QUARTERLY REPORT FOR 12/08 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 FORM 10-Q QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR QUARTER ENDED December 31, 2008 Commission file number 0-7376 Hynes & Howes Insurance Counselors, Inc. (Exact name of registrant as specified on its charter) Iowa 42-0948341 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 2920 Harrison St., Davenport, Iowa 52803 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (563) 326-6401 Indicate by check mark whether the registrant (1) has filed all annual, quarterly and other reports required to be filed with the Commission and (2) has been subject to the filing requirements for at least the past 90 days. Yes XX No . Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the close of the period covered by this report. 11,222,699 EX-99.1 NOTES TO FINANCIAL STATEMENTS FOR 12/08 HYNES & HOWES INSURANCE COUNSELORS, INC. Notes to Financial Statements December 31, 2008 Note 1. Filing of Forms 8-K A form 8-K was not required to be filed for the quarter reporting any unusual charges or credits to the income or change in auditors. Note 2. Management's Analysis of Income From Operations Loss from operations for the three months ended December 31, 2008 decreased $3,922 as compared to the three month period ended 	 December 31, 2007. This is due primarily to the loss from real 	 estate sales in 2007, offset by increased auditors fees. EX-99.2 OTHER INFORMATION FOR 12/08 HYNES & HOWES INSURANCE COUNSELORS, INC. Part II: Other information There were no events during this quarter that would be reportable under the Items 1 through 8 of the Form 10-Q for Registrant. Item 9. Exhibits and Reports on Form 8-K There were no 8-K's filed during the quarter for which this report is filed. EX-99.3 REGULATION S-X FOR 12/08 Regulation S-X, Section 10-01 (b) (8) This interim financial statement reflects all adjustments which are, in the opinion of management, necessary to a fair statement of the results for the interim period. The corporation has no bonus or profit sharing arrangements to be settled at year-end. EX-99.4 SIGNATURES FOR 12/08 SIGNATURES Pursuant to the requirements of the Securities Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. HYNES & HOWES INSURANCE COUNSELORS, INC. By:_____________________________________ Marsha Baker, President This corporation has no treasurer. Dated___________________ By:_____________________________________ Monica Wilcher, Secretary EX-99.5 COMPUTATION OF EPS FOR 12/08 HYNES & HOWES INSURANCE COUNSELORS, INC. Computation of Earnings (Loss) Per Common Share For the Three Months Ended December 31, 2008 and 2007 (Unaudited) Three Months Ended Dec 31, 2008 2007 Common Shares Outstanding: Beginning of Period 11,222,699 11,222,699 End of Period 11,222,699 11,222,699 Average Number of Shares Outstanding for the Period 11,222,699 11,222,699 Net Income (Loss) $ (47,729) $ (51,651) Earnings (Loss) Per Common Share: Net Income $ 0.00 $ 0.00 EX-99.6 BALANCE SHEET FOR 12/08 HYNES & HOWES INSURANCE COUNSELORS, INC. Balance Sheet Dec 31, 2008 and 2007 (Unaudited) Dec 31, 2008 2007 Assets Current Assets: Cash in Bank $ 16,361 $ 36,968 Other Current Assets 2,413 2,314 Total Current Assets $ 18,774 $ 39,282 Investments: Contracts Receivable-Real Estate 269,092 281,211 Real Estate on Hand 0.00 116,159 Equipment 1,138 3,120 Total Investments $ 270,230 $ 400,490 Total Assets $ 289,004 $ 439,772 Liabilities and Stockholders' Equity Current Liabilities: Buyers Escrow $ 4,574 $ 2,818 Deferred Gross Profit 3,486 8,973 Total Current Liabilities $ 8,060 $ 11,791 Long Term Liabilities: Total Long Term Liabilities	 $ 0 $ 0 Total Liabilities $ 8,060 $ 11,791 Stockholders' Equity: Capital Stock, no par value, 100,000,000 shares authorized, 11,260,675 shares issued $ 3,780,765 $ 3,780,765 Paid in Capital 100 100 Retained Earnings (Deficit) (3,466,669) (3,319,632) Treasury Stock, at cost (33,252) (33,252) Total Stockholders' Equity $ 280,944 $ 427,981 Total Liabilities and Stockholders' Equity $ 289,004 $ 439,772 EX-99.7 STATEMENT OF OPERATIONS FOR 12/08 HYNES & HOWES INSURANCE COUNSELORS, INC. Statement of Operations For the Three Months Ended Dec 31, 2008 and 2007 (Unaudited) The following Statements of Operations of Hynes & Howes Insurance Counselors, Inc. for the three months ended Dec 31, 2008 and 2007, reflect, in the opinion of the Company, all adjustments (which include only normal recurring adjustments) necessary to present fairly the results of operations for such periods. The results for interim periods are not necessarily indicative of results to be expected for the year. Three Months Ended Dec 31, 2008 2007 Operating Income: Interest $ 6,517 $ 6,212 Other Income 180 764 Gain/(Loss) on Sale of Contracts 2 (14,227) Total Operating Income 6,699 $( 7,251) Operating Expenses: Management Fees $ 19,500 $ 19,500 Legal and Audit 18,112 8,219 Other Operating Expenses 16,816 16,681 Total Operating Expenses $ 54,428 $ 44,400 Income (Loss) from Operations $ (47,729) $(51,651) Provision for Income Taxes $ 0 $ 0 Net Income (Loss) $ (47,729) $(51,651) Earnings Per Common Share $ 0 $ 0 Dividends per Common Share $ 0 $ 0 EX-99.8 STATEMENT OF CASH FLOW FOR 12/08 HYNES & HOWES INSURANCE COUNSELORS, INC. Statement of Cash Flow For the Three Months Ended Dec 31, 2008 and 2007 Increase (Decrease) in Cash and Cash Equivalents (Unaudited) Three Months Ended Dec 31, 2008 2007 Cash Flows from Operating Activities: Interest Received $ 6,517 $ 6,212 Other Income Received 180 764 Legal, Audit and Management Fees Paid (37,612) (27,719) Cash Paid to Suppliers for Operating Expenses (16,321) (16,250) Net Cash Provided (Used) by Operating Activities $ (47,236) $ (36,993) Cash Flow from Investing Activities: Principal Collected on Real Estate Contracts $ 40,362 $ 84,045 Purchase of Real Estate 0.00 (52,182) Buyers Escrow Received (Paid) 621 ( 2,261) Net Cash Provided (Used) by Investing Activities $ 40,983 $ 29,602 Cash Flow from Financing Activities: Net Cash Provided (Used) by Financing Activities $ 0 $ 0 Net Increase (Decrease) in Cash and Cash Equivalents $ ( 6,253) $ ( 7,391) Cash & Cash Equivalents at Beginning of Period $ 22,614 $ 44,359 Cash and Cash Equivalents at End of Period $ 16,361 $ 36,968 EX-27 ART. 5 FDS FOR 12/31/08 PERIOD-TYPE 3-months FISCAL-YEAR-END SEP-30-2009 PERIOD-END DEC-31-2008 CASH 16,361 SECURITIES 0 RECEIVABLES 269,092 ALLOWANCES 0 REAL ESTATE					 0 CURRENT-ASSETS 2,413 PP&E 19,252 DEPRECIATION (18,114) TOTAL-ASSETS 289,004 CURRENT-LIABILITIES 8,060 BONDS 0 PREFERRED-MANDATORY 0 PREFERRED 0 COMMON 3,780,765 OTHER-SE 100 TOTAL-LIABILITY-AND-EQUITY 289,004 SALES 0 TOTAL-REVENUES 6,699 CGS 0 TOTAL-COSTS 54,428 OTHER-EXPENSES 0 LOSS-PROVISION 0 INTEREST-EXPENSE 0 INCOME-PRETAX (47,729) INCOME-TAX 0 INCOME-CONTINUING 0 DISCONTINUED 0 EXTRAORDINARY 0 CHANGES 0 NET-INCOME (47,729) EPS-PRIMARY 0 EPS-DILUTED 0 exhibit31 EXHIBIT (31) RULE 13a-14(a)/25d-14(a) CERTIFICATIONS I, Marsha Baker, certify that: 	(1) I have reviewed this quarterly report on Form 10Q of Hynes and 	 Howes Insurance Counselores, Inc., and; 	(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 circum- 	 stances 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) The registrant's other certifying officer(s) and I are 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 Exchange 	 Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have: 	 (a) Designed such disclosure controls and procedures 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) Evaluated the effectiveness of the registrant's disclosure 		 controls and procedures as of a date within 90 days prior to 		 the filing date of this report (the "Evaluation Date"); and 	 (c) Presented in this report our conclusions about the effectiveness 		 of the disclosure controls and procedures based on our evaluation 		 as of the Evaluation Date; 	(5) The registrant's other certifying officer(s) and I have disclosed, 	 based on our most recent evaluation, to the registrant's auditors and 	 the audit committee of registrant's board of directors (or persons 	 performing equivalent functions): 	 (a) All significant deficiencies in the design or operation of 		 internal controls which could adversely affect the registrant's 		 ability to record, process, summarize and report financial data 		 and have identified for the registrant's auditors any material 		 weaknesses in internal controls; and 	 (b) Any fraud, whether or not material, that involves management or 		 other employees who have a significant role in the registrant's 		 internal controls; and 	(6) The registrant's other certifying officer(s) and I have indicated in 	 this report whether there were significant changes in internal controls 	 or in other factors that could significantly affect internal controls 	 subsequent to the date of our most recent evaluation, including any 	 corrective actions with regard to significant deficiencies and material 	 weaknesses. Marsha Baker - ---------------------- (Marsha Baker) President January 20, 2009 exhibit32 EXHIBIT (32) SECTION 1350 CERTIFICATIONS Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, the undersigned officer of Hynes & Howes Insurance Counselors, Inc. (the "Company") certifies to his knowledge that: 	(1) 	The Quarterly Report on Form 10-Q of the Company for the quarterly 		period ended December 31, 2008, fully complies with the requirements 		of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and 	(2)	The information contained in that Form 10-Q fairly presents, in all 		material respects, the financial condition and results of operations 		of the Company. Marsha Baker - --------------------- (Marsha Baker) President January 20, 2009