WASHINGTON, D.C. 20549

FORM 10-Q

|X|   QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended: JulyOctober   31, 2008

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  000-52638

SECURE RUNWAY SYSTEMS CORP.

(Exact name of small business issuer as specified in its charter)

Nevada                            

   20-4412118

        (State of Incorporation or organization)        (IRS Employer Identification No.)

112 North Curry Street

Carson City, Nevada, 89703-4934

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(Address of principal executive offices)

(775) 321-8220

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(Issuer’s telephone number)

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.                          

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]

(Do not check if a smaller reporting company)

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

State the number of shares outstanding of each of the issuer’s classes of common equity, as of the latest practicable date:  As of SeptemberDecember 8, 2008, the registrant had 31,985,00031,050,000 shares of common stock, $0.001 par value, issued and outstanding.

Index

Balance Sheets as of October 31, 2008

Statements of Operations for three months ended

October 31, 2008 and October 31, 2007; and cumulative from

inception (February 22, 2006) to October 31, 2008.......................................................... 5

Item 1.  Financial Statements

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

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

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

SECURE RUNWAY SYSTEMS CORP.

NOTES TO THEINTERIM FINANCIAL STATEMENTS

OCTOBER 31, 2008

(unaudited)

1.BASIS OF PRESENTATION

On June, 23, 2008, the Company authorized a 5-for-1 stock split of the outstanding common stock. On augustAugust 12, 2008, the Company changed its name from Photomatica, Inc. to Secure Runway Systems Corp. as init focuses on its new business plan of developing a secure runway system for use at airports.

Unaudited Interim Financial Statements

The accompanying unaudited interim financial statements have been prepared in accordance with generally accepted accounting principles in the United States for interim financial information for companies reporting as development stage enterpriszes and with the instructions to Form 10-Q of the SEC. They do not include all information and footnotes required by generally accepted accounting principles for complete financial statements. However, except as disclosed herein, there have been no material changes in the information disclosed in the notes to the financial statements for the year ended April 30, 2008 included in the Company's Form 10-K filed with the Securities and Exchange Commission. The interim unaudited financial statements should be read in conjunction with those financial statements included in the Form 10-K In the opinion of management, all adjustments considered necessary for a fair presentation, consisting solely of normal recurring adjustments, have been made.ma de. Operating results for the threesix months ended JulyOctober 31, 2008 are not necessarily indicative of the results that may be expected for the year ending April 30, 2009.

ITEM 2: MANAGEMENT DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

Overview

Secure Runway Systems Corp. (“Secure Runway Systems,” “the Company,” ”our” or “we,”) was incorporated on February 22, 2006 under the name Photomatica, Inc. to enter into the stock photographic image sales industry. On May 9, 2008 Mr. Hilary Vieira became President and CEO of the Company and decided to take the Company in a new direction hoping to enhance shareholder value.  On June 16, 2008 the Company filed a Schedule 14c to change its name to Secure Runway Systems Corp. We are a development stage company planning to enter into the airline safety industry with a cost-effective runway monitoring system that can be used to alert ground, tower and/or flight crew of the presence of Foreign Object Debris, “FOD”.

The Company did not generate any revenue during the quarter ended JulyOctober 31, 2008.

Plan of Operation

The Companycompany is attempting to raise capital and start the development of its FOD prototype. If we are unable to complete any phase of our systems development or marketing efforts because we don’t have enough money, we will cease our development and or marketing operations until we raise sufficient funding.  Attempting to raise capital after failing in any phase of our development plan would be difficult. As such, if we cannot secure additional proceeds we will have to cease operations. If we have to have to reduce or cease our business activities due to lack of funding we have no plans to engage in any other business or enterprise.

We anticipate that our current cash and cash equivalents and cash generated from operations, if any, will not satisfy our liquidity requirements for at least the next 12 months. We will require additional funds and the Company will seek to raise additional capital to obtain the working capital necessary to produce our working FOD prototype which we anticipate will cost $1,200,000.  Over the next 90 days we intend to seek financing through private placements or convertible debentures.

During the next twelve months we plan to continue to define our business plan, create a website and acquire technologies that will enable us to produce our working prototype.  We also intend to determine the staffing and technology resources we will require to maintain and grow our business as well as identify and hirecontacting qualified engineers and personnel that will be able to design, develop and install our system in airports

Upon completion of our prototype, we will try and identify an airport to install our system and be a beta testing location, thus enabling us to certify the product  with Transport Canada. We will also initiate a  marketing campaign targeting potential users.for theproduct whichwill have to be certified by Transport Canada and the National Transport Safety Board ..  We expect to file for certifications within 300 days and we anticipate certification to take 10 to 14 months, the Company anticipates the cost of certification to be $25,000.

As soon as we receive our product certification from various safety organizations we can begin commercial production.

If we are unable to complete any phase of our systems development or marketing plans because we don’t have enough money, we will cease our development and/or marketing activities until we raise sufficient

funds. Attempting to raise capital after failing in any phase of our business plan would be difficult. As such, if we cannot secure additional proceeds we will have to cease operations.

Management has hired  Mr. Sean Turner at a salary of $5,000 per month to help with the development and implementation of our business plan.Our officer and director will still be responsible for business development. We will hire hardware and software engineers to develop our prototype when we have raised the necessary capital required to complete the prototype and may outsource someprototype.  Some of the work.

We do not expect the purchase or sale of any significant equipment other than individual components required to build our prototype FOD. We have had no material changes in financial condition or in our results of operation since the end of our fiscal year of April 30, 2008.21008.  We have not generated any revenue since inception.

Off Balance Sheet Arrangements.

As of the date of this Quarterly Report, the current funds available to the Company will not be sufficient to continue operations. The cost to establish the Company and begin operations is estimated to be approximately $1,200,000 over the next twelve months and the cost of maintaining our reporting status is estimated to be $15,000 over this same period. The officer and director, Mr. Vieira has indicated that he may be willing to provide the Company with necessary operating capital to maintain its reporting status the next twelve month period as the expenses are incurred in the form of a non-secured loan. However, there is no contract in place or written agreement securing this agreement.

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

Six months ended October 31, 2008 versus six months ended October 31, 2007

Revenue

There has been no revenue earned to date for either the six months ended October 31, 2008 and the same period in 2007.

General and administrative expenses

For the six months ended October 31, 2008 general and administrative expenses were $25,109 as compared to $2,201 for the same period in 2007.  The large increase results from management salaries of $11,425 and promotion and travel of $7,200.  These items reflect the increased activity exhibited by the Company in order to develop its runway system as described elsewhere in this filing.

Professional fees

For the six months ended October 31, 2008 professional fees were $101,960 as compared to $3,466 for the same period in 2007.  Legal fees represented the bulk of the expense totalling $91,871 which was mainly for numerous filings that were necessary to be submitted to the Securities and Exchange Commission and general corporate reorganization.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

We are a smaller reporting company as defined by Rule 12b-2 of the Exchange Act and are not required to provide the information required under this item.

ITEM 4. CONTROLS AND PROCEDURES

Based on their most recent evaluation, which was completed within 90 days of the filing of this Form 10-Q, the Company's Chief Executive Officer and Treasurer have identified that the lack of segregation of accounting duties as a result of limited personnel resources is a material weakness of its financial procedures. Other than for this exception, the Company’s Chief Executive Officer and treasurer believe the Company's disclosure controls and procedures (as defined in Exchange Act Rules 13a-14 and 15d-14) are effective to ensure that information required to be disclosed by the Company in this report is accumulated and communicated to the Company's management, including its principal executive officer and principal financial officer, as appropriate, to allow timely decisions regarding required disclosure. There were no significant changes in the Company's internal controls or other factors that could significantly affect these controlscontro ls subsequent to the date of their evaluation and there were no corrective actions with regard to significant deficiencies and material weaknesses.

ITEM 4T. CONTROLS AND PROCEDURES

The management of the Company is responsible for establishing and maintaining adequate internal control over financial reporting, as required by Sarbanes-Oxley (SOX) Section 404 A. The Company’s internal control over financial reporting is a process designed under the supervision of the Company’s Chief Executive Officer and Chief Financial Officer to provide reasonable assurance regarding the reliability of financial reporting and the preparation of the Company’s financial statements for external purposes in accordance with U.S. generally accepted accounting principles.

As of JulyOctober 31, 2008, management assessed the effectiveness of the Company’s internal control over financial reporting based on the criteria for effective internal control over financial reporting established in SEC guidance on conducting such assessments.  Based on that evaluation, they concluded that, during the period covered by this report, such internal controls and procedures were not effective to detect the inappropriate application of US GAAP rules as more fully described below. This was due to deficiencies that existed in the design or operation of our internal control over financial reporting that adversely affected our internal controls and that may be considered to be material weaknesses.

The matters involving internal controls and procedures that the Company’s management considered to be material weaknesses under the standards of the Public Company Accounting Oversight Board were: (1) lack of a functioning audit committee and lack of a majority of outside directors on the Company's board of directors, resulting in ineffective oversight in the establishment and monitoring of required internal controls and procedures; (2) inadequate segregation of duties consistent with control objectives; (3) insufficient written policies and procedures for accounting and financial reporting with respect to the requirements and application of US GAAP and SEC disclosure requirements; and (4) ineffective controls over period end financial disclosure and reporting processes. The aforementioned material weaknesses were identified by the Company's Chief Financial Officer in connection with the audit of our financial statements as of JulyOctober 31, 2008 and communicated the matters to our management.

Management believes that the material weaknesses set forth in items (2), (3) and (4) above did not have an affect on the Company's financial results. However, management believes that the lack of a functioning audit committee and lack of a majority of outside directors on the Company's board of directors, resulting

in ineffective oversight in the establishment and monitoring of required internal controls and procedures can result in the Company's determination to its financial statements for the future years.

 We are committed to improving our financial organization. As part of this commitment, we will create a position to  segregate duties consistent with control objectives and will increase our personnel resources and technical accounting expertise within the accounting function when funds are available to the Company: i) Appointing one or more outside directors to our board of directors who shall be appointed to the audit committee of the Company resulting in a fully functioning audit committee who will undertake the oversight in the establishment and monitoring of required internal controls and procedures; and ii) Preparing and implementing sufficient written policies and checklists which will set forth procedures for accounting and financial reporting with respect to the requirements and application of US GAAP and SEC disclosure requirements.

Management believes that the appointment of one or more outside directors, who shall be appointed to a fully functioning audit committee, will remedy the lack of a functioning audit committee and a lack of a majority of outside directors on the Company's Board. In addition, management believes that preparing and implementing sufficient written policies and checklists will remedy the following material weaknesses (i) insufficient written policies and procedures for accounting and financial reporting with respect to the requirements and application of US GAAP and SEC disclosure requirements; and (ii) ineffective controls over period end financial close and reporting processes. Further, management believes that the hiring of additional personnel who have the technical expertise and knowledge will result proper segregation of duties and provide more checks and balances within the department. Additional personnel will also provide the cross trainingtra ining needed to support the Company if personnel turn over issues within the department occur. This coupled with the appointment of additional outside directors will greatly decrease any control and procedure issues the company may encounter in the future.

We will continue to monitor and evaluate the effectiveness of our internal controls and procedures and our internal controls over financial reporting on an ongoing basis and are committed to taking further action and implementing additional enhancements or improvements, as necessary and as funds allow.

There have been no changes in our internal control over financial reporting identified in connection with the evaluation required by paragraph (d) of Rules 13a-15 or 15d-15 under the Exchange Act that occurred during the small business issuer's last fiscal quarter 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

The Company is not a party to any pending legal proceedings, and no such proceedings are known to be contemplated.

No director, officer, or affiliate of the issuer and no owner of record or beneficiary of more than 5% of the securities of the issuer, or any security holder is a party adverse to the small business issuer or has a material interest adverse to the small business issuer.

ITEM 1A. RISK FACTORS

We are a smaller reporting company as defined by Rule 12b-2 of the Exchange Act and are not required to provide the information required under this item.

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

None.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

None.

ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

None.

ITEM 5. OTHER INFORMATION

None.

ITEM 6. EXHIBITS

*     Included in Exhibit 31.1

**    Included in Exhibit 32.1

SIGNATURES

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

                        Secure Runway Systems Corp.

BY:      /s/ Hilary Vieira

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Hilary Vieira

President, Secretary Treasurer, Principal Executive Officer,

Principal Financial Officer and Director

Dated:  September 15,December 22, 2008

Exhibit 31.1

CERTIFICATIONS

I, Hilary Vieira, certify that:

1. I have reviewed this quarterly report of Secure Runway Systems Corp.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. I am responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in the Exchange Act Rules 13a-15(f) and 15d – 15(f)) for the registrant and have:

a) Designed such disclosure controls and procedures, or caused such controls and procedures to be designed under our supervision,  to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

 b) Designed such internal controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c) Evaluated the effectiveness of the registrants disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d) Disclosed in this report any change in the registrants internal control over financial reporting that occurred during the registrants most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and  

5. I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of registrant’s board of directors (or persons performing equivalent functions):

a) All significant deficiencies and material weaknesses in the design or operation of internal controls over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and,

b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

/s/ Hilary Vieira

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Hilary Vieira

President, Secretary Treasurer, Principal Executive Officer,

Principal Financial Officer and Director

Date:  December 22, 2008

Exhibit 32.1

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report on Form 10-Q for the six month period ending October 31, 2008 of Secure Runway Systems Corp., a Nevada corporation (the "Company"), as filed with the Securities and Exchange Commission on the date hereof (the "Quarterly Report"), I, Hilary Vieira, Chairman, President and Chief Financial Officer of the Company certify, pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

1. The Quarterly Report fully complies with the requirements of Section 13(a) or15(d) of the Securities and Exchange Act of 1934, as amended; and

2. The information contained in this Quarterly Report fairly presents, in all material respects, the financial condition and results of operation of the Company.

 /s/ Hilary Vieira

 ----------------------------------

 Hilary Vieira

 President, Secretary Treasurer, Principal Executive Officer,

 Principal Financial Officer and Director

Date: December 22, 2008