UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 10-Q

	(Mark One)
R	QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934
	For the quarterly period ended March 31, 2009
	Or

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

	For the transition period from to

Commission file number 001-16185

PRIVIAM, INC.

(Exact name of registrant as specified in its charter)

New Jersey	22-3720628
(State or other jurisdiction of	(I.R.S. Employer
incorporation or organization)	Identification No.)

19200 Von Karman Avenue, Suite 500, Irvine, CA

(Address of principal executive offices)

(949) 622-5433

(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act: None

Securities registered pursuant to Section 12(g) of the Act: Common Stock, $0.0001 Par Value Per Share

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes R No £

Indicate by check mark whether the registrant has submitted 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 Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes o No o

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See 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 x
(Do not check if a smaller reporting company)

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

The number of shares of common stock outstanding as of May 29, 2009 was 44,193,528.

Priviam, Inc.

Form 10-Q

For the Quarter ended March 31, 2009

Table of Contents


		Page
PART I FINANCIAL INFORMATION

Item 1	Condensed Financial Statements

	Condensed Balance Sheets as of March 31, 2009 (unaudited) and December 31, 2008	F-1

	Condensed Statements of Operations for the Three Months Period Ended March 31, 2009 and 2008 (unaudited)	F-2

	Condensed Statements of Cash Flows for the Three Month Period Ended March 31, 2009 and 2008 (unaudited)	F-3

	Notes to Condensed Financial Statements (unaudited)	F-4-F-8

Item 2	Management’s Discussion and Analysis of Financial Condition and Results of Operations	3

Item 3	Quantitative and Qualitative Disclosures About Market Risk	7

Item 4	Controls and Procedures	7

PART II OTHER INFORMATION

Item 1	Legal Proceedings	8

Item 1A	Risk Factors	8

Item 2	Unregistered Sales of Equity Securities and Use of Proceeds	8

Item 3	Defaults Upon Senior Securities	8

Item 4	Submission of Matters to a Vote of Security Holders	8

Item 5	Other Information	8

Item 6	Exhibits	9

SIGNATURES		10

CERTIFICATIONS

Item 1. Condensed Financial Statements

Priviam, Inc.

(formerly EncryptaKey, Inc.)

(a Development Stage Company)

Condensed Balance Sheets

	March 31, 2009			December 31, 2009

Assets

Current assets:
Cash	$	1,503		$	497
Prepaid expenses and current deposits		523			523
Total current assets		2,026			1,020

Fixed assets, net of accumulted depreciation of $1,329
and $837 as of 3/31/09 and 12/31/08, respectively		4,891			5,383

Total assets	$	6,917		$	6,403

Liabilities and Stockholders' Equity

Current liabilities:
Accounts payable	$	58,800		$	41,570
Notes payable, net of discount		178,750			112,500
Total current liabilities		237,550			154,070

Stockholders' equity
Preferred stock, $0.0001 par value, 20,000,000 shares
authorized, no shares issued and outstanding		-			-
Common stock, $0.0001 par value, 500,000,000 shares
authorized, 44,193,528 and 15,762,600 shares issued
and 42,305,491 and 13,874,563 shares outstanding
as of 12/31/08 and 12/31/07, respectively		4,420			4,420
Additional paid-in capital		4,070,713			4,070,713
(Deficit) accumulated during development stage		(4,114,380	)		(4,031,414	)
Less common stock in Treasury (1,888,037 shares)		(191,386	)		(191,386	)
		(230,633	)		(147,667	)

	$	6,917		$	6,403

F-1

Priviam, Inc.

(formerly EncryptaKey, Inc.)

(a Development Stage Company)

Condensed Statements of Operations

	For the three months ended					June 23, 2003
	March 31,					(Inception) to
	2009			2008		March 31, 2009

Expenses:
Advertising and promotion	$	-		$	-	$	129,961
Depreciation		492			-		1,329
General and administrative expenses		9,112			-		477,717
Research and development		-			-		1,066,327
Professional fees		16,920			-		230,440
Total expenses		26,524			-		1,905,774

Other income and (expense):
Interest income		-			-		44
Interest expense		(56,442	)		-		(126,303	)
Total other expenses		(56,442	)		-		(126,259	)

Operating loss		(82,966	)		-		(2,032,033	)

Extraordinary items:
Loss on discontinued operations		-			-		(2,231,657	)
Gain on forgiveness of debt		-			59,478		149,310
Total other expenses		-			59,478		(2,082,347	)

(Loss) before provision for taxes		(82,966	)		59,478		(4,114,380	)

Provision for income taxes		-			-		-

Net (loss)	$	(82,966	)	$	59,478	$	(4,114,380	)

Weighted average number of
common shares outstanding - basic and fully diluted		25,582,154			15,476,769

Net (loss) per share - basic and fully diluted	$	(0.00	)	$	0.00

F-2

Priviam, Inc.

(formerly EncryptaKey, Inc.)

(a Development Stage Company)

Condensed Statements of Cash Flows

	For the three months ended						June 24, 2003
	March 31,						(Inception) to
	2009			2008			March 31, 2009
Operating activities
Net (loss)	$	(82,966	)	$	59,478		$	(4,114,380	)
Adjustments to reconcile net (loss) to
net cash (used) by operating activities:
Loss of discontinued operations		-			-			-
Stock issued to founders		-			-			3,002
Stock issued for services		-			-			6,172
Gain on forgiveness of debt		-			(59,478	)		(60,644	)
Adjustment for reverse acquisition		-			-			117,630
Stock issued to purchase asset		-			-			191,386
Depreciation and amortization		492			-			1,329
Amortization of warrants and beneficial conversion feature		56,250			-			168,750
Changes in operating assets and liabilities:
Increase (decrease) in employee loans		-			-			-
Increase (decrease) in prepaid expense		-			-			523
Increase (decrease) in accounts payable		17,230			-			118,304
Increase (decrease) in wages payable		-			-			-
Net cash (used) by operating activities		(8,994	)		-			(3,567,928	)

Investing activities
Treasury stock		-			-			(191,386	)
Stock issued for asset payment		-			-			(3,000	)
Purchase of fixed assets		-			-			(3,126	)
Net cash provided (used) by investing activities		-			-			(197,512	)

Financing activities
Proceeds received from note payable, net		10,000			(1,204,950	)		235,000
Stock issued to settle debt		-			1,204,950			1,204,950
Purchase and cancellation of treasury stock		-			-			(43,207	)
Issuances of common stock, net		-			-			2,370,200
Net cash provided (used) by financing activities		10,000			-			3,766,943

Net increase in cash		1,006			-			1,503
Cash - beginning		497			-			-
Cash - ending	$	1,503		$	-		$	1,503

Supplemental disclosures:
Interest paid	$	-		$	-		$	13,556
Income taxes paid	$	-		$	-		$	-

Non-cash transactions:
Stock issued to founders	$	-		$	-		$	3,002
Gain on foregiveness of debt	$	-		$	59,478		$	59,478
Adjustment for reverse acquisition	$	-		$	-		$	117,630
Stock issued for services	$	-		$	-		$	6,133
Stock issued to settle debt	$	-		$	1,204,950		$	1,204,950
Stock issued to purchase asset	$	-		$	-		$	194,386
Stock returned to treasury for sale of assets	$	-		$	-		$	(191,386	)
Depreciation and amortization	$	492		$	-		$	1,329
Amortization of warrants and beneficial conversion feature	$	56,250		$	-		$	168,750
Number of warrants issued for financing costs		-			-			2,250,000

F-3

PRIVIAM, INC.

(Formerly EncryptaKey, Inc.)

(A Development Stage Company)

Notes to Financial Statements

Note 1 – Basis of presentation

The interim financial statements included herein, presented in accordance with United States generally accepted accounting principles and stated in US dollars, have been prepared by the Company, without audit, pursuant to the rules and regulations of the Securities and Exchange Commission (SEC). Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted pursuant to such rules and regulations, although the Company believes that the disclosures are adequate to make the information presented not misleading.

These statements reflect all adjustments, consisting of normal recurring adjustments, which, in the opinion of management, are necessary for fair presentation of the information contained therein. It is suggested that these interim financial statements be read in conjunction with the audited financial statements of the Company for the period ended December 31, 2008 and notes thereto included in the Company's annual report on Form 10-K. The Company follows the same accounting policies in the preparation of interim reports.

Results of operations for the interim periods are not indicative of annual results.

Note 2 – History and organization of the company

Priviam, Inc. (the Company), was incorporated in the state of New Jersey on April 6, 2000 as Segway VI Corp. The company has undergone the following name changes: on August 13, 2003 to 3DLP International Inc., on April 19 2004 to Futomic Industries Inc.; on February 19, 2007, to EncryptaKey, Inc. and finally on July 1, 2008 to Priviam, Inc.

On August 15, 2003, the Company acquired Selectrics Corporation (Selectrics), a Delaware Corporation organized on June 24, 2003, in a one-for-one common stock exchange. This transaction resulted in a change of control and was treated as a reverse acquisition with EncryptaKey, Inc. being the surviving legal entity and Selectrics the surviving accounting acquirer. Accordingly, the equity accounts and accumulated deficits prior to the merger have been adjusted to reflect those of Selectrics.

The Company has limited operations and in accordance with Statement of Financial Accounting Standards No. 7 (SFAS #7), “Accounting and Reporting by Development Stage Enterprises,” the Company is considered a development stage company.

The company is in the business of developing and marketing identity and data security technologies that enable the highest level of secure commercial and financial transaction both in person and over the internet, providing an effective shield to identity theft.

Note 3 - Going concern

The accompanying financial statements have been prepared assuming that the Company will continue as a going concern, which contemplates the realization of its assets and the liquidation of its liabilities in the normal course of business. However, the Company is in its development stage and has never generated revenues. The Company has accumulated a loss of $4,114,380 during its development stage. This raises substantial doubt about the Company’s ability to continue as a going concern. The financial statements do not include any adjustments that might result from this uncertainty.

The Company continues to seek funding from its shareholders and other qualified investors to pursue its business plan.

The financial statements do not include any adjustments relating to the recoverability and classification of recorded assets, or the amounts of and classification of liabilities that might be necessary in the event the Company cannot continue in existence.

F-4

PRIVIAM, INC.

(Formerly EncryptaKey, Inc.)

(A Development Stage Company)

Notes to Financial Statements

Note 4 – Notes payable – shareholders

During the year ended December 31, 2007 the Company had received a total of $1,204,950 in loans from company shareholders that have been settled through the issue of 1,215,384 post-split shares of commons stock.

On July 1, 2008, the Company executed a promissory note for $225,000 due to SH Equity Partners, LLC, a related party. The principal balance must be repaid at the earlier of June 30, 2009 or upon receipt of $2 million in financing. The note bears no interest. The holder can elect to convert part or all of the debt into shares of common stock at a rate of $0.077 per share. The holder also received 2,225,000 warrants with a five year life and an exercise price of $0.01 per share. As of March 31, 2009, the principal balance was $225,000 net of debt discount totaling $56,250. As of March 31, 2009, the Company recorded total amortization of the fair value of the warrants and the beneficial conversion feature of $168,750.

Note 5 – Notes payable

On February 3, 2009, the Company entered into a Loan Payable with William Bosung, a related party for $10,000. The loan is interest-free and has no stated term for repayment.

Note 6 – Stockholders’ equity

Preferred Stock

The Company is authorized 20,000,000 shares of preferred stock at a $0.0001 par value and currently has zero shares of preferred stock issued and outstanding.

Common Stock

The Company is authorized to issue 500,000,000 shares of common stock, par value $0.0001 per share. As of December 31, 2008, there were 43,804,682 shares of common stock outstanding. On August 7, 2006, the Company exercised a 5 for 1 forward stock split. On July 1, 2008 the Company executed a 1 for 3.25 reverse stock split. All share amounts herein are adjusted to give effect to the stock split and have also been adjusted to reflect the adjusted equity resulting from the August 15, 2003 reverse merger.

During 2003, the Company issued 25,186,154 post-split shares of common stock in the following transactions:

·	On June 24, 2003, the Company issued 7,692,308 post-split shares to its founder for $3,002.

On August 15, 2003 the Company issued 17,493,846 common shares to execute the acquisition of Selectrics Corporation in a one for one share exchange for a value of $117,630. This acquisition was recorded as a reverse merger with Selectrics the surviving historical accounting company. Accordingly, the equity and accumulated deficit are adjusted to reflect Seletrics history.

During 2004, the Company issued 884,616 post-split shares of common stock in the following transactions:

·	On March 15, 2004, the Company issued 115,385 shares for $15,000 cash in a private placement.

·	On July 15, 2004 the Company issued 769,231 shares in a private placement for $250,000 cash.

During 2005, the Company received 14,355,385 common shares into its treasury from a shareholder for cash and other property valued at $43,207.

F-5

PRIVIAM, INC.

(Formerly EncryptaKey, Inc.)

(A Development Stage Company)

Notes to Financial Statements

Note 6 – Stockholders’ equity (continued)

During 2006, the Company issued 3,625,826 shares of common stock in the following transactions:

On September 28, 2006, the Company entered into an Asset Purchase Agreement with Owen Consulting LLC to acquire the right, title and interest in technology commonly known as the EncryptaKey Secure communication Portal by issuing 1,692,308 shares of common stock at $0.0001 per share. The technology and associated intellectual property has been memorialized by patent application. However, it is still in development and the associated costs are expensed to research and development. Because of the limited public market for the Company stock, Par-value of the pre-split shares ($550) was used to record this transaction.

·	On December 12, 2006, the Company issued 1,933,538 common shares in a private offering at $0.30 per pre-split share for $1,385,200 and $500,000 subscriptions receivable. The Company extended the closing of the offering to February 7, 2007.

During 2007, the Company issued 421,369 common shares in the following transactions:

·	On February 7, 2007 the Company issued 225,640 common shares in a private offering at $0.30 per pre-split share for $220,000 and received cash on outstanding subscription receivable in the amount of $500,000.

·	On February 7, 2007 the Company issued 195,729 common shares at $0.30 per pre-split share to purchase fixed assets valued at $190,836.

·	On November 15, 2007 the Company received 1,888,037 common shares for the sale of all assets with a net value of $191,386. The shares were returned to treasury stock. However, the shares are being held in physical certificate form by the Company pending the outcome of outstanding litigation.

During 2008, the Company issued 28,042,082 post-split common shares and cancelled 3,875,610 post-split common shares in the following transactions:

·	On March 31, 2008 the Company issued 1,215,384 common shares in settlement and release of $1,204,950 in notes payable.

·	On July 1, 2008 the Company issued 6,000,000 post-split common shares at $0.0001 par value for 19,500,000 pre-split shares or $1,950 for executive services.

·	On July1, 2008 the Company issued 7,692,308 post-split common shares at $0.0001 par value for 25,000,000 pre-split shares or $2,500 for the acquisition of certain program software assets.

·	On July 1, 2008 the Company received the return and cancelled 3,692,308 post-split common shares.

·	On July 1, 2008 the Company adjusted its Stockholders equity to reconcile with the transfer agent records by reducing the reported outstanding shares by 183,302 common shares.

On August 28, 2008 the Company issued 12,000,000 common shares at par-value of $1,200 for executive compensation; 5,000,000 common shares at par value of $500 to acquire certain program software assets; and issued 10,000 common shares at par value of $1 as an incentive to make a $5,000 loan to the company.

As of March 31, 2009, there have been no additional issuances of common stock

F-6

PRIVIAM, INC.

(Formerly EncryptaKey, Inc.)

(A Development Stage Company)

Notes to Financial Statements

Note 7 – Warrants

The following is a summary of the status of all of the Company’s stock warrants as of December 31, 2008 and March 31, 2009 and changes during the years ended on those dates:

	Number Of Warrants		Weighted-Average Exercise Price
Outstanding at January 1, 2008		2,250,000	$	0.01
Granted		-	$	0.00
Exercised		-	$	0.00
Cancelled		-	$	0.00
Outstanding at December 31, 2008		2,225,000	$	0.01
Granted		0	$	0.00
Exercised		-	$	0.00
Cancelled		-	$	0.00
Outstanding at March 31, 2009		2,225,000	$	0.01

Warrants exercisable at December 31, 2008		2,225,000	$	0.01
Warrants exercisable at March 31, 2009		2,225,000	$	0.01

The following tables summarize information about stock warrants outstanding and exercisable at March 31, 2009:

		STOCK WARRANTS OUTSTANDING
Exercise Price		Number of Warrants Outstanding		Weighted-Average Remaining Contractual Life in Years		Weighted- Average Exercise Price
$	0.01		2,225,000		4.25	$	0.01
			2,225,000		4.25	$	0.01

		STOCK WARRANTS EXERCISABLE
Exercise Prices		Number of Shares Exercisable		Weighted- Average Exercise Price
$	0.01		2,225,000	$	0.01
			2,225,000	$	0.01

The assumptions used in computing fair value of warrants are as follows:

Expected stock price volatility		86.00%
Risk free interest rate		3.33%
Expected term (years)		5.00
Weighted average fair value of stock warrants granted		$0.30

F-7

PRIVIAM, INC.

(Formerly EncryptaKey, Inc.)

(A Development Stage Company)

Notes to Financial Statements

Note 8 – Commitments and contingencies - related party

Research and Development with Owens Consulting, LLC

On September 28, 2006, the Company entered into an Asset Purchase Agreement with Owen Consulting, LLC, a California limited liability company with Mr. Kelly Owen, the Company’s CEO the principle member. Pursuant to that agreement, the Company issued 5,500,000 shares of common stock and acquired assets consisting of all right, title and interest in a biometric security technology commonly known as the EncryptaKey Secure Communication Portal as memorialized in a patent application.

On October 1, 2006 the Company entered into an associated consulting agreement with Owen Consulting, LLC to complete the development of the EncryptaKey Secure Communication Portal. The terms of the agreement required payment at the rate of $25.00 per hour for actual hours incurred for research and development. The project involved the efforts of over 100 programmers and technicians. As of December 31, 2006 the Company had been invoiced and paid $1,066,327 on this contract which had been expensed as Research and Development costs.

During the year of 2007 the company was invoiced and paid an additional $1,501,459 on this contract. The agreement was terminated with the sale of assets as described in note 7.

Contingency

On September 20, 2006, an Officer of the Company entered into a settlement agreement with an individual who was to be employed with the company as the result of a planned merger that was cancelled. The settlement agreement stipulated the issue of 4,000,000 common shares in settlement of all outstanding issues between the parties involved which included the Company. The Officer of the Company agreed to transfer shares from his personal holdings in settlement of this contingency.

Note 9 – Sale of assets

On November 15, 2007 the Company sold all its assets to a related party for the return of 1,888,037 common shares valued at $191,386 and ended its consulting contract with Owen Consulting, LLC. The shares are held in treasury and have not been cancelled, pending the outcome of outstanding litigation.

F-8

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

Forward-Looking Statements

In this quarterly report, references to “Priviam, Inc.”, “Priviam”, “the Company”, “we”, “us”, and “our” refer to Priviam, Inc.

Certain statements, other than purely historical information, including estimates, projections, statements relating to our business plans, objectives, and expected operating results, and the assumptions upon which those statements are based, are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. These forward-looking statements generally are identified by the words “believes,” “project,” “expects,” “anticipates,” “estimates,” “intends,” “strategy,” “plan,” “may,” “will,” “would,” “will be,” “will continue,” “will likely result,” and similar expressions. We intend such forward-looking statements to be covered by the safe-harbor provisions for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995, and are including this statement for purposes of complying with those safe-harbor provisions. Forward-looking statements are based on current expectations and assumptions that are subject to risks and uncertainties which may cause actual results to differ materially from the forward-looking statements. Our ability to predict results or the actual effect of future plans or strategies is inherently uncertain. Factors which could have a material adverse affect on our operations and future prospects include, but are not limited to: changes in economic conditions, legislative/regulatory changes, availability of capital, interest rates, competition, and generally accepted accounting principles. These risks and uncertainties should also be considered in evaluating forward-looking statements and undue reliance should not be placed on such statements. We undertake no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise. Further information concerning our business, including additional factors that could materially affect our financial results, is included herein and in our other filings with the SEC.

Business Overview

Priviam, Inc. was incorporated in the state of New Jersey on April 6, 2000 as Segway VI Corp. The company has undergone the following name changes: on August 13, 2003 to 3DLP International Inc., on April 19 2004 to Futomic Industries Inc.; on February 19, 2007, to EncryptaKey, Inc. and finally on August 1, 2008 to Priviam, Inc.

On August 1, 2008, Priviam filed a Restated Certificate of Incorporation (the “Restated Certificate:”) to (i) change the Company’s name from EncryptaKey, Inc. to Priviam, Inc.; (ii) increase the number of authorized shares of common stock, par value $0.0001 per share (the “Common Stock”), of the Company from 100,000,000 shares to 500,000,000 shares; and (iii) authorize a reverse stock split at a ratio of one (1) for 3.25 of the issued and outstanding shares of Common Stock of the Company. The changes reflected by the Restated Certificate are effective as of August 1, 2008.

Previously, we were engaged in the research, development and distribution of various technologies including a 3D Adapter for the Sony Playstation II, and an incomplete 3D Laser projection system to display 3D images. On June 20, 2005, we sold our video game related technologies to SplitFish Gameware Inc. of Edmonton, Canada, a company owned by Mr. Ken Tetterington who was formerly our principal shareholder, officer and director. As a result of this transaction, we are no longer in the video game hardware business. The primary reason for exiting this business was to allow us to focus on our other business, the research and development of smart card technology related to the biometric security industry. However, we lacked the funding to pursue this line of business and were forced to delay it until we are able to acquire the necessary capital to proceed. At present, and for the foreseeable future, our smart card related security business plan remains on hold.

The Company is in the business of developing and marketing identity and data security technologies that enable the highest level of secure commercial and financial transaction both in person and over the internet, providing an effective shield to identity theft.

In August of 2008 we entered into an asset purchase agreement with Nexicon, Inc. a Nevada corporation. Pursuant to that agreement, we acquired assets consisting of all right, title and interest in server hardware and software in exchange for 5,000,000 shares of our restricted common stock. The equipment and software we acquired will allow us to continue development of our primary product. We do not anticipate that we will need to acquire a plant or purchase any additional, significant equipment during 2009.

Plan of Operation

We are still in our relative infancy as a viable commercial entity, and consequently our focus has been on the identification of our market needs and the branding of our company and services. We have completed our technology development and pilot system, which we call “PriviCom,” which functions so as to allow a user to (1) manage his finances, (2) shop online, and (3) access his home or work computer remotely and securely. The PriviCom hardware device is based on low cost Commercial off the Shelf (COTS) hardware which we procure from third party vendors and do not require manufacturing by Priviam. As we enter into established pilot programs and product / service launch we have created a product offering and delivery model which substantially reduces our financial challenges regarding deployment. Priviam is now postured to be able to deliver a viable product to market. The PriviCom hardware utilizes biometric and non-biometric data to secure personal and financial information.

We believe that our Priviam technology has the potential to effectively address a number of security issues plaguing financial institutions and individuals alike. Industry research suggests that identity fraud, bank and credit card fraud and corporate espionage costs have risen to $100B and is ever increasing.

Our first product has been fully developed along with security and provisioning servers, all based on commercially available hardware. In order to launch our product and services, we anticipate that, provided we are successful in raising $700,000, we will be able to enter into mass deployment of the system and enter into several pilot programs during 2009. We do not require any facilities or equipment capable of manufacturing PriviCom in commercial quantities, with several vendors in final vetting, we have not yet entered into a finalized contract with a third party vendor.

The Company does not have sufficient funds to complete initial product pilot programs and product roll out within a three month period and sustain its operations six months beyond product development completion. The Company anticipates additional funding required during the product rollout cycle for operations growth and customer pilot programs.

Product research and development has been completed and the Company is in the final testing and tuning process of the system. On a more long range basis, research and development will continue in the same areas as that which produced the Company’s follow on products and services, with an eye to spin-offs from the technology for future projects and fine-tuning of the present system. There are several modules in the works to expand the utility of the device. There will be continued perfection of the PriviCom device, including finalizing the programming of the Associated Network Administration software.

There are no plans for the purchase of significant capital equipment for the first six months of the research and development phase. Additional capital equipment purchases are scheduled as funding permits. These purchases are related to telecom services expansion of the current infrastructure systems and biometric hardware devices required for customer fulfillment.

Employee growth will be minimal during the next twelve months and will increase significantly after completion of additional financing. The company anticipates the addition of 18 to 25 employees by the first part of 2010.

Results of Operations for the three months ended March 31, 2009 and 2008

We did not earn any revenue for the three month period ended March 31, 2009, nor did we earn any revenue for the three month period ended March 31, 2008.

We incurred expenses in the amount of $82,966 for the three month period ended March 31, 2009, compared to $0 for the same period the prior year.

Liquidity and Capital Resources

As of March 31, 2009, we had current assets of $6,917 and current liabilities in the amount of $237,550 with a working capital in the amount of $0. We anticipated no revenue in 2008 and expenditures of approximately $500,000 to $1,000,000 for Portal equipment software and infrastructure through December 31, 2008.

Cash flows provided by financing activities during the period ended March 31, 2009 consisted of $0 for proceeds related to the sale of common stock and $10,000 for Loans to Related Parties, resulting in a total of $10,000 in cash provided by Financing Activities. Cash used by Investment Activities was $0 for the three month period ended March 31, 2009, and Net Cash Used by Operating Activities was $8,994.

We will need to raise additional funds over the next twelve months, through borrowing or through sales o securities, in order to continue to pursue our business plan in 2009.

Off Balance Sheet Arrangements

As of March 31, 2009, there were no off balance sheet arrangements.

Going Concern

We have incurred an accumulated total net loss of $4,114,380 for the period from inception (June 24, 2003) through March 31, 2009 and are not presently generating any revenue. We anticipate generating revenue in 2009. Our future is dependent upon successful and sufficient market acceptance of our product offerings and any new product offerings that we may introduce, the continuing successful development of our products and related technologies, and finally, achieving a profitable level of operations. We plan to seek additional financing in a private equity offering to secure funding for our operations. There can be no assurance that such additional financing will be available to us on acceptable terms or at all. These factors, among others, raise substantial doubt about our ability to continue as a going concern.

Critical Accounting Policies

In December 2001, the SEC requested that all registrants list their most “critical accounting polices” in the Management Discussion and Analysis. The SEC indicated that a “critical accounting policy” is one which is both important to the portrayal of a company’s financial condition and results, and requires management’s most difficult, subjective or complex judgments, often as a result of the need to make estimates about the effect of matters that are inherently uncertain. We believe that the following accounting policies fit this definition.

Accounting Basis

The statements were prepared following generally accepted accounting principles of the United States of America consistently applied.

Management Certification

The financial statements herein are certified by the officers of the Company to present fairly, in all material respects, the financial position, results of operations and cash flows for the periods presented, in conformity with accounting principles generally accepted in the United States of America, consistently applied.

Fiscal Year

The Company operates on a December 31st fiscal year end.

Research and Development Costs

Research and Development costs are expensed as incurred in accordance with generally accepted accounting principles. Costs in association with the development of a patented technology when computer software is developed will be capitalized when technological feasibility is established in accordance with financial accounting standard No. 86.

Basic and Diluted Net Income (Loss) Per Share

The Company computes net income (loss) per share in accordance with Statement of Financial Accounting Standards (“SFAS”) No. 128, "Earnings per Share". SFAS No. 128 requires presentation of both basic and diluted earnings per share (EPS) on the face of the income statement. Basic EPS is computed by dividing net income (loss) available to common shareholders (numerator) by the weighted average number of shares outstanding (denominator) during the period. Diluted EPS gives effect to all dilutive potential common shares outstanding during the period using the treasury stock method.

Dividends

The Company has not yet adopted any policy regarding payment of dividends. No dividends have been paid during the periods shown.

Use of Estimates

The preparation of 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 and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates.

Property and Equipment

Property and equipment are carried at cost and depreciated on a straight-line basis over their useful lives. Office Equipment is depreciated over five years.

Income Taxes

The provision for income taxes is the total of the current taxes payable and the net of the change in the deferred income taxes. Provision is made for the deferred income taxes where differences exist between the period in which transactions affect current taxable income and the period in which they enter into the determination of net income in the financial statements.

Recently Issued Accounting Pronouncements

Below is a listing of the most recent accounting standards SFAS 150-154 and their effect on the Company.

Statement No. 150 Accounting for Certain Financial Instruments with Characteristics of both Liabilities and Equity (Issued 5/03)

This Statement establishes standards for how an issuer classifies and measures certain financial instruments with characteristics of both liabilities and equity.

Statement No. 151 Inventory Costs - an amendment of ARB No. 43, Chapter 4 (Issued 11/04)

This statement amends the guidance in ARB No. 43, Chapter 4, Inventory Pricing, to clarify the accounting for abnormal amounts of idle facility expense, freight, handling costs, and wasted material (spoilage). Paragraph 5 of ARB 43, Chapter 4, previously stated that “…under some circumstances, items such as idle facility expense, excessive spoilage, double freight and re-handling costs may be so abnormal ass to require treatment as current period charges….” This Statement requires that those items be recognized as current-period charges regardless of whether they meet the criterion of “so abnormal.” In addition, this Statement requires that allocation of fixed production overheads to the costs of conversion be based on the normal capacity of the production facilities.

Statement No. 152 Accounting for Real Estate Time-Sharing Transactions (an amendment of FASB Statements No. 66 and 67)

This Statement amends FASB Statement No. 66, Accounting for Sales of Real Estate, to reference the financial accounting and reporting guidance for real estate time-sharing transactions that is provided in AICPA Statement of Position (SOP) 04-2, Accounting for Real Estate Time-Sharing Transactions.

This Statement also amends FASB Statement No. 67, Accounting for Costs and Initial Rental Operations of Real Estate Projects, states that the guidance for (a) incidental operations and (b) costs incurred to sell real estate projects does not apply to real estate time-sharing transactions. The accounting for those operations and costs is subject to the guidance in SOP 04-2.

Statement No. 153 Exchanges of Non-monetary Assets (an amendment of APB Opinion No. 29)

The guidance in APB Opinion No. 29, Accounting for Non-monetary Transactions, is based on the principle that exchanges of non-monetary assets should be measured based on the fair value of the assets exchanged. The guidance in that Opinion, however, includes certain exceptions to the principle. This Statement amends Opinion 29 to eliminate the exception for non-monetary exchanges of similar productive assts and replaces it with a general exception for exchanges of non-monetary assets that do not have commercial substance. A non-monetary exchange has commercial substance if the future cash flows of the entity are expected to change significantly as a result of the exchange.

Statement No. 154 Accounting Changes and Error Corrections (a replacement of APB Opinion No. 20 and FASB Statement No. 3)

This Statement replaces APB Opinion No. 20, Accounting Changes, and FASB Statement No. 3, Reporting Accounting Changes in Interim Financial Statements, and changes the requirements for the accounting for and reporting of a change in accounting principle. This Statement applies to all voluntary changes in accounting principle. It also applies to changes required by an accounting pronouncement in the unusual instance that the pronouncement does not include specific transition provisions. When a pronouncement includes specific transition provisions, those provisions should be followed.

The adoption of these Statements is not expected to have a material effect on the Company’s current financial position, results or operations, or cash flows.

ITEM 3. Quantitative and Qualitative Disclosures about Market Risk

Not Applicable.

ITEM 4. Controls and Procedures

Evaluation of Disclosure Controls and Procedures. Under the supervision and with the participation of our management, including our President, Chief Executive Officer and Chief Financial Officer, we evaluated the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rule 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934 (the “Exchange Act”)) as of the end of the period covered by this report. Based upon that evaluation, our President, Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures as of the end of the period covered by this report were effective such that the information required to be disclosed by us in reports filed under the Securities Exchange Act of 1934 is (i) recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms and (ii) accumulated and communicated to our management to allow timely decisions regarding disclosure. A controls system cannot provide absolute assurance, however, that the objectives of the controls system are met, and no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within a company have been detected.

Changes in Internal Control Over Financial Reporting. During the most recent quarter ended March 31, 2009, there has been no change in our internal control over financial reporting (as defined in Rule 13a-15(f) and 15d-15(f) under the Exchange Act) ) that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

PART II - OTHER INFORMATION

ITEM 1. Legal Proceedings

From time to time, the Company may become involved in various lawsuits and legal proceedings that arise in the ordinary course of business. While management does not believe these matters will have a material effect on the Company’s financial statements, litigation is subject to inherent uncertainties, and an adverse result could arise from time to time that may harm the Company’s business, financial condition and results of operations. Other than as noted below, we are not a party to any pending legal proceeding nor is the property of the Company subject to a pending legal proceeding that is not in the ordinary course of business or otherwise material to the financial statements of the Company’s business.

Priviam, Inc., a New Jersey corporation, formerly known as EncryptaKey, Inc., a New Jersey corporation vs. Kelly Owen, Owen Consulting LLC, and EncryptaKey, Inc., a Nevada corporation.

The case as filed on July 23, 2008 in the Superior Court of the State of California, In and For the County of Orange, Santa Ana, California. Case No. 30-2008-00109638. Judge assigned is Judge David Chaffee, Department C17. Case was filed on July 23, 2008. The trial date is September 21, 2009. Claims in the case are breach of fiduciary duty against Kelly Owen, conversion against all three named defendants, fraud- concealment against Kelly Owen, and an action for an accounting. Relief sought is rescission of agreement, monetary damages in excess of $3 million, and rights to IP. We claim that Owen absconded with investment funds of EK- New Jersey and then attempted to undo his duties to corporation (Owen was sole officer and director) by trying to return some shares and take IP back into control.

ITEM 1A. Risk Factors

In addition to other information set forth in this Report, you should carefully consider the risk factors previously disclosed in “Item 1A to Part 1” of our Annual Report on Form 10-K for the year ended December 31, 2008, as filed with the Securities and Exchange Commission on May 12, 2009. There were no material changes from the risk factors during the three months ended September30, 2008.

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

There were no unregistered sales of equity securities in the three month period ending March 31, 2009.

ITEM 3. Defaults Upon Senior Securities

None.

ITEM 4. Submission of Matters to a Vote of Security Holders

None.

ITEM 5. Other Information

N/A

ITEM 6. Exhibits

EXHIBIT

NUMBER DESCRIPTION

3.1	Restated Certificate of Incorporation of Priviam, Inc. (f/k/a EncryptaKey, Inc.), dated August 1, 2008 (incorporated by reference to Current Report on Form 8-K filed on August 7, 2008).

3.2	By-laws, as amended. (Incorporated by reference to Current report on Form 8-K filed on October 4, 2006)

10.1	Technology Asset Purchase Agreement by and Between the Company and Nexicon, Inc.

10.2	Employment Agreement of Tommy Stianson (incorporated by reference to Quarterly Report on Form 10-Q filed November 19, 2008)

10.3	Employment Agreement of Daniel Urrea (incorporated by reference to Quarterly Report on Form 10-Q filed November 19, 2008)

10.4	Employment Agreement of Rick Urrea (incorporated by reference to Quarterly Report on Form 10-Q filed November 19, 2008) b

31.1	Certification of Principal Executive Officer pursuant to Rule 13a-14 and Rule 15d-14(a), promulgated under the Securities and Exchange Act of 1934, as amended.

31.2	Certification of Principal Financial Officer pursuant to Rule 13a-14 and Rule 15d-14(a), promulgated under the Securities and Exchange Act of 1934, as amended.

32.1	Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (Chief Executive Officer).

32.2	Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (Chief Financial Officer).

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 on this 29th day of May 2009.

	PRIVIAM, INC.

	By:	/s/ Louis Jack Musetti
		Louis Jack Musetti
		President, Chief Executive Officer and Director



	By:	/s/ Daniel Urrea
		Daniel Urrea
		Chief Financial Officer and Director

PRIVIAM, INC. 10-Q