
          Company is occupying the premises of its President rent-free.  For
          financial statement purposes rent has been charged in the amounts of $12,000
          and
          $6,000  for the current and prior periods respectively and additional
          paid in capital has been credited for the same amounts.
 
 Legal
          Proceedings
 
 There
          are
          no material legal proceedings to which the Company is a party to or which
          any of
          their property is subject.
  NOTE
          10–
STOCKHOLDERS’ EQUITY
 
 The
          Company’s authorized capital stock consists of 100,000,000 shares of common
          stock (par value of $0.0001 and 10,000,000 shares of preferred (par value
          of
          $0.001
 
 The
          Company issued 9,050,000 common  shares to its founders at par value
          for an aggregate of $905.00
 
 
 On
          September 15, 2006 the Company engaged the services of a software
          developer  to develop its website . In payment of the above the
          Company issued   150,000 Series A Units valued
          at  $7,500.
  **F-8**
   **ECONOSHARE,
            INC.**
 **(A
            Development Stage Company)**
 **NOTES
            TO FINANCIAL STATEMENTS**
 **JUNE
            30, 2007**
 
  NOTE
          10–
STOCKHOLDERS’ EQUITY (continued)
 
 
 From
          September 2005 until June  2006 the Company sold 409,500 Series A
          Units to various investors @$0.05 per Unit.  Each Unit consists
          of  one (1) share of common stock, one ( 1 ) Series A Warrant
          exercisable @ $0.50 per Share,  one ( 1 ) Series B Warrant exercisable
          @ $1.00  per Share,  one  (1) Series C
          Warrant  exercisable @ $1.25  per Share,
          one  (1)  Series D Warrant exercisable at
          $2.50.   Each Warrant is exercisable into one share of Common
          Stock.  EconoShare, Inc. has the option to "call" all the Warrants
          presently outstanding and included in the Units (the "Warrant
          Call").  EconoShare, Inc. may exercise the Warrant Call by giving to
          each Warrant Holder a written notice of call (the "Call Notice") during
          the
          period in which the Warrant may be exercised. The Warrant Holders shall
          exercise
          their Warrant rights and purchase the Warrant Shares and pay for the Warrant
          Shares within fourteen (14) business days of the date of the Call Notice.
          Thereafter, the Warrants will no longer be exercisable.
 
 During
          the period July 2006 through September 2006 the Company sold 181,500
          units   for a total consideration of $9,075 or $.05 per share
          Each Unit consists of  one (1) share of common stock, one ( 1 ) Series
          A Warrant exercisable @ $0.25 per Share,  one ( 1 ) Series B Warrant
          exercisable @ $.50  per Share,  one  (1) Series C
          Warrant  exercisable @ $1.00  per Share,
          one  (1)  Series D Warrant exercisable at
          $1.50.   Each Warrant is exercisable into one share of Common
          Stock.  EconoShare, Inc. has the option to "call" all the Warrants
          presently outstanding and included in the Units (the "Warrant
          Call").  EconoShare, Inc. may exercise the Warrant Call by giving to
          each Warrant Holder a written notice of call (the "Call Notice").
 
 during
          the period in which the Warrant may be exercised. The Warrant Holders shall
          exercise their Warrant rights and purchase the Warrant Shares and pay for
          the
          Warrant Shares within fourteen (14) business days of the date of the Call
          Notice. Thereafter, the Warrants will no longer be exercisable.
 
 The
          company paid no salary or rent. For financial statement purposes officer
          compensation in the amount of $24,000 and $20,000 and rent in the amount
          of
          $12,000 and $6,000 for the current and prior periods respectively, has
          been
          charged on the statement of operations and a corresponding amount was credited
          as additional paid in capital
 
 No
          preferred shares have been issued. It is within the discretion of the Board
          of
          Directors to determine the preferences of the preferred stock.  The
          Company has not yet determined the preferences of the preferred
          stock
 
 
 NOTE
          10-SUBSEQUENT EVENTS
  None.
  SIGNATURES
   In
        accordance with Section 13 or 15(d) of the Exchange Act, the registrant caused
        this report to be signed on its behalf by the undersigned, there unto duly
        authorized.
  EconoShare,
                  Inc.Registrant
  
  Date:
                  September 25, 2007
              Hyman
                  SchwartzHyman
                  Schwartz
                /s/
                  President, Chief Executive Officer,Hyman
                  Schwartz
                /s/
                  Chief Accounting OfficerHyman
                  Schwartz
                /s/
                  Chief Financial Officer
       Page
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