U.S. 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 December 31, 2008

¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ________ to ________

Commission File No. 000-49708

Radale Imports, Inc.

(Exact name of registrant as specified in its charter)

Nevada		33-0684067
(State of		(IRS Employer
Incorporation)		I.D. Number)

P. O. Box 1990

Rancho Santa Fe, CA 92067

858-756-3011

(Address and telephone number of registrant's principal

executive offices and principal place of business)

Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past twelve 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 ¨

As of February 19, 2009, there were 2,138,150 shares of the Registrant's Common Stock, par value $0.001 per share, outstanding.

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company.

Large accelerated filer ¨	Accelerated filer ¨
Non-accelerated filer ¨	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 o

Transitional Small Business Disclosure Format (check one): Yes o No x

TABLE OF CONTENTS

		Page

PART I - FINANCIAL INFORMATION		3

Item 1.	Financial Statements	3

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

Item 4.	Controls and Procedures	10

PART II - OTHER INFORMATION		10

Item 1.	Legal Proceedings	10

Item 6.	Exhibits	11

SIGNATURES		12

PART I – FINANCIAL INFORMATION

Item 1. Financial Statements

	PAGE

CONDENSED BALANCE SHEETS DECEMBER 31, 2008 (UNAUDITED) AND MARCH 31, 2008		4

CONDENSED STATEMENTS OF OPERATIONS THREE AND NINE MONTHS ENDED DECEMBER 31, 2008 AND 2007 AND PERIOD FROM AUGUST 18, 1995 (DATE OF INCEPTION) THROUGH DECEMBER 31, 2008 (UNAUDITED)		5

CONDENSED STATEMENTS OF CASH FLOWS NINE MONTHS ENDED DECEMBER 31, 2008 AND 2007 AND PERIOD FROM AUGUST 18, 1995 (DATE OF INCEPTION) THROUGH DECEMBER 31, 2008 (UNAUDITED)		6

NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS		7-8

RADALE IMPORTS, INC.

(A Development Stage Company)

CONDENSED BALANCE SHEETS

DECEMBER 31, 2008 (UNAUDITED) AND MARCH 31, 2008

	December, 31			March 31,
	2008			2008
	(Unaudited)

ASSETS
Current assets – cash	$	76		$	57

Related party receivables, net of reserve for doubtful accounts of $227,286		-			-

Total assets	$	76		$	57

LIABILITIES AND STOCKHOLDERS’ DEFICIENCY

Current liabilities:
Borrowings under line of credit	$	30,847		$	31,282
Accounts payable		55,346			50,081
Related party payables		1,499,149			1,368,707
Total liabilities		1,585,342			1,450,070

Stockholders’ deficiency:
Preferred stock, $.001 par value; 10,000,000 shares authorized; none issued		-			-
Common stock, $.001 par value; 40,000,000 shares authorized; 2,138,150 shares issued and outstanding		2,138			2,138
Additional paid-in capital		168,853			168,853
Deficit accumulated during the development stage		(1,756,257	)		(1,621,004	)

Total stockholders’ deficiency		(1,585,266	)		(1,450,013	)

Total liabilities and stockholders’ deficiency	$	76		$	57

See Notes to Unaudited Condensed Financial Statements.

RADALE IMPORTS, INC.

(A Development Stage Company)

CONDENSED STATEMENTS OF OPERATIONS

THREE AND NINE MONTHS ENDED DECEMBER 31, 2008 AND 2007

AND PERIOD FROM AUGUST 18, 1995 (DATE OF INCEPTION)

THROUGH DECEMBER 31, 2008

(Unaudited)

	Three Months Ended December 31,						Nine Months Ended December 31,						Cumulative from
	2008			2007			2008			2007			Inception
Operating Expenses:
General & administrative	$	3,121		$	11,474		$	27,822		$	34,394		$	914,498
Depreciation & amortization		-			-			-			-			7,698

Totals		3,121			11,474			27,822			34,394			922,196

Loss from Operations		(3,121	)		(11,474	)		(27,822	)		(34,394	)		(922,196	)

Other (Income) Expense:
Interest Income		-			-			-			-			(50,836	)
Interest Expense		36,907			32,998			107,431			95,636			884,897

Totals		36,907			32,998			107,431			95,636			834,061

Net Loss	$	(40,028	)	$	(44,472	)	$	(135,253	)	$	(130,030	)	$	(1,756,257	)

Net Loss per common share-basic and diluted	$	(.02	)	$	(.02	)	$	(.06	)	$	(.06	)

Basic weighted average number of common shares		2,138,150			2,138,150			2,138,150			2,138,150

See Notes to Unaudited Condensed Financial Statements.

RADALE IMPORTS, INC.

(A Development Stage Company)

CONDENSED STATEMENTS OF CASH FLOWS

NINE MONTHS ENDED DECEMBER 31, 2008 AND 2007 AND

PERIOD FROM AUGUST 18, 1995 (DATE OF INCEPTION)

THROUGH DECEMBER 31, 2008

(Unaudited)

	2008			2007			Cumulative from Inception

Operating activities:
Net loss	$	(135,253	)	$	(130,030	)	$	(1,756,257	)
Adjustments to reconcile net loss to net cash used in operating activities:
Provision for uncollectible related party receivables including accrued interest		-			-			227,286
Depreciation and amortization		-			-			7,698
Common stock issued for services		-			-			21,191
Changes in operating assets and liabilities:
Other assets		-			-			(1,105	)
Accounts payable		5,265			10,152			55,346
Interest receivable from related parties		-			-			(50,836	)
Interest payable to related parties		105,091			92,549			855,993
Net cash used in operating activities		(24,897	)		(27,329	)		(640,684	)

Investing activities:
Purchase of property and equipment		-			-			(6,593	)
Advances to related parties		-			-			(176,450	)
Net cash used in investing activities		-			-			(183,043	)

Financing activities:
Proceeds from loans payable to related party		25,350			28,500			643,156
Net proceeds from (payment on) line of credit		(434	)		(236	)		30,847
Proceeds from issuance of common stock		-			-			149,800
Net cash provided by financing activities		24,916			28,264			823,803

Net increase in cash		19			935			76

Cash, beginning of period		57			131			-

Cash, end of period	$	76		$	76		$	76

See Notes to Unaudited Condensed Financial Statements.

RADALE IMPORTS, INC.

(A Development Stage Company)

NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS

Note 1 - Unaudited interim financial statements:

The accompanying unaudited condensed financial statements of Radale Imports, Inc. (the “Company”) have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and with the instructions to Form 10-Q. Accordingly, they do not include all of the information and footnotes required by accounting principles generally accepted in the United States of America for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the nine months ended December 31, 2008 are not necessarily indicative of the results that may be expected for the year ending March 31, 2009. The unaudited condensed financial statements should be read in conjunction with the audited financial statements and footnotes thereto included in the Company’s March 31, 2008 Annual Report on Form 10-K.

Note 2 - Business organization and policies:

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 reported amounts and disclosures. Accordingly, actual results could differ from those estimates.

Earnings (loss) per share:

The Company follows the provisions of Statement of Financial Accounting Standards No. 128, Earnings per Share ("SFAS 128").

Basic earnings (loss) per common share is calculated by dividing net income or loss applicable to common shares by the weighted average number of common shares outstanding during the period. The calculation of diluted earnings per common share is similar to that of basic earnings per common share, except that dilutive earnings per common share reflects the amount of earnings for the period available to each share of common stock outstanding during the reporting period, while giving effect to all dilutive potential common shares that were outstanding during the period such as common shares that could result from the potential exercise or conversion of securities and debt into common stock. There are potentially no dilutive common shares outstanding for the nine months ended December 31, 2008 and 2007.

Concentration risk:

The Company has two vendors which composed approximately 74% and three vendors which composed approximately 84% of its accounts payable balance at December 31, 2008 and March 31, 2008, respectively.

RADALE IMPORTS, INC.

(A Development Stage Company)

NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS

Note 3 - Basis of presentation:

The accompanying financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America which contemplate continuation of the Company as a going concern and the realization of the Company’s assets and the satisfaction of its liabilities in the normal course of business. As of December 31, 2008, the Company has an accumulated deficit of $1,756,257 and a stockholders’ and working capital deficiency of $1,585,266. Management plans to obtain the additional funds to enable the Company to continue as a going concern through the acquisition of a business through a combination with another, as-yet-unidentified company. Due to the Company’s recurring losses and stockholders’ deficiency, there can be no assurance that the Company will be able to obtain the additional funds, which may impact the Company’s ability to continue as a going concern. The accompanying financial statements do not include any adjustments related to the recoverability and classification of assets or the amounts and classification of liabilities that might be necessary should the Company be unable to continue its operations as a going concern.

Note 4 - Related party receivables, net:

Related party receivables of $227,286 as of December 31, 2008 include accrued interest of $50,836. The receivables arose from periodic borrowings from the Company by stockholders and officers. All unpaid amounts were due no later than March 31, 2001, and are currently in default. The repayment of the principal and all accrued interest has been guaranteed by the Company’s principal stockholder’s estate. As a consideration to the stockholder for the guarantee, the debtors pledged their stock to the principal stockholder’s estate. Currently, the Company has not commenced collection of the receivables. Because of the uncertainty about the collectability of the receivables, no interest income was accrued in the nine month periods ended December 31, 2008 and 2007. The total receivables including accrued interest of $227,286 have been fully reserved through a provision charged to operations in the year ended March 31, 2001.

Note 5 - Related party payables:

Related party payables as of December 31, 2008 totaled $1,499,149, which includes notes payable of $643,156 and accrued interest of $855,993. The notes bear interest with rates ranging from 6% to 10% and are currently in default.

Item 2.

Management's Discussion and Analysis or Plan of Operation

The following discussion and analysis should be read in conjunction with the financial statements and the accompanying notes thereto for the period ended December 31, 2008 and are qualified in its entirety by the foregoing and by more detailed financial information appearing elsewhere. See "Item 1. Financial Statements." The discussion includes management’s expectations for the future.

Such expressions of expectation are not historical in nature and are considered forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are subject to risks and uncertainties that may cause actual future results to differ materially from those expressed in any forward-looking statement. Such risks and uncertainties are discussed in the Risk Factors section of our Annual Report on Form 10-K. Copies of that filing may be obtained by contacting Anne Ash of our company at P. O. Box 1990, Rancho Santa Fe, CA 92067, and telephone (858) 756-3011.

Plan of Operation for the Next Twelve Months

Our current business plan is to seek, investigate and, if warranted, acquire one or more properties or businesses, and to pursue other related activities intended to enhance shareholder value. The acquisition of a business opportunity may be made by purchase, merger, exchange of stock, or otherwise, and may encompass assets or a business entity, such as a corporation, joint venture or partnership. We have no capital, and it is unlikely that we will be able to take advantage of more than one such business opportunity. We intend to seek opportunities demonstrating the potential of long-term growth as opposed to short-term earnings.

As part of this plan, we have reincorporated in Nevada in order to facilitate such acquisitions.

We are in the development stage and, since inception, have experienced significant liquidity problems and have no capital resources or stockholders’ equity. We have total assets of $76 and liabilities of $1,585,342.

We cannot predict to what extent our lack of liquidity and capital resources will impair the consummation of a business combination or whether we will incur further operating losses through any business entity, which we may eventually acquire.

For the current fiscal year, we anticipate incurring a loss as a result of legal and accounting expenses, expenses associated with registration under the Securities Exchange Act of 1934, and expenses associated with locating and evaluating acquisition candidates. We anticipate that until a business combination is completed with an acquisition candidate, it will not generate revenues other than interest income, and may continue to operate at a loss after completing a business combination, depending upon the performance of the acquired business.

Need for Additional Financing

We do not have capital sufficient to meet our cash needs during the next twelve months, including the costs of compliance with the continuing reporting requirements of the Securities Exchange Act of 1934. We will have to seek loans or equity placements to cover such cash needs. In the event we are able to complete a business combination during this period, the lack of existing capital may be a sufficient impediment to prevent us from accomplishing the goal of completing a business combination. There is no assurance, however, that without funds we will ultimately be able to complete a business combination. Once a business combination is completed, our needs for additional financing are likely to increase substantially.

No commitments to provide additional funds have been made by management or other stockholders. Accordingly, there can be no assurance that any additional funds will be available to the Company to allow it to cover its expenses as they may be incurred.

Historically, our cash requirements had been met by loans to the company by the Estate of Lee Dodson, our former CEO, CFO, a director and the beneficial owner of a majority of our outstanding common stock. On June 27, 2007, Mr. Dodson, died. On July 13, 2007 Ken Swanson agreed to be the replacement of Mr. Dodson.

Irrespective of whether our cash assets prove to be inadequate to meet our operational needs, we might seek to compensate providers of services by issuances of stock in lieu of cash.

Item 4.

Controls and Procedures

Evaluation of disclosure controls and procedures. The Company carried out an evaluation, under the supervision and with the participation of the Company's management, including the Company's Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of the Company's disclosure controls and procedures as of the end of the period covered by this report. Based upon that evaluation, the Chief Executive Officer and Chief Financial Officer concluded that the Company's disclosure controls and procedures are effective and are designed to provide reasonable assurances of achieving their objectives. Further, the Company’s officers concluded that its disclosure controls and procedures are also effective to ensure that information required to be disclosed in the reports that it files or submits under the Exchange Act is accumulated and communicated to its management, including its chief executive officer and chief financial officer, to allow timely decisions regarding required disclosure. There were no significant changes in the Company's internal control over financial reporting during the period covered by this report that have materially affected, or are reasonably likely to materially affect our internal controls over financial reporting.

PART II - OTHER INFORMATION

Item 1.

Legal Proceedings

We are not, and none of our property is, a party to any pending legal proceedings, and no such proceedings are known to be contemplated.

No director, officer or affiliate of the Company and no owner of record or beneficial owner of more than 5.0% of the securities of the Company, or any associate of any such director, officer or security holder is a party adverse to the Company or has a material interest adverse to the Company in reference to any litigation.

Item 6.

Exhibits

The following exhibits are filed, by incorporation by reference, as part of this Form 10-Q:

Exhibit Number		Description of Exhibit

2		Plan of Merger between Radale Imports, Inc. (a California corporation) and Radale Imports, Inc. (a Nevada corporation)+

3		Amended and Restated Articles of Incorporation*

3.1		Bylaws*

3.2		Articles of Incorporation of Radale Imports, Inc., a Nevada corporation+

3.3		Bylaws of Radale Imports, Inc., a Nevada corporation+

3.4		Articles of Merger (Pursuant to NRS 92A.200) which merges Radale Imports, Inc., a California corporation, with and into Radale Imports, Inc., a Nevada corporation with the Nevada corporation being the surviving entity++

14		Code of Ethics for CEO and Senior Financial Officers**

16		Letter of January 14, 2005 from J.H. Cohn LLP to the SEC regarding its concurrence or disagreement with the statements made in Item 4.01 of Form 8-K Current Report December 1, 2004***

31.1		Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

31.2		Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

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

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

*Previously filed with Form 10-SB Commission file number 000-49708; incorporated herein.

**Previously filed with Form 10-KSB FYE 03-31-04 Commission file number 000-49708; incorporated herein.

***Previously filed with Form 8-K Current Report December 1, 2004 Commission file number 000-49708; incorporated herein.

+Previously filed with Form 10-KSB FYE 03-31-05 Commission file number 000-49708; incorporated herein.

++Previously filed with Form 8-K Current Report August 4, 2006 Commission file number 000-49708; incorporated herein.

SIGNATURES

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

Date: February 20, 2009	RADALE IMPORTS, INC.

	By	/s/ Ken Swanson
		Ken Swanson, Chief Executive Officer

RADALE IMPORTS INC 10-Q