UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

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

For the quarterly period ended March 31, 2011

. TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT

For the transition period from

Commission File Number 000-53271

EVETSCO, INC.

(Exact Name of registrant as specified in its charter)


Delaware	84-1466135
(State or other jurisdiction of incorporation or organization)	(IRS Employer Identification No.)


664 South Alvey Drive , Mapleton, UT	84664
(Address of principal executive offices)	(Zip Code)

(801) 358-5094

(Registrant’s telephone number, including area code)

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

Indicate by check mark whether the registrant 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 (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes . No .

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 the definitions of “large accelerated filer”, “accelerated filer”, and “smaller reporting company” in Rule 12b-2 of the Exchange Act.


Large accelerated filer	.	Accelerated filer	.
Non-accelerated filer	. (Do not check if a smaller reporting company)	Smaller reporting company	X .

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes X . No .

2,300,000 shares of the issuer’s common stock, $.001 par value, were outstanding at May 9, 2011.

PART I. FINANCIAL INFORMATION

Item 1. Financial Statements


	Page

Balance Sheets, March 31, 2011 (unaudited) and December 31, 2010	3

Unaudited Statements of Operations, for the three months ended March 31, 2011 and 2010 and from the date of commencement of development stage activities (October 10, 2006) through March 31, 2011	4

Unaudited Statements of Cash Flows, for the three months ended March 31, 2011 and 2010 and from the date of commencement of development stage activities (October 10, 2006) through March 31, 2011	5

Notes to Unaudited Financial Statements, March 31, 2011	6-7

Evetsco, Inc.

(a development stage company)

Balance Sheets


		March 31,		December 31,
		2011		2010
		(unaudited)
Assets:
Current Assets:
Cash in bank	$	5,091	$	414
Total Current Assets	$	5,091	$	414

Liabilities and Stockholders' Deficit:
Current Liabilities:
Accounts payable	$	956	$	2,636
Principal payable to related party		39,515		26,515
Interest payable to related party		942		545
Total Current Liabilities		41,413		29,696

Stockholders' Deficit:
Preferred stock, 10,000,000 shares $0.001 par value
authorized, no shares issued and outstanding at March
31, 2011 (unaudited), and at December 31, 2010,
respectively		-		-
Common stock, 200,000,000 shares $0.001 par value
authorized, 2,300,000 shares issued and outstanding at
March 31, 2011 (unaudited), and at December 31, 2010,
respectively		2,300		2,300
Paid in capital		14,521		14,521
Retained deficit		(331)		(331)
Deficit accumulated during the development stage		(52,812)		(45,772)
Total Stockholders' Deficit		(36,322)		(29,282)
Total Liabilities and Stockholders' Deficit	$	5,091	$	414

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

Evetsco, Inc.

(a development stage company)

Unaudited Statements of Operations


						From the Date of
						Commencement
						of Development
						Stage Activities
	For the Three Months Ended					(October 10, 2006)
		March 31,				through
		2011		2010		March 31, 2011

Revenue	$	-	$	-	$	-

General and administrative
expenses:
Accounting		3,200		3,200		27,394
Director fees		1,200		400		5,200
Legal and related		1,428		1,843		16,634
Transfer agent fees		813		28		2,336
Other		2		1		558
Total general and
administrative expenses		6,643		5,472		52,122

Other Income (expense):
Interest income		-		-		1,265
Interest expense		(397)		(67)		(1,955)

Total other income and (expense)		(397)		(67)		(690)

Net Loss	$	(7,040)	$	(5,539)	$	(52,812)

Net loss per share
of common stock	$	(0.00)	$	(0.00)

Weighted average number of
common stock outstanding		2,300,000		2,300,000

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

Evetsco, Inc.

(a development stage company)

Unaudited Statements of Cash Flows


						From the Date of
						Commencement
						of Development
						Stage Activities
		For the Three Months Ended				(October 10, 2006)
		March 31,				through
		2011		2010		March 31, 2011

Operating Activities:
Net loss	$	(7,040)	$	(5,539)	$	(52,812)
Adjustment to reconcile net
loss to net cash position:
Interest forgiveness upon conversion of
note payable		-		-		480
Changes in operating assets and liabilities:
Accounts payable		(1,680)		1,541		956
Interest payable to related party		397		67		1,457
Net cash used for
operating activities		(8,323)		(3,931)		(49,919)

Financing Activities:
Contributed capital		-		-		10
Stock subscription received		-		-		11,000
Amounts received from related parties		13,000		5,303		39,303
Amounts returned to related parties		-		-		(303)
Proceeds from convertible note		-		-		5,000
Net cash provided by financing activities:		13,000		5,303		55,010

Net increase (decrease) in cash		4,677		1,372		5,091
Net cash at beginning of Period		414		1,317		-
Net cash at end of Period	$	5,091	$	2,689	$	5,091

Supplemental Cash Flow Information
Cash paid for interest	$	-	$	-	$	-
Cash paid for income taxes	$	-	$	-	$	-
Interest payable converted to
principal balance on related party loan	$	-	$	-	$	515

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

Evetsco, Inc.

(a development stage company)

Notes to Unaudited Financial Statements

March 31, 2011

Note 1: Basis of Presentation

The accompanying unaudited financial statements of Evetsco, Inc. (the “Company”) were prepared pursuant to the rules and regulations of the United States Securities and Exchange Commission. 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 pursuant to such rules and regulations. Management of the Company (“Management”) believes that the following disclosures are adequate and sufficient to make the information presented not misleading. These financial statements should be read in conjunction with the audited financial statements and the notes thereto for the year ended December 31, 2010 included in the Company’s Form 10-K report.

These unaudited financial statements reflect all adjustments, consisting only of normal recurring adjustments that, in the opinion of Management, are necessary to present fairly the financial position and results of operations of the Company for the periods presented. Operating results for the three months ended March 31, 2011 are not necessarily indicative of the results that may be expected for the year ending December 31, 2011.

Note 2: Summary of Significant Accounting Policies

Organization – On January 15, 2008, the Company was incorporated under the laws of the State of Delaware. Originally incorporated as Oahu Enterprises, Inc. under the laws of the State of Colorado on November 27, 1996, the Company became a Delaware corporation pursuant to an Agreement and Plan of Merger (“Agreement”) dated February 8, 2008. By consent of a majority of the Company’s stockholders, a one for five (1:5) reverse split of the issued and outstanding common stock was effected on March 19, 2010. The accompanying financial statements reflect the aforementioned change for all periods presented. Dollar amounts used and shares issued to effect this change were cancelled upon completion of the transaction with no effect on the capitalization of the Company and the authorized shares of the Company were not reduced.

Business Purpose – The Company is a public shell corporation having a business objective to acquire an operating business.

Going Concern – The Company’s financial statements have been prepared using accounting principles generally accepted in the United States of America (“GAAP”) applicable to a going concern, which contemplates the realization of assets and liquidation of liabilities in the normal course of business. Since inception, the Company has not generated any revenue and has earned interest only incidental to a stock subscription note receivable. As of March 31, 2011, the Company’s financial position is not sufficient to fund its existing current liabilities to related parties and/or its planned business objective, without the receipt of additional equity or debt capital. The Company is dependent on its sole officer to provide sufficient capital (either through him or others) in the future as may be required. The Company also relies on its sole officer to serve in his capacity as an officer and director without compensation. It is assumed that these arrangements will continue, but no assurance thereof can be given. A change in these circumstances would have a material adverse effect on the Company’s ability to continue as a going concern. The accompanying financial statements do not include any adjustments that might result from the outcome of this uncertainty.

Cash and Cash Equivalents – The Company considers all highly liquid debt investments purchased with a maturity of three months or less to be cash equivalents.

Use of Estimates – These financial statements are prepared in conformity with GAAP and require that management make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities. The use of estimates and assumptions may also affect the reported amounts of expenses. Actual results could differ from those estimates or assumptions.

Net Loss per Share of Common Stock – The net loss per share of common stock is computed by dividing the net loss during the periods presented by the weighted average number of shares outstanding during those same periods. The Company does not have any outstanding financial instruments that would result in a dilution of its net loss per share of common stock.

Income Taxes – The Company has no deferred taxes arising from temporary differences between income for financial reporting and income for tax purposes. The Company has a net operating loss carry forward at March 31, 2011 of approximately $53,000 that expires if unused through 2031. A deferred tax asset in the amount of $17,956 is fully offset by a valuation allowance in the same amount. The change in the valuation allowance was $2,394 and $1,883 for the three months ended March 31, 2011 and 2010, respectively. The Company follows the provisions of uncertain tax positions as addressed in FASB ASC 740-10-65-1. The Company recognized approximately no increase in the liability for unrecognized tax benefits. The Company has no tax position at March 31, 2011 and 2010 for which the ultimate deductibility is highly certain but for which there is uncertainty about the timing of such deductibility.

Recently Enacted Accounting Pronouncements – The Company has reviewed all recently issued, but not yet adopted, accounting standards in order to determine their effects, if any, on its results of operations, financial position or cash flows. Based on that review, the Company believes none of these pronouncements will have a significant effect on these financial statements as presented.

Note 3: Capital Stock

The Company’s current business objective as a public shell corporation is to seek to acquire an operating business. If successful, such business activity will likely result in the issuance of shares of the Company’s common and/or preferred stock, which the Company’s board of directors may authorize for issuance without the approval of the Company’s stockholders. The Company’s shares of preferred stock may be issued in series, with such designations, preferences, stated values, rights, qualifications or limitations as determined solely by the Company’s board of directors.

Note 4: Related Party Transactions

The Company has received cash at various times from its sole officer, who is currently one of two directors of the Company, and who owns approximately 87% of the Company’s currently issued and outstanding common stock. These cash advances and $515 of interest were converted into several demand notes payable. The principal amount of these notes was $30,015 and $23,515, at March 31, 2011 and December 31, 2010, respectively. Interest on the principal amount has accrued at the rate of 5% per annum. Interest payable was $829 and $504 at March 31, 2011 and December 31, 2010, respectively. No payments for interest have been made. Also, see Note 5.

Since September 2010, the Company has issued three promissory notes to a 5% stockholder of the Company for cash received. These notes bear interest at 5% per annum and are due on demand. The principal amount of these notes was $9,500 and $3,000 at March 31, 2011 and December 31, 2010, respectively. Interest payable was $113 and $41 at March 31, 2011 and December 31, 2010, respectively. No payments for interest have been made.

Note 5: Subsequent Events

On May 6, 2011, the Company issued a $1,000 demand promissory note, bearing interest at 5% per annum, to its sole officer who is currently one of two directors of the Company and who owns approximately 87% of the Company’s currently issued and outstanding common stock, for cash received. If demand is not made on or before December 31, 2012, the promissory note shall be due and payable without further demand 30 days thereafter. Upon the occurrence of any event of default, the holder of the note may declare the unpaid principal amount of the note and interest thereon immediately due and payable. Events of default shall include default in repayment of the note, voluntary bankruptcy or reorganization of the Company, or resignation or replacement of the entire Board of Directors as constituted on May 6, 2011.

The Company has evaluated subsequent events from the balance sheet date through the date these financial statements were issued and has determined that there are no other events that would require additional disclosure in these financial statements.

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

The following discussion should be read in conjunction with our financial statements and related notes thereto as included with this Form 10-Q report.

Forward-Looking Statements

The statements contained herein that are not historical facts are forward-looking statements that represent management’s beliefs and assumptions based on currently available information. Forward-looking statements include the information concerning our search for an operating company (“target company”), possible or assumed future operations, business strategies, need for financing, competitive position, ability to retain and recruit personnel, and the effects of competition. Forward-looking statements include all statements that are not historical facts and can be identified by the use of forward-looking terminology such as the words “believes,” “intends,” “may,” “will,” “should,” “anticipates,” “expects,” “could,” “plans,” or comparable terminology or by discussions of strategy or trends. Although we believe that the expectations reflected in such forward-looking statements are reasonable, we cannot give any assurances that these expectations will prove to be correct. Such statements by their nature involve risks and uncertainties that could significantly affect expected results, and actual future results could differ materially from those described in such forward-looking statements.

General

We have not generated any revenue from operations since inception. Our current business plan is to locate and acquire the assets or voting securities of a target company in exchange for securities of our Company or to be acquired by such a target company. From time to time our Company has engaged in preliminary discussions with representatives of a potential target company; however, we have not entered into any material negotiations or into a letter of intent with any party and there are currently no agreements or arrangements with respect to any acquisition or material business transaction.

Results of Operations

Three Months Ended March 31, 2011 compared to March 31, 2010

For the three months ended March 31, 2011 and for the three months ending March 31, 2010, our total general and administrative expenses were $6,643 and $5,472, respectively, and represent an increase of $1,171. This increase resulted primarily from retaining Denny W. Nestripke as director of the Company and sole audit committee member during the full quarter of 2011 and only for one month during 2010. Mr. Nestripke is being paid $400 per month for his services in this capacity.

For the three months ended March 31, 2011 and for the three months ending March 31, 2010, our interest expense was $397 and $67, respectively, and represents an increase of $330. Inasmuch as our operations are financed through borrowing, interest expense will increase each quarterly period and will continue to do so at least until we are able to acquire a target company. Interest expense is being accrued at a rate of 5% per annum on a principal balance of $39,515 at March 31, 2011 and subsequently, on May 6, 2011, we borrowed an additional $1,000, at the same interest rate.

Liquidity and Capital Resources

Sources of Liquidity

We have no business operations and we do not have any assets with which we could secure our future capital borrowing requirements. We have relied on Joseph Nemelka, our sole officer (one of our two directors), to procure such capital as is necessary in order for us to remain operational and search for a target company. We have issued unsecured demand promissory notes for the cash we have received. Utilizing this method of funding our operations requires that we rely completely on the ability and capability of Mr. Nemelka and no assurance has been given to us by him that our liquidity requirements can be met through his efforts. As of March 31, 2011, we have received a total of $29,500 from him and $9,500 from a 5% shareholder of the Company and have issued unsecured demand promissory notes to them bearing interest at 5% per annum. In addition, during July 2010, $515 of interest due to Mr. Nemelka was converted into a note payable bearing interest at 5% per annum.

We do not carry life insurance or other type of insurance on Mr. Nemelka. If for some reason he were to become incapacitated or unable to perform his duties, we may not have sufficient capital available to pay those we retain to provide accounting, legal and other services in order for us to seek a target company and meet our reporting requirements. If Mr. Nemelka were to no longer function in this capacity, our board of directors may not be able to locate someone to provide management for the Company and to provide means to finance our operations. Additionally, there is no assurance that our board of directors will find one or more other individuals to serve the Company under our present financial condition and in the business objective we desire to pursue. Furthermore, the demand note payable that we have issued provides that upon the occurrence of any event of default, the holder of these notes may declare the unpaid principal amount of the note and interest thereon immediately due and payable. Events of default include default in repayment of the note, voluntary bankruptcy or reorganization of the Company, or resignation or replacement of the entire Board of Directors as constituted on the date the notes were issued.

Additional potential sources of liquidity that are available to us arise from debt or equity securities that we may issue. Our board of directors may issue debt instruments and may issue our equity securities (common and preferred stock) without the approval of our stockholders. We have issued unsecured demand notes payable to two stockholders (including Mr. Nemelka) which have not been registered with the SEC and which are not freely transferable. We have no shares of our preferred stock outstanding and our common stock is not traded in the marketplace. Other than for purposes of acquiring a target company or in conjunction with the acquisition of a target company, we presently have no intention of issuing shares of our preferred or common stock to raise capital.

Current Capital Resources/Requirements

At March 31, 2011, we had $5,091 in cash available and accounts payable due in the amount of $956. During the three months ended March 31, 2011, net cash used in operations exceeded $8,000. We anticipate that future costs of compliance with SEC reporting requirements will result in annual costs of approximately $20,000 for legal, accounting and related costs. We do not anticipate that our costs to comply with SEC reporting requirements to decrease in the future and such costs are more likely to increase as the complexities of compliance become greater.

In addition, we anticipate that as we investigate the potential acquisition of a target company, costs will be incurred, the amounts which are presently not determinable. The investigation of a target company will likely require that we incur costs not previously encountered, such as travel, lodging, entertainment, and the retention of consultants and other professionals as we may determine necessary in order to adequately assess the viability of acquiring a target company. Incurring such costs may not result in any benefit to our Company and our shareholders. We may incur such costs and subsequently determine that the acquisition of the target company may ultimately not be in our best interest. As previously stated, there is no market for the sale of our common stock and even if a target company is acquired by us by purchase or by some form of reorganization, no assurance can be given that a market for our common stock will result.

Current market conditions have resulted in a tightening of capital available for those entities that we would consider as being potential target companies. Current market conditions have also decreased our ability to acquire a target company because the number of potential suitors of target companies has increased. Consequently, a longer waiting period may ensue before a target company is willing to consider our Company as a reorganization candidate or may preclude us from ever finding a target company. Under these conditions, we will constantly be under the necessity to locate sufficient capital to fund our operational needs and to do so for an indefinite period of time. We have limited sources of capital available to us and have in the past relied on Mr. Nemelka, our sole officer who owns 87% of our common stock, to provide such capital to us, either from him or others. During the quarter ended March 31, 2011, we received funds from Mr. Nemelka and from a 5% stockholder of our Company. We do not believe that we will be able to receive capital from individuals or entities other than from our existing stockholders. We presently do not intend to issue shares of our common or preferred stock in order to obtain cash to fund our operations.

Our need for capital may change dramatically if we acquire a target company. We currently have no understandings, commitments or agreements with respect to the acquisition of a target company and we may not be able to identify a target company in the future. Further, we may not be successful in consummating any acquisition on favorable terms and we may not able to profitably manage any target company that we may acquire. If we should require additional capital in order to consummate the acquisition of a target company, we may sell shares of our common or preferred stock or utilize varying forms of debt financing.

Financing Risk

As of March 31, 2011, we have issued unsecured demand notes in the amount of $39,515 to finance our operations, and on May 6, 2011 we issued an additional demand note payable in the amount of $1,000, to Mr. Nemelka. We do not have the wherewithal to repay these notes nor do we have the financial means to defend the collection of these notes by the note holders. These notes are held by our stockholders who, combined, own 95% of our issued and outstanding common stock. Mr. Nemelka, who is one of our two directors, is the holder of $31,015 of these notes at May 6, 2011. We believe that the note holders have sufficient interest in our Company that they will not make demand on us for the payment of these notes. Nevertheless, they have not provided us with any assurance that demand will not be made for the payment of the notes. We are not able to assess the consequences to our Company if demand was made and we do not have the cash available to make payment of our obligation.

Going Concern Risk

Our audited financial statements as of December 31, 2010 and our unaudited financial statements as of March 31, 2011, have been prepared assuming that our Company will continue as a going concern. We have incurred losses from operations since our inception and we require additional funds for us to comply with our reporting requirements and to seek a target company. Our need for additional future financing raises substantial doubt regarding our ability to continue as a going concern. Nevertheless, our financial statements have been 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. Our Company has been and will continue to be dependent on Mr. Nemelka, our sole officer, to obtain additional capital in the future. We also rely on Mr. Nemelka to serve in this capacity without compensation. We are assuming that these arrangements will continue. A change in these circumstances would have a material adverse effect on our ability to continue as a going concern.

Off-Balance Sheet Arrangements

During the three months ended March 31, 2011 and through the filing date of this report, we did not engage in any off-balance sheet arrangements.

Item 3. Quantitative and Qualitative Disclosures About Market Risk

As a smaller reporting company, we have elected not to provide the disclosure required by this item.

Item 4. Controls and Procedures

Disclosure Controls and Procedures

Our President, who is also our principal financial officer, after evaluating the effectiveness of our “disclosure controls and procedures” (as defined in the Rule 13a-15(e) under the Exchange Act) as of the end of the period covered by this Quarterly Report on Form 10-Q (the “Evaluation Date”), has concluded that as of the Evaluation Date, our disclosure controls and procedures were effective to provide assurance that information we are required to disclose in reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission rules and forms, and that such information is accumulated and communicated to our management, including our principal executive and financial officers, as appropriate, to allow timely decisions regarding required disclosure.

Changes in Internal Control over Financial Reporting

There were no changes in our internal control over financial reporting (as defined in Rule 13a-15(f) under the Exchange Act) that occurred during our most recent quarter ended March 31, 2011, that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

It should be noted that any system of controls, however well designed and operated, can provide only reasonable and not absolute assurance that the objectives of the system will be met. In addition, the design of any control system is based in part upon certain assumptions about the likelihood of future events. Because of these and other inherent limitations of control systems, there is only reasonable assurance that our controls will succeed in achieving their stated goals under all potential future conditions.

PART II. OTHER INFORMATION

Item 6. Exhibits

31.1

Rule 13a-14(a) Certification by Principal Executive Officer and Principal Financial Officer

32.1

Section 1350 Certification of Principal Executive Officer and Principal Financial Officer

SIGNATURES

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

Evetsco, Inc.

Date: May 12, 2011

By: /s/ Joseph Nemelka

Joseph Nemelka, President

(Principal Executive and Financial Officer)

Evetsco, Inc. 10-Q