Go Solar USA 10Q 2010 Q2 Quarterly report

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

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

For the quarterly period ended: June 30, 2009

£ 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. 333-145882

Fresca Worldwide Trading Corporation

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



	Nevada	42-1689315
	(State or other jurisdiction of incorporation or organization)	(I.R.S. Tax. I.D. No.)

360 Main Street Washington, VA 22747
(Address of Principal Executive Offices)

Issuer’s telephone number: (501) 663-5533
Issuer’s facsimile number: (501) 453-7311

No Change
(Former name, former address and former
fiscal year, if changed since last report)

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 [ ]

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

APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PRECEDING FIVE YEARS

Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Sections 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court. Yes [ ] No [ ]

APPLICABLE ONLY TO CORPORATE ISSUERS

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date: 23,385,000 shares of $.001 par value common stock was outstanding as of June 30, 2009.

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. (Check one:


Large Accelerated Filer	¨	Accelerated Filer	¨
Non-Accelerated Filer	¨	Smaller reporting company	x
(Do not check if a smaller reporting company)

FRESCA WORLDWIDE TRADING CORPORATION

INTERIM AND UNAUDITED FINANCIAL STATEMENTS INDEX


	TABLE OF CONTENTS	Page
	PART I – FINANCIAL INFORMATION:

Item 1.	Financial Statements

	Balance Sheet – December 31,2008 and June 30, 2009 (Unaudited)	4

	Statements of Operations for the six months ended June 30, 2009 and June 30, 2008 (unaudited)	5

	Statements of Cash Flows for the six months ended June 30, 2009 and June 30, 2008 (unaudited)	6

	Notes to Unaudited Financial Statements

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

Item 3	Quantitive and Qualitative Disclosure About Market Risks

Item 4	Controls and Procedures

	PART II OTHER INFORMATION:

Item 1.	Legal Proceedings

Item 1A	Risk Factors

Item 2	Unregistered Sales of Equity Securities and Use of Proceeds

Item 3.	Defaults Upon Senior Securities

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

Item 5.	Other Information

Item 6	Exhibits

Signatures


FRESCA WORLDWIDE TRADING, CORP.
BALANCE SHEETS

	(Unaudited)	(Audited)
	June 30,	December 31,
	20 09	2008
CURRENT ASSETS
Cash and Cash Equivalents	$ 27,221	$ 14,920

TOTAL CURRENT ASSETS	27,221	14,920

PROPERTY & EQUIPMENT - NET	3,757	4,836

TOTAL ASSETS	$ 30,978	$ 19,756

LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities
Accounts Payable	$ 28,517	$ 35,398
Bank Overdraft	-	2,533
Other Liability	20,000	-
Related Party Payable	6,261	5,934

TOTAL CURRENT LIABILITIES	54,778	43,865


TOTAL LIABILITIES	54,778	43,865

STOCKHOLDERS' EQUITY
Preferred Stock, .001 par value 10,000,000 shares authorized	-	-
Common Stock, .001 par value 500,000,000 shares
authorized, 21,455,000 and 2,095,000 shares issued and outstanding at
June 30, 2009 and December 31, 2008 respectively	21,455	2,095
Additional Paid in Capital	47,099	46,905
Retained Earnings	(92,354)	(73,109)

TOTAL STOCKHOLDERS' EQUITY	(23,800)	(24,109)

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY	$ 30,978	$ 19,756


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



FRESCA WORLDWIDE TRADING, CORP.
STATEMENTS OF OPERATIONS
(Unaudited)

	For The Three	For The Three	For The Six	For The Six
	Months Ended	Months Ended	Months Ended	Months Ended
	June 30,	June 30,	June 30,	June 30,
	2009	2008	2009	2008

SALES	$ 9,788	$ 6,943	$ 23,123	$ 18,328

COST OF SALES	1,636	2,944	3,712	2,692

Gross Profit	8,152	3,999	19,411	15,636

GENERAL AND ADMINSTRATIVE	10,465	9,860	39,807	31,164

OTHER INCOME (EXPENSE)
Other Income	�� -	3,092	1,477	3,112
Interest Expense	(165)	(117)	(326)	(213)
Total Other Income (Expense)	(165)	2,975	1,151	2,899

Loss Before Taxes	(2,478)	(2,886)	(19,245)	(12,629)

INCOME TAX EXPENSE	-	-	-	316

NET INCOME/(LOSS)	$ (2,478)	$ (2,886)	$ (19,245)	$ (12,945)

Net Loss per Common Share	$ (0.00)	$ (0.00)	$ (0.00)	$ (0.01)

Weighted Common Shares Outstanding	21,455,000	2,095,000	21,455,000	2,095,000




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


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

FRESCA WORLDWIDE TRADING, CORP.
STATEMENTS OF CASH FLOWS
(UNAUDITED)

	For The Six	For The Six
	Months Ended	Months Ended
	June 30,	June 30,
	2009	2008

Operating Activities:
Net Loss	$ -	$ (12,945)
Adjustments to reconcile net income to net
cash provided (used) by operating activities:
Gain on Sale of Equipment	0	(3,092)
Depreciation Expense	856	812
(Increase) Decrease in Accounts Receivables	-	235
Increase (Decrease) in Accounts Payable	-	16,350
Increase (Decrease) in Other Liabilities	-	-
Increase (Decrease) in Accrued Interest	-	126

Net cash provided by (used in) operating activities	856	1,486

Investing Activities:
Proceeds from Sale of Equipment	1,700	3,800

Net cash provided by investing activities	1,700	3,800

Financing Activities:
Bank Overdraft	-	-
Related Party Note Payable	-	5,500
Additional Paid in Capital	-	-
Issuance of Stock	-	-

Net cash provided by financing activities	-	5,500

Net Increase in cash	2,556	10,786

Cash - Beginning of Period	-	3,498
	.	.
Cash - End of Period	$ 2,556	$ 14,284

Supplemental Disclosures of Cash Flow Information:
Cash Paid During The Period For:
Interest	$ -	$ (213)




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

FRESCA WORLDWIDE TRADING, CORP.

NOTES TO THE UNAUDITED FINANCIAL STATEMENTS
FOR THE PERIOD ENDED JUNE 30, 2009

NOTE 1. NATURE OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

NATURE OF BUSINESS

FRESCA WORLDWIDE TRADING, CORP. (the Company) is currently a provider of both privately owned and company owned automatic teller machines (ATM). The Company receives revenues from the collection of the surcharge revenues and inter exchange revenues.

Organization and Basis of Presentation

The Company was formed under the laws of the State of Nevada. On February 10, 2006, the Company entered into an asset purchase agreement with Cobalt Blue, LLC., a New York company, for the purchase of its ATM assets. The Company paid Cobalt Blue, LLC. $10,000 for the purchase of its ATM assets on February 10, 2006. Cobalt Blue, LLC. is operated as a privately held company and has been in existence since 2003. The Company was inactive from December 29, 2003 (date of formation) until February 10, 2006.

NOTE 2.

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

ACCOUNTING BASIS

These financial statements are prepared on the accrual basis of accounting in conformity with accounting principles generally accepted in the United States of America.

USE OF ESTIMATES

The preparation of financial statements in conformity with generally accepted accounting principals requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

CONCENTRATIONS OF CREDIT RISK

The Company's ATM’s are located in New York State and usage of those ATM’s may be affected by economic conditions in those areas. The Company has experienced decrease in revenues due to decreased locations and worsened economic conditions.

The Company maintains cash balances with a financial institution insured by the Federal Deposit Insurance Corporation up to $250,000. There are no uninsured balances at June 30, 2009.

CASH AND CASH EQUIVALENTS

The Company considers all highly liquid instruments with a maturity of three months or less when purchased to be cash equivalents for purposes of classification in the balance sheets and statement of cash flows. Cash and Cash equivalents consists of cash in bank (checking) accounts, CD, cash in ATM machines and money market.

FIXED ASSETS AND DEPRECIATION

Fixed assets are stated at cost. Depreciation is calculated on a straight-line basis over the useful lives of the related assets, which range from five to seven years. Maintenance and repairs are charged to income as incurred.

FRESCA WORLDWIDE TRADING, CORP.

NOTES TO THE UNAUDITED FINANCIAL STATEMENTS
FOR THE PERIOD ENDED JUNE 30, 2009

NOTE 2.

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Continued

REVENUE RECOGNITION

The Company derives its revenue from surcharge revenue and inter exchange revenue. Surcharge fees are added fees which the Company charges the ATM user for dispensing cash. Inter exchange fees are fees charged between banks for transferring money. The Company all of the Surcharge Fees and receives a portion of the Inter exchange fees as income. The Company recognizes the net fees received as revenues.

The Company receives interchange fees for transactions on ATM’s that it owns. The Company also receives the interchange fee for transactions on ATM’s owned by third party vendors included within its network. The Company keeps and reports as revenues all interchange fees.

The Company has 3 different circumstances for recording the surcharge fee as revenue. In the first case, for ATM’s owned and serviced by the Company, the Company receives and reports all of the surcharge fee as revenue. In the second case, where the Company owns but does not service the ATM’s, the Company records the surcharge fee as revenue and records the portion of the fee paid to the owner of the ATM location as commission expense. In the third case, of ATM’s owned and serviced by third party vendors, the Company rebates all of the surcharge fee to the third party and does not report any surcharge fee revenue

DIVIDENDS

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

INCOME TAXES

The Company provides for income taxes under Statement of Financial Accounting Standards NO. 109, “Accounting for Income Taxes.” SFAS No. 109 requires the use of an asset and liability approach in accounting for income taxes.

SFAS No. 109 requires the reduction of deferred tax assets by a valuation allowance if, based on the weight of available evidence, it is more likely than not that some or all of the deferred tax assets will not be realized.

EARNINGS (LOSS) PER SHARE

The basic earnings (loss) per share are calculated by dividing the Company’s net income available to common shareholders by the weighted average number of common shares outstanding during the year. The diluted earnings (loss) per share are calculated by dividing the Company’s net income (loss) available to common shareholders by the diluted weighted average number of shares outstanding during the year. The diluted weighted average number of shares outstanding is the basic weighted number of shares adjusted as of the first of the year for any potentially dilutive debt or equity. There are no diluted shares outstanding.

ACCOUNTS RECEIVABLE

The Company considers accounts receivable to be fully collectible; accordingly, no allowance for doubtful accounts is required. If amounts become uncollectible, they will be charged to operations when that determination is made. No such charges were recorded for the period ended June 30, 2009.

FRESCA WORLDWIDE TRADING, CORP.

NOTES TO THE UNAUDITED FINANCIAL STATEMENTS
FOR THE PERIOD ENDED JUNE 30, 2009

NOTE 3.

PROPERTY & EQUIPMENT


		June 30, 2009		December 31, 2008
Equipment	$	8,469	$	9,025
Accumulated Depreciation		(4,712)		(4,189)

Total Property & Equipment	$	3,757	$	4,836

NOTE 4.

INCOME TAXES

Income Taxes

The Company provides for income taxes under Statement of Financial Accounting Standards No. 109, Accounting for Income Taxes. SFAS No. 109

Requires the use of an asset and liability approach in accounting for income taxes. Deferred tax assets and liabilities are recorded based on the differences between the financial statement and tax bases of assets and liabilities and the tax rates in effect when these differences are expected to reverse. The Company’s predecessor operated as entity exempt from Federal and State income taxes.

The provision for income taxes differs from the amounts which would be provided by applying the statutory federal income tax rate of 39% to the net loss before provision for income taxes for the following reasons:

December 31,

2008 .

2007

Income tax benefit at statutory rate

$ 3,145

9,750

Valuation allowance

(3,145)

(9,750)

Income tax expense per books

$ -0-

Net deferred tax assets consist of the following components as of:

December 31,

2008 .

2007

NOL Carryover

$ (3,145)

$ (9,750)

Valuation allowance

3,145

9.750

Net deferred tax asset

$ -0-

$ -0

NOTE 5.

COMMON STOCK

During 2007, the Company issued 120,000 shares at $0.25 per share. The number of shares issued and outstanding at December 31, 2007 is 2,120,000. During September 2008 the Company cancelled 25,000 shares of common stock that had not been paid for by the shareholder. The Company adjusted common stock and additional paid in capital accordingly. During March 2009 the company issued 19,360,000 shares of common stock for services. The Company adjusted common stock and additional paid in capital accordingly. The number of shares issued and outstanding at June 30, 2009 is 21,455,000

NOTE 6.

NOTE PAYABLE

The Company has a $5,000 note payable with Joseph Passalaqua bearing interest at 10%; payable on demand. The Company has a $500 note payable with Joseph Passalaqua bearing interest at 18%; payable on demand. Interest accrued on these notes totals $761 at June 30, 2009.

FRESCA WORLDWIDE TRADING, CORP.

NOTES TO THE UNAUDITED FINANCIAL STATEMENTS
FOR THE PERIOD ENDED JUNE 30, 2009

NOTE 7.

OPERATING LEASE

The Company leases office space under an operating lease expiring in July 2009. Rent expense for the period ended June 30, 2009 amounted to $1,200.

The minimum future rental payments under the operating lease at June 30, 2009 are as follows:


2009	$	1,200

NOTE 8.

THE EFFECT OF RECENTLY ISSUED ACCOUNTING STANDARDS

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

In February 2007, the FASB issued SFAS no, 159, “The Fair Value Option for Financial Assets and Financial Liabilities” (“SFAS 159”). SFAS 159 provides companies with an option to report selected financials assets and liabilities at fair value. The objective of SFAS 159 is to reduce both complexity in accounting for financial instruments and the volatility in earnings caused by measuring related assets and liabilities differently. Generally accepted accounting principles have required different measurement attributes for different assets and liabilities that can create artificial volatility in earnings. The FASB has indicated it believes that SFAS 159 helps to mitigate this type of accounting-induced volatility by enabling companies to report related assets and liabilities at fair value, which would likely reduce the need for companies to comply with detailed rules for hedge accounting. SFAS 159 also establishes presentation and disclosure requirements designed to facilitate comparisons between companies that choose different measurement attributes for similar types of assets and liabilities. SFAS 159 does not eliminate disclosure requirements included in other accounting standards, including requirements for disclosures about fair value measurements included in SFAS 157 and SFAS No. 107, “Disclosures about Fair Value of Financial Instruments. ”SFAS 159 is effective for the Company as of the beginning of fiscal year 2008. The adoption of this pronouncement is not expected to have an impact on the Company’s financial position, results of operations or cash flows.

FRESCA WORLDWIDE TRADING, CORP.

NOTES TO THE UNAUDITED FINANCIAL STATEMENTS
FOR THE PERIOD ENDED JUNE 30, 2009

NOTE 7.

THE EFFECT OF RECENTLY ISSUED ACCOUNTING STANDARDS - Continued

In September 2006, the FASB issued SFAS No. 157, Fair Value Measurements, which defines fair value, establishes a framework for measuring fair value in generally accepted accounting principles, and expands disclosures about fair value measurements. SFAS No. 157 does not require any new fair value measurements, but provides guidance on how to measure fair value by providing a fair value hierarchy used to classify the source of the information. This statement is effective for us beginning May 1, 2008.

In December 2007, the FASB issued No. 160, “Noncontrolling Interests in Financial Statements, an amendment of ARB No. 51" (“SFAS 160"). SFAS 160 amends ARB 51 to establish accounting and reporting standards for the noncontrolling interest in a subsidiary and for the deconsolidation of a subsidiary. It clarifies that a noncontrolling interest in a subsidiary is an ownership interest in the consolidated entity that should be reported as equity in the consolidated financial statements. This Statement is effective for fiscal years beginning on or after December 15, 2008. Early adoption is not permitted. Management is currently evaluating the effects of this statement, but it is not expected to have any impact on the Company’s financial statements.

In December 2007, the FASB issued No. 141(R), “Business Combinations” (“SFAS 141(R)”. SFAS 141(R) provides companies with principles and requirements on how an acquirer recognizes and measures in its financial statements the identifiable assets acquired, liabilities assumed, and any noncontrolling interest in the acquiree as well as the recognition and measurement of goodwill acquired in a business combination. SFAS 141(R) also requires certain disclosures to enable users of the financial statements to evaluate the nature and financial effects of the business combination. Acquisition costs associated with the business combination will generally be expensed as incurred. SFAS 141(R) is effective for business combinations occurring in fiscal years beginning after December 15, 2008, which will require the Company to adopt these provisions for business combinations occurring in fiscal 2009 and thereafter. Early adoption of SFAS 141(R) is not perm itted. Management is currently evaluating the effects of this statement, but it is not expected to have any impact on the Company’s financial statements.

In March 2008, the FASB issued No. 161, “Disclosures about Derivative Instruments and Hedging Activities, an amendment of FASB Statement No. 133. (“SFAS 161"). SFAS 161 requires enhanced disclosures about an entity's derivative and hedging activities and thereby improves the transparency of financial reporting. This Statement is effective for financial statements issued for fiscal years and interim periods beginning after November 15, 2008, with early application encouraged. This Statement encourages, but does not require, comparative disclosures for earlier periods at initial adoption. Management is currently evaluating the effects of this statement, but it is not expected to have any impact on the Company’s financial statements.

an ongoing source of revenues sufficient to cover its operating costs and allow it to continue as a going concern. The ability of the Company to continue as a going concern is dependent on the Company obtaining adequate capital to fund operating losses until it becomes profitable. If the Company is unable to obtain adequate capital, it could be forced to cease operations. FRESCA WORLDWIDE TRADING, CORP.

NOTES TO THE UNAUDITED FINANCIAL STATEMENTS
FOR THE PERIOD ENDED JUNE 30, 2009

NOTE 8.

GOING CONCERN

The Company's 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. The Company has not yet established

In order to continue as a going concern, the Company will need, among other things, additional capital resources. Management's plans to obtain such resources for the Company include (1) obtaining capital from management and significant shareholders sufficient to meet its minimal operating expenses, and (2) seeking out and completing a merger with an existing operating company. However, management cannot provide any assurances that the Company will be successful in accomplishing any of its plans.

The ability of the Company to continue as a going concern is dependent upon its ability to successfully accomplish the plans described in the preceding paragraph and eventually secure other sources of financing and attain profitable operations. The accompanying financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.

Item 2.

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATION

Forward Looking Statements

Some of the information in this section contains forward-looking statements that involve substantial risks and uncertainties. You can identify these statements by forward-looking words such as "may," "will," "expect," "anticipate," "believe," "estimate" and "continue," or similar words. You should read statements that contain these words carefully because they:


·	discuss our future expectations;


·	contain projections of our future results of operations or of our financial condition; and


·	state other "forward-looking" information.

We believe it is important to communicate our expectations. However, there may be events in the future that we are not able to accurately predict or over which we have no control. Our actual results and the timing of certain events could differ materially from those anticipated in these forward-looking statements as a result of certain factors, including those set forth under "Risk Factors," "Business" and elsewhere in this prospectus. See "Risk Factors."

Organization and Basis of Presentation

Critical Accounting Policies

The preparation of financial statements and related disclosures in conformity with accounting principles generally accepted in the United States of America requires management to make judgments, assumptions and estimates that affect the amounts reported in our consolidated financial statements and accompanying notes. We base our estimates and judgments on historical experience and on various other assumptions that we believe are reasonable under the circumstances. However, future events are subject to change, and the best estimates and judgments routinely require adjustment. The amounts of assets and liabilities reported in our consolidated balance sheet, and the amounts of revenues and expenses reported for each of our fiscal periods, are affected by estimates and assumptions which are used for, but not limited to, the accounting for allowance for doubtful accounts, goodwill and intangible asset impairments, restructurings, inventory and income taxes. Actual results could differ from these estimates. The following critical accounting policies are significantly affected by judgments, assumptions and estimates used in the preparation of our consolidated financial statements.

Revenue Recognition Policies

SIX MONTHS ENDED JUNE 30, 2009 COMPARED TO SIX MONTHS ENDED JUNE 30, 2008

REVENUES

Our total revenue increased by $4,795 or approximately 26.16 %, from $18,328 in the six months ended June 30, 2008 to $23,123 in the six months ended June 30, 2009. This increase was primarily attributable due to more transactions on the network.

Our Inter Exchange revenue increased by $1,054 or approximately 48.04 %, from $2,194 in the six months ended June 30, 2008 to $3,248 in the six months ended June 30, 2009. This increase was primarily due to more transactions on the network.

Our Surcharge Revenues increased by $3,638 or approximately 22.55%, from $16,134 in the six months ended June 30, 2008 to $19,772 in the six months ended June 30, 2009. The increase was primarily attributable due to more transactions on the network.

COSTS OF SALES

Our overall cost of sales increased for the six months ending June 30, 2009 by $1,020 or approximately 37.89% when compared to the six months ended June 30, 2008.

Our commissions decreased by $137 when compared to the same period in 2008. This decrease is primarily attributable to fewer vendors that received commission.

Depreciation expense increased by $44 when compared to the same period in 2008. This increase is due to the purchase of a new asset. The term of service is commonly referred to as the “useful life” of the asset. Because an asset such as ATM machine is expected to provide service for many years, it is recorded as an asset, rather than an expense, in the year acquired. A portion of the cost of the long-lived asset is reported as an expense during the cost of an asset to expense over its life in a rational and systematic manner.

Our cost for ATM phone lines and supplies increased $1,133 when compared to the same period in 2008. This is due to an increase in repairs on ATM machines.

OPERATION AND ADMINISTRATIVE EXPENSES

Operating expenses increased by $8,643 or approximately 27.73% over the same period in 2008. This increase is mainly representative of a increase due to the increase in professional fees.

Our professional fees increased by $5,703 or approximately 19.60% over the same period in 2008 These are fees we pay to accountants and attorneys throughout the period for performing various tasks.

Our office expenses account for a increase of $2,740 when compared to the same period ending

June 30, 2008.

Interest Expense

Interest expense, net, increased $113 for the period ended June 30, 2009 to $326 from $213 for the period ended June 30, 2008. This is due to an increase in interest rate debt.

Net Loss from Operations

We had net loss of $19,245 for the period ended June 30, 2009 as compared to a net loss after taxes of $12,945 for the period ended June 30, 2008. This increase was due to a increase in operating expenses for the period ended June 30, 2009.

Liquidity and Capital Resources

Our primary liquidity and capital resource needs are to finance the costs of our operations.

As of June 30, 2009, we had $27,221 cash on hand, compared to $14,284 as of June 30, 2008.

We believe that we will continue to need investing and financing activities to fund operations.

Net cash provided by operating activities was $12,807 during the six-month period ended June 30, 2009, mainly representative of a decrease in accounts payable and an increase in other liabilities during 2009. This compares to net cash provided by operating activities of $1,486 for the six-month period ended June 30, 2008.

Net cash provided by investing activities was $1,700 during the six-month period ended June 30, 2009, representative of proceeds from sale of equipment. This compares to net cash provided by investing activities of $3,800 for the six-month period ended June 30, 2008 representative of proceeds from sale of equipment.

Net cash used in financing activities was $2,206 during six-month period ended June 30, 2009, mainly representing a bank overdraft. This compares to net cash provided by financing activities of $5,500 for the six-month period ended June 30, 2008, mainly representing proceeds from related party.

Our expenses to date are largely due to professional fees and the cost of sales for ATM costs.

We believe that our results of operations will provide us with the necessary funds to satisfy our liquidity needs for the next 6 months. To the extent they are not, however, our principal stockholders have agreed to fund our operations for the next twelve-month period and beyond.

Working Capital

As of June 30, 2009, we had total assets of $30,978 and total liabilities of $54,778 which results in working deficit of $(23,800) as compared to total assets of $19,756 and total liabilities of $43,865 resulting in a working capital deficit of $(24,109) as of June 30, 2008.

THREE MONTHS ENDED JUNE 30, 2009 COMPARED TO THREE MONTHS ENDED JUNE 30, 2008

REVENUES

Our total revenue increased by $2,845 or approximately 40.97 %, from $6,943 in the three months ended June 30, 2008 to $9,788 in the three months ended June 30, 2009. This increase was primarily attributable due to more transactions on the network.

Our Inter Exchange increased by $582 or approximately 50.74%, from $1,147 in the three months ended June 30, 2008 to $1,729 in the three months ended June 30, 2009. This increase was primarily due to more transactions on the network.

Our Surcharge Revenues increased by $2,753 or approximately 47.49%, from $5,796 in the three months ended June 30, 2008 to $8,549 in the three months ended June 30, 2009. The increase was primarily attributable due to more transactions on the network.

COSTS OF SALES

Our overall cost of sales decreased for the three months ending June 30, 2009 by $1,307 or approximately 44.40% when compared to the three months ended June 30, 2008.

Our commissions decreased by $36 when compared to the same period in 2008. This decrease is primarily attributable to fewer vendors that received commission.

Depreciation expense increased by $30 when compared to the same period in 2008. This increase was due to the addition of a new asset. The term of service is commonly referred to as the “useful life” of the asset. Because an asset such as ATM machine is expected to provide service for many years, it is recorded as an asset, rather than an expense, in the year acquired. A portion of the cost of the long-lived asset is reported as an expense during the cost of an asset to expense over its life in a rational and systematic manner.

Our cost for ATM phone lines and supplies decreased $1,302 when compared to the same period in 2008.

OPERATION AND ADMINISTRATIVE EXPENSES

Operating expenses increased by $605 or approximately 6.136% over the same period in 2008. This increase is mainly representative of an increase in the fees we pay to accountants and attorneys throughout the period for performing various tasks and an increase in the use of outside services.

Our professional fees increased by $1,151or approximately 12.715% over 2008. These are fees we pay to accountants and attorneys throughout the period for performing various tasks.

Our office expenses account for a decrease of $546 when compared to the same period ending 2008.

Interest Expense

Interest expense, net, increased for the period ended June 30, 2009 to $165 from $117 for the period ended June 30, 2008. This is increase is due to an increase in interest rate debt.

Net Loss from Operations

We had net loss of $2,478 for the period ended June 30, 2009 as compared to a net loss of $2,886 for the period ended June 30, 2008. This increase was due to an increase in revenue for the period ended June 30, 2009.

COMMON STOCK

We are authorized to issue 100,000,000 shares of Common Stock, with a par value of $0.001. There are 23,385,000 shares of Common Stock issued and outstanding as of the date of June 30, 2009 of this form 10-Q. All shares of common stock have one vote per share on all matters including election of directors, without provision for cumulative voting. The common stock is not redeemable and has no conversion or preemptive rights. The common stock currently outstanding is validly issued, fully paid and non- assessable. In the event of liquidation of the company, the holders of common stock will share equally in any balance of the company's assets available for distribution to them after satisfaction of creditors and preferred shareholders, if any. The holders of common stock of the company are entitled to equal dividends and distributions per share with respect to the common stock when, as and if, declared by the boa rd of directors from funds legally available.

PREFERRED STOCK

We are authorized to issue 10,000,000 shares of Preferred Stock, with a par value of $0.001. There are 0 shares of Preferred Stock issued and outstanding as of the date of June 30, 2009 of this form 10-Q.

CAUTIONARY STATEMENT FOR FORWARD-LOOKING STATEMENTS

Statements contained in this "Management's Discussion and Analysis or Plan of Operation" may contain information that includes or is based upon certain "forward-looking statements" relating to our business. These forward-looking statements represent managements current judgment and assumptions, and can be identified by the fact that they do not relate strictly to historical or current facts. Forward-looking statements are frequently accompanied by the use of such words as "anticipates," "plans," "believes," "expects," "projects," "intends," and similar expressions. Such forward-looking statements involve known and unknown risks, uncertainties, and other factors, including, while it is not possible to predict or identify all such risks, uncertainties, and other factors, those relating to:

our ability to secure the additional financing adequate to execute our business plan;

our ability to identify, negotiate and complete the acquisition of an operating business, consistent with our business plan.

Any one of these or other risks, uncertainties, other factors, or any inaccurate assumptions may cause actual results to be materially different from those described herein or elsewhere by us. We caution readers not to place undue reliance on any such forward-looking statements, which speak only as of the date they were made. Certain of these risks, uncertainties, and other factors may be described in greater detail in our filings from time to time with the Securities and Exchange Commission, which we strongly urge you to read and consider. Subsequent written and oral forward-looking statements attributable to us or to persons acting on our behalf are expressly qualified in their entirety by the cautionary statements set forth above and elsewhere in our reports filed with the Securities and Exchange Commission. We expressly disclaim any intent or obligation to update any forward-looking statements.

Item 3. Quantitive and Qualitative Disclosure About Market Risks.

Not Applicable.

Item 4. Controls and Procedures.

(a)

Evaluation of disclosure controls and procedures.

We maintain disclosure controls and procedures that are designed to ensure that information required to be disclosed in our reports filed pursuant to the Securities Exchange Act of 1934, as amended the ("Exchange Act"), is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission's rules, regulations and related forms, and that such information is accumulated and communicated to our principal executive officer and principal financial officer, as appropriate, to allow timely decisions regarding required disclosure.

We have carried out an evaluation, under the supervision and with the participation of our management, including our principal executive officer and principal financial officer, of the effectiveness of the design and operation of our disclosure controls and procedures. Based on this evaluation, our principal executive officer and principal financial officer concluded that our disclosure controls and procedures were effective.

(b)

Changes in internal controls.

There have been no significant changes in our internal controls or other factors that could significantly affect such controls and procedures subsequent to the date we completed our evaluation. Therefore, no corrective actions were taken.

PART II - OTHER INFORMATION

Item 1. Legal Proceedings.

To the best knowledge of the Company's officers and directors, the Company is currently not a party to any pending legal proceedings.

Item 1A. Risk Factors.

There have been no material changes to the risk factors previously disclosed under item 1 of the Company’s Registration Statement on Form 10-SB, as filed with the United States Securities and Exchange Commission on February 8, 2007.

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.

(a)

Exhibits:

31.1

Certification pursuant to Section 302 of Sarbanes Oxley Act of 2002.

32.1

Certification pursuant to Section 906 of Sarbanes Oxley Act of 2002

SIGNATURES

In accordance with Section 13 or 15(d) of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, there unto duly authorized.


	FRESCA WORLDWIDE TRADING CORP.

Date: August 19, 2009	By:	/s/ Joseph Meuse
		Director

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Readability	7th grade Good

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