Enhance Skin Products (EHSK) 10-Q 2011 Q1 Quarterly report

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 quarter ended July 31, 2010

OR

o   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 000-52755

ENHANCE SKIN PRODUCTS INC.

(Exact name of registrant as specified in its charter)

Nevada	84-1724410
(State or other jurisdiction of	(I.R.S. Employer
incorporation or organization)	Identification No.)

695 South Colorado Boulevard, Suite 400, Denver, Colorado 80246

(Address of principal executive offices)                (Zip Code)

Registrant's telephone number, including area code:    416-644-8318

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 x     No o

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

Number of shares outstanding of the registrant's class of common stock as of July 31, 2010: 49,250,000

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FORWARD-LOOKING STATEMENTS

THIS QUARTERLY REPORT ON FORM 10-Q CONTAINS PREDICTIONS, PROJECTIONS AND OTHER STATEMENTS ABOUT THE FUTURE THAT ARE INTENDED TO BE "FORWARD-LOOKING STATEMENTS" WITHIN THE MEANING OF SECTION 21E OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED (COLLECTIVELY, "FORWARD-LOOKING STATEMENTS"). FORWARD LOOKING STATEMENTS INVOLVE RISKS AND UNCERTAINTIES. A NUMBER OF IMPORTANT FACTORS COULD CAUSE ACTUAL RESULTS TO DIFFER MATERIALLY FROM THOSE IN THE FORWARD-LOOKING STATEMENTS. IN ASSESSING FORWARD-LOOKING STATEMENTS CONTAINED IN THIS QUARTERLY REPORT ON FORM 10-Q, READERS ARE URGED TO READ CAREFULLY ALL CAUTIONARY STATEMENTS- INCLUDING THOSE CONTAINED IN OTHER SECTIONS OF THIS QUARTERLY REPORT ON FORM 10-Q. AMONG SAID RISKS AND UNCERTAINTIES IS THE RISK THAT THE COMPANY WILL NOT SUCCESSFULLY EXECUTE ITS BUSINESS PLAN, THAT ITS MANAGEMENT IS ADEQ UATE TO CARRY OUT ITS BUSINESS PLAN AND THAT THERE WILL BE ADEQUATE CAPITAL OR THEY MAY BE UNSUCCESSUFL FOR TECHNICAL, ECONOMIC OR OTHER REASONS.

PART I - FINANCIAL INFORMATION

ITEM 1.   Financial Statements.

	Page Number
Balance Sheets	3
Statements of Operations	4
Statement of Stockholder's Equity	5
Statements of Cash Flows	6
Notes to the Financial Statements	7

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ENHANCE SKIN PRODUCTS INC.
formerly Zeezoo Software Corp.
CONSOLIDATED CONDENSED BALANCE SHEETS
		(unaudited)
		July 31			April 30
		2010			2010
ASSETS
Current
Cash		$	1,582		$	2,883
Sales tax receivable			1,299			580
Prepaids & deposits			833			2,866
Inventory			78,244			78,792
	Total current assets		81,958			85,121
Other assets
Intangible assets net of amortization of $12,678 and $10,143 respectively			85,048			87,583
	Total other assets		85,048			87,583
Total assets		$	167,006		$	172,704
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities
Accounts payable and accrued liabilities		$	40,855		$	126,252
Accounts payable to related party			482,720			217,172
Advances related party			89,344			69,013
	Total current liabilities		612,919			412,437
Stockholders' equity (deficit)
Authorized:
	100,000,000 common shares par value $0.001
Issued and outstanding 49,250,000 as of
	July 31, 2010 and April 30, 2010, respectively		49,250			49,250
Additional paid-in capital			1,337,055			1,337,055
Accumulated other comprehensive income			7,539			6,164
Deficit			(1,839,757	)		(1,632,202	)
Total stockholders' equity (deficit)			(445,913	)		(239,733	)
Total liabilities and stockholders' equity		$	167,006		$	172,704

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

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ENHANCE SKIN PRODUCTS INC.
formerly Zeezoo Software Corp.
CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS
For the three months ending July 31, 2010 and July 31, 2009
(Unaudited)
	July 31			July 31
	2010			2009
Revenue	$	335		$	-
Cost of goods sold		43			-
Gross profit		292			-
EXPENSES
Operating expenses
General & administrative		146,328			128,569
Professional fees		23,242			3,784
Development		-
Marketing		3,740			50,204
		173,310			182,557
Net loss before other items		(173,018	)		(182,557	)
Other items
Legal settlement expense		34,537
Interest income		-			(282	)
Net loss before income taxes		(207,555	)		(182,275	)
Provision for income taxes		-			-
Net loss	$	(207,555	)	$	(182,275	)
Basic and diluted loss per common share	$	0.00		$	0.00
Weighted average number of common shares outstanding		49,250,000			49,250,000

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

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ENHANCE SKIN PRODUCTS INC.
formerly Zeezoo Software Corp.
CONSOLIDATED CONDENSED STATEMENTS OF STOCKHOLDERS' EQUITY
For the three months ending July 31, 2010 and the year ending April 30, 2010
(Unaudited)
							Accumulated
					Additional		other						Total
	Common Stock				paid in		comprehensive						Stockholders
	Shares		Amount		Capital		income			Deficit			Equity
Balance April 30, 2009		49,250,000	$	49,250	$	1,337,055	$	10,297		$	(893,028	)	$	503,574
Translation adjustment								(4,133	)					(4,133	)
Net loss for the  period											(739,174	)		(739,174	)
Balance April 30, 2010		49,250,000	$	49,250	$	1,337,055	$	6,164		$	(1,632,202	)	$	(239,733	)
Translation adjustment								1,375						1,375
Net loss for the  period											(207,555	)		(207,555	)
Balance July 31, 2010		49,250,000	$	49,250	$	1,337,055	$	7,539		$	(1,839,757	)	$	(445,913	)

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

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ENHANCE SKIN PRODUCTS INC.
formerly Zeezoo Software Corp.
CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS
For the three months ending July 31, 2010 and July 31, 2009
(Unaudited)
	July 31			July 31
	2010			2009
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss for the period	$	(207,555	)	$	(182,275	)
Amortization of intangible assets		2,535			-
Changes in operating assets and liabilities:
Sales tax recoverable		(719	)		(4,940	)
Prepaids & deposits		2,033			11,721
Inventory		548			(36,196	)
Accounts payable and accrued liabilities		(85,397	)		1,865
Accounts payable to related party		265,548			25
Cash flows from operating activities		(23,007	)		(209,800	)
CASH FLOWS FROM INVESTING ACTIVITIES
Patent applications		-			(6,091	)
Trademarks		-			-
Cash flows from investing activities		0			(6,091	)
CASH FLOWS FROM FINANCING ACTIVITIES
Procceds from issuance of common stock		-			-
Proceeds from related party advances		20,331			-
Increase in additional paid in Capital		-			-
Net liabilities acquired from Zeezoo		-			-
Payment of loans		-			-
Cash flows from financing activities		20,331			-
NET INCREASE (DECREASE) IN CASH		(2,676	)		(215,891	)
Effect of foreign currency translation adjustments		1,375			1,853
Cash, beginning of the period		2,883			361,606
Cash, end of the period	$	1,582		$	147,568
Supplemental disclosure with respect to cash flows:
Cash paid for income taxes	$	-		$	-
Cash paid for interest	$	-		$	-
Included in changes to accounts payable related party are non cash items of $15,965 and $284 at July 31,
2010 and July 31, 2009 respectively.

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

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ENHANCE SKIN PRODUCTS INC.

formerly Zeezoo Software Corp.

NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS

July 31, 2010

(unaudited)

NOTE 1.   BASIS OF PRESENTATION

The accompanying unaudited interim condensed consolidated financial statements have been prepared by the Company without audit.  In the opinion of management, all adjustments (which include only normal recurring adjustments) necessary to present fairly the financial position, results of operations, and cash flows at July 31, 2010 and 2009, have been made.

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

NOTE 2.   RECENT ACCOUNTING PRONOUNCEMENTS

The company’s management has evaluated all the recently issued accounting pronouncements through the filing date of these financial statements and does not believe that they will have a material effect on the company’s financial position and results of operations.

NOTE 3.   GOING CONCERN

The Company's interim condensed consolidated financial statements are prepared using generally accepted accounting principles 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.Realization values may be substantially different from carrying values as shown, and these financial statements do not give effect to adjustments that would be necessary to the carrying value and classification of assets and liabilities should the Company be unable to continue as a going concern.  The Company has net losses for the three months ended July 31, 2010 of $207,555, and a working capital deficit of $530,961. The Company has relied on advances from the CEO director and major shareholder for vital operating expenditures.

The ability of the Company to become a profitable entity is dependent upon the Company’s successful efforts to generate sales and then attain profitable operations.  In response to these problems, management has planned the following actions:

▪ Management is presently seeking financing to fund its direct to consumer sales campaign. There can be no assurances, however, that management’s expectations of future sales will be realized.

These factors, among others, raise substantial doubt about the Company’s ability to continue as a going concern. These financial statements do not include any adjustments that might result from the outcome of this uncertainty.

NOTE 4.   RELATED PARTY TRANSACTIONS AND BALANCES

On July 12, 2010 the Company entered into a Termination and Settlement Agreement (the "Settlement Agreement") with Mercuriali Ltd., a company controlled by Donald Nicholson, a director of the Company.  The Settlement Agreement terminated a Letter of Intent between the Company and Mercuriali regarding a proposed merger between the Company and Mercuriali as part of a larger transaction involving the reverse merger of the Company into a company listed on AIM, a sub-market of the London Stock Exchange.  Neither the merger between Mercuriali and the Company, nor the reverse merger of the Company and the AIM listed company took place.  Under the Settlement

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Agreement, the Company agreed to pay Mercuriali expenses incurred pursuant to the Letter of Intent of $33,537 payable at a rate of 5% of gross funds raised by the Company. After receiving proceeds from financing the Company will pay 5% of the gross proceeds to Mercuriali until the obligation has been paid.  Other than the items provided for in the Termination Agreement, the Company and Mercuriali released each other from all claims relating to the Letter of Intent.

NOTE 5.   INVENTORY

The Company manufactured the complete product line of six SKU’s in the second quarter of 2010.  This was the first time the Company manufactured the current product line.  No further manufacturing has been required since this time.

Inventory consists of:

	July 31		April 30
	2010		2010
Finished Goods	$	34,446	$	34,994
Raw materials		43,798		43,798
	$	78,244	$	78,792

NOTE 6.   SUBSEQUENT EVENTS

On August 3, 2010, the Company entered into an Indirect Primary Offering Agreement (“IPOA”) and a Registration Rights Agreement (“RRA”) with Crisnic Fund S.A. (“Crisnic”).  Pursuant to the IPOA, the Company, in its sole discretion, has the right to sell to Crisnic and Crisnic has the obligation to purchase through advances to the Company, the Company’s common stock subject to the terms of the agreements and subject to a maximum aggregate purchase of Two Million Dollars ($2,000,000). Crisnic is not required to purchase the shares, unless the shares have been registered for resale and are freely tradable in accordance with the federal securities laws, including the Securities Act of 1933, as amended.  The Company is obligated to file with the Securities and Exchange Commi ssion a registration statement on Form S-1 within thirty (30) days from the date of the RRA registering only the shares subject to registration under the IPOA and to use all commercially reasonable efforts to have such registration statement declared effective at the earliest possible date.  The Company has agreed to pay Crisnic (i) due diligence expenses of $10,000.00; (ii) 1,750,000 shares of our common stock; and (iii) 1% of the amount of each advance made by Crisnic under the IPOA.

On August 3, 2010, the Company entered into a Stock Purchase Agreement (“SPA”) with Crisnic.  Pursuant to the SPA, the Company sold 750,000 shares of the Company’s Common Stock to Crisnic for an aggregate purchase price of U.S.$30,000.  The sale of these securities was made in reliance on the exemption from registration provided by Regulation D to the Securities Act of 1933 as Crisnic is an accredited investor as defined therein.

The foregoing description of the IPOA, RRA and SPA are qualified in their entirety by reference to the full text of the IPOA, the RRA and the SPA copies of each of which are attached to the Form 8-K filed by the Company on August 6, 2010 as Exhibits 10.1, 10.2 and 10.3, respectively, and each of which is incorporated herein in its entirety by reference.

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

The following selected comparative financial information has been derived from and should be read in conjunction with the financial statements of the Company for the three months ended July 31, 2010.

	Fiscal Three Months ended July 31,
		2009			2010			$ Change			% Change
Total Sales		$	-		$	335		$	335			100	%
Cost of goods sold			-			43			43			100	%
Gross profit			-			292			292			100	%
Operating expenses			182,557			173,310			(9,247	)		-5.1	%
Net loss befor other items			(182,557	)		(173,018	)		9,539			5.2	%
Other items
Legal settlement expense			-			34,537			34,537			100	%
Interest income			(282	)		-			(282	)		-100.0	%
Net loss		$	(182,275	)	$	(207,555	)	$	(25,280	)		-13.9	%
Net loss per share		$	-		$	-		$	0.00			0.0	%
Total assets		$	172,704		$	167,006		$	(5,698	)		-3.3	%
Working capital		$	229,780		$	(530,961	)	$	(760,741	)		-331.1	%

Sales

During three months ended July 31, 2010 the Company recorded $335 of sales.  The gross profit on these sales was $292 or 87.2%.  Included in sales are the freight charges to the customer to ship the product.  The Company did not record any sales in the three months ended July 31, 2009.  The sales to date have been disappointing therefore the Company is planning to launch a direct to consumer sales campaign in the 3rd quarter.

Cost of goods sold

The cost of the sales for the three months ended July 31, 2010 were $43.  Included in the cost of goods sold are direct manufacturing costs, including materials and packaging.  Also, included in cost of goods sold are the direct costs to package and ship the product.

Operating Expenses

Our operating expenses are classified primarily into the following categories.

General and administrative

General & administrative expenses for the three months ended July 31, 2010 were $146,328 or $17,759 more than the $128,569 recorded in the same period ended July 31, 2009.  This increase of 14% is mainly attributed to the increase in remuneration awarded to the Companies contract consultant.  Of the $146,328 of general and administrative expenses incurred in the three months ended July 31, 2010, remuneration contributed to 92.1% or $134,817, corporate 2.1% or $3,030, rent was 2.9% or $4,277, office was 1.8% or 2,660, the balance of  $1,544 or 1.1% was made up of bank charges, foreign exchange, insurance and travel.

Professional fees

Professional fees for the three months ended July 31, 2010 were $23,242 or $19,458 more than the $3,784 recorded in the same period ended July 31, 2009.  The three months expense of $3,784 for the three months ended July 31 2009 is

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not indicative of the annual fees as most of the professional fees were incurred in subsequent quarters.  There were no auditor fees expensed the quarter ended July 31, 2009 whereas there were $11,397 included in the quarter ended July 31, 2010.  Other professional fees included the present quarter were legal of $8,903 and other professional of $2,942.

Marketing

Marketing expenses for the three months ended July 31, 2010 were $3,740 or $46,464 less than the $50,204 recorded in the three months ended July 31, 2009.  The principal reason for this decrease is the fact the company does not have cash available to spend on marketing activities.  The largest change in comparison to the quarter ended July 31, 2009 is in website development.  The Company had incurred $34,520 of website development expenses in the quarter ended July 31, 2009 whereas nil expenses were incurred in the present quarter.  The website development was completed in the last fiscal year therefore no further expenses were incurred in the present quarter.  The Company is expecting to incur more website development costs later this year in preparing for the direct to consumer sale s campaign.

Included in marketing expenses for the three months ended July 31, 2010 were $2,535 for amortization of the intellectual property, $518 for advertising, $431 warehousing finished goods inventory and $256 for travel.

Other Items

Interest income.

In the three months ended July 31, 2010 the Company earned nil for interest income whereas in the comparative quarter ended July 31, 2009 the Company did have a modest amount of surplus cash and therefore earned $282.

Legal settlement expense.

On July 12, 2010 the Company entered into a Termination and Settlement Agreement (the "Settlement Agreement") with Mercuriali Ltd., a company controlled by Donald Nicholson, a director of the Company.  The Settlement Agreement terminated a Letter of Intent between the Company and Mercuriali regarding a proposed merger between the Company and Mercuriali as part of a larger transaction involving the reverse merger of the Company into a company listed on AIM, a sub-market of the London Stock Exchange.  Neither the merger between Mercuriali and the Company, nor the reverse merger of the Company and the AIM listed company took place.  Under the Settlement Agreement, the Company agreed to pay Mercuriali expenses incurred pursuant to the Letter of Intent of $34,537 payable at a rate of 5% of gross funds raised by the Company. After receiving proceeds from financing the Company will pay 5% of the gross proceeds to Mercuriali until the $34,537 has been paid.  Other than the items provided for in the Termination Agreement, the Company and Mercuriali released each other from all claims relating to the Letter of Intent.

Liquidity and Capital Resources

At July 31, 2010, the Company had a working capital deficit of $530,961, as compared to working capital of $229,780 at July 31, 2009.  The decrease of $760,741 is attributed to the operating losses incurred during the period from July 31, 2009 to July 31, 2010.

The CEO and director continues to make further advances to the Company increasing the balance in advances related party.  These funds are being used to finance current essential operating expenses.

Financing

On August 3, 2010, the Company entered into an Indirect Primary Offering Agreement (“IPOA”) and a Registration Rights Agreement (“RRA”) with Crisnic Fund S.A. (“Crisnic”).  Pursuant to the IPOA, the Company, in its sole discretion, has the right to sell to Crisnic and Crisnic has the obligation to purchase through advances to the Company, the Company’s common stock subject to the terms of the agreements and subject to a maximum aggregate

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purchase of Two Million Dollars ($2,000,000). Crisnic is not required to purchase the shares, unless the shares have been registered for resale and are freely tradable in accordance with the federal securities laws, including the Securities Act of 1933, as amended.  The Company is obligated to file with the Securities and Exchange Commission a registration statement on Form S-1 within thirty (30) days from the date of the RRA registering only the shares subject to registration under the IPOA and to use all commercially reasonable efforts to have such registration statement declared effective at the earliest possible date.  The Company has agreed to pay Crisnic (i) due diligence expenses of $10,000.00; (ii) 1,750,000 shares of our common stock; and (iii) 1% of the amount of each advance made by Crisnic under the IP OA.

On August 3, 2010, the Company entered into a Stock Purchase Agreement (“SPA”) with Crisnic.  Pursuant to the SPA, the Company sold 750,000 shares of the Company’s Common Stock to Crisnic for an aggregate purchase price of U.S.$30,000.  The sale of these securities was made in reliance on the exemption from registration provided by Regulation D to the Securities Act of 1933 as Crisnic is an accredited investor as defined therein.

The foregoing description of the IPOA, RRA and SPA are qualified in their entirety by reference to the full text of the IPOA, the RRA and the SPA copies of each of which are attached to the Form 8-K filed by the Company on August 6, 2010 as Exhibits 10.1, 10.2 and 10.3, respectively, and each of which is incorporated herein in its entirety by reference.

ITEM 3.   Quantitative and Qualitative Disclosures About Market Risk.

Market risk is the risk of loss arising from adverse changes in market rates and prices, such as interest rates, foreign currency exchange rates and commodity prices. Our primary exposure to market risk is interest rate risk associated with our short term money market investments. The Company does not have any financial instruments held for trading or other speculative purposes and does not invest in derivative financial instruments, interest rate swaps or other investments that alter interest rate exposure. The Company does not have any credit facilities with variable interest rates.

ITEM 4T.   Controls and Procedures.

We maintain disclosure controls and procedures designed to provide reasonable assurance that material information required to be disclosed by us in the reports we file or submit under the Securities Exchange Act of 1934 (the “Exchange Act”) is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and that the information is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure. We performed an evaluation, under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures as of the end of the period covered by this report. Based on their evaluation, our management, including our Chief Executive Officer and Chief Financial Officer, concluded that our disclosure controls and procedures are effective in giving us reasonable assurance that the information we are required to disclose in the reports we file or submit under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the SEC’s rules and forms and to ensure that such information is accumulated and communicated to our management, including our Principal Executive and Principal Financial Officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure.

We do not expect that our disclosure controls and procedures will prevent all errors and all instances of fraud. Disclosure controls and procedures, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the disclosure controls and procedures are met. Further, the design of disclosure controls and procedures must reflect the fact that there are resource constraints, and the benefits must be

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considered relative to their costs. Because of the inherent limitations in all disclosure controls and procedures, no evaluation of disclosure controls and procedures can provide absolute assurance that we have detected all our control deficiencies and instances of fraud, if any. The design of disclosure controls and procedures also is based partly on certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions.

Changes in Internal Control Over Financial Reporting

In our Management’s Report on Internal Control Over Financial Reporting included in the Company’s Form 10-K for the year ended April 30, 2010, management concluded that our internal control over financial reporting was effective as of April 30, 2010.

Our management did, however, identify a significant deficiency; a significant deficiency is a deficiency, or a combination of deficiencies, that is less severe than a material weakness, yet important enough to merit attention by those responsible for oversight of our financial reporting. Currently, we do not have sufficient in-house expertise in US GAAP reporting. Instead, we rely very much on the expertise and knowledge of external financial advisors in US GAAP conversion. External financial advisors have helped prepare and review our consolidated financial statements. Although we have not identified any material errors with our financial reporting or any material weaknesses with our internal controls, no assurances can be given that there are no such material errors or weaknesses existing. To remediate this situation, we are seekin g to recruit experienced professionals to augment and upgrade our financial staff to address issues of timeliness and completeness in US GAAP financial reporting. In addition, we do not believe we have sufficient documentation with our existing financial processes, risk assessment and internal controls. We plan to work closely with external financial advisors to document the existing financial processes, risk assessment and internal controls systematically.

We believe that the remediation measures we are taking, if effectively implemented and maintained, will remediate the significant deficiency discussed above.

Except as described above, there have been no changes in our internal controls over financial reporting that occurred during our last fiscal quarter to which this Quarterly Report on Form 10-Q relates 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 aware of any material legal proceedings, other than ordinary routine litigation incidental to the business, to which the registrant or any of its subsidiaries is a party or of which any of their property is the subject. We are not aware of any material proceedings to which any director, officer or affiliate of the registrant, any owner of record or beneficially of more than five percent of any class of voting securities of the registrant, or any associate of any such director, officer, affiliate of the registrant, or security holder is a party adverse to the registrant or any of its subsidiaries or has a material interest adverse to the registrant or any of its subsidiaries.

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

None.

ITEM 3.   Defaults Upon Senior Securities.

None.

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

None.

ITEM 5.   Other Information.

None

ITEM 6.   Exhibits.

(a)   Pursuant to rule 601 of Regulation  S-K, the following  exhibits are included herein or incorporated by reference.

Exhibit Number	Description
31.1	Certification  of CEO Pursuant TO 18 U.S.C. § 1350, Section 302
31.2	Certification  of CFO Pursuant to 18 U.S.C. § 1350, Section 302
32.1	Certification Pursuant to 18 U.S.C. § 1350, Section 906
32.2	Certification Pursuant to 18 U.S.C. § 1350, Section 906

SIGNATURES

Pursuant to the  requirements of Section 13 or 15(d) 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 13th day of September, 2010.

	ENHANCE SKIN PRODUCTS INC.
Date:  September 13, 2010	By:	/s/ Dr. Samuel S. Asculai
		Name:  Dr. Samuel S. Asculai
		Title:    President/CEO, Principal Executive Officer

Pursuant to the  requirements of Section 13 or 15(d) 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 13th day of September, 2010.

	ENHANCE SKIN PRODUCTS INC.
Date:  September 13, 2010	By:	/s/ Brian Lukian
		Name:  Brian Lukian
		Title:    Chief Financial Officer, Principal Financial Officer

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