U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q

Mark One
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934

For the quarter ended September 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. 000-53104

INFOSPI INC.
____________
(Name of small business issuer in its charter)

NEVADA 51-0668045
______ __________
State or other jurisdiction of incorporation (IRS Employer Identification No.)
or organization)

5300 NW 12TH AVENUE, SUITE 1
FORT LAUDERDALE, FLORIDA 33309
______________________________
(Address of principal executive offices)

(858) 531-5723
______________
(Issuer's telephone number)

Securities registered pursuant to Section Name of each exchange on which
12(b) of the Act: registered:
NONE

Securities registered pursuant to Section 12(g) of the Act:
COMMON STOCK, $0.001
____________________
(Title of Class)

Indicate by checkmark whether the issuer: (1) has filed all reports required to
be filed by Section 13 or 15(d) of the Exchange Act during the past 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 has submitted electronically and
posted on its corporate Web site, if any, every Interactive Data File required
to be submitted and posted pursuant to Rule 405 of Regulation S-T (Section
229.405 of this chapter) during the preceding 12 months (or for such shorter
period that the registrant was required to submit and post such files.

Indicate
by check mark whether the registrant is a large accelerated filed, an
accelerated filer, a non-accelerated filer, or a smaller reporting company.

Large accelerated filer [ ] Accelerated filer [ ]
Non-accelerated filer [ ] Smaller reporting company [X]

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

Applicable Only to Issuer Involved in Bankruptcy Proceedings During the
Preceding Five Years.
N/A

Indicate by checkmark whether the issuer has filed all documents and reports
required to be filed by Section 12, 13 and 15(d) of the Securities Exchange Act
of 1934 after the distribution of securities under a plan confirmed by a court.
Yes[ ] No[ ]

Applicable Only to Corporate Registrants

Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the most practicable date:

Class Outstanding as of November 23, 2009
Common Stock, $0.001 61,838,753

INFOSPI INC.

Form 10-Q

Part 1. FINANCIAL INFORMATION

Item 1. FINANCIAL STATEMENTS
Consolidated Balance Sheets 4
Consolidated Statements of Operations 5
Consolidated Statements of Cash Flows 7
Notes to Consolidated Financial Statements 8

Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations 11

Item 3. Quantitative and Qualitative Disclosures About Market
Risk 16

Item 4. Controls and Procedures 17

Part II. OTHER INFORMATION

Item 1. Legal Proceedings 18

Item 1A. Risk Factors 18

Item 2. Unregistered Sales of Equity Securities and Use of
Proceeds 18

Item 3. Defaults Upon Senior Securities 18

Item 4. Submission of Matters to a Vote of Security Holders 19

Item 5. Other Information 19

Item 6. Exhibits 21

PART I

ITEM 1. FINANCIAL STATEMENTS

INFOSPI INC.

FINANCIAL STATEMENTS

SEPTEMBER 30, 2009
(Unaudited)

INFOSPI, INC.
(A DEVELOPMENT STAGE COMPANY)
BALANCE SHEET
SEPTEMBER 30, 2009

As of As of
30-Sep-09 31-Dec-08
_________ _________
ASSETS

CURRENT ASSETS
Cash $ - $ -
Receivable from others 1,000 1,000
Software 567 567
_________ _________

TOTAL ASSETS $ 1,567 $ 1,567
========= =========

LIABILITIES AND STOCKHOLDERS' EQUITY

TOTAL CURRENT LIABILITIES $ - $ -
STOCKHOLDERS' EQUITY (DEFICIT)
Common stock, $0.001 par value:
75,000,000 shares authorized,
5,567,324 shares issued and outstanding
as of 9/30/2009 and 12/31/2008 5,567 5,567
Deficit (4,000) (4,000)
_________ _________

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 1,567 $ 1,567
========= =========

See Notes to Financial Statements

INFOSPI, INC.
(A DEVELOPMENT STAGE COMPANY)

STATEMENT OF OPERATIONS
(UNAUDITED)
Inception
12/31/2007
Nine Months Ended Year Ended Through
9/30/2009 9/30/2008 12/31/2008 12/31/2007 9/30/2009

REVENUE - - - - -
________________ _________________ __________________ ________________ __________________
Total Revenue $ - $ - $ - $ - $ -
________________ _________________ __________________ ________________ __________________

EXPENSES
Professional Expenses - 2,750 3,425 225 3,650
General & Admin Exps - - 350 - 350
________________ _________________ __________________ ________________ __________________

OPERATING INCOME (LOSS) $ - $ (2,750) $ (3,775) $ (225) $ (4,000)

OTHER INCOME (EXPENSES) $ - $ 2,750 $ (3,775) $ - $ -

Current Income Tax - - - - -
Income Tax Benefit - - - - -
________________ _________________ __________________ ________________ __________________

NET INCOME (LOSS) $ - $ 2,750 $ (3,775) $ (225) $ (4,000)
================ ================= ================== ================ ==================

Basic (loss) per Share - 0.0005 0.0007 0.0004

Weighted Average number
of Common shares
outstanding 5,567,324 4,999,558 5,142,666 567,324

Diluted (loss) per Share
assuming all 5,000,000
warrants were exercised - 0.0003 0.0004 -

Weighted number of shares
outstanding after exercise
of 5,000,000 warrants 10,567,324 9,999,558 10,142,666 5,567,324

See Notes to Financial Statements

INFOSPI, INC.
(A Development Stage Company)

STATEMENT OF CHANGE IN STOCKHOLDERS' EQUITY
September 30,2009
(unaudited)
Accumulated
Additional During the Total
Common Stock Paid-In Development Stockholders
Shares Amount Capital Stage Equity
______________ ______________ ______________ _______________ _______________

Common Stock Issued Per Court
Order Dec. 31, 2007 567,324 $567 $0 $0 $567

Net Loss for the year Ended
Dec. 31, 2007 (225) (225)
______________ ______________ ______________ _______________ _______________

Balance, Dec. 31, 2007 567,324 567 0 (225) 342

Common Stock Issued Per
Court Order Jan. 15, 2008 1,000,000 1,000 0 1,000

Common Stock Issued For
Cash Feb. 4, 2008 4,000,000 4,000 0 4,000

Net loss for year
Ended Dec. 31, 2008 (3,775) (3,775)
______________ ______________ ______________ _______________ _______________

Balance, Dec 31. 2008 5,567,324 5,567 0 (4,000) 1,567
Common Stock Issued - - -
Net loss for period
Ended June 30, 2009 - -
______________ ______________ ______________ _______________ _______________

Balance, Mar. 31, 2009 5,567,324 $ 5,567 $ - $(4,000) $ 1,567
============== ============== ============== ============== ==============

See Notes to Financial Statements

INFOSPI, INC.
(A DEVELOPMENT STAGE COMPANY)

STATEMENT OF CASH FLOWS
SEPTEMBER 30, 2009
(UNAUDITED)
Inception
12/31/2007
Nine Months Ended Year Ended Through
9/30/2009 9/30/2008 12/31/2008 12/31/2007 9/30/2009
_____________ _____________ ____________ ___________ __________

CASH FLOWS FROM OPERATING ACTIVITIES
Net Income (Loss) $ - $ (2,750) $ (3,775) $ (225) $ (4,000)
_____________ _____________ ____________ ___________ __________
Adjustments to reconcile net income
(loss) to net cash (used in) operations - (225) - - -
Changes in operating Assets and liabilities
Increase (Decrease) in Receivable from Other - (1,000) (1,000) - (1,000)
_____________ _____________ ____________ ___________ __________
NET CASH PROVIDED BY (USED IN) OPERATIONS - (3,975) (4,775) (225) (5,000)
_____________ _____________ ____________ ___________ __________

CASH FLOWS FROM INVESTING ACTIVITIES

NET CASH PROVIDED BY INVESTING ACTIVITIES - - - - -
Acquisitions of software - - - (567) (567)
_____________ _____________ ____________ ___________ _________

CASH FLOWS FROM FINANCING ACTIVITIES
Common stock issuance - 5,000 5,000 567 5,567
_____________ _____________ ____________ ___________ _________
NET CASH PROVIDED BY FINANCING ACTIVITIES - 5,000 5,000 567 5,567
_____________ _____________ ____________ ___________ _________

NET INCREASE (DECREASE) - 1,025 - - -
_____________ _____________ ____________ ___________ _________
CASH BEGINNING OF PERIOD - - - - -
_____________ _____________ ____________ ___________ _________
CASH END OF PERIOD $ - $ 1,025 $ - $ - $ -
============== ============= ============ =========== =========

Supplemental Disclosures of Cash Flow Information
Interest paid $ - $ - $ - $ -
_____________ _____________ ____________ ___________
Income taxes paid $ - $ - $ - $ -
_____________ _____________ ____________ ___________

See Notes to Financial Statements

INFOSPI, INC.
(A Development Stage Company)

Notes to Financial Statements
September 30, 2009

NOTE 1. NATURE AND BACKGROUND OF BUSINESS

InfoSpi, Inc. ("the Company" or "the Issuer") was organized under the laws of
the State of Nevada on December 31, 2007. The Company was established as part of
the implementation of the Chapter 11 plan of reorganization of Arrin Systems,
Inc. ("Arrin"). Arrin filed for Chapter 11 Bankruptcy in April 2007 in the U.S.
Bankruptcy Court for the Southern District of California. Arrin's plan of
reorganization was confirmed by the Court on December 12, 2007 and became
effective on December 30, 2007. The plan of reorganization provided for the
establishment of the Issuer and the sale to the Issuer of Arrin's proprietary
software (used in the employee background screening industry) in exchange for
567,324 shares of InfoSpi's common stock which were distributed to Arrin's
general unsecured creditors. The Company has been in the development stage since
its formation and has not yet realized any revenues from its planned operations.

Management believes the Company lacks the resources to effectively market its
services on its own and is therefore engaged in a search for a merger or
acquisition partner with the resources to either develop this business or enter
another line of business which will bring value to the Issuer's shareholders.

NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

a. BASIS OF ACCOUNTING

The Company's financial statements are prepared using the accrual method of
accounting. The Company has elected a December 31 year-end.

b. BASIC EARNINGS PER SHARE

In February 1997, the FASB issued SFAS No. 128, "Earnings Per Share", which
specifies the computation, presentation and disclosure requirements for earnings
(loss) per share for entities with publicly held common stock. SFAS No. 128
supersedes the provisions of APB No. 15, and requires the presentation of basic
earnings (loss) per share and diluted earnings (loss) per share.

Basic net loss per share amounts are computed by dividing the net loss by the
weighted average number of common shares outstanding. Diluted earnings per share
are computed by dividing the net loss by the weighted average number of common
shares potentially outstanding, assuming that all outstanding warrants, options,
etc. were exercised. The Company has warrants outstanding which are exercisable
for a total of 5,000,000 common shares.

c. ESTIMATES

The preparation of financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions that
affect the reported amounts of assets and liabilities and 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.

d. CASH and CASH EQUIVALENT

For the Balance Sheet and Statements of Cash Flows, all highly liquid
investments with maturity of three months or less are considered to be cash
equivalents.

e. GOODWILL AND OTHER INTANGIBLE ASSETS

Goodwill represents the excess of the cost of businesses acquired over the fair
value of the identifiable net assets at the date of acquisition. Goodwill and
intangible assets acquired in a purchase or business combination and determined
to have indefinite useful lives are not amortized, but instead are evaluated for
impairment annually and if events or changes in circumstances indicate, the
carrying amount may be impaired per Statement of Financial Accounting Standards,
No.142 ("SFAS 142"), "Goodwill and Other Intangible Assets". An impairment loss
would generally be recognized when the carrying amount of the reporting unit's
net assets exceeds the estimated fair value of the reporting unit. The estimated
fair value is determined using a discounted cash flow analysis. SFAS 142 also
requires that intangible assets with estimable useful lives be amortized over
their respective estimated useful lives to their estimated residual values, and
reviewed for impairment in accordance with SFAS No. 144, "Accounting for
Impairment or Disposal of Long-Lived Assets".

f. REVENUE RECOGNITION

The Company recognizes revenues and the related costs when persuasive evidence
of an arrangement exists, delivery and acceptance has occurred or service has
been rendered, the price is fixed or determinable, and collection of the
resulting receivable is reasonably assured. Amounts invoiced or collected in
advance of product delivery or providing services are recorded as deferred
revenue. The Company accrues for warranty costs, sales returns, bad debts, and
other allowances based on its historical experience.

g. STOCK-BASED COMPENSATION

Statement of Financial Accounting Standards No. 123 ("SFAS 123"), "Accounting
for Stock-Based Compensation", provides for the use of a fair value based method
of accounting for stock-based compensation. However, SFAS 123 allows the
measurement of compensation cost for stock options granted to employees using
the intrinsic value method of accounting prescribed by Accounting Principles
Board Opinion No. 25 ("APB 25"), "Accounting for Stock Issued to Employees",
which only requires charges to compensation expense for the excess, if any, of
the fair value of the underlying stock at the date a stock option is granted (or
at an appropriate subsequent measurement date) over the amount the employee must
pay to acquire the stock. The Company has elected to account for employee stock

options using the intrinsic value method under APB 25. By making that election,
the Company is required by SFAS 123 to provide pro forma disclosures of net loss
as if a fair value based method of accounting had been applied.

h. INCOME TAXES

Income taxes are provided for using the liability method of accounting in
accordance with SFAS No. 109 "ACCOUNTING FOR INCOME TAXES." A deferred tax asset
or liability is recorded for all temporary differences between financial and tax
reporting. Temporary differences are the differences between the reported
amounts of assets and liabilities and their tax basis. Deferred tax assets are
reduced by a valuation allowance when, in the opinion of management, it is more
likely than not that some portion or all of the deferred tax assets will not be
realized. Deferred tax assets and liabilities are adjusted for the effect of
changes in tax laws and rates on the date of enactment.

i. IMPACT OF NEW ACCOUNTING STANDARDS

The Company does not expect the adoption of recently issued accounting
pronouncements to have a significant impact on the Company's results of
operations, financial position, or cash flow.

NOTE 3. GOING CONCERN

The Company's financial statements are prepared in accordance with generally
accepted accounting principles applicable to a going concern. This contemplates
the realization of assets and the liquidation of liabilities in the normal
course of business. Currently, the Company does not have significant cash or
other material assets, nor does it have operations or a source of revenue
sufficient to cover its operation costs and allow it to continue as a going
concern. The officers and directors have committed to advancing certain
operating costs of the company.

Management plans to seek a merger or acquisition target with adequate funds to
support operations. Management has yet to identify a merger or acquisition
target, and there is no guarantee that the Company will be able to identify such
a target business in the future.

NOTE 4. STOCKHOLDERS' EQUITY - COMMON STOCK

The authorized common stock of the Company consists of 75,000,000 shares with
$0.001 par value. No other class of stock is authorized. As of June 30, 2009,
there were a total of 5,567,324 common shares issued and outstanding.

The Company's first and second stock issuances took place pursuant to the Plan
of Reorganization confirmed by the Bankruptcy Court: On December 12, 2007, the
Court ordered the distribution of shares in InfoSpi, Inc. to all general
unsecured creditors of Arrin Systems, Inc. ("Arrin"), with these creditors to
receive one share in InfoSpi for each $2.94 of Arrin's debt which they held.
These creditors received an aggregate of 567,324 shares in the Company on
December 31, 2008.

The Court also ordered the distribution of shares and warrants in InfoSpi, Inc.
to all administrative creditors of Arrin, with these creditors to receive one
share and five warrants in InfoSpi for each $0.10 of Arrin's administrative debt
which they held. On January 15, 2008, these creditors received an aggregate of
1,000,000 common shares in the Company and 5,000,000 warrants consisting of
1,000,000 "A Warrants" each convertible into one share of common stock at an
exercise price of $1.00; 1,000,000 "B Warrants" each convertible into one share
of common stock at an exercise price of $2.00; 1,000,000 "C Warrants" each
convertible into one share of common stock at an exercise price of $3.00;
1,000,000 "D Warrants" each convertible into one share of common stock at an
exercise price of $4.00; and 1,000,000 "E Warrants" each convertible into one
share of common stock at an exercise price of $5.00.

On February 4, 2008 the Company issued a total of 4,000,000 shares of common
stock to an Officer and Director in exchange for $4,000 in cash to be used as
operating capital for the Company. The shares were issued at a price of $0.001
per share which is their par value.

As a result of these issuances there were a total 5,567,324 common shares issued
and outstanding, and a total of 5,000,000 warrants issued and outstanding, at
the end of the Third quarter, September 30, 2009.

NOTE 5. INCOME TAXES

The Company had no business activity and made no U.S. federal income tax
provision for the period ended September 30, 2009.

NOTE 6. RELATED PARTY TRANSACTIONS

The Company neither owns nor leases any real or personal property. An officer of
the corporation provides office services without charge. Such costs are
immaterial to the financial statements and accordingly, have not been reflected
therein. The officers and directors for the Company are involved in other
business activities and may, in the future, become involved in other business
opportunities. If a specific business opportunity becomes available, such
persons may face a conflict in selecting between the Company and their other
business interest. The Company has not formulated a policy for the resolution of
such conflicts.

NOTE 7. WARRANTS AND OPTIONS

There were 5,000,000 warrants outstanding, each to acquire one share of common
stock of the Company, as at September 30, 2009. These warrants are more fully
described above in Note 4: Stockholders' Equity.

NOTE 8. COMMITMENT AND CONTINGENCY

There is no commitment or contingency to disclose during the period ended
September 30, 2009, other than the warrants described above.

NOTE 9. SUBSEQUENT EVENTS

There are no subsequent events to disclose.

FORWARD LOOKING STATEMENTS

Statements made in this Form 10-Q that are not historical or current facts are
"forward-looking statements" made pursuant to the safe harbor provisions of
Section 27A of the Securities Act of 1933 (the "Act") and Section 21E of the
Securities Exchange Act of 1934. These statements often can be identified by the
use of terms such as "may," "will," "expect," "believe," "anticipate,"
"estimate," "approximate" or "continue," or the negative thereof. We intend that
such forward-looking statements be subject to the safe harbors for such
statements. We wish to caution readers not to place undue reliance on any such
forward-looking statements, which speak only as of the date made. Any
forward-looking statements represent management's best judgment as to what may
occur in the future. However, forward-looking statements are subject to risks,
uncertainties and important factors beyond our control that could cause actual
results and events to differ materially from historical results of operations
and events and those presently anticipated or projected. We disclaim any
obligation subsequently to revise any forward-looking statements to reflect
events or circumstances after the date of such statement or to reflect the
occurrence of anticipated or unanticipated events.

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS

GENERAL

InfoSpi Inc. was organized under the laws of the State of Nevada on December 31,
2007. We were established as part of the implementation of the Chapter 11 plan
of reorganization of Arrin Systems, Inc. ("Arrin"). Arrin filed for Chapter 11
Bankruptcy in April 2007 in the U.S. Bankruptcy Court for the Southern District
of California. Arrin's plan of reorganization was confirmed by the Court on
December 12, 2007 and became effective on December 30, 2007. The plan of
reorganization provided for our establishment and the sale to us of Arrin's
proprietary software (used in the employee background screening industry) in
exchange for 567,324 shares of our common stock, which were distributed to
Arrin's general unsecured creditors. We have been in the development stage since
its formation and has not yet realized any revenues from its planned operations.

Please note that throughout this Quarterly Report, and unless otherwise noted,
the words "we," "our," "us," the "Company," or "InfoSpi," refers to InfoSpi Inc.

AGREEMENT FOR THE PURCHASE OF COMMON STOCK AND WARRANTS

Effective September 16, 2009, Daniel C. Masters, Attorney at Law, representing
certain selling shareholders and warrant holders (collectively, the "Sellers")
and Westmount Securities Corp., a corporation organized under the laws of the
Province of Quebec, representing certain purchasers (collectively, the
"Purchasers") entered into that certain agreement for the purchase of common
stock and warrants (the "Purchase Agreement"). In accordance with the terms and
provisions of the Purchase Agreement, the Sellers sold 4,990,000 shares of our
common stock (the "Common Stock") and 5,000,000 warrants to purchase shares of
our Common Stock (the "Warrants") in exchange for $275,000. In further
accordance with the terms and provisions of the Purchase Agreement, the initial
$10,000 was deposited on or before September 22, 2009 and the remaining final

payment of $265,000 was to be paid by September 30, 2009. All funds were paid
accordingly. See "Part II. Item 2. Unregistered Sales of Equity Securities and
Use of Proceeds."

The screening software and a receivable of $1,000 are our assets. Additional web
site development and sales and marketing of the software for the background
screening industry can be a costly process. Management has concluded that we may
not have the resources to compete in this market unless we raise substantial
financing.

OUR BUSINESS

Based upon our change in control, our business operations currently involve the
implementation of proprietary processes through strategic alliances. Our purpose
is to commercialize proven technologies which have been developed to address
such areas as sewer and sludge conversion and used tires and plastic recovery.
The objective is to minimize and reverse the impact of these products on the
environment.

We do not engage in research and development but seeks innovations that can
clearly demonstrate the viability of large scale implementations with
sustainable benefits to the environment.

We have an office in Fort Lauderdale with five employees and additional offices
in the United Kingdom and Valencia. We are currently setting up a fabrication
center in Israel to take advantage of important technology.

The key areas of business will be:

o Waste management and treatment
o Recycling
o Alternate fuels

We plan to implement two revolutionary technologies in the United States that
will eliminate some of the most challenging contamination problems.

USED TIRES AND PLASTIC RECYCLING

Our revolutionary equipment enables the recovery of up to 95% of raw materials
from tires and plastics through pyrolysis technology with no environmental
contamination. Pyrolysis is the chemical decomposition of organic materials by
heat in the absence of oxygen. This process allows for the treatment of plastic
and used tires to be converted to liquid fuel oil and carbon. The system has the
following advantages over the procedure that is currently utilized: (i)
elimination of contaminated waste being transported to landfills; (ii) neither
pollutant outputs nor wasted materials require final disposal; (iii) the
pyrolysis technology uses low temperatures; (iv) the exhaust can be completely
recycled to the heating system; and (v) reduced environmental hazards by burning
tires.

SEWAGE AND SLUDGE TREATMENT

The technology that we intend to bring to the North American market allows
sludge and sewer conversion into biocrude. Under an exclusive agreement with IBS
of Spain, we shall manufacture and install a series of sewage re-treatment

plants in North America. This technology permits the process to plug into
existing sewage treatment plants prior to the initial stage of the current
sewage treatment process at the point where the normal procedure would be to
transport the residual sludge to local landfill sites. This process allows for
the treatment of the whole biomass obtained at the sewage treatment plants.
Management believes that the results of such a process is a biofuel of a high
energy content.

The system has the following advantages over anaerobic digestion treatment, the
only alternative currently used: (i) elimination of costly anaerobic digesters;
(ii) neither pollutant outputs nor wasted materials require final disposal;
(iii) reduced production costs; (iv) the water treatment component can
recuperate up to 80% of the volume of sludge input as potable water; (v) there
is no waste sent to landfills and no waste water; (vi) all inputs are converted
into biopetroleum, which, once burned, does not add to the net Co2 tin the
environment; and (vii) methane gas release, which is a direct consequence of
anaerobic digesters, is avoided.

Methane gas is a greenhouse pollutant 14 times more potent than carbon dioxide.

ALTERNATE FUELS

Alternate energy crops for biofuel production is also one of our key objectives.
We are developing a strategy with regard to both micro algae feed stock and
jatropha/castor feedstock.

RESULTS OF OPERATION

We have not realized revenues and have incurred recurring losses to date. Our
financial statements have been prepared assuming that we will continue as a
going concern and, accordingly, do not include adjustments relating to the
recoverability and realization of assets and classification of liabilities that
might be necessary should we be unable to continue in operation. We expect we
will require additional capital to meet our long term operating requirements. We
expect to raise additional capital through, among other things, the sale of
equity or debt securities.

The summarized financial data set forth in the table below is derived from and
should be read in conjunction with our unaudited financial statements for the
nine month periods ended September 30, 2009 and September 30, 2008, including
the notes to those financial statements which are included in this Quarterly
Report. The following discussion contains forward-looking statements that
reflect our plans, estimates and beliefs. Our actual results could differ
materially from those discussed in the forward looking statements. Our audited
financial statements are stated in United States Dollars and are prepared in
accordance with United States Generally Accepted Accounting Principles.

The following table sets forth selected financial information for the periods
indicated.

RESULTS OF OPERATION

NINE MONTH PERIOD ENDED SEPTEMBER 30,
2009
__________________________________________
AND SEPTEMBER 30, 2008
REVENUES
Total Revenue $-0- $-0-
EXPENSES
Professional expenses -0- 2,750
General and Administrative -0- -0-
OPERATING INCOME (LOSS) -0- (2,750)
__________________________________________
NET INCOME (LOSS) -0- (2,750)

We have incurred recurring losses to date. Our financial statements have been
prepared assuming that we will continue as a going concern and, accordingly, do
not include adjustments relating to the recoverability and realization of assets
and classification of liabilities that might be necessary should we be unable to
continue in operation.

We expect we will require additional capital to meet our long term operating
requirements. We expect to raise additional capital through, among other things,
the sale of equity or debt securities.

NINE MONTH PERIOD ENDED SEPTEMBER 30, 2009 COMPARED TO NINE MONTH PERIOD ENDED
SEPTEMBER 30, 2008.

Our net operating loss for the nine month period ended September 30, 2009 was
($-0-) compared to a net loss of ($2,750) during the nine month period ended
September 30, 2008 (a decrease in net loss of $2,750).

During the nine month period ended September 30, 2009, we incurred operating
expenses of $-0- compared to $2,750 incurred during the nine month ended
September 30, 2008 (a decrease of $2,750). These operating expenses incurred
during the nine month period ended September 30, 2008 consisted of professional
expenses of $2,750.00. We did not have any business operations during the nine
month period ended September 30, 2009 as a result of the bankruptcy.

Our net income (loss) during the nine month period ended September 30, 2009 was
($-0-) compared to a net loss of ($2,750) during the nine month period ended
September 30, 2008. . The weighted average number of shares outstanding was
10,567,324 for the nine month period ended September 30, 2009 compared to
9,999,558 for the nine month period ended September 30, 2008.

LIQUIDITY AND CAPITAL RESOURCES

NINE MONTH PERIOD ENDED SEPTEMBER 30, 2009

As at the nine month period ended September 30, 2009, our current assets were
$1,567 and our current liabilities were $-0-, which resulted in a working
capital surplus of $1,567. As at the nine month period ended September 30, 2009,
total assets were comprised of: (i) $1,000 in receivable from others; and (ii)
$567 in software.

Stockholders' equity (deficit) was $1,567 at both the nine month period ended
September 30, 2009 and fiscal year ended December 31, 2008.

CASH FLOWS FROM OPERATING ACTIVITIES

We have not generated positive cash flows from operating activities during the
period. For the nine month period ended September 30, 2009, net cash flows used
in operating activities was ($-0-). For the nine month period ended September
30, 2008, net cash flows used in operating activities was ($3,975) consisting
primarily of a net loss of ($2,750). Net cash flows used in operating activities
was adjusted by ($225) in loss to net cash used in operations. Net cash flows
used in operating activities was further changed by a decrease of $1,000 in
receivable from other.

CASH FLOWS FROM INVESTING ACTIVITIES

For the nine month periods ended September 30, 2009 and September 30, 2008, net
cash flows used in investing activities was ($-0-).

CASH FLOWS FROM FINANCING ACTIVITIES

We have financed our operations primarily from the generation of revenues and
from either advancements or the issuance of equity and debt instruments. For the
nine month period ended September 30, 2009, net cash flows provided from
financing activities was $-0- compared to $5,000 for the nine month period ended
September 30, 2008. Cash flows from financing activities for the nine month
period ended September 30, 2008 consisted of $5,000 in proceeds from common
stock issuance.

We expect that working capital requirements will continue to be funded through a
combination of our existing funds, revenues, cash flow, debt financing and
further issuances of securities. Our working capital requirements are expected
to increase in line with the growth of our business.

PLAN OF OPERATION AND FUNDING

Management intends to finance our 2009 operations primarily with any potential
revenue and any cash short falls will be addressed through equity or debt
financing, if available. Thereafter, we expect we will need to raise additional
capital and generate revenues to meet long-term operating requirements.
Additional issuances of equity or convertible debt securities will result in
dilution to our current shareholders. Further, such securities might have
rights, preferences or privileges senior to our common stock. Additional
financing may not be available upon acceptable terms, or at all. If adequate

funds are not available or are not available on acceptable terms, we may not be
able to take advantage of prospective new business endeavors or opportunities,
which could significantly and materially restrict our business operations.

Management expects revenues will commence but not reach the point of
profitability in the short term. We will need to continue to raise additional
capital, both internally and externally, to cover cash shortfalls and to
potentially compete in our markets. These operating costs will include cost of
sales, general and administrative expenses, salaries and benefits and
professional fees. We have insufficient financing commitments in place to meet
our expected cash requirements for 2009 and we cannot assure you that we will be
able to obtain financing on favorable terms. If we cannot obtain financing to
fund our operations in 2009, then we may be required to reduce our expenses and
scale back our operations.

MATERIAL COMMITMENTS

As of the date of this Quarterly Report, we do not have any material
commitments.

PURCHASE OF SIGNIFICANT EQUIPMENT

We do not intend to purchase any significant equipment during the next twelve
months.

OFF-BALANCE SHEET ARRANGEMENTS

As of the date of this Quarterly Report, we do not have any off-balance sheet
arrangements that have or are reasonably likely to have a current or future
effect on our financial condition, changes in financial condition, revenues or
expenses, results of operations, liquidity, capital expenditures or capital
resources that are material to investors.

GOING CONCERN

The independent auditors' report accompanying our December 31, 2008 and December
31, 2007 financial statements contains an explanatory paragraph expressing
substantial doubt about our ability to continue as a going concern. The
financial statements have been prepared "assuming that we will continue as a
going concern," which contemplates that we will realize our assets and satisfy
our liabilities and commitments in the ordinary course of business.

ITEM III. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

Market risk represents the risk of loss that may impact our financial position,
results of operations or cash flows due to adverse change in foreign currency
and interest rates.

EXCHANGE RATE

Our reporting currency is United States Dollars ("USD"). Since we plan to
distribute and market our products outside of the United States, the fluctuation
of exchange rates may have positive or negative impacts on our results of

operations. However, all revenue and expenses will be denominated in U.S.
Dollars, and the net income effect of appreciation and devaluation of the
currency against the U.S. Dollar will be limited to our costs of goods sold.

INTEREST RATE

Interest rates in the United States are generally controlled. Any potential
future loans will relate mainly to acquisition of properties and will be mainly
short-term. However our debt may be likely to rise in connection with expansion
and if interest rates were to rise at the same time, this could have a
significant impact on our operating and financing activities. We have not
entered into derivative contracts to hedge existing risks for speculative
purposes.

ITEM IV. CONTROLS AND PROCEDURES

EVALUATION OF DISCLOSURE CONTROLS AND PROCEDURES

We have 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 our disclosure controls and procedures, (as
defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act). Based on that
evaluation, our management, including our Chief Executive Officer and Chief
Financial Officer, concluded that our disclosure controls and procedures were
effective as of September 30, 2009 to provide reasonable assurance that
information required to be disclosed by us in the reports filed or submitted by
us under the Exchange Act is recorded, processed, summarized and reported within
the time periods specified in the SEC's rules and forms.

MANAGEMENT'S ANNUAL REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING

Our management is responsible for establishing and maintaining adequate internal
control over financial reporting (as defined in Rule 13a-15(f) under the
Exchange Act). Under the supervision and with the participation of our
management, including the chief executive officer and chief financial officer,
we evaluated the effectiveness of our internal control over financial reporting
as of August 31, 2009. In making this assessment, management used the criteria
set forth by the Committee of Sponsoring Organizations of the Treadway
Commission ("COSO") in Internal Control-Integrated Framework.

This Quarterly Report does not include an attestation report of our registered
public accounting firm regarding internal control over financial reporting.
Management's report was not subject to attestation by our registered public
accounting firm pursuant to temporary rules of the SEC that permit us to provide
only management's report in this Quarterly Report on Form 10-Q.

INHERENT LIMITATIONS ON EFFECTIVENESS OF CONTROLS

We believe that a control system, no matter how well designed and operated,
cannot provide absolute assurance that the objectives of the controls system are
met, and no evaluation of controls can provide absolute assurance that all
control issues and instances of fraud, if any, within a company have been

detected. Our disclosure controls and procedures are designed to provide
reasonable assurance of achieving their objectives, and our Chief Executive
Officer and our Chief Financial Officer have concluded that these controls and
procedures are effective at the "reasonable assurance" level.

CHANGES IN INTERNAL CONTROLS

No significant changes were implemented in our internal controls over financial
reporting during the period covered by this report that have materially
affected, or are reasonably likely to materially affect, our internal control
over financial reporting.

AUDIT COMMITTEE REPORT

Our Board of Directors has not established an audit committee. The respective
role of an audit committee has been conducted by our Board of Directors. We are
contemplating establishment of an audit committee during fiscal year 2009. When
established, the audit committee's primary function will be to provide advice
with respect to our financial matters and to assist our Board of Directors in
fulfilling its oversight responsibilities regarding finance, accounting, and
legal compliance. The audit committee's primary duties and responsibilities will
be to: (i) serve as an independent and objective party to monitor our financial
reporting process and internal control system; (ii) review and appraise the
audit efforts of our independent accountants; (iii) evaluate our quarterly
financial performance as well as its compliance with laws and regulations; (iv)
oversee management's establishment and enforcement of financial policies and
business practices; and (v) provide an open avenue of communication among the
independent accountants, management and our Board of Directors.

PART II. OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

Management is not aware of any legal proceedings contemplated by any
governmental authority or any other party involving us or our properties. As of
the date of this Quarterly Report, no director, officer or affiliate is (i) a
party adverse to us in any legal proceeding, or (ii) has an adverse interest to
us in any legal proceedings. Management is not aware of any other legal
proceedings pending or that have been threatened against us or our properties

ITEM 1A. RISK FACTORS

No report required.

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

In accordance with the terms and provisions of the Purchase Agreement, the
Sellers sold 4,990,000 shares of Common Stock and 5,000,000 Warrants to purchase
shares of our Common Stock in exchange for $275,000. The Warrants were created
by Order of the U.S. Bankruptcy Court for the Southern District of California as

part of the Chapter 11 Plan of Reorganization of the Company's former parent,
Arrin Systems, Inc. Certain Sellers are the holders of Warrants Class A-1
through A-5, Class B-1 through B-5, Class C-1 through C-5, Class D-1 through D-5
and Class E-1 through E-5 (collectively, the "Warrant Holders"), with each
Warrant reflecting an aggregate of 250,000 Warrants convertible into shares of
our common stock at either $1.00 per share or at any conversion price as may be
determined by the vote of our Board of Directors. The Warrant Holders assigned
their respective class of Warrants to certain individuals (collectively, the
"Assignees") in accordance with those certain assignment of warrant agreements
dated November 11, 2009 (collectively, the "Assignments").

Effective November 13, 2009, our Board of Directors pursuant to unanimous
written consent acknowledged the Warrants and the respective assignments
pursuant to the Assignments, established the conversion price of the Warrants at
$0.175 per share, and authorized the issuance of an aggregate 28,571,429 shares
of our common stock in accordance with receipt of those certain notices of
conversion dated November 13, 2009 from the respective Assignees (collectively,
the "Notices of Conversion").

The 28,571,429 shares of common stock were issued to approximately thirteen
non-United States investors in reliance on Regulation S promulgated under the
United States Securities Act of 1933, as amended (the "Securities Act"). The
shares of common stock have not been registered under the Securities Act or
under any state securities laws and may not be offered or sold without
registration with the United States Securities and Exchange Commission or an
applicable exemption from the registration requirements. The Assignees
acknowledged that the securities to be issued have not been registered under the
Securities Act, that they understood the economic risk of an investment in the
securities, and that they had the opportunity to ask questions of and receive
answers from the Company's management concerning any and all matters related to
acquisition of the securities.

Therefore, as of the date of this Quarterly Report, there are approximately
61,838,753 shares of common stock issued and outstanding.
ITEM 3. DEFAULTS UPON SENIOR SECURITIES

No report required.

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

No report required.

ITEM 5. OTHER INFORMATION
DEPARTURE OF DIRECTORS OR PRINCIPAL OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT
OF PRINCIPAL OFFICERS.

Following the Purchase Agreement: (i) Harold Hartley resigned as our
President/Chief Executive Officer and a director effective as of September 23,
2009; (ii) William R. Willard resigned as our Chief Financial Officer/Treasurer,
Secretary and as a director effective as of September 23, 2009; (iii) Haim Mayan

consented to act as our President/Chief Operations Officer and a director
effective as of October 28, 2009; (iv) Chris Hamilton consented to act as our
Vice President/Chief Executive Officer and a director effective as of October
28, 2009; (v) Olivier Danan consented to act as our Vice President/Chief
Operating Officer and a director effective as of October 28, 2009; and (vi)
Michel Brunet consented to act as our Secretary and a director effective as of
October 28, 2009.

The biographies of each of the new directors and officers are set forth below as
follows:

NAME AGE POSITION WITH THE COMPANY
______________ ___ ______________________________________________________

Haim Mayan 43 President and /Chief Operations Officer and a Director
Chris Hamilton 51 Vice President/Chief Executive Officer and a Director
Olivier Danan 35 Vice President/Chief Operating Officer and a Director
Michel Brunet 66 Secretary and a Director.

Directors hold office until the annual meeting of our stockholders and the
election and qualification of their successors. Officers hold office, subject to
removal at any time by the Board, until the meeting of directors immediately
following the annual meeting of stockholders and until their successors are
appointed and qualified.

HAIM MAYAN. Since 1990, Mr. Mayan has been engaged in executive roles with
private and/or public companies. Prior to joining us, Mr. Mayan served as
president of Mayan group LLC in Miami, Florida. Mayan Group LLC owned and
operated a large condo community and home rentals. From 1991 to present, Mr.
Mayan owned and managed a construction company and several real-estate
development and commercial properties including, Oxembergeve LTD, Gvahim LTD in
Tel Aviv, and Mayan Group LLC, which had several other successful development.
Since 2005, Haim has made exhaustive research into the conversion of existing
products into oil especially into the tire to oil market and the conversion of
algae into oil for bio-diesel.

CHRIS HAMILTON. Mr. Hamilton has had a varied career involving a variety of
positions and industries. Mr. Hamilton served three years with Her Majesty's
forces (Parachute Regiment). He subsequently held senior positions in several
companies. During the past eighteen years, Mr. Hamilton has held the position of
Managing Director in two PLC business's. Effective communicating skills together
with a broad business sense enabled Mr. Hamilton to match and bring together key
partners with complementary skills. In January 2002, Mr. Hamilton entered the
property development under his own banner, `Allied Developments'. He started out
consulting with the Barchetta Group who at the time operated out of Naples
Florida and then joined International Housing Developments Group Inc (IHDG)
based in Ft. Lauderdale. He also created one of the UK's most substantial
residential developments, Bay Pointe Limited, where he still acts as Managing
Director. Prior to joining us, Mr. Hamilton researched extensively the business
of biofuel production and has enthusiastic insight to renewable energy brought
about due to the strict guidelines in development within Europe. Since joining
us, Mr. Hamilton has focused on further research into this field in order to
best understand how to position us going forward on a global basis.

OLIVIER DANAN. As our Vice-President and Chief Operating Officer, Mr. Danan is
responsible for new development, manufacturing and research. Prior to joining
us, Mr. Danan served as lead architect and designer for the Danan Group, where
he coordinated the building of several projects from 2003 to 2007. From
approximately 1998 to 2003, Mr. Danan worked as an architect for several
companies including Sehres & Danan Inc., and Rivers & Christian in Los Angeles,
California.

MICHEL A. BRUNET. Mr. Brunet is a fully bilingual administrator with a facility
to organize teams and for interpersonal relationships. For the past ten years,
Mr. Brunet was an associate founder of the firm Montaigne Group, which
administered properties belonging to the city of Montreal, Quebec. Within
Montaigne Group, he worked on creating an aviation maintenance facility in
Plattsburg, New York. He was also a consultant with HyperSecure in establishing
a relationship within the various governmental levels. Mr. Brunet earned a
degree is administrative specializing in finance and marketing in 1969 and a
Master of Business Administration in finance at the University of Laval in 1970.
..
ITEM 6. EXHIBITS

Exhibits:

31.1 Certification of the registrant's Principal Executive Officer
under the Exchange Act Rules, 12a-14(a) or 15d-14(a), as adopted
pursuant to Section 302 of the Sarbanes-Oxley Act 2002.

31.2 Certification of the registrant's Principal Financial Officer
under the Exchange Act Rules, 12a-14(a) or 15d-14(a), as adopted
pursuant to Section 302 of the Sarbanes-Oxley Act 2002.

32.1 Certifications of the registrant's Principal Executive Officer
and Principal Financial Officer under 18 U.S.C. Section 1350, as
adopted pursuant to Section 906 of the Sarbanes-Oxley Act of
2002.

SIGNATURES

In accordance with the requirements of the Exchange Act, the registrant caused
this report to be signed on its behalf by the undersigned, thereunto duly
authorized.

INFOSPI INC.

Dated: November 23, 2009 By: /s/ HAIM MAYAN
______________________________________________
Haim Mayan, President

Dated: November 23, 2009 By: /s/ HAIM MAYAN
______________________________________________
Haim Mayan, interim Chief Financial Officer