Ultimate Products (ULPC) 10-Q 2011 Q2 Quarterly report

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 10-Q

Quarterly Report Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

For the Quarterly Period Ended September 30,2010

Commission File Number 333-152011

ULTIMATE PRODUCTS CORPORATION

(Exact name of registrant as specified in its charter)

Nevada	77-0713267
(State or other jurisdiction of	(I.R.S. Employer
incorporation or organization)	Identification No.)

530 Avenue Del Prado

Suite 339

Novato, California 94949

(415) 608-7992

(Registrant’s telephone number, including area code)

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 large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See 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)

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

5,433,070 shares of Common Stock, par value $0.001, were outstanding on August ______, 2010.

PART 1—FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

ULTIMATE PRODUCTS CORPORATION

INDEX

		Page
		Number
Part I.	FINANCIAL INFORMATION
Item 1.	Financial Statements - Unaudited	4
	Balance Sheets as of September  30, 2010 and March 31, 2010 (audited)	4
	Statements of Operations for the three  and six months ended September  30, 2010 and 2009 and for the period February 15, 2008 (inception) to September 30, 2010	5
	Statements of Cash Flows for the three and six months ended September 30, 2010 and 2009 and the period February 15, 2008 (inception) to September 30, 2010	6
	Notes to the Financial Statements	7
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	8
Item 3.	Quantitative and Qualitative Disclosures about Market Risk	9
Item 4.	Controls and Procedures	9
PART II.	OTHER INFORMATION
Item 1.	Legal Proceedings	9
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	9
Item 3.	Defaults Upon Senior Securities	9
Item 4.	Submission of Matters to a Vote of Security Holders	9
Item 5.	Other Information	10
Item 6.	Exhibits	10
SIGNATURES		10

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ULTIMATE PRODUCTS CORPORATION

INDEX

	Page(s)
Condensed Balance Sheets as of September 30, 2010 and March 31, 2010	4
Condensed Statements of Operations for the three and six months ended September 30, 2010 and 2009 and the period of February 15, 2008 (Inception) to September 30, 2010	5
Condensed Statements of Cash Flows for the six months ended September 30, 2010 and 2009 and the period of February 15, 2008 (Inception) to September 30, 2010	6
Notes to the Condensed  Financial Statements	7

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PART 1.   FINANCIAL INFORMATION

ITEM 1.   FINANCIAL STATEMENTS

ULTIMATE PRODUCTS CORPORATION
(A Development Stage Enterprise)
Balance Sheets
					September 30,		March 31,
					2010		2010
ASSETS
Current assets
	Cash			$	5,098	$	90
		Total current assets			5,098		90
	Trademarks				723		723
			Total assets	$	5,821	$	813
LIABILITIES AND STOCKHOLDERS' DEFICIT
Current liabilities
	Accounts payable and accrued liabilities			$	7,305	$	5,720
	Related party payable				28,773		10,873
		Total current liabilities			36,078		16,593
Stockholders' Deficit
	Preferred stock, $.001 par value; 5,000,000 shares authorized,
		no shares issued or outstanding			-		-
	Common stock, $.001 par value; 70,000,000 shares authorized,
		5,433,070 issued and outstanding			5,433		5,433
	Additional paid-in capital				17,517		17,517
	Deficit accumulated during the development stage				(53,207)		(38,730)
		Total stockholders'  deficit			(30,257)		(15,780)
			Total liabilities and stockholders' deficit	$	5,821	$	813

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ULTIMATE PRODUCTS CORPORATION
(A Development Stage Enterprise)
Statements of Operations
											For the period
											February 15, 2008
				Three months ended September 30,				Six months ended September 30,			(inception) to September 30,
				2010		2009		2010	2009		2010
Revenue			$	-	$	-	$	-	-	$	-
Expenses
	Professional fees			1,000		1,200		2,985	1,200		40,855
	Research and development			9,400		-		9,400	-		9,400
	Other general & administrative			2,056		100		2,092	100		2,952
		Total expenses		12,456		1,300		14,477	1,300		53,207
Net loss			$	(12,456)	$	(1,300)		(14,477)	(1,300)	$	(53,207)
Net loss per weighted share,
	basic and fully diluted		$	(0.00)	$	(0.00)	$	(0.00)	(0.00)
Weighted average shares outstanding				5,433,070		5,433,070		5,433,070	5,433,070

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ULTIMATE PRODUCTS CORPORATION
(A Development Stage Enterprise)
Statements of Cash Flows
									For the period
									February 15, 2008
					Six months ended September 30,				(inception) to
					2010		2009		September 30, 2010
Cash flows from operating activities
	Net loss			$	(14,477)	$	(1,300)	$	(53,207)
	Adjustments to reconcile net loss to net cash
		used in operating activities:
		Common stock issued for services			-		-		2,775
	Changes in operating liabilities:
		Prepaid expenses			-		-		-
		Accounts payable and accrued liabilities			1,585		(300)		7,305
			Net cash used in operating activities		(12,892)		(1,600)		(43,127)
Cash flows from investing activities
	Purchase of trademarks				-		-		(723)
			Net cash used in investing activities		-		-		(723)
Cash flows from financing activities
	Proceeds from related party payable				17,900		1,500		28,773
	Proceeds from sale of stock				-		-		17,300
	Capital contributed by shareholders				-		-		2,875
			Net cash provided by financing activities		17,900		1,500		48,948
		Net increase (decrease) in cash			5,008		(100)		5,098
							-
		Cash at beginning of period			90		110		-
		Cash at end of period		$	5,098	$	10	$	5,098
Supplemental disclosure of non-cash investing
	and financing activities:
	Issuance of 2,775,070 shares of common stock
		for professional and consulting services		$	-	$	-	$	2,775
Supplemental Cash Flow Information:
	Cash paid for interest			$	-	$	-	$	-
	Cash paid for income taxes				-		-		-

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ULTIMATE PRODUCTS CORPORATION

(A Development Stage Enterprise)

Notes to the Unaudited Financial Statements

NOTE 1 - CONDENSED FINANCIAL STATEMENTS

The accompanying 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 as of and for the periods ended September 30, 2010 and for all periods presented 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 condensed financial statements be read in conjunction with the financial statements and notes thereto included in the Company's March 31, 2010 audited financial statements as reported in Form 10K.  The results of operations for the periods ended September 30, 2010 are not necessarily indicative of the operating results for the full year ended March 31, 2011.

NOTE 2 - GOING CONCERN

The Company's financial statements are prepared using accounting principles generally accepted in the United States of America applicable to a going concern, which contemplates the realization of assets and liquidation of liabilities in the normal course of business. The Company has not yet established 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.

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 stockholders sufficient to meet its minimal operating expenses, and (2) as a last resort, 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.

NOTE 3 – SUBSEQUENT EVENTS

The Company has evaluated subsequent events through the date of this filing and determined there are no events to disclose.

NOTE 4 – RELATED PARTY TRANSACTIONS

Through September 30, 2010, the Company has received advances from shareholders in the amount of $28,773. These advances were used to pay for incorporation of Ultimate Products Corporation, the costs associated with the filing to register the Trademark, "Ultimate Building Board^TM" and professional fees incurred during the development stage resulting in a related party payable of $28,773 and $10,873 as of September 30, and March 31, 2010, respectively. These advances are non-interest bearing and due on demand and as such are considered to be a current liability. Interest has not been imputed due to the immaterial impact this would have on the financial statements as a whole.

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

FORWARD LOOKING STATEMENTS

This report contains forward-looking statements that involve risk and uncertainties. We use words such as "anticipate", "believe", "plan", "expect", "future", "intend", and similar expressions to identify such forward-looking statements. Investors should be aware that all forward-looking statements contained within this filing are good faith estimates of management as of the date of this filing and actual results may differ materially from historical results or our predictions of future results.

General

Ultimate Products Corporation (hereinafter referred to as “UPC” or the “Company”) a Nevada corporation and developmental stage company, has the business objective of developing, producing and distributing, a magnesium oxide board called “Ultimate Building Board ™” for use in a number of applications.

The Company is a development stage company that was incorporated on February 15, 2008, in the state of Nevada. The Company has never declared bankruptcy, it has never been in receivership, and it has never been involved in any legal action or proceedings. Since becoming incorporated, Ultimate Products has not made any significant purchase or sale of assets, nor has it been involved in any mergers, acquisitions or consolidations and the Company owns no subsidiaries. The fiscal year end is March 31st. The Company has not had revenues from operations since its inception and/or any interim period in the current fiscal year.

Plan of Operation

As of September 30, 2010, we have$5,098 of cash available. We have $36,078 of current liabilities. From the date of inception (February 15, 2008) to September 30, 2010,  the Company has recorded a net loss of $53,207 of which were expenses relating to the initial development of the Company, filing its Registration Statement on Form S-1, and expenses relating to maintaining Reporting Company status with the SEC. In order to survive as a going concern, the Company will require additional capital investments or borrowed funds to meet cash flow projections and carry forward our business objectives. There can be no guarantee or assurance that we can raise adequate capital from outside sources to fund the proposed business. Failure to secure additional financing would result in business failure and a complete loss of any investment made into the Company.

The Company filed a registration statement on Form S-1 on June 30, 2008, which was deemed effective on July 7, 2008. Since this time the Company has sold158,000shares of common stock to the public with total proceeds raised of $15,800. These proceeds have been utilized by the Company to fund its initial development including administrative costs associated with maintaining its status as a Reporting Company as defined by the Securities and Exchange Commission (“SEC”) under the Exchange Act of 1934 as amended. The Company plans to continue to focus efforts on selling their common shares through this offering in order to continue to fund its initial development and fund the expenses associated with maintaining a reporting company status.

In addition, over the course of the next 60 to 90 days, management intends to focus efforts on obtaining a quotation for its common stock on the Over the Counter Bulletin Board (“OTCBB”). Management believes having its common stock quoted on the OTCBB will provide it increased opportunity to raise additional capital for its proposed business development. However, there can be no guarantee or assurance the Company will be successful in filing a Form 211 application and obtaining a quotation. To date there is no public market for the Company’s common stock. There can be no guarantee or assurance that a public market will ever exist for the common stock. Failure to create a market for the Company’s common stock would result in business failure and a complete loss of any investment made into the Company.

Product Research and Development

The Company does not anticipate any costs or expenses to be incurred for product research and development within the next twelve months.

Employees

There are no employees of the Company, excluding the current President and Director, Mr. Vogelei and the Company does not anticipate hiring any additional employees within the next twelve months.

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Off-Balance Sheet Arrangements

As of the date of this Quarterly Report, 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. The term "off-balance sheet arrangement" generally means any transaction, agreement or other contractual arrangement to which an entity unconsolidated with the Company is a party, under which the Company has (i) any obligation arising under a guarantee contract, derivative instrument or variable interest; or (ii) a retained or contingent interest in assets transferred to such entity or similar arrangement that serves as credit, liquidity or market risk support for such assets.

Item 3. Quantitative and Qualitative Disclosures about Market Risk.

Not Applicable

Item 4. Controls and Procedures

As of September 30, 2010, the Company continues to report a material weakness in internal control over financial reporting relating to Disclosure Controls. A material weakness is defined in Public Company Accounting Oversight Board Auditing Standard No. 5 as a deficiency, or a combination of deficiencies in internal control over financial reporting such that there is a reasonable possibility that a material misstatement would not be prevented or detected on a timely basis. In connection with our overall assessment of internal control over financial reporting, we have evaluated the effectiveness of our internal controls as of June 30, 2010 and have concluded that the material weaknesses first reported in our Annual Report on Form 10-K issued for the year ended March 31, 2010, and further described in this paragraph, were not remediated as September 30, 2010.

Except for the material weaknesses in internal control over financial reporting as referenced in our Annual Report on Form 10-K for the fiscal year ended March 31, 2009 (and further described above), no other material weaknesses were identified in our evaluation of internal controls as of September 30, 2010.

Changes in Internal Control over Financial Reporting

Remediation plans established and initiated by management during the fiscal year ended March 31, 2010 continue to be implemented. There were no other changes in our internal controls over financial reporting during the quarter ended September 30, 2010  that have materially affected or are reasonably likely to materially affect, our internal controls over financial reporting.

While we have implemented or continue to implement our remediation activities, we believe it will take multiple quarters of effective application of the control activities, including adequate testing of such control activities, in order for us to revise our conclusion regarding the effectiveness of our internal controls 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 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 pending litigation.

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 Vote of Security Holders

None.

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Item 5. Other Information

None.

Item 6. Exhibits

(a) Exhibits furnished as Exhibits hereto:

Exhibit No.	Description
31.1	Certification of George Vogelei pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1	Certification pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

Pursuant to the requirements 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.

\	Ultimate Products Corporation  (Registrant)
Date: November 30,  2010		By:/s/ George Vogelei
		George Vogelei Chief Financial Officer Director
Date: November 30,  2010		By:/s/George Vogelei
		George Vogelei
		President and Chief Executive Officer Director, Treasurer

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