-----BEGIN PRIVACY-ENHANCED MESSAGE-----
Proc-Type: 2001,MIC-CLEAR
Originator-Name: webmaster@www.sec.gov
Originator-Key-Asymmetric:
MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen
TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB
MIC-Info: RSA-MD5,RSA,
LxsoWK2b6HAHsVQKzXtqCz2v0rtMIkVliOoCd7UKC9Ek+TG76GekGxSHOlMaftzB
XtkLs0xGErQCaoOaPic8bQ==

<SEC-DOCUMENT>0001165527-10-000357.txt : 20100511
<SEC-HEADER>0001165527-10-000357.hdr.sgml : 20100511
<ACCEPTANCE-DATETIME>20100511100621
ACCESSION NUMBER: 0001165527-10-000357
CONFORMED SUBMISSION TYPE: 10-Q
PUBLIC DOCUMENT COUNT: 4
CONFORMED PERIOD OF REPORT: 20100331
FILED AS OF DATE: 20100511
DATE AS OF CHANGE: 20100511

FILER:

COMPANY DATA:
COMPANY CONFORMED NAME: BOREAL PRODUCTIONS INC.
CENTRAL INDEX KEY: 0001413909
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MOTION PICTURE & VIDEO TAPE DISTRIBUTION [7822]
IRS NUMBER: 261134956
STATE OF INCORPORATION: NV
FISCAL YEAR END: 0930

FILING VALUES:
FORM TYPE: 10-Q
SEC ACT: 1934 Act
SEC FILE NUMBER: 333-146842
FILM NUMBER: 10819281

BUSINESS ADDRESS:
STREET 1: 8017 KENYON AVENUE
CITY: LOS ANGELES
STATE: CA
ZIP: 90045
BUSINESS PHONE: (310) 510-6826

MAIL ADDRESS:
STREET 1: 8017 KENYON AVENUE
CITY: LOS ANGELES
STATE: CA
ZIP: 90045
</SEC-HEADER>
<DOCUMENT>
<TYPE>10-Q
<SEQUENCE>1
<FILENAME>g4065.txt
<DESCRIPTION>QTRLY REPORT FOR THE QTR ENDED 3-31-10
<TEXT>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-Q

Quarterly Report under Section 13 or 15 (d) of
Securities Exchange Act of 1934

For the quarterly period ended March 31, 2010

Commission File Number 333-146627

BOREAL PRODUCTIONS INC.
(Exact name of small business issuer in its charter)

Nevada 26-1134956
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)

8017 Kenyon Avenue
Los Angeles, CA 90045
(Address of principal executive offices)

(310) 510-6826
(Telephone Number)

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 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 (ss.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 [ ] No [ ]

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

Large accelerated filer [ ] Accelerated Filer [ ]

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

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

There were 30,000,000 shares of Common Stock outstanding as of May 11, 2010.
<PAGE>
ITEM 1. FINANCIAL STATEMENTS.

The un-audited quarterly financial statements for the period ended March 31,
2010, prepared by the company, immediately follow.

2
<PAGE>
GEORGE STEWART, CPA
316 17th AVENUE SOUTH
SEATTLE, WASHINGTON 98144
(206) 328-8554 FAX (206) 328-0383

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Directors and
Stockholders of Boreal Productions, Inc.

I have reviewed the condensed balance sheet of Boreal Productions, Inc. (A
Development Stage Company) as of March 31, 2010, and the related condensed
statements of operations for the three and six months ended March 31, 2010 and
2009 and for the period from September 24, 2007 (inception) to March 31, 2010,
and condensed statements of cash flows for the six months ended March 31, 2010
and 2009 and for the period from September 24, 2007 (inception) to March 31,
2010. These financial statements are the responsibility of the company's
management.

I conducted my review in accordance with the standards of the Public Company
Accounting Oversight Board (United States). A review of interim financial
information consists principally of applying analytical procedures and making
inquiries of persons responsible for financial and accounting matters. It is
substantially less in scope than an audit conducted in accordance with standards
of the Public Company Accounting Oversight Board (United States), the objective
of which is the expression of an opinion regarding the financial statements
taken as a whole. Accordingly, I do not express such an opinion.

Based on my review, I am not aware of any material modifications that should be
made to the accompanying interim financial statements for them to be in
conformity with generally accepted accounting principles in the United States of
America.

I have previously audited, in accordance with auditing standards of the Public
Company Accounting Oversight Board (United States), the balance sheet of Boreal
Productions, Inc. (A Development Stage Company) as of September 30, 2009, and
the related statements of operations, retained earnings and cash flows for the
year then ended (not presented herein); and in my report dated December 16,
2009, I expressed a going concern opinion on those financial statements. In my
opinion, the information set forth in the accompanying condensed balance sheet
as of September 30, 2009, is fairly stated, in all material respects, in
relation to the balance sheet from which it has been derived.

/s/ George Stewart, CPA
- --------------------------------
Seattle, Washington
May 7, 2010

3
<PAGE>
BOREAL PRODUCTIONS INC.
(A Development Stage Company)
Balance Sheet
- --------------------------------------------------------------------------------

<TABLE>
<CAPTION>
As of As of
March 31, September 30,
2010 2009
-------- --------
<S> <C> <C>
ASSETS

CURRENT ASSETS
Cash $ 2,948 $ 16,980
-------- --------
TOTAL CURRENT ASSETS 2,948 16,980

OTHER ASSETS
Intellectual Property 9,550 2,500
-------- --------
TOTAL OTHER ASSETS 9,550 2,500
-------- --------

TOTAL ASSETS $ 12,498 $ 19,480
======== ========

LIABILITIES & STOCKHOLDERS' EQUITY

CURRENT LIABILITIES
Accounts Payable $ -- $ 15
-------- --------
TOTAL CURRENT LIABILITIES -- 15

TOTAL LIABILITIES -- 15

STOCKHOLDERS' EQUITY
Common stock, ($0.001 par value, 375,000,000 shares
authorized; 30,000,000 shares issued and outstanding
as of March 31, 2010 and September 30, 2009 30,000 30,000
Additional paid-in capital 24,000 24,000
Deficit accumulated during development stage (41,502) (34,535)
-------- --------
TOTAL STOCKHOLDERS' EQUITY 12,498 19,465
-------- --------

TOTAL LIABILITIES & STOCKHOLDERS' EQUITY $ 12,498 $ 19,480
======== ========
</TABLE>

See Notes to Financial Statements

4
<PAGE>
BOREAL PRODUCTIONS INC.
(A Development Stage Company)
Statement of Operations
- --------------------------------------------------------------------------------

<TABLE>
<CAPTION>
September 24, 2007
Three Months Three Months Six Months Six Months (inception)
Ended Ended Ended Ended through
March 31, March 31, March 31, March 31, March 31,
2010 2009 2010 2009 2010
------------ ------------ ------------ ------------ ------------
<S> <C> <C> <C> <C> <C>
REVENUES
Revenues $ -- $ -- $ -- $ -- $ --
------------ ------------ ------------ ------------ ------------
TOTAL REVENUES -- -- -- -- --

GENERAL & ADMINISTRATIVE EXPENSES 1,947 370 2,567 1,209 20,807
PROFESSIONAL FEES 1,500 1,400 4,400 4,100 20,695
------------ ------------ ------------ ------------ ------------
TOTAL GENERAL & ADMINISTRATIVE EXPENSES 3,447 1,770 6,967 5,309 41,502
------------ ------------ ------------ ------------ ------------

NET INCOME (LOSS) $ (3,447) $ (1,770) $ (6,967) $ (5,309) $ (41,502)
============ ============ ============ ============ ============

BASIC EARNINGS PER SHARE $ 0.00 $ 0.00 $ 0.00 $ 0.00
============ ============ ============ ============
WEIGHTED AVERAGE NUMBER OF
COMMON SHARES OUTSTANDING 30,000,000 30,000,000 30,000,000 30,000,000
============ ============ ============ ============
</TABLE>

See Notes to Financial Statements

5
<PAGE>
BOREAL PRODUCTIONS INC.
(A Development Stage Company)
Statement of Cash Flows
- --------------------------------------------------------------------------------

<TABLE>
<CAPTION>
September 24, 2007
Six Months Six Months (inception)
Ended Ended through
March 31, March 31, March 31,
2010 2009 2010
-------- -------- --------
<S> <C> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES
Net income (loss) $ (6,967) $ (5,309) $(41,502)
Adjustments to reconcile net loss to net cash
provided by (used in) operating activities:

Changes in operating assets and liabilities:
Increase (Decrease) in Stock Subscriptions Received -- -- --
Increase (Decrease) in Accounts Payable (15) 1,400 --
-------- -------- --------
NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES (6,982) (3,909) (41,502)

CASH FLOWS FROM INVESTING ACTIVITIES
Intellectual Property (7,050) (2,500) (9,550)
-------- -------- --------
NET CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES (7,050) (2,500) (9,550)

CASH FLOWS FROM FINANCING ACTIVITIES
Issuance of common stock -- -- 54,000
(Increase) Decrease in Subscription Receivable -- -- --
-------- -------- --------
NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES -- -- 54,000
-------- -------- --------

NET INCREASE (DECREASE) IN CASH (14,032) (6,409) 2,948

CASH AT BEGINNING OF PERIOD 16,980 31,721 --
-------- -------- --------

CASH AT END OF YEAR $ 2,948 $ 25,311 $ 2,948
======== ======== ========

SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION

Cash paid during year for:
Interest $ -- $ -- $ --
======== ======== ========

Income Taxes $ -- $ -- $ --
======== ======== ========
</TABLE>

See Notes to Financial Statements

6
<PAGE>
BOREAL PRODUCTIONS INC.
(An Development Stage Company)
Notes to Financial Statements
March 31, 2010
- --------------------------------------------------------------------------------

NOTE 1. ORGANIZATION AND DESCRIPTION OF BUSINESS

Boreal Productions Inc. (the Company) was incorporated under the laws of the
State of Nevada on September 24, 2007. The Company was formed to option feature
films and TV projects and then package them to sell at a profit to various
studios and production companies.

The Company is in the development stage. Its activities to date have been
limited to capital formation, organization and development of its business plan.
The Company has commenced limited operations.

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 an September 30, year-end.

B. BASIC EARNINGS PER SHARE

ASC No. 260, "Earnings Per Share", specifies the computation, presentation and
disclosure requirements for earnings (loss) per share for entities with publicly
held common stock. The Company has adopted the provisions of ASC No. 260.

Basic net loss per share amounts is computed by dividing the net loss by the
weighted average number of common shares outstanding. Diluted earnings per share
are the same as basic earnings per share due to the lack of dilutive items in
the Company.

C. CASH EQUIVALENTS

The Company considers all highly liquid investments purchased with an original
maturity of three months or less to be cash equivalents.

D. USE OF ESTIMATES AND ASSUMPTIONS

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. In accordance with ASC No. 250
all adjustments are normal and recurring.

7
<PAGE>
BOREAL PRODUCTIONS INC.
(An Development Stage Company)
Notes to Financial Statements
March 31, 2010
- --------------------------------------------------------------------------------

NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

E. INCOME TAXES

Income taxes are provided in accordance with ASC No. 740, Accounting for Income
Taxes. A deferred tax asset or liability is recorded for all temporary
differences between financial and tax reporting and net operating loss
carryforwards. Deferred tax expense (benefit) results from the net change during
the year of deferred tax assets and liabilities.

Deferred tax assets are reduced by a valuation allowance when, in the opinion of
management, it is more likely than not that some portion of all of the deferred
tax assets will be realized. Deferred tax assets and liabilities are adjusted
for the effects of changes in tax laws and rates on the date of enactment.

F. REVENUE

The Company records revenue on the accrual basis when all goods and services
have been performed and delivered, the amounts are readily determinable, and
collection is reasonably assured. The Company has not generated any revenue
since its inception.

G. ADVERTISING

The Company will expense its advertising when incurred. There has been no
advertising since inception.

NOTE 3. GOING CONCERN

The accompanying financial statements are presented on a going concern basis.
The Company had no operations during the period from September 24, 2007 (date of
inception) to March 31, 2010 and generated a net loss of $41,502. This condition
raises substantial doubt about the Company's ability to continue as a going
concern. Even though the Company is currently in the development stage and has
minimal expenses, management does not believe that the company's current cash of
$2,948 is sufficient to cover the expenses they will incur during the next
twelve months.

NOTE 4. WARRANTS AND OPTIONS

There are no warrants or options outstanding to acquire any additional shares of
common.

8
<PAGE>
BOREAL PRODUCTIONS INC.
(An Development Stage Company)
Notes to Financial Statements
March 31, 2010
- --------------------------------------------------------------------------------

NOTE 5. RELATED PARTY TRANSACTIONS

The sole officer and director of the Company may, in the future, become involved
in other business opportunities as they become available, she may face a
conflict in selecting between the Company and her other business opportunities.
The Company has not formulated a policy for the resolution of such conflicts.

NOTE 6. INCOME TAXES

As of March 31, 2010
--------------------
Deferred tax assets:
Net operating tax carryforwards $ 41,502
Other 0
--------
Gross deferred tax assets 41,502
Valuation allowance (41,502)
--------

Net deferred tax assets $ 0
========

Realization of deferred tax assets is dependent upon sufficient future taxable
income during the period that deductible temporary differences and carryforwards
are expected to be available to reduce taxable income. As the achievement of
required future taxable income is uncertain, the Company recorded a valuation
allowance.

NOTE 7. NET OPERATING LOSSES

As of March 31, 2010, the Company has a net operating loss carryforwards of
approximately $41,502. Net operating loss carryforward expires twenty years from
the date the loss was incurred.

NOTE 8. STOCK TRANSACTIONS

Transactions, other than employees' stock issuance, are in accordance with ASC
No. 505. Thus issuances shall be accounted for based on the fair value of the
consideration received. Transactions with employees' stock issuance are in
accordance with ASC No. 718. These issuances shall be accounted for based on the
fair value of the consideration received or the fair value of the equity
instruments issued, or whichever is more readily determinable.

On September 24, 2007 the Company issued a total of 15,000,000 shares of common
stock to one director for cash in the amount of $0.0006 per share for a total of
$9,000.

9
<PAGE>
BOREAL PRODUCTIONS INC.
(An Development Stage Company)
Notes to Financial Statements
March 31, 2010
- --------------------------------------------------------------------------------

NOTE 8. STOCK TRANSACTIONS (CONTINUED)

On February 18, 2008 the Company issued a total of 15,000,000 shares of common
stock to thirty investors for cash in the amount of $0.003 per share for a total
of $45,000.

On June 11, 2008 the Company effected a 5 for 1 forward split of its share
capital such that every one share of common stock issued and outstanding prior
to the split was exchanged for five post-split shares of common stock. The
number of shares referred to in the previous paragraphs is post-split number of
shares. The Company also changed its post-split authorized capital to
375,000,000 shares of common stock with a par value of $0.001 per share. All
share amounts have been retroactively adjusted for all periods presented.

As of March 31, 2010 the Company had 30,000,000 shares of common stock issued
and outstanding.

NOTE 9. STOCKHOLDERS' EQUITY

The stockholders' equity section of the Company contains the following classes
of capital stock as of March 31, 2010:

Common stock, $0.001 par value: 375,000,000 shares authorized; 30,000,000 shares
issued and outstanding.

NOTE 10. NEW ACCOUNTING PRONOUCEMENTS

Recent accounting pronouncements that are listed below did and/or are not
currently expected to have a material effect on the Company's financial
statements.

FASB STATEMENTS:

In February 2010, the FASB issued Accounting Standards Update ("ASU")
No.2010-09, "Amendments to Certain Recognition and Disclosure Requirements"
("ASU2010-09"), which is included in the FASB Accounting Standards Codification
(the "ASC") Topic 855 (Subsequent Events). ASU 2010-09 clarifies that an SEC
filer is required to evaluate subsequent events through the date that the
financial statements are issued. ASU 2010-09 is effective upon the issuance of
the final update and did not have a significant impact on the Company's
financial statements.

In June 2009, the FASB issued guidance now codified as ASC 105, Generally
Accepted Accounting Principles as the single source of authoritative accounting
principles recognized by the FASB to be applied by nongovernmental entities in
the preparation of financial statements in conformity with U.S. GAAP, aside from
those issued by the SEC. ASC 105 does not change current U.S. GAAP, but is
intended to simplify user access to all authoritative U.S. GAAP by providing all
authoritative literature related to a particular topic in one place. The
adoption of ASC 105 did not have a material impact on the

10
<PAGE>
BOREAL PRODUCTIONS INC.
(An Development Stage Company)
Notes to Financial Statements
March 31, 2010
- --------------------------------------------------------------------------------

NOTE 10. NEW ACCOUNTING PRONOUCEMENTS (CONTINUED)

Company's financial statements, but did eliminate all references to
pre-codification standards.

June 2009, the FASB issued SFAS No. 166, "Accounting for Transfers of Financial
Assets--an amendment of FASB Statement No. 140" ("SFAS 166"). The provisions of
SFAS 166, in part, amend the derecognition guidance in FASB Statement No. 140,
eliminate the exemption from consolidation for qualifying special-purpose
entities and require additional disclosures. SFAS 166 is effective for financial
asset transfers occurring after the beginning of an entity's first fiscal year
that begins after November 15, 2009. The Company does not expect the provisions
of SFAS 166 to have a material effect on the financial position, results of
operations or cash flows of the Company.

In June 2009, the FASB issued SFAS No. 167, "Amendments to FASB Interpretation
No. 46(R) ("SFAS 167"). SFAS 167 amends the consolidation guidance applicable to
variable interest entities. The provisions of SFAS 167 significantly affect the
overall consolidation analysis under FASB Interpretation No. 46(R).

SFAS 167 is effective as of the beginning of the first fiscal year that begins
after November 15, 2009. SFAS 167 will be effective for the Company beginning in
2010. The Company does not expect the provisions of SFAS 167 to have a material
effect on the financial position, results of operations or cash flows of the
Company.

In June 2009, the FASB issued SFAS No. 168, "The FASB Accounting Standards
Codification and the Hierarchy of Generally Accepted Accounting Principles - a
replacement of FASB Statement No. 162" ("SFAS No. 168"). Under SFAS No. 168 the
"FASB Accounting Standards Codification" ("Codification") will become the source
of authoritative U. S. GAAP to be applied by nongovernmental entities. Rules and
interpretive releases of the Securities and Exchange Commission ("SEC") under
authority of federal securities laws are also sources of authoritative GAAP for
SEC registrants.

SFAS No. 168 is effective for financial statements issued for interim and annual
periods ending after September 15, 2009. On the effective date, the Codification
will supersede all then-existing non-SEC accounting and reporting standards. All
other non-grandfathered non-SEC accounting literature not included in the
Codification will become non-authoritative. SFAS No. 168 is effective for the
Company's interim quarterly period beginning July 1, 2009. The Company does not
expect the adoption of SFAS No. 168 to have an impact on the financial
statements.

In June 2009, the Securities and Exchange Commission's Office of the Chief
Accountant and Division of Corporation Finance announced the release of Staff
Accounting Bulletin (SAB) No. 112. This staff accounting bulletin amends or
rescinds portions of the interpretive guidance included in the Staff Accounting
Bulletin Series in order to make the relevant interpretive guidance consistent

11
<PAGE>
BOREAL PRODUCTIONS INC.
(An Development Stage Company)
Notes to Financial Statements
March 31, 2010
- --------------------------------------------------------------------------------

NOTE 10. NEW ACCOUNTING PRONOUCEMENTS (CONTINUED)

with current authoritative accounting and auditing guidance and Securities and
Exchange Commission rules and regulations. Specifically, the staff is updating
the Series in order to bring existing guidance into conformity with recent
pronouncements by the Financial Accounting Standards Board, namely, Statement of
Financial Accounting Standards No. 141 (revised 2007), Business Combinations,
and Statement of Financial Accounting Standards No. 160, Non-controlling
Interests in Consolidated Financial Statements. The statements in staff
accounting bulletins are not rules or interpretations of the Commission, nor are
they published as bearing the Commission's official approval. They represent
interpretations and practices followed by the Division of Corporation Finance
and the Office of the Chief Accountant in administering the disclosure
requirements of the Federal securities laws.

In April 2009, the FASB issued FSP No. FAS 107-1 and APB 28-1, Interim
Disclosures about Fair Value of Financial Instruments. This FSP amends FASB
Statement No. 107, Disclosures about Fair Value of Financial Instruments, to
require disclosures about fair value of financial instruments for interim
reporting periods of publicly traded companies as well as in annual financial
statements. This FSP also amends APB Opinion No. 28,

Interim Financial Reporting, to require those disclosures in summarized
financial information at interim reporting periods. This FSP shall be effective
for interim reporting periods ending after June 15, 2009. The Company does not
have any fair value of financial instruments to disclose.

In April 2009, the FASB issued FSP No. FAS 115-2 and FAS 124-2, Recognition and
Presentation of Other-Than-Temporary Impairments. This FSP amends the
other-than-temporary impairment guidance in U.S. GAAP for debt securities to
make the guidance more operational and to improve the presentation and
disclosure of other-than-temporary impairments on debt and equity securities in
the financial statements. The FSP does not amend existing recognition and
measurement guidance related to other-than-temporary impairments of equity
securities. The FSP shall be effective for interim and annual reporting periods
ending after June 15, 2009. The Company currently does not have any financial
assets that are other-than-temporarily impaired.

In April 2009, the FASB issued FSP No. FAS 141(R)-1, Accounting for Assets
Acquired and Liabilities Assumed in a Business Combination That Arise from
Contingencies, to address some of the application issues under SFAS 141(R). The
FSP deals with the initial recognition and measurement of an asset acquired or a
liability assumed in a business combination that arises from a contingency
provided the asset or liability's fair value on the date of acquisition can be
determined. When the fair value can-not be determined, the FSP requires using
the guidance under SFAS No. 5, Accounting for Contingencies, and FASB
Interpretation (FIN) No. 14, Reasonable Estimation of the Amount of a Loss.

12
<PAGE>
BOREAL PRODUCTIONS INC.
(An Development Stage Company)
Notes to Financial Statements
March 31, 2010
- --------------------------------------------------------------------------------

NOTE 10. NEW ACCOUNTING PRONOUCEMENTS (CONTINUED)

This FSP was effective for assets or liabilities arising from contingencies in
business combinations for which the acquisition date is on or after January 1,
2009. The adoption of this FSP has not had a material impact on our financial
position, results of operations, or cash flows during the six months ended March
31, 2010.

In April 2009, the FASB issued FSP No. FAS 157-4, "Determining Fair Value When
the Volume and Level of Activity for the Asset or Liability Have Significantly
Decreased and Identifying Transactions That Are Not Orderly" ("FSP FAS 157-4").
FSP FAS 157-4 provides guidance on estimating fair value when market activity
has decreased and on identifying transactions that are not orderly.
Additionally, entities are required to disclose in interim and annual periods
the inputs and valuation techniques used to measure fair value. This FSP is
effective for interim and annual periods ending after June 15, 2009. The Company
does not expect the adoption of FSP FAS 157-4 will have a material impact on its
financial condition or results of operation.

In October 2008, the FASB issued FSP No. FAS 157-3, "Determining the Fair Value
of a Financial Asset When the Market for That Asset is Not Active," ("FSP FAS
157-3"), which clarifies application of SFAS 157 in a market that is not active.
FSP FAS 157-3 was effective upon issuance, including prior periods for which
financial statements have not been issued. The adoption of FSP FAS 157-3 had no
impact on the Company's results of operations, financial condition or cash
flows.

In December 2008, the FASB issued FSP No. FAS 140-4 and FIN 46(R)-8,
"Disclosures by Public Entities (Enterprises) about Transfers of Financial
Assets and Interests in Variable Interest Entities." This disclosure-only FSP
improves the transparency of transfers of financial assets and an enterprise's
involvement with variable interest entities, including qualifying
special-purpose entities. This FSP is effective for the first reporting period
(interim or annual) ending after December 15, 2008, with earlier application
encouraged. The Company adopted this FSP effective January 1, 2009. The adoption
of the FSP had no impact on the Company's results of operations, financial
condition or cash flows.

In December 2008, the FASB issued FSP No. FAS 132(R)-1, "Employers' Disclosures
about Postretirement Benefit Plan Assets" ("FSP FAS 132(R)-1"). FSP FAS 132(R)-1
requires additional fair value disclosures about employers' pension and
postretirement benefit plan assets consistent with guidance contained in SFAS
157. Specifically, employers will be required to disclose information about how
investment allocation decisions are made, the fair value of each major category
of plan assets and information about the inputs and valuation techniques used to
develop the fair value measurements of plan assets. This FSP is effective for
fiscal years ending after December 15, 2009. The Company does not expect the
adoption of FSP FAS 132(R)-1 will have a material impact on its financial
condition or results of operation.

13
<PAGE>
BOREAL PRODUCTIONS INC.
(An Development Stage Company)
Notes to Financial Statements
March 31, 2010
- --------------------------------------------------------------------------------

NOTE 10. NEW ACCOUNTING PRONOUCEMENTS (CONTINUED)

In September 2008, the FASB issued exposure drafts that eliminate qualifying
special purpose entities from the guidance of SFAS No. 140, "Accounting for
Transfers and Servicing of Financial Assets and Extinguishments of Liabilities,"
and FASB Interpretation 46 (revised December 2003), "Consolidation of Variable
Interest Entities - an interpretation of ARB No. 51," as well as other
modifications. While the proposed revised pronouncements have not been finalized
and the proposals are subject to further public comment, the Company anticipates
the changes will not have a significant impact on the Company's financial
statements. The changes would be effective March 1, 2010, on a prospective
basis.

In June 2008, the FASB issued FASB Staff Position EITF 03-6-1, Determining
Whether Instruments Granted in Share-Based Payment Transactions Are
Participating Securities, ("FSP EITF 03-6-1"). FSP EITF 03-6-1 addresses whether
instruments granted in share-based payment transactions are participating
securities prior to vesting, and therefore need to be included in the
computation of earnings per share under the two-class method as described in
FASB Statement of Financial Accounting Standards No. 128, "Earnings per Share."
FSP EITF 03-6-1 is effective for financial statements issued for fiscal years
beginning on or after December 15, 2008 and earlier adoption is prohibited. We
are not required to adopt FSP EITF 03-6-1; neither do we believe that FSP EITF
03-6-1 would have material effect on our consolidated financial position and
results of operations if adopted.

In May 2008, the Financial Accounting Standards Board ("FASB") issued SFAS No.
163, "Accounting for Financial Guarantee Insurance Contracts-and interpretation
of FASB Statement No. 60". SFAS No. 163 clarifies how Statement 60 applies to
financial guarantee insurance contracts, including the recognition and
measurement of premium revenue and claims liabilities. This statement also
requires expanded disclosures about financial guarantee insurance contracts.
SFAS No. 163 is effective for fiscal years beginning on or after December 15,
2008, and interim periods within those years. SFAS No. 163 has no effect on the
Company's financial position, statements of operations, or cash flows at this
time.

In May 2008, the Financial Accounting Standards Board ("FASB") issued SFAS No.
162, "The Hierarchy of Generally Accepted Accounting Principles". SFAS No. 162
sets forth the level of authority to a given accounting pronouncement or
document by category. Where there might be conflicting guidance between two
categories, the more authoritative category will prevail. SFAS No. 162 will
become effective 60 days after the SEC approves the PCAOB's amendments to AU
Section 411 of the AICPA Professional Standards. SFAS No. 162 has no effect on
the Company's financial position, statements of operations, or cash flows at
this time.

In March 2008, the Financial Accounting Standards Board, or FASB, issued SFAS
No. 161, Disclosures about Derivative Instruments and Hedging Activities--an
amendment of FASB Statement No. 133. This standard requires companies to provide

14
<PAGE>
BOREAL PRODUCTIONS INC.
(An Development Stage Company)
Notes to Financial Statements
March 31, 2010
- --------------------------------------------------------------------------------

NOTE 10. NEW ACCOUNTING PRONOUCEMENTS (CONTINUED)

enhanced disclosures about (a) how and why an entity uses derivative
instruments, (b) how derivative instruments and related hedged items are
accounted for under Statement 133 and its related interpretations, and (c) how
derivative instruments and related hedged items affect an entity's financial
position, financial performance, and cash flows. This Statement is effective for
financial statements issued for fiscal years and interim periods beginning after
November 15, 2008, with early application encouraged. The Company has not yet
adopted the provisions of SFAS No. 161, but does not expect it to have a
material impact on its consolidated financial position, results of operations or
cash flows.

15
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS.

FORWARD-LOOKING STATEMENTS

THIS QUARTERLY REPORT ON FORM 10-Q CONTAINS FORWARD-LOOKING STATEMENTS. ANY
STATEMENTS CONTAINED HEREIN THAT ARE NOT STATEMENTS OF HISTORICAL FACT MAY BE
DEEMED TO BE FORWARD-LOOKING STATEMENTS WITHIN THE MEANING OF SECTION 21E OF THE
SECURITIES EXCHANGE ACT. THE WORDS "BELIEVES," "ANTICIPATES," "PLANS," "SEEKS,"
"EXPECTS," "INTENDS" AND SIMILAR EXPRESSIONS IDENTIFY SOME OF THE
FORWARD-LOOKING STATEMENTS. FORWARD-LOOKING STATEMENTS ARE NOT GUARANTEES OF
PERFORMANCE OR FUTURE RESULTS AND INVOLVE RISKS, UNCERTAINTIES AND ASSUMPTIONS.
THE FACTORS DISCUSSED ELSEWHERE IN THIS FORM 10-Q COULD ALSO CAUSE ACTUAL
RESULTS TO DIFFER MATERIALLY FROM THOSE INDICATED BY THE COMPANY'S
FORWARD-LOOKING STATEMENTS. BOREAL UNDERTAKES NO OBLIGATION TO PUBLICLY UPDATE
OR REVISE ANY FORWARD-LOOKING STATEMENTS.

OVERVIEW OF OUR BUSINESS

Our planned principal products will be feature films and television series
designed for the North American market.

We intend to option scripts and treatments to package the projects and sell to
them to various studios and production companies. Our choice of projects will
vary dependent upon market trends and interests. The entertainment sector is
booming as an exploding television and internet landscape are increasing the
demand for quality filmed material.

The projects we package will have the opportunity to generate revenue not just
in North America but also in the foreign and ancillary markets. TV series can
syndicate both locally and globally and films can be shown in a variety of
markets for years, which provide an ongoing source of revenue, often in
perpetuity. This will make them very attractive to possible buyers.

PLAN OF OPERATION

MAY 2008 - JUNE 2008

Our corporate logo design and stationary was completed. Boreal web site began
construction. We attended the Banff TV and New Media festival from the 6th-11th
of June. At these two events, we made contact with three other producers and
writers who we have received scripts from for packaging. We sent the scripts out
for review from actors and directors.

JULY 2008 - DECEMBER 2008:

During this phase, Boreal optioned a new film property, Crimson Falls, and we
are currently in negotiations on another TV series. Our web site has its home
page up with more information to follow. We secured a director for a project
that we will be optioning in 2009 called "The Clinic".

16
<PAGE>
JANUARY 2009 - JUNE 2009

We approached a director and lead actors for "The Clinic" packaging. We also
started preliminary negotiations on both director and composer for "Crimson
Falls". There are four other TV projects, which we began negotiations on to
option. We attended the Banff TV Festival in June 2009 and made several good
connections with distributors. We are packaging two other series: Vikram Vij:
India Infused and Raider of the Spice Rack.

JULY 2009 - DECEMBER 2009

We did a joint deal with Vancouver based Free Form Productions on three TV
projects: ICON, Breakaway and My Kind of Town. We approached three different Los
Angeles based agents: CAA, UTA and Rebel Entertainment to assist us with other
packaging elements and meetings have been set up for the New Year - February
2010. "The Clinic" packaging is completed. Tickets and flights were booked for
the NATPE conference, which is happening at the end of January 2010 in Las
Vegas, Nevada.

JANUARY 2010 - JUNE 2010

We attended the NATPE conference in Las Vegas at the end of January to market
the company. We had successful meetings with NBC, Marvista, ABC Family and
Lionsgate. We traveled to Los Angeles in February and met agents at Rebel
Entertainment, CAA, UTA and William Morris to develop new referrals for
packaging. The meetings were successful and we have started discussions with
other producers. In March we secured the director for Crimson Falls - PR Brown -
and started approaching key distributors on that film. In June we plan to attend
the Banff TV conference again to further develop our programs and attach other
key players.

LIQUIDITY AND CAPITAL RESOURCES

Our cash balance at March 31, 2010 was $2,948, with no outstanding liabilities.
Management believes our current cash balance will not be sufficient to fund
operations for the next twelve months. Our director has agreed to advance us
funds for operational expenses until we are able to generate revenue, however
she has no legal obligation to do so.

RESULTS OF OPERATIONS

We are still in our development stage and have generated no revenues to date. We
incurred operating expenses of $3,447 and $1,770 for the three months ended
March 31, 2010 and 2009, respectively. These expenses consisted of general
operating expenses and professional fees incurred in connection with the day to
day operation of our business. Our net loss from inception through March 31,
2010 was $41,502.

Cash provided by financing activities for the period from inception (September
24, 2007) through March 31, 2010 was $54,000, resulting from the sale of
3,000,000 shares of common stock issued to our director at $0.003 per share for
$9,000 and 3,000,000 shares of common stock issued to 30 un-affiliated investors
at $0.015 for proceeds of $45,000.

Effective June 11, 2008, we effected a five for one forward stock split of our
authorized and issued and outstanding common stock. As a result, our authorized
capital has increased from 75,000,000 to 375,000,000 shares of common stock and

17
<PAGE>
our outstanding share capital has increased from 6,000,000 shares of common
stock to 30,000,000 shares of common stock.

OFF-BALANCE SHEET ARRANGEMENTS

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 is material to investors.

ITEM 4. CONTROLS AND PROCEDURES.

EVALUATION OF DISCLOSURE CONTROLS AND PROCEDURES

Management maintains "disclosure controls and procedures," as such term is
defined in Rule 13a-15(e) under the Securities Exchange Act of 1934 (the
"Exchange Act"), that are designed to ensure that information required to be
disclosed in Boreal Productions' Exchange Act reports is recorded, processed,
summarized and reported within the time periods specified in the Securities and
Exchange Commission rules and forms, and that such information is accumulated
and communicated to management, including our Chief Executive Officer and Chief
Financial Officer, as appropriate, to allow timely decisions regarding required
disclosure.

In connection with the preparation of this quarterly report on Form 10-Q, an
evaluation was carried out by management, with the participation of the Chief
Executive Officer and the 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) as of March 31, 2010.

Based on that evaluation, management concluded, as of the end of the period
covered by this report, that Boreal Productions' disclosure controls and
procedures were effective in recording, processing, summarizing, and reporting
information required to be disclosed, within the time periods specified in the
Securities and Exchange Commission's rules and forms.

CHANGES IN INTERNAL CONTROLS OVER FINANCIAL REPORTING

As of the end of the period covered by this report, there have been no changes
in Boreal Productions' internal controls over financial reporting during the
quarter ended March 31, 2010, that materially affected, or are reasonably likely
to materially affect, our internal control over financial reporting subsequent
to the date of management's last evaluation.

18
<PAGE>
PART II - OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS.

Boreal Productions is not currently involved in any legal proceedings and we are
not aware of any pending or potential legal actions.

ITEM 1A. RISK FACTORS.

There have been no material changes to the risks to our business described in
our Form 10-K for the year ended September 30, 2009 filed with the SEC on
December 24, 2009.

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

There were no sales of unregistered securities during the period covered by this
report.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES.

There were no defaults upon senior securities during the period covered by this
report.

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

There were no matters submitted to a vote of security holders during the period
covered by this report.

ITEM 5. OTHER INFORMATION.

None.

ITEM 6. EXHIBITS.

The following exhibits are included with this quarterly filing. Those marked
with an asterisk and required to be filed hereunder, are incorporated by
reference and can be found in their entirety in our original Form SB-2
Registration Statement, filed under SEC File Number 333-146842, at the SEC
website at www.sec.gov:

Exhibit No. Description
----------- -----------

3.1 Articles of Incorporation*
3.2 Bylaws*
31.1 Rule 13a-14(a)/15d-14(a) Certification
31.2 Rule 13a-14(a)/15d-14(a) Certification
32.1 Certification Pursuant to 18 U.S.C. 1350

19
<PAGE>
SIGNATURES

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.

May 11, 2010 Boreal Productions Inc.

/s/ Andrea Fehsenfeld
---------------------------------------------------
By: Andrea Fehsenfeld
(Chief Executive Officer, Chief Financial Officer,
Principal Accounting Officer, President, Secretary,
Treasurer & Sole Director)

20
</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-31.1
<SEQUENCE>2
<FILENAME>ex31-1.txt
<DESCRIPTION>CEO SECTION 302 CERTIFICATION
<TEXT>
EXHIBIT 31.1

CERTIFICATION OF CHIEF EXECUTIVE OFFICER

I, Andrea Fehsenfeld, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Boreal Productions
Inc.;

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 circumstances 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 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, or caused such
disclosure controls and procedures to be designed under our
supervision, 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) Designed such internal control over financial reporting, or caused
such internal control over financial reporting to be designed under
our supervision, to provide reasonable assurance regarding the
reliability of financial reporting and the preparation of financial
statements for external purposes in accordance with generally accepted
accounting principles;
c) Evaluated the effectiveness of the registrant's disclosure controls
and procedures and presented in this report our conclusions about the
effectiveness of the disclosure controls and procedures, as of the end
of the period covered by this report based on such evaluation; and
d) Disclosed in this report any change in the registrant's internal
control over financial reporting that occurred during the registrant's
most recent fiscal quarter (the registrant's fourth fiscal quarter in
the case of an annual report) that has materially affected, or is
reasonably likely to materially affect, the registrant's internal
control over financial reporting; and

5. The registrant's other certifying officer and I have disclosed, based on
our most recent evaluation of internal control over financial reporting, to
the registrant's auditors and the audit committee of the registrant's board
of directors (or persons performing the equivalent functions):

a) All significant deficiencies and material weaknesses in the design or
operation of internal controls over financial reporting which are
reasonably likely to adversely affect the registrant's ability to
record, process, summarize and report financial information; and
b) Any fraud, whether or not material, that involves management or other
employees who have a significant role in the registrant's internal
control over financial reporting.

IN WITNESS WHEREOF, the undersigned has executed this certification as of the
11th day of May, 2010.

/s/ Andrea Fehsenfeld
- --------------------------------
Chief Executive Officer
</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-31.2
<SEQUENCE>3
<FILENAME>ex31-2.txt
<DESCRIPTION>CFO SECTION 302 CERTIFICATION
<TEXT>
EXHIBIT 31.2

CERTIFICATION OF CHIEF FINANCIAL OFFICER

I, Andrea Fehsenfeld, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Boreal Productions
Inc.;

IN WITNESS WHEREOF, the undersigned has executed this certification as of the
11th day of May, 2010.

/s/ Andrea Fehsenfeld
- ---------------------------------
Chief Financial Officer
</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-32.1
<SEQUENCE>4
<FILENAME>ex32-1.txt
<DESCRIPTION>CEO & CFO SECTION 906 CERTIFICATION
<TEXT>
EXHIBIT 32.1

CERTIFICATION
PURSUANT TO 18 U.S.C. 1350
(AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002)

In connection with the Quarterly Report on Form 10-Q of Boreal Productions Inc.
(the "Company") for the period ended March 31, 2010, as filed with the
Securities and Exchange Commission on the date hereof (the "Report"), and Boreal
Productions Inc. pursuant to 18 U.S.C. Section 1350, as adopted pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002, Andrea Fehsenfeld, as Chief
Executive Officer and Chief Financial Officer of Boreal Productions Inc., hereby
certify that:

1. The Report fully complies with the requirements of Section 13(a) or
15(d) of the Securities Exchange Act of 1934, as amended; and

2. The information contained in the Report fairly presents, in all
material respects, the financial condition and results of operations
of Boreal Productions Inc.

Dated: May 11, 2010 /s/ Andrea Fehsenfeld
----------------------------------------
Andrea Fehsenfeld
Chief Executive Officer

Dated: May 11, 2010 /s/ Andrea Fehsenfeld
----------------------------------------
Andrea Fehsenfeld
Chief Financial Officer
</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>
-----END PRIVACY-ENHANCED MESSAGE-----