~~FORM~~ UNITED ~~10-Q~~STATES

SECURITIES AND EXCHANGE COMMISSION

~~WASHINGTON~~ Washington, D.C. 20549

~~[X]~~FORM 1O-Q

QUARTERLY REPORT PURSUANT TO ~~SECTION~~SECTIONS 13 OR 15 (d) OF THE ~~SECURITIES EXCHANGE ACT OF 1934~~

~~For~~ SECURITIES ~~the~~AND ~~quarterly~~EXCHANGE ~~period~~ACT ~~ended~~OF ~~September 30, 2009~~1934

~~[ ]~~ For the three month period ended September 30, 2010

~~TRANSITION~~ Commission ~~REPORT~~file ~~PURSUANT~~number: ~~TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the transition period from __________________ to __________________~~0-22934

~~Commission~~Bancorp ~~File~~Energy, ~~Number 0-22934~~Inc.

~~ANIMAL~~(Exact ~~CLONING~~Name ~~SCIENCES,~~of ~~INC.~~Registrant as Specified in its Charter)

~~(Exact Name of registrant as specified in its charter)~~ Washington 91-1268870

~~Wyoming~~ ______________________ _______________

~~20-5776355~~ (State or Other Jurisdiction of (IRS Employer

~~(State~~Incorporation or ~~other~~Organization) Identification ~~Jurisdiction of~~No.)

~~I.R.S.~~73726 ~~Employer~~Alessandro ~~Identi-~~Drive, Suite 103

~~Incorporation~~Palm orDesert, ~~Organization~~CA 92260

~~fication~~(Address ~~No.~~of Principal Executive Offices)

~~69930~~Registrant's ~~Highway~~telephone ~~111~~number, ~~Suite~~including ~~108,~~area ~~Rancho~~code: ~~Mirage,~~(760) CA776-8899 ~~92270~~

Securities registered pursuant to Section 12(~~Address~~b) of ~~Principal~~the ~~Executive~~Act: ~~Offices)(Zip~~None ~~Code)~~

~~(760)~~ Common ~~219-2776~~Stock, $0.001 par value

(~~Registrant’s~~Title ~~Telephone~~of ~~Number, including Area Code~~class)

Indicate by check mark ~~whether~~if the registrant ~~(i)~~is ~~has~~a ~~filed~~well-known ~~all~~seasoned ~~reports~~issuer, ~~required~~as todefined ~~be filed~~ by ~~Section~~Rule ~~13,~~405 ~~or 15(d)~~ of the Securities ~~Exchange~~ Act ~~of 1934 during the preceding 12 months (of for such shorter period that the Registrant was required to file such reports) and (ii) has been subject to such filing requirements for the past 90 days~~.

Yes X * No S

Indicate by check mark ~~whether~~if the registrant is anot ~~large~~required ~~accelerated~~to ~~filer,~~file anreports ~~accelerated~~pursuant ~~filer,~~to aSection ~~non-accelerated~~13 ~~filer,~~ or aSection ~~smaller~~15(d) ~~reporting company. See the definitions~~ of ~~“large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of~~ the Exchange Act. ~~(Check one):~~

~~Large accelerated filer o Accelerated filer o Non-accelerated filer o Smaller reporting company þ (Do not check if a smaller reporting company)~~Yes * No S

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

Yes ~~X No~~ ~~______~~S No *

Indicate by check whether the ~~number~~registrant ofhas ~~shares~~submitted ~~outstanding~~electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of ~~each~~Regulation S-T (§232.405 of this chapter) during the ~~issuer's~~preceding ~~classes~~12 ofmonths ~~common~~(or ~~equity,~~for assuch ofshorter period that the ~~latest~~registrant ~~practicable~~was ~~date~~required to submit and post such files). Yes S No *

~~Common~~Indicate ~~Stock~~by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§229.405 of this chapter) is not contained herein, noand ~~par~~will ~~value~~ not 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-Q or any amendment to this Form 10-Q. S

~~142~~Indicate by check mark whether the registrant is a large accelerated filer,~~984~~ an accelerated filer, a non-accelerated filer, or smaller reporting company. See the definitions of "large accelerated filer," "accelerated filer" and "smaller reporting company" in Rule 12b-2 of the Exchange Act. (Check one):

~~Title~~ Large ofAccelerated ~~Class~~Filer * Accelerated Filer *

~~Number~~ Non-accelerated offiler ~~Shares~~* Smaller ~~outstanding~~reporting atcompany ~~December 14, 2009~~S

~~ANIMAL~~Indicate ~~CLONING~~by ~~SCIENCES,~~check ~~INC~~mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes S No *

As of September 30, 2010, there was no active trading market for the issuer's common stock, $.001 par value and therefore the value of shares held by affiliates cannot be ascertained.

The number of shares outstanding of the issuer's common stock, no par value, as of September 30, 2010 was 142,984 shares.

DOCUMENTS INCORPORATED BY REFERENCE

None.

Bancorp Energy, Inc.

Form 10-Q Quarterly Report

Table of Contents

PART I – FINANCIAL INFORMATION

Item 1. Financial Statements 4

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations 9

Item 3. Quantitative and Qualitative Disclosures about Market Risk 10

Item 4. Controls and Procedures 10

PART II – OTHER INFORMATION

Item 1. Legal Proceedings 11

Item 1A. Risk Factors 11

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

Item 3 Defaults Upon Senior Securities . 11

Item 4. Removed and Reserved 12

Item 5. Other Information 12

Item 6. Exhibits 12

PART 1

ITEM 1. FINANCIAL STATEMENTS

Financial Statements for the 3 month period ended September 30, 2010 have been prepared by the Management Group of Bancorp Energy, Inc.

BANCORP ENERGY, INC.

(A Development Stage Enterprise)

Unaudited Financial Statements

For the Three Months Ended September 30, 2010, the Nine Months Ended September 30, 2010, and the Period of September 30, 2003 (Since re-entering the development stage) to September 30, 2010.



Bancorp Energy, Inc. (A Development Stage Enterprise)
Balance Sheets

		September 30 December 31
		2010		2009
ASSETS

Current assets
	Cash	$	-	$	-
Total current assets			-		-

Total assets		$	-	$	-

LIABILITIES AND STOCKHOLDERS' (DEFICIT) EQUITY

Current liabilities
	Accounts payable – Related Party	$	11,875	$	11,875
	Accrued Salaries – Officers		-		-
Total current liabilities			11,875		11,875

Long term liabilities
	Convertible Note – Dempsey Mork		150,000		150,000
	Accrued Interest – Dempsey Mork		58,125		58,125
	Note Payable: Mork $352,500		352,500		352,500
	Note Payable: Mortara $292,500		292,500		292,500
Total long term liabilities			853,125		853,125
Total liabilities			865,000		865,000

Stockholders' (Deficit) Equity
	Common stock, no par value; 100,000,000 shares authorized, 142,894 shares issued and outstanding at September 30, 2010 and December 31, 2009		11,990,765		11,990,765
	Additional paid in capital		(12,797,015)		(12,797,015)
	Retained Earnings (Accumulated Deficit)		(58,750)		(58,750)
Total stockholders' (deficit) equity			(865,000)		(865,000)

Total liabilities and stockholders' (deficit) equity		$	-	$	-

See accompanying notes to financial statements

Bancorp Energy, Inc.

(A Development Stage Enterprise)

Statement of Operations


										For the period from September 30, 2003 (Since re-entering the development stage)) to September 30, 2010

		Three months ended September 30,				Nine Months ended September 30,
		2010		2009		2010		2009
		(Unaudited)			(Unaudited)	(Unaudited)			(Unaudited)
Revenue		$	-	$	-	$	-	$	-	$	-

Expenses
	General & administrative		-		-		-		-		-
	Professional fees		-		-		-		-		11,875
Total expenses			-		-		-		-		11,875

Other income / (expense)
	Interest expense		-		1,875		-		5,625		(46,875)
Total other income / (expense)			-		1,875		-		5,625		(46,875)

Net loss		$	-	$	(1,875)	$	-	$	(5,625)	$	(58,750)

Basic and diluted loss per common share		$	-	$	(0.01)	$	-	$	(0.04)

Weighted average shares outstanding			142,894		142,894		142,894		142,894

See accompanying notes to financial statements


Bancorp Energy, Inc.
(A Development Stage Enterprise)
Statements of Cash Flows
							For the period from September 30, 2003 (Since re-entering the development stage) to September 30, 2010


			Nine Months ended September 30,
			2010		2009
			(Unaudited)			(Unaudited)
Cash flows from operating activities
	Net loss		$	-	$	(5,625)	$	(58,750)
	Adjustments to reconcile net loss to net cash used in operating activities:
		Issuance of common stock in exchange for services		-		-		-
	Changes in operating assets and liabilities:
		Accounts payable – related parties		-		-		11,875
		Accrued interest		-		5,625		46,875
Net cash used in operating activities				-		-		-

Net cash from investing activities				-		-		-

Cash flows from financing activities
		Proceeds from related party loan		-		-		-
		Proceeds from issuance of stock		-		-		-
Net cash provided by financing activities				-		-		-

		Net increase in cash		-		-		-
		Cash at beginning of period		-		-		-
		Cash at end of period	$	-	$	-	$	-

Supplemental disclosure of non-cash investing and financing activities:
	Issuance of common stock for professional and consulting services		$	-	$	-	$	-

Supplemental Cash Flow Information:
	Cash paid for interest		$	-	$	-	$	-
	Cash paid for income taxes		$	-	$	-	$	-

See accompanying notes to financial statements

BANCORP ENERGY, INC.

(A Development Stage Company)

~~Condensed~~Notes ~~Balance~~to ~~Sheets~~Financial Statements

~~ASSETS~~For the Three Months Ended September 30, 2010, the Nine Months ended September 30, 2010 and for the period of September 30, 2003 (Since re-entering the development stage) to September 30, 2010

AsNOTE of1 – CONDENSED FINANCIAL STATEMENTS

AsThe accompanying financial statements have been prepared by the Company without audit. In the opinion of management, all adjustments (which include only normal recurring adjustments) necessary to present fairly the financial position, results of operations, and cash flows at September 30, 2010, and for all periods presented herein, have been made.

Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted. It is suggested that these condensed financial statements be read in conjunction with the financial statements and notes thereto included in the Company’s December 31, 2009 audited financial statements. The results of operations for the periods ended September 30, 2010 and 2009 are not necessarily indicative of the operating results for the full years.

~~December~~NOTE ~~31,~~2 - GOING CONCERN

~~2008~~The Company's financial statements are prepared using accounting principles generally accepted in the United States of America applicable to a going concern, which contemplates the realization of assets and liquidation of liabilities in the normal course of business. The ability of the Company to continue as a going concern is dependent on the Company obtaining adequate capital to fund operating losses until it becomes profitable. If the Company is unable to obtain adequate capital, it could be forced to cease operations.

~~2008~~In order to continue as a going concern, the Company will need, among other things, additional capital resources. Management’s plan is to obtain such resources for the Company by obtaining capital from management and significant shareholders sufficient to meet its minimal operating expenses and seeking equity and/or debt financing. However management cannot provide any assurances that the Company will be successful in accomplishing any of its plans.

~~Unaudited~~The ability of the Company to continue as a going concern is dependent upon its ability to successfully accomplish the plan described in the preceding paragraph and eventually secure other sources of financing and attain profitable operations. The accompanying financial statements do not include any adjustments that may be necessary if the Company is unable to continue as a going concern.

~~Audited~~NOTE 3 – SHAREHOLDERS’ EQUITY

~~Current~~No ~~Assets~~additional common shares were issued for any reason during the three months ended September 30, 2010.

$NOTE 4 – RELATED PARTY TRANSACTIONS

--In March 2002, the Company entered into a $150,000 convertible promissory note with an entity affiliated with the Company’s CEO. The note is convertible at a rate of $0.05 per share at the option of the holder for a total of 3,000,000 shares of common stock. Annual interest of 5% is accrued on the principal quarterly. If not sooner converted into common stock, the principal and interest are due March 1, 2010. An amendment to this note was signed by both parties on March 1, 2010 which extended the maturity date of the note to March 1, 2015. At September 30, 2010, the Company had accrued $58,125 in interest.

$BANCORP ENERGY, INC.

Total assets

LIABILITIES AND STOCKHOLDERS' DEFICIT

Current liabilities

Accounts payable

3,500

Due to related party

3,375

Accrued salaries -officers/directors

645,000

Total current liabilities

651,875

LONG-TERM LIABILITIES

Convertible note payable - related party

150,000

Accrued interest - related party

56,250

50,625

Total long-term liabilities

206,250

200,625

Stockholders’ deficit

Preferred stock, no par value; 2,000,000

shares authorized; no shares issued and outstanding

Common stock, no par value; 100,000,000

shares authorized; 142,984

shares issued and outstanding

11,990,765

Additional paid in Capital

(12,797,015)

Deficit accumulated during the development stage

(51,875)

(46,250)

Total capital

(858,125)

(852,500)

Total liabilities and capital

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

ANIMAL CLONING SCIENCES, INC.

(A Development Stage Company)

~~CONDENSED~~Notes ~~STATEMENTS~~to OFFinancial ~~OPERATIONS~~Statements

~~(Unaudited)~~For the Three Months Ended September 30, 2010, the Nine Months ended September 30, 2010

~~SINCE~~and for the period of September 30, 2003 (Since re-entering the development stage) to September 30, 2010

~~RE-ENTERING~~The Company’s officers and directors have resolved to provide for various expenses incurred by the Company

~~THE~~On December 31, 2009, the Officers and Directors agreed to convert the accrued salaries payable amount of $645,000 into two Promissory Notes payable on-demand on or after December 31, 2014. The notes bear interest at 5% per year. The notes are payable to Mr. Dempsey Mork and Mr. Riccardo Mortara in the amounts of $352,500 and $292,500 respectively.

~~DEVELOPMENT~~NOTE 5 – SUBSEQUENT EVENTS

~~STAGE~~Management has reviewed material subsequent events in accordance with FASB ASC 855 “Subsequent Events”. No additional disclosure is required.

~~FOR~~ITEM ~~THE~~2. ~~THREE~~MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.

~~FOR~~Certain ~~THE~~statements ~~THREE~~in this report and elsewhere (such as in other filings by the Company with the Securities and Exchange Commission ("SEC"), press releases, presentations by the Company of its management and oral statements) may constitute "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Words such as "expects," "anticipates," "intends," "plans," "believes," "seeks," "estimates," and "should," and variations of these words and similar expressions, are intended to identify these forward-looking statements. Actual results may materially differ from any forward-looking statements. Factors that might cause or contribute to such differences include, among others, competitive pressures and constantly changing technology and market acceptance of the Company's products and services. The Company undertakes no obligation to publicly release the result of any revisions to these forward-looking statements, which may be made

~~FOR~~Bancorp ~~THE~~Energy, ~~NINE~~Inc. was incorporated on August 16, 1984 in the state of Washington under the name Gold Valley, Inc. successively, the Company amended its Articles of Incorporation to change its name to Development Bancorp, Ltd. ImateI Holdings, Ovvio Better Life and Animal Cloning Sciences, Inc., reflecting the Company's activities in various industries.

~~FOR~~On ~~THE~~November ~~NINE~~14, 2000, the Company changed its name to Animal Cloning Sciences, Inc. to reflect the direction of the firm's efforts. The Company had been conducting research on cloning horses and evaluating license agreements to distribute equine DNA for equine clones. The Company was focusing its research on a cloning method that would lend itself to commercialization of equine cloning.

~~SEPT~~In early 2003, the Company was informed by the USDA that its license to import frozen embryos, which was expected to be issued, would not be forthcoming because of concerns arising due to the tragic events occurring on September II, 200 I. 3As a result to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events., the Company ceased its efforts at cloning and disposed of assets used for cloning in the third quarter of2003. For full details on these matters, please refer to the Company's Form 1O-QSB for the quarter ended September 30, 2003, and Form 10-KSB for the year ended December 31, 2003. The Company changed its name in 2007 to Bancorp Energy, Inc. in connection with a proposed acquisition which did not close.

~~MONTHS~~As ~~ENDED~~of September 30, 2003, the Company is considered to have re-entered the development stage. Since 2003, the Company has neither generated revenues nor conducted any operations. The Company's only activity is the incurrence of general and administrative expenses to maintain its status as a reporting company with the SEC.

~~MONTHS~~Previously, ~~ENDED~~the primary activity of the Company involved seeking a company or companies that it could acquire or with whom it could merge. After spending some time unsuccessfully looking for a suitable merger or acquisition candidate, the Company has now decided to move forward as a general management consulting company, utilizing the variety of past experience of its Officers and Directors to generate fees from growing companies who are looking for experienced management on a part-time basis.

~~MONTHS~~Since ~~ENDED~~incorporation, we have financed our operations primarily through financing and through the increase in accounts payable, payments made by others for the company and by settlement of the payable amounts with shares of common stock of the Company.

~~MONTHS~~To ~~ENDED~~date we have not implemented our planned principal operations.

~~THROUGH~~We do not expect to conduct any research and development.

~~SEPTEMBER~~We ~~30,~~do not own any plant or equipment.

~~SEPTEMBER~~Our 30management does not anticipate any significant changes in the number of employees in the next 12 months. Currently, we believe the services provided by our officers and directors are sufficient at this time.

~~SEPTEMBER~~We 30have not paid for expenses on behalf of any director. Additionally, we believe that this practice will not materially change.

~~SEPTEMBER~~ITEM 303. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

~~SEPTEMBER~~As 30a smaller reporting company, as defined in Rule 12b-2 of the Exchange Act, we are not required to provide the information required by this item.

~~2009~~ITEM 4. CONTROLS AND PROCEDURES.

~~2008~~Our management, with the participation of our chief executive officer and chief financial officer, carried out an evaluation of the

~~2009~~effectiveness of our "disclosure controls and procedures" (as defined in the Exchange Act Rules 13a-15(e) and 15d-15

~~2008~~(e) as of the end of the period covered by this report (the "Evaluation Date"). Based upon that evaluation, the president

~~2008~~and chief financial officer concluded that as of the Evaluation Date, our disclosure controls and procedures were

~~REVENUES~~effective to ensure that information required to be disclosed by us in the reports that we file or submit under the

$Exchange Act (i) is recorded, processed, summarized and reported, within the time periods specified in the SEC's rules

--and forms and (ii) is accumulated and communicated to our management, including our president and chief financial

$officer, as appropriate to allow timely decisions regarding required disclosure.

--There were no changes in our internal controls over financial reporting that occurred during the fiscal quarter covered by this report that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

$ PART II

--ITEM 1. LEGAL PROCEEDINGS

$None.

--ITEM 1A. RISK FACTORS

$There are no material changes in the risk factors set forth in Part 1, Item 1A of the Company’s 10K dated Dec. 31, 2009.

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

~~EXPENSES~~None.

~~General~~ITEM ~~and~~3. ~~administrative~~DEFAULTS UPON SENIOR SECURITIES.

--None.

--ITEM 4. REMOVED AND RESERVED

--ITEM 5. OTHER INFORMATION.

--None.

--ITEM 6. EXHIBITS.

~~Total~~Exhibits ~~operating~~filed ~~expenses~~herewith

-- Exhibit No. Description

31.1 Chief Executive Officer Certification pursuant to section 302 of the Sarbanes--Ox1ey Act of2002

31.2 Chief Financial Officer Certification pursuant to section 302 of the Sarbanes--Oxley Act of2002

32.1 Chief Executive Officer Certification pursuant to section 906 of the Sarbanes--Oxley Act of2002.

~~(6,875)~~32.2 Chief Financial Officer Certification pursuant to section 906 of the Sarbanes-Oxley Act of2002.

~~NET~~SIGNATURES ~~OPERATING LOSS~~

--In accordance with Section 13 or 15(d) of the Exchange Act of 1934, the registrant has caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

--Bancorp Energy, Inc.

--Date: August 8, 2011

--By: /s/ Neville Pearson

(6Neville Pearson,~~875)~~ Chief Financial Officer

~~OTHER~~(principal ~~INCOME~~financial ~~(EXPENSE~~and accounting officer and duly authorized officer)

~~Interest expense – related party~~2

(1,875)

(5,625)

(30,000)

Total other income (expense)

(1,875)

(5,625)

(30,000)

NET LOSS

(1,875)

(5,625)

36,875

LOSS PER COMMON

SHARE - BASIC

(.01)

(.03)

Basic weighted average

shares outstanding

142,984

The accompanying notes are an integral part of these financial statements.

ANIMAL CLONING SCIENCES, INC.

(A Development Stage Company)

CONDENSED STATEMENTS OF CASH FLOWS

(Unaudited)

SINCE

RE-ENTERING

THE

DEVELOPMENT

FOR THE NINE

STAGE

MONTHS ENDED

(September 3, 2003)

SEPTEMBER 30,

through

2009

2008

September 30, 2009

Cash Flows from Operating Activities:

Net loss

(5,635)

(36,875)

Changes in assets and liabilities:

Increase in accounts payable

3,500

Increase in accrued interest – related party

5,635

30,000

Increase due to related party

3,375

Net cash provided (used) by operating activities

Cash flows from investing activities:

Net cash used by investing activities

Cash Flows from Financing Activities:

Proceeds from convertible note – related party

Net cash provided by financing activities

Net increase (decrease) in cash

Cash, at beginning of period

Cash, at end of period

Supplemental Disclosure of Cash Flow Information:

Cash paid during the period for:

Interest

Income taxes

The accompanying notes are an integral part of these financial statements.

ANIMAL CLONING SCIENCES, INC.

(A Development Stage Company)

NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS

SEPTEMBER 30, 2008

NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

GENERAL:

The unaudited condensed financial statements of Animal Cloning Sciences, Inc. included herein, have been prepared without audit pursuant to the rules and regulations of the Securities and Exchange Commission. Although certain information normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America has been condensed or omitted, Animal Cloning Sciences believes that the disclosures are adequate to make the information presented not misleading. The unaudited condensed financial statements for the three and six months ended June 30, 2007 should be read in conjunction with the financial statements and notes thereto included in this report, and the Annual Report on Form 10-KSB for the year ended December 31, 2006.

The unaudited condensed financial statements included herein reflect all normal recurring adjustments that, in the opinion of management, are necessary for fair presentation. The results for the interim period are not necessarily indicative of trends or of results to be expected for a full year.

NOTE 1 - NATURE OF ORGANIZATION

ANIMAL CLONING SCIENCES, INC. (the "Company") was organized in the state of Washington on August 16, 1984 as a holding company involved in the cloning of horses. Because of adverse rulings from the U.S. Department of Agriculture in refusing to grant licenses for importing animal embryos into the United States, the Company discontinued its operations and its cloning efforts and sold its ranch facilities during the third quarter of 2003. The results of these transactions were reported in the Form 10-QSB for the quarter ending September 30, 2003 and Form 10-KSB for the year ended December 31, 2003. For all intents and purposes, the Company has ceased all of its operations and is in the process of finding a suitable merger entity.

As of September 30, 2003, the Company is considered to have re-entered the development stage, in accordance with SFAS 7, "Accounting and Reporting by Development Stage Enterprises." Since 2003, the Company has neither generated revenues nor conducted any operations. The Company's only activity is the incurrence of general and administrative expenses to maintain its status as a reporting company with the SEC. The Company's current business plan is to locate a suitable candidate for merger or acquisition.

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Use of Estimates The preparation of the accompanying financial statements, in conformity with accounting principles generally accepted in the United States of America, requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, and contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Cash Equivalents For the purposes of the statement of cash flows, the Company considers all highly liquid debt instruments purchased with a maturity of three months or less to be cash equivalents. No cash was paid for interest or income taxes during the six months ended June 30, 2007 or 2006.

Loss Per Common Share SFAS 128, "Earnings per Share," requires a dual presentation of earnings per share-basic and diluted. Basic loss per common share is computed by dividing the net loss for the period by the weighted average shares outstanding. The Company's convertible debt (Note 4) is a potentially dilutive security, but does not impact the computation of fully diluted EPS because its effect would be antidilutive. Accordingly, basic and diluted losses per share are the same.

Income Taxes Income taxes are provided for the tax effects of transactions reported in the financial statements and consist of taxes currently due plus deferred taxes related primarily to differences between the recorded book basis and tax basis of assets and liabilities for financial and income tax reporting. The deferred tax assets and liabilities represent the future tax return consequences of those differences, which will either be taxable or deductible when the assets and liabilities are recovered or settled. Deferred taxes are also recognized for operating losses that are available to offset future taxable income and tax credits that are available to offset future federal income taxes.

Restatement Common Stock On February 27, 2005 the Company effected a 10-for-1 reverse stock split. The financial statements have been restated, for all periods presented, to reflect the stock split.

Recently Enacted Accounting Standards – In September 2006, the FASB issued Statement No. 157, “Fair Value Measurements” (FAS 157), which defines fair value, establishes a framework for measuring fair value, and expands disclosures about fair value measurements. The provisions of FAS 157 became effective as of the beginning of our 2008 fiscal year. The adoption of FAS 157 did not have a significant impact on our financial statements.

In September 2006, the Securities and Exchange Commission issued Staff Accounting Bulletin No. 108, “Considering the Effects of Prior Year Misstatements when Quantifying Misstatements in Current Year Financial Statements” (SAB 108), which addresses how to quantify the effect of financial statement errors. The provisions of SAB 108 became effective as of the end of our 2007 fiscal year. The adoption of SAB 108 did not have a significant impact on our financial statements.

In February 2007, the FASB issued Statement No. 159, “The Fair Value Option for Financial Assets and Financial Liabilities, including an amendment of FASB Statement No. 115” (FAS 159). FAS 159 permits companies to choose to measure many financial instruments and certain other items at fair value that are not currently required to be measured at fair value and establishes presentation and disclosure requirements designed to facilitate comparison between companies that choose different measurement attributes for similar types of assets and liabilities. The provisions of FAS 159 become effective as of the beginning of our 2009 fiscal year. We are currently evaluating the impact that FAS 159 will have on our financial statements.

In December 2007, the FASB issued SFAS 160, “Noncontrolling Interests in Consolidated Financial Statements, an amendment of ARB No. 51” which applies to all entities that prepare consolidated financial statements, except not-for-profit organizations, but will affect only those entities that have an outstanding noncontrolling interest in one or more subsidiaries or that deconsolidate a subsidiary. The statement is effective for annual periods beginning after December 15, 2008.

In March 2008, the FASB issued SFAS No. 161, “Disclosures about Derivative Instruments and Hedging Activities – an amendment of FASB Statement No. 133,” (SFAS “161”) as amended and interpreted, which requires enhanced disclosures about an entity’s derivative and hedging activities and thereby improves the transparency of financial reporting. Disclosing the fair values of derivative instruments and their gains and losses in a tabular format provides a more complete picture of the location in an entity’s financial statements of both the derivative positions existing at period end and the effect of using derivatives during the reporting period. Entities are required to provide enhanced disclosures about (a) how and why an entity uses derivative instruments, (b) how derivative instruments and related hedged items are accounted for under Statement 133 and its related interpretations, and (c) how derivative instruments and related hedged items affect an entity’s financial position, financial performance, and cash flows. SFAS No. 161 is effective for financial statements issued for fiscal years and interim periods beginning after November 15, 2008. Early adoption is permitted. We are currently evaluating the impact that FAS 161 will have on our financial statements.

In May 2008, the FASB issued SFAS No. 163, “Accounting for Financial Guarantee Insurance Contracts – an interpretation of FASB Statement No. 60.” SFAS 163 requires that an insurance enterprise recognize a claim liability prior to an event of default (insured event) when there is evidence that credit deterioration has occurred in an insured financial obligation. This Statement also clarifies how Statement 60 applies to financial guarantee insurance contracts, including the recognition and measurement to be used to account for premium revenue and claim liabilities. Those clarifications will increase comparability in financial reporting of financial guarantee insurance contracts by insurance enterprises. This Statement requires expanded disclosures about financial guarantee insurance contracts. The accounting and disclosure requirements of the Statement will improve the quality of information provided to users of financial statements. SFAS 163 will be effective for financial statements issued for fiscal years beginning after December 15, 2008. The Company does not expect the adoption of SFAS 163 will have a material impact on its financial condition or results of operation.

NOTE 3 - RELATED PARTY TRANSACTIONS

In March 2002, the Company entered into a $150,000 convertible promissory note with an entity affiliated with the Company's CEO. The note is convertible at a rate of $.05 per share at the option of the holder for a total of 3,000,000 shares of common stock. Annual interest of 5% is accrued on the principal quarterly. If not sooner converted into common stock, the principal and interest are due March 1, 2007. At June 30, 2007, the Company had accrued $31,875 in interest. Interest expense of $1,875 was accrued for each of the first three quarters of 2006.

The Company's officers and directors have resolved to provide for various expenses incurred by the Company at minimal or no cost until such time that a merger candidate is found. These expenses consist of, but are not limited to, accounting, filing requirements, and management services. A total of $0 payable to officers and directors had been accrued at June 30, 2007.

NOTE 4 - COMMITMENTS AND CONTINGENCIES

During the period of 1995 through 2003 and in accordance with compensation agreements then in effect, the Company's president and CEO had accumulated $1,020,000 in accrued salaries, of which $645,000 was still payable at June 30, 2007.

NOTE-5 GOING CONCERN

The accompanying financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which contemplated continuation of the Company as a going concern. However, the Company has no ongoing operations and has current liabilities in excess of

current assets. These factors raise substantial doubt about the ability of the Company to continue as a going concern. In this regard, management is proposing to raise any necessary additional funds not provided by operations through loans, sales of its common stock, or a business combination with another company. There is no assurance that the Company will be successful in raising this additional capital or in establishing profitable operations. The financial statements do not include any adjustments that might result from the outcome of these uncertainties.

Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

The Company has not commenced operations and has negative working capital of approximately $838,000 at June 30, 2007.

Capital and Source of Liquidity. The Company does not expect to purchase any plant or significant equipment over the next twelve months.

Other than incidental costs that pertain to maintaining the Company's legal and SEC registration, there are no major cash requirements.

For the three and six months ended June 30, 2007 and 2006, the Company did not pursue any investing activities.

Results of Operations.

For the three and six months ended September 30, 2007 and 2006, the Company did not earn any revenues from operations.

The Company incurred no general and administrative expenses for the three and six months ended June 30, 2007, and $800 and $1,600 for the three and six months ended June 30, 2006, respectively.

Off-Balance Sheet Arrangements

The Company does not have any off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on the Company’s financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that is material to investors.

Contractual Obligations

As a “smaller reporting company” as defined by Item 10 of Regulation S-K, the Company is not required to provide this information.

Item 3. Quantitative and Qualitative Disclosures About Market Risk.

As a “smaller reporting company” as defined by Item 10 of Regulation S-K, the Company is not required to provide information required by this Item.

Item 4T. Controls and Procedures.

Disclosure Controls and Procedures

Evaluation of disclosure controls and procedures. The Company’s principal executive officer and its principal financial officer, based on their evaluation of the Company’s disclosure controls and procedures (as defined in Exchange Act Rules 13a-14(c) and 15d -14 (c) as of September 30, 2008. Based on this evaluation, our principal executive officer and principal financial officer concluded as of the Evaluation Date that our disclosure controls and procedures were not effective such that the information relating to the Company, including our consolidated subsidiaries, required to be disclosed in our SEC reports (i) is recorded, processed, summarized and reported within the time periods specified in SEC rules and forms and (ii) is accumulated and communicated to management, including our principal executive officer/principal financial officer, as appropriate, to allow timely decisions regarding required disclosure.

Our management, including our chief executive officer and chief financial officer, does not expect that our disclosure controls and procedures or our internal controls will prevent all error and all fraud. A control system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met. Further, the design of a control system must reflect the fact that there are resource constraints and the benefits of controls must be considered relative to their costs. Due to the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within the Company have been detected.

Changes in internal controls. There were no significant changes in the Company’s internal controls or in other factors that could significantly affect the Company’s internal controls subsequent to the date of their evaluation.

PART II. OTHER INFORMATION

Item 1.

LEGAL PROCEEDINGS - None

Item 2.

UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS THEREFROM. None.

Item 3.

DEFAULTS UPON SENIOR SECURITIES - None

Item 4.

SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS - None

Item 5.

OTHER INFORMATION - None

Item 6.

EXHIBITS

Exhibit

31, Certification of the Chief Executive and Financial Officer pursuant to Rule 13a-14 of the Securities and Exchange Act of 1934 as amended, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2003. Filed herewith.

Exhibit 32, Certification of the Chief Executive and Financial Officer pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2003. Filed herewith.

SIGNATURES

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

ANIMAL CLONING SCIENCES, INC.

Date:

December 14, 2009

By: /s/ Darren J. Holm

Chief Financial

Officer (chief financial officer

and accounting officer and duly

authorized officer)

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