BARCLAY ROAD, INC. - FORM 10-Q

Attached files

file	filename
EX-31 - EXHIBIT 31 - BARCLAY ROAD, INC.	ex31.htm
EX-32 - EXHIBIT 32 - BARCLAY ROAD, INC.	ex32.htm
EXCEL - IDEA: XBRL DOCUMENT - BARCLAY ROAD, INC.	Financial_Report.xls

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q


þ		Quarterly Report pursuant to Section 13 or 15(d) of the Securities and Exchange Act of 1934
		For the quarterly period ended June 30, 2012


o		Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
		For the transition period from to

Commission File Number 000-52332

BARCLAY ROAD, INC.

(Exact name of registrant as specified in its charter)


Wyoming		20-5571215
(State or other jurisdiction of		(I.R.S. Employer Identification No.)
incorporation or organization)


112 ½ Sevier Court, Barbourville, KY		40906
(Address of principal executive offices)		(Zip Code)

(404) 229-6408

(Registrant’s Telephone Number, Including Area Code)

(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 þ NO o

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 (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). 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 the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer o		Accelerated filer o		Non-accelerated filer o		Smaller reporting company þ
				(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 Act).

YES þ NO o

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date: 341,743,768 shares of common stock, no par value, issued and outstanding as of August 8, 2012.

BARCLAY ROAD, INC.

INDEX

Barclay Road, Inc.

Index
		Page
PART I.	FINANCIAL INFORMATION

Item 1.	Financial Statements	1

	Consolidated Balance Sheets as of June 30, 2012
	and December 31, 2011 (Unaudited)	2

	Statements of Operations for the Six and Three Months
	Ended June 30, 2012 and 2011 and the Period	3
	October 20, 2006 (Date of formation)
	through June 30, 2012 (Unaudited)

	Statement of Stockholders' Deficiency for the Period Ended June 30, 2012 (Unaudited)	4

	Statements of Cash Flows for the Six Months Ended June 30, 2012 and 2011 and the Period
	October 20, 2006 (Date of formation)	5
	through June 30, 2012 (Unaudited)

	Notes to Unaudited Financial Statements	6

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

Item 3.	Quantitative and Qualitative Disclosures About Market Risk	12

Item 4.	Controls and Procedures	13

PART II.	OTHER INFORMATION	13

Item 5.	Other Information	13

Item 6.	Exhibits.	13

Signatures		14

PART I. Financial Information

Item 1. Financial Statements (Unaudited)

Certain information and footnote disclosures required under accounting principles generally accepted in the United States of America have been condensed or omitted from the following condensed consolidated financial statements pursuant to the rules and regulations of the Securities and Exchange Commission. The following condensed consolidated financial statements should be read in conjunction with the year-end consolidated financial statements and notes thereto included in the Company's Annual Report on Form 10-K for the year ended December 31, 2011.

The results of operations for the three and six months ended June 30, 2012 are not necessarily indicative of the results for the entire fiscal year or for any other period.

BARCLAY ROAD, INC.
BALANCE SHEETS
(A Development Stage Company)
(Unaudited)

ASSETS
	June 30,			December 31,
	2012			2011

Investment in oil and gas properties	$	260		$	260

TOTAL ASSETS	$	260		$	260



LIABILITIES AND STOCKHOLDERS' DEFICIENCY

Current Liabilities:
Accrued expenses	$	8,811		$	20,263

Total Current Liabilities		8,811			20,263

Commitments and Contingencies		-			-

Stockholders' Deficiency:

Common stock, no par value - authorized unlimited;
341,743,768 and 341,743,768 outstanding as of
June 30, 2012 and December 31, 2011, respectively		1,035,362			1,035,362
Paid in capital		85,798			64,048
Deficit accumulated during development stage		(1,129,711	)		(1,119,413	)


Total Stockholders' Deficiency		(8,551	)		(20,003	)

TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIENCY	$	260		$	260

The accompanying notes are an integral part of these unaudited financial statements

BARCLAY ROAD, INC.
STATEMENTS OF OPERATIONS
(A Development Stage Company)
(Unaudited)

													For the Period
	For the Six Months Ended						For the Three Months Ended						October 20, 2006 (Date
	June 30,						June 30,						of Inception) Through
	2012			2011			2012			2011			June 30, 2012
Revenues	$	-		$	-		$	-		$	-		$	-

Cost and expenses:
General and administrative expenses		10,298			22,639			6,208			14,000			936,011
Impairment loss		-			-			-			-			231,195
		10,298			22,639			6,208			14,000			1,167,206


Loss from operations		(10,298	)		(22,639	)		(6,208	)		(14,000	)		(1,167,206	)

Other income (expense):
Gain on sale of asset					-						-			37,747
Interest expense		-			-			-			-			(252	)
		-			-			-			-			37,495

Loss before provision for income taxes		(10,298	)		(22,639	)		(6,208	)		(14,000	)		(1,129,711	)

Provision for income taxes		-			-			-			-			-

Net loss	$	(10,298	)	$	(22,639	)	$	(6,208	)	$	(14,000	)	$	(1,129,711	)

Loss per share - basic and diluted	$	(0.00	)	$	(0.00	)	$	(0.00	)	$	(0.00	)

Weighted average number of common shares
outstanding - basic and diluted		341,732,768			41,743,768			341,732,768			41,743,768

The accompanying notes are an integral part of these unaudited financial statements

BARCLAY ROAD, INC.
STATEMENTS OF STOCKHOLDERS' DEFICIENCY
(A Development Stage Company)
(Unaudited)
										Deficit
								Additional		Accumulated
								Paid		During
				Common Stock				in		Development
	Total			Number of shares		Amount		Capital		Stage

Beginning balance, October 20, 2006	$	231,195			251,720	$	231,195	$	-	$	-

Net loss		(260,621	)								(260,621	)

Balance at December 31, 2006		(29,426	)		251,720		231,195		-		(260,621	)

Stock issued for consulting fees (valued @ $.009 per share)		714,825			40,061		714,825

Stock issued for intangible asset		10,000			1,000		10,000

Net loss		(692,888	)								(692,888	)

Balance at December 31, 2007		2,511			292,781		956,020				(953,509	)

Contribution from officer		6,497							6,497

Stock issued for consulting fees (valued at $.001 per share)		23,820			23,820,000		23,820

Net loss		(45,153	)								(45,153	)

Balance, December 31, 2008		(12,325	)		24,112,781		979,840		6,497		(998,662	)

Common stock issued for consulting fees (valued @ $.002
per share)		35,262			17,630,987		35,262

Net loss		(49,303	)								(49,303	)

Balance, December 31, 2009		(26,366	)		41,743,768		1,015,102		6,497		(1,047,965	)

Net loss		(7,807	)								(7,807	)

Balance, December 31, 2010		(34,173	)		41,743,768		1,015,102		6,497		(1,055,772	)

Common stock issued for acquisition of oil
and gas properties		260			200,000,000		260

Common stock issued for debt		20,000			100,000,000		20,000

Contribution from shareholders		57,551							57,551

Net loss		(63,641	)								(63,641	)

Balance, December 31, 2011		(20,003	)		341,743,768		1,035,362		64,048		(1,119,413	)

Contribution from shareholders		21,750							21,750

Net loss		(10,298	)								(10,298	)

Balance, June 30, 2012	$	(8,551	)		341,743,768	$	1,035,362	$	85,798	$	(1,129,711	)

The accompanying notes are an integral part of these unaudited financial statements

BARCLAY ROAD, INC.
STATEMENTS OF CASH FLOWS
(A Development Stage Company)
(Unaudited)

							For the Period
	For the SIx Months Ended						October 20, 2006 (Date of
	June 30,						Inception) through
	2012			2011			June 30, 2012

Cash flows from operating activities:
Net loss	$	(10,298	)	$	(22,639	)	$	(1,129,711	)
Adjustments to reconcile net loss
to net cash used in operating activities:
Depreciation and amortization		-			1,000			10,852
Stock-based compensation		-			-			773,907
Impairment loss		-			-			231,195
Gain on sale of asset		-			-			(37,747	)
Changes in operating assets
and liabilities:		-			-			-
Increase in accrued expenses and accounts payable		(11,452	)		(2,255	)		8,810
Net Cash Used in Operating Activities		(21,750	)		(23,894	)		(142,694	)

Cash flows from investing activities:
Purchase of property, plant and
equipment		-			-			(1,704	)
Net Cash Used in Investing Activities		-			-			(1,704	)

Cash flows from financing activities:
Advances from related parties		21,750			23,894			144,398
Net Cash Provided by Financing Activities		21,750			23,894			144,398

Net increase (decrease) in cash		-			-			-

Cash - beginning of year		-			-			-

Cash - end of year	$	-		$	-		$	-


Supplementary information:
Cash paid during the year for:
Interest	$	-		$	-
Income taxes	$	-		$	-

The accompanying notes are an integral part of these unaudited financial statements

BARCLAY ROAD, INC.

NOTES TO UNAUDITED FINANCIAL STATEMENTS

AS OF AND FOR THE SIX MONTHS ENDED JUNE 30, 2012

(A DEVELOPMENT STAGE COMPANY)

1. DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

The balance sheet as of June 30, 2012 and the statements of operations, stockholders' deficiency and cash flows for the periods presented have been prepared by Barclay Road, Inc. (the "Company" or "Barclay Road") and are unaudited. In the opinion of management, all adjustments (consisting solely of normal recurring adjustments) necessary to present fairly the financial position, results of operations, changes in stockholders' equity and cash flows for all periods presented have been made. The information for the balance sheet as of December 31, 2011 was derived from audited financial statements of the Company.

Organization

Barclay Road, Inc. (“Barclay Road” or the “Company”) was incorporated on October 20, 2006 pursuant to the laws of Wyoming.

The Company is considered a development stage enterprise as defined in Financial Accounting Standards Board ("FASB") Accounting Standards Codification ("ASC") ASC 205-915 "Development Stage Entitites". Planned principal activities have not yet produced significant revenues, as the Company had been engaged primarily in software development. The Company is currently engaged in oil and gas activities in the state of Kentucky and acquired an oil and gas lease. The ability of the Company to emerge from the development stage with respect to its planned principal business activity is dependent upon its successful efforts to raise additional equity financing for the drilling and exploration of oil and natural gas.

Basis of Presentation

On November 2, 2006, the Company entered into a plan of merger with Lifetime Books, Inc. (“Lifetime Books”). In connection with the plan of merger, the Company acquired the assets and assumed the liabilities of Lifetime Books. For accounting purposes, the plan of merger has been treated as a recapitalization of Lifetime Books (subsidiary) as the acquirer. The financial statements prior to November 2, 2006 are those of Lifetime Books.

As provided for in the plan of merger, the stockholders at Lifetime Books received 251,720 of Barclay Road common stock, representing 100% of the outstanding stock after the merger, in exchange for the outstanding common shares of Lifetime Books common stock, which was accounted for as a reverse acquisition. The financial statements reflect the retroactive restatement of Lifetime Books’ historical stockholders’ equity to reflect the equivalent number of shares of common stock issued in the plan of merger.

The merger of Lifetime Books was reported as a purchase with no goodwill, with book values considered to be fair value.

As of December 31, 2007, the Company sold its investment in Lifetime Books to Herbert L. Becker ("Becker") in exchange for the Company's obligation to Becker. See Note 6 for further information.

On March 18, 2008, the Company's shareholders approved a one-for-two thousand reverse stock split of its common stock which became effective on that date.

On September 20, 2011, the Company acquired an oil and gas lease in Knox County, Kentucky.

Going Concern

The Company’s financial statements as of June 30, 2012, have been prepared on a going concern basis which contemplates the realization of assets and settlement of liabilities and commitments in the normal course of business. Management recognizes that the Company’s continued existence is dependent upon its ability to obtain needed working capital through additional equity and/or debt financing and revenue to cover expenses as the Company continues to incur losses.

The Company’s business is subject to most of the risks inherent in the establishment of a new business enterprise. The likelihood of success of the Company must be considered in light of the expenses, difficulties, delays and unanticipated challenges encountered in connection with the formation of a new business, raising operating and development capital, and drilling and exploration for oil and natural gas. There is no assurance the Company will ultimately achieve a profitable level of operations.

The Company presently does not have sufficient liquid assets to finance its anticipated funding needs and obligations. The Company’s continued existence is dependent upon its ability to obtain needed working capital through additional equity and/or debt financing and achieve a level of sales adequate to support its cost structure. Management is actively seeking additional capital to ensure the continuation of its activities. However, there is no assurance that additional capital will be obtained or that the Company will be profitable. These uncertainties raise substantial doubt about the ability of the Company to continue as a going concern. The accompanying financial statements do not include any adjustments that might result from the outcome of these uncertainties should the Company be unable to continue as a going concern.

Significant Accounting Policies

The Company’s significant accounting policies are summarized in Note 1 of the Company’s Report on Form-10 for the year ended December 31, 2011. There were no significant changes to these accounting policies during the six months ended June 30, 2012 and the Company does not expect that the adoption of other recent accounting pronouncements will have a material impact on its financial statements.

2. ACQUISITIONS OF OIL AND GAS PROPERTIES

On September 20, 2011, the Company acquired an oil and gas lease from Mission Energy, LLC, a Kentucky limited liability company ("Mission"), providing the Company of all Mission's right, title and interest in an oil and gas lease in Knox County, Kentucky. In connection with the acquisition of the lease, the Company issued 200,000,000 shares of its common stock to Mission and its designees with a fair value of $260.

-7-

The lease consists of approximately 52 acres, has a well spacing requirement of 10 acres, and is in the Appalachian Basin. Knox County has been widely explored and drilled for oil and gas and is known to have multiple pay formations including the Maxon Sand, Big Lime, Borden Shale, Devonian Shale and Corniferous Formations. Knox County has been a producer of oil and gas dating back to the early 1940s.

3. OTHER ASSETS

On December 7, 1988, a judgment for $231,195 U.S. was issued to the benefit of Herbert L. Becker (a former director and shareholder of the Company) against Lifetime Books. The shareholder took possession of all assets of Lifetime Books via a judgment lien certificate.

Lifetime Books is a publishing house with more than 1,500 titles. Lifetime Books purchases or licenses manuscripts from authors or from other publishers, and then prints and sells them through bookstores such as Barnes and Noble and Amazon.com.

As of December 31, 2006, the Company recorded an impairment loss of $231,195 writing down the value of the manuscripts to $-0-.

4. FAIR VALUE MEASUREMENTS

The Company utilizes the accounting guidance for fair value measurements and disclosures for all financial assets and liabilities and nonfinancial assets and liabilities that are recognized or disclosed at fair value in the consolidated financial statements on a recurring basis or on a nonrecurring basis during the reporting period. The fair value is an exit price, representing the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants based upon the best use of the asset or liability at the measurement date. The Company utilizes market data or assumptions that market participants would use in pricing the asset or liability. The accounting guidance establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value. These tiers are defined as follows:

Level 1 - Observable inputs such as quoted market prices in active markets

Level 2 - Inputs other than quoted prices in active markets that are either directly or indirectly observable

Level 3 - Unobservable inputs about which little or no market data exists, therefore requiring an entity to develop its own assumptions

The following table sets forth by level, within the fair value hierarchy, the Company’s financial assets accounted for at fair value on a recurring basis as of June 30, 2012 and December 31, 2011.

Assets at Fair Value as of June 30, 2012 and

December 31, 2011 Using

Quoted Prices

in Active Markets

Significant Other

for Identical

Observable

Unobservable

June 30, 2012

Total

Assets (Level 1)

Inputs (Level 2)

Inputs (Level 3)

Total

December 31, 2011

Total

There were no changes to the Company’s valuation techniques used to measure asset fair values on a recurring or nonrecurring basis during the six months ended June 30, 2012 and the Company did not have any financial liabilities as of June 30, 2012.

The Company has other financial instruments, such as accrued expenses and other liabilities which have been excluded from the tables above. Due to the short-term nature of these instruments, the carrying value of accrued expenses and other liabilities approximate their fair values.

5. ADVANCES FROM RELATED PARTIES

Prior to December 31, 2011, the Company received advances from certain shareholders to pay obligations for the Company. These advances are interest free and are due on demand. On September 28, 2011, the Company agreed to issue the debt holders 100,000,000 shares of common stock to liquidate outstanding debt of $20,000, which shares were issued in October 2011. The balance of the debt in the amount of $57,551 was forgiven and the Company recorded the forgiveness as a contribution to paid-in-capital from the debt holders and increased paid-in-capital for the same amount. During the six months ended June 30, 2012 the Company received advances of $21,750, which was recorded as a contribution to paid-in-capital.

As of June 30, 2012 and December 31, 2011, the Company owed these related parties $-0- and $-0-, respectively.

6. LOAN FROM SHAREHOLDER

During 2007, the Company owed Herbert L. Becker $38,600. In exchange for this obligation, the Company sold its investment in Lifetime Books. The Company recorded a gain of $37,457 on the sale of this investment which is included in the statement of operations for the period October 6, 2006 (Date of Inception) through December 31, 2011.

7. COMMON STOCK

The Company is authorized to issue unlimited common shares of no par value stock, of which 341,743,768 shares were outstanding as of June 30, 2012. Any amounts included in paid-in capital represents contributions of capital from shareholders or forgiveness of debts from related parties.

On September 28, 2011, the Company agreed to issue the debt holders 100,000,000 shares of common stock to liquidate outstanding debt of $20,000, which shares were issued in October 2011. The balance of the debt in the amount of $57,551 was forgiven and the Company recorded the forgiveness as a contribution to paid-in-capital from the debt holders and increased paid-in-capital for the same amount. During the six months ended June 30, 2012, an additional $21,750 was received from related parties and recorded as a contribution to paid-in capital.

On September 20, 2011, in connection with the acquisition of an oil and gas lease, the Company issued 200,000,000 shares of its common stock to Mission Energy LLC and its designees with a fair value of $260.

On March 18, 2008, the Company's shareholders approved a one-for-two thousand reverse stock split of its outstanding common stock which became effective on that date.

All share references since inception have been revised to give retroactive effect to the reverse stock split.

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

The following discussion of our financial condition and results of operations should be read in conjunction with the financial statements and notes thereto and the other financial information included elsewhere in this report.

Certain statements contained in this report, including, without limitation, statements containing the words "believes," "anticipates," "expects" and words of similar import, constitute "forward looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements involve known and unknown risks and uncertainties. Our actual results may differ materially from those anticipated in these forward-looking statements as a result of certain factors, including our ability to create, sustain, manage or forecast our growth; our ability to attract and retain key personnel; changes in our business strategy or development plans; competition; business disruptions; adverse publicity; and international, national and local general economic and market conditions.

BACKGROUND

Barclay Road, Inc. (“Barclay Road” or the “Company”) was incorporated on October 20, 2006 pursuant to the laws of Wyoming. We are a development stage company. On November 2, 2006, the Company entered into a plan of merger with Lifetime Books, Inc. (“Lifetime Books”). In connection with the plan of merger, the Company acquired the assets and assumed the liabilities of Lifetime Books. As provided for in the plan of merger, the stockholders at Lifetime Books received 251,720 shares of Barclay Road common stock, representing 100% of the outstanding stock after the merger, in exchange for the outstanding common shares of Lifetime Books common stock, which was accounted for as a reverse acquisition. As of December 31, 2007, the Company sold its investment in Lifetime Books to Herbert L. Becker ("Becker") in exchange for the Company's obligation to Becker. On July 2, 2008, Becker resigned as Chairman of the Board and President of the Company, and Eduardo Valero Erana was elected Chairman of the Board, President and Chief Executive Officer of the Company.

PLAN OF OPERATION

With the sale of our Lifetime Books business, our Board of Directors determined that our business model should be re-evaluated to identify and acquire another business through a business combination. On September 20, 2011, the Company acquired an oil and gas lease from Mission Energy, LLC, a Kentucky limited liability company ("Mission"), providing the Company of all Mission's right, title and interest in an oil and gas lease in Knox County, Kentucky. Mission is owned and controlled by Walter Powell, our President. In connection with the acquisition of the lease, the Company issued 200,000,000 shares of its common stock to Mission and its designees with a fair value of $260.

We estimate that we will require up to $200,000 in additional capital to develop the first oil and/or gas well on this property. Our primary focus will be to develop our property, to acquire additional properties and to operate our properties. We have no acquisitions contemplated or under discussion at this time.

We will have to obtain significant additional capital to continue with our proposed business. There is no assurance that we will be able to obtain sufficient capital to implement either of our alternative business plans. The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. These conditions raise substantial doubt about the Company's ability to continue as a going concern. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

RESULTS OF OPERATIONS

SIX MONTHS ENDED JUNE 30, 2012 COMPARED TO THE SIX MONTHS ENDED JUNE 30, 2011

During the six months ended June 30, 2012, we incurred a net loss of $10,298 compared to a net loss of $22,639 for the six months ended June 30, 2011. The decrease in our net loss for the six months ended June 30, 2012 over the comparable period in 2011 is due to a decrease of $12,341 in general and administrative expenses.

THREE MONTHS ENDED JUNE 30, 2012 COMPARED TO THE THREE MONTHS ENDED JUNE 30, 2011

During the three months ended June 30, 2012, we incurred a net loss of $6,208 compared to a net loss of $14,000 for the three months ended June 30, 2011. The decrease in our net loss for the three months ended June 30, 2012 over the comparable period in 2011 is due to a decrease of $7,792 in general and administrative expenses.

LIQUIDITY

At June 30, 2012, we had a working capital deficit of approximately $8,811, compared with a working capital deficit of approximately $20,263 at December 31, 2011.

At June 30, 2012 and December 31, 2011 we had total assets of approximately $260. We had no cash at June 30, 2012 or at December 31, 2011. Net cash used in operating activities in the six months ended June 30, 2012 was $21,750, as compared with approximately $23,894 in the comparable period in 2011; net cash used in investing activities was $-0- in 2012 and 2011; and net cash provided by financing activities was $21,750 in 2012, as compared with $23,894 in 2011.

Our operations have never been profitable, and it is expected that we will continue to incur operating losses in the future. In the six months ended June 30, 2012, we generated revenues of $-0-, incurred operating expenses of $10,298, and had no net income. As of June 30, 2012, we had $-0- of cash on hand to fund operations. There is no assurance that we will operate profitably in the future.

Recent Accounting Pronouncements

The Company’s significant accounting policies are summarized in Note 1 of the Company’s Financial Statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2011. The Company does not expect that the adoption of any recent accounting pronouncements will have a material impact on its financial statements.

Commitments and Contractual Obligations

We did not have any commitments or contingencies as at June 30, 2012.

Off-Balance Sheet Arrangements

As of June 30, 2012, we did not have any off-balance sheet arrangements as defined in Item 303(a)(4)(ii) of Regulation S-K.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Not applicable.

ITEM 4. CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures

Under the supervision and our Chief Executive Officer and Principal Financial Officer evaluated the effectiveness of our disclosure controls and procedures as required by Exchange Act Rule 13a-15(b) as of the end of the period covered by this report. Based on that evaluation, the Chief Executive Officer and Principal Financial Officer concluded that these disclosure controls and procedures are effective.

Changes in Internal Control over Financial Reporting

There were no changes in our internal control over financial reporting during the quarter ended June 30, 2012 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

PART II — OTHER INFORMATION

ITEM 6. EXHIBITS

(a) Exhibits

31	Certification of Chief Executive Officer and Principal Financial Officer
	pursuant to Rule 13a-14(a)
32	Certification of Chief Executive Officer and Principal Financial Officer
	pursuant to 18 U.S.C. Section 1350

Copies of the following documents are included as exhibits to this report pursuant to Item 601 of Regulation S-K.


SEC Ref. No.	Title of Document
101.INS	XBRL Instance Document
101.SCH	XBRL Taxonomy Extension Schema Document
101.CAL	XBRL Taxonomy Calculation Linkbase Document
101.DEF	XBRL Taxonomy Extension Definition Linkbase Document
101.LAB	XBRL Taxonomy Label Linkbase Document
101.PRE	XBRL Taxonomy Presentation Linkbase Document

The XBRL related information in Exhibits 101 to this Quarterly Report on Form 10-Q shall not be deemed “filed” or a part of a registration statement or prospectus for purposes of Section 11 or 12 of the Securities Act of 1933, as amended, and is not filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of those sections.

SIGNATURES

In accordance with the requirements of the Securities Exchange Act of 1934, the registrant has caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.


		BARCLAY ROAD, INC. (Registrant)

Date: August 14, 2012		By: /s/ Walter Powell Walter Powell
		President and Principal Financial Officer

BARCLAY ROAD, INC. - FORM 10-Q - August 14, 2012

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