FORM 10-Q

U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2008

OR

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 000-52228

Quikbyte Software, Inc.
(Exact name of registrant as specified in its charter)
 
Colorado
  
33-0344842
(State or other jurisdiction
  
(I.R.S. Employer Identification Number)
of incorporation or organization)
    
 
190 Lakeview Way, Vero Beach, Florida 32963
(Address of principal executive offices)

(772) 231-7544
(Registrant’s telephone number, including area code)

No change
(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 x No o.

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated file. See definition of accelerated filer and large accelerated filer in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filer o
Accelerated filer o
Non-accelerated filer o
Smaller reporting company x.
(Do not check if a smaller reporting company)
  

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

 
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING
THE PRECEDING FIVE YEARS:

Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Sections 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court. Yes o No o.

APPLICABLE ONLY TO CORPORATE ISSUERS

State the number of shares outstanding of each of the issuer’s classes of common equity, as of the latest practicable date: 79,302,460 shares of common stock, par value $0.0001 per share, outstanding as of May 14, 2008.

 
QUIKBYTE SOFTWARE, INC.

INDEX

 
Page
 
     
Item 1.
Financial Statements
1
     
 
None.
2
     
 
Statements of Operations for the Three Months Ended March 31, 2008 and 2007 (unaudited), and for the Cumulative Period from January 26, 1989 (Inception) through March 31, 2008 (unaudited)
3
     
 
Statement of Changes in Stockholders’ Equity (Deficit) for the Cumulative Period from January 26, 1989 (Inception) to March 31, 2008 (unaudited)
4
     
 
Statements of Cash Flows for the Three Months Ended March 31, 2008 and 2007 (unaudited), and for the Cumulative Period from January 26, 1989 (Inception) through March 31, 2008 (unaudited)
6
     
 
Notes to Financial Statements (unaudited)
7
     
Item 2.
Management’s Discussion and Analysis of Financial Condition and Results of Operations
13
     
Item 3.
Quantitative and Qualitative Disclosures About Market Risk
17
     
Item 4T. 
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
18
     
Item 5.
Other Information
18
     
Item 6.
Exhibits
18
     
Signatures
19


PART I – FINANCIAL INFORMATION

Item 1. Financial Statements.
 
Statements made in this Form 10-Q (the “Quarterly Report”) 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, as amended (the “Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). 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. QuikByte Software, Inc. (the “Company”) intends that such forward-looking statements be subject to the safe harbors for such statements. The Company wishes 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 the control of the Company that could cause actual results and events to differ materially from historical results of operations and events and those presently anticipated or projected. These factors include adverse economic conditions, entry of new and stronger competitors, inadequate capital and unexpected costs. The Company disclaims 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.

1

QuikByte Software, Inc.
(A Development Stage Company)
Balance Sheets
 
   
March 31,
  
December 31,
  
   
2008
  
2007
  
   
(Unaudited)
  
 
  
           
Assets
              
               
Current assets
              
Cash and cash equivalents
  
$
17,138
  
$
21,879
  
               
Total current assets
    
17,138
   
21,879
 
               
Total assets
  
$
17,138
  
$
21,879
  
               
Liabilities and Stockholders' Equity (Deficit)
              
               
Current liabilities
              
Accounts payable and accrued expenses
  
$
11,704
  
$
3,285
  
               
Total current liabilities
    
11,704
   
3,285
 
               
Stockholders' Equity (Deficit)
             
Preferred stock, $0.0001 par value; 2,000,000 shares authorized; no shares issued or outstanding
    
-
   
-
 
Common stock, $0.0001 par value; 250,000,000 shares authorized; 79,302,460 shares issued and outstanding
    
7,930
   
7,930
 
Additional paid-in capital
    
1,484,446
   
1,484,446
 
(Deficit) accumulated during the development stage
    
(1,486,942
)
  
(1,473,782
)
               
Total stockholders' equity (deficit)
    
5,434
   
18,594
 
               
Total liabilities and stockholders' equity (deficit)
  
$
17,138
  
$
21,879
  

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

2

QuikByte Software, Inc.
(A Development Stage Company)
Statements of Operations
 
           
Cumulative
  
           
Period From
  
   
Three Months Ended
  
January 26, 1989
  
   
March 31,
  
(Inception) To
  
   
2008
  
2007
  
March 31, 2008
  
   
(Unaudited)
  
(Unaudited)
  
(Unaudited)
  
               
Revenue
  
$
-
  
$
-
  
$
269
  
                     
Operating Expenses
                    
Consulting and professional fees
    
13,160
   
207,475
   
733,082
 
Depreciation and amortization
   
-
   
-
   
53,516
 
Research and development
    
-
   
-
   
470,932
 
General and administrative
    
-
   
2,472
   
505,827
 
                     
Total operating expenses
    
13,160
   
209,947
   
1,763,357
 
                     
Loss from operations
    
(13,160
)
  
(209,947
)
  
(1,763,088
)
                     
Other income (expense)
                    
Interest income
    
-
   
4
   
8,033
 
Interest (expense)
    
-
   
-
   
(9,918
)
Other income
    
-
   
-
   
308,031
 
Other (expense) (Note 3)
    
-
   
(30,000
)
  
(30,000
)
                     
Net (loss)
  
$
(13,160
)
$
(239,943
)
$
(1,486,942
)
                     
Net (loss) per share - basic and diluted
    
NIL
  
$
(.01
)
      
                     
Weighted average number of shares of outstanding - basic and diluted
    
79,302,460
   
19,199,127
       

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

3

QuikByte Software, Inc.
(A Development Stage Company)
Statements of Changes in Stockholders’ Equity (Deficit)
For the Cumulative Period From January 26, 1989 (Inception) to March 31, 2008
(Unaudited)

           
Deficit
      
           
Accumulated
      
       
Additional
  
during the
  
Total
  
   
Common Stock
  
Paid-In
  
Development
  
Stockholders'
  
   
Shares
  
Amount
  
Capital
  
Stage
  
Equity (Deficit)
  
                       
Balances at January 26, 1989
    
-
 
$
-
  
$
-
  
$
-
  
$
-
  
                                 
Issuance of common stock to founders
    
2,775,000
   
278
   
(278
)
  
-
   
-
 
Issuance of common stock for cash
    
3,275,000
   
328
   
255,693
   
-
   
256,020
 
Issuance of common stock for services
    
150,000
   
15
   
14,985
         
15,000
 
Issuance of common stock for warrants
    
-
   
-
   
100
   
-
   
100
 
Net (loss)
    
-
   
-
   
-
   
(74,393
)
  
(74,393
)
Balances at December 31, 1989
    
6,200,000
 
$
620
  
$
270,500
  
$
(74,393
)
$
196,727
  
                                 
Issuance of common stock for employment
    
220,000
   
22
   
98,978
   
-
   
99,000
 
Warrants exercised
    
177,500
   
18
   
70,188
   
-
   
70,206
 
Net (loss)
    
-
   
-
   
-
   
(424,063
)
  
(424,063
)
Balances at December 31, 1990
    
6,597,500
 
$
660
  
$
439,666
  
$
(498,456
)
$
(58,130
)
                                 
Warrants exercised
    
307,500
   
31
   
122,969
   
-
   
123,000
 
Issuance of common stock for employment
    
90,000
   
9
   
45,991
   
-
   
46,000
 
Issuance of common stock for cash
    
107,460
   
11
   
122,039
   
-
   
122,050
 
Net (loss)
    
-
   
-
   
-
   
(531,532
)
  
(531,532
)
Balances at December 31, 1991
    
7,102,460
 
$
710
  
$
730,666
  
$
(1,029,988
)
$
(298,612
)
                                 
Net (loss)
    
-
   
-
   
-
   
(763
)
  
(763
)
Balances at December 31, 1992
    
7,102,460
 
$
710
  
$
730,666
  
$
(1,030,751
)
$
(299,375
)
                                 
Net (loss)
    
-
   
-
   
-
   
(763
)
  
(763
)
Balances at December 31, 1993
    
7,102,460
 
$
710
  
$
730,666
  
$
(1,031,514
) 
$
(300,138
)
                                 
Net (loss)
    
-
   
-
   
-
   
(763
)
  
(763
)
Balances at December 31, 1994
    
7,102,460
 
$
710
  
$
730,666
  
$
(1,032,277
)
$
(300,901
)
                                 
Net (loss)
    
-
   
-
   
-
   
(763
)
  
(763
)
Balances at December 31, 1995
    
7,102,460
 
$
710
  
$
730,666
  
$
(1,033,040
)
$
(301,664
)
                                 
Net (loss)
    
-
   
-
   
-
   
(763
)
  
(763
)
Balances at December 31, 1996
    
7,102,460
 
$
710
  
$
730,666
  
$
(1,033,803
)
$
(302,427
)
                                 
Net (loss)
    
-
   
-
   
-
   
(763
)
  
(763
)
Balances at December 31, 1997
    
7,102,460
 
$
710
  
$
730,666
  
$
(1,034,566
)
$
(303,190
)
                                 
Net (loss)
    
-
   
-
   
-
   
(763
)
  
(763
)
Balances at December 31, 1998
    
7,102,460
 
$
710
  
$
730,666
  
$
(1,035,329
)
$
(303,953
)
                                 
Net (loss)
    
-
   
-
   
-
   
(763
)
  
(763
)
Balances at December 31, 1999
    
7,102,460
 
$
710
  
$
730,666
  
$
(1,036,092
)
$
(304,716
)
                                 
Net (loss)
    
-
   
-
   
-
   
(763
)
  
(763
)
Balances at December 31, 2000
    
7,102,460
 
$
710
  
$
730,666
  
$
(1,036,855
)
$
(305,479
)

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

4

QuikByte Software, Inc.
(A Development Stage Company)
Statements of Changes in Stockholders’ Equity (Deficit)
For the Cumulative Period From January 26, 1989 (Inception) to March 31, 2008
(Unaudited)
 
           
Deficit
      
           
Accumulated
      
       
Additional
  
during the
  
Total
  
   
Common Stock
  
Paid-In
  
Development
  
Stockholders'
  
   
Shares
  
Amount
  
Capital
  
Stage
  
Equity (Deficit)
  
                       
Balances at December 31, 2000
    
7,102,460
 
$
710
  
$
730,666
  
$
(1,036,855
) 
$
(305,479
)
                                 
Net (loss)
    
-
   
-
   
-
   
(20,763
)
  
(20,763
)
Balances at December 31, 2001
    
7,102,460
 
$
710
  
$
730,666
  
$
(1,057,618
)
$
(326,242
)
                                 
Net (loss)
    
-
   
-
   
-
   
(12,763
)
  
(12,763
)
Balances at December 31, 2002
    
7,102,460
 
$
710
  
$
730,666
  
$
(1,070,381
)
$
(339,005
)
                                 
Net (loss)
    
-
   
-
   
-
   
(763
)
  
(763
)
Balances at December 31, 2003
    
7,102,460
 
$
710
  
$
730,666
  
$
(1,071,144
)
$
(339,768
)
                                 
Net (loss)
    
-
   
-
   
-
   
(763
)
  
(763
)
Balances at December 31, 2004
    
7,102,460
 
$
710
  
$
730,666
  
$
(1,071,907
)
$
(340,531
)
                                 
Net (loss)
    
-
   
-
   
-
   
308,031
   
308,031
 
Balances at December 31, 2005
    
7,102,460
 
$
710
  
$
730,666
  
$
(763,876
)
$
(32,500
)
                                 
Net (loss)
    
-
   
-
   
-
   
(439,285
)
  
(439,285
)
Balances at December 31, 2006
    
7,102,460
 
$
710
  
$
730,666
  
$
(1,203,161
)
$
(471,785
)
                                 
Issuance of common stock for cash on January 31, 2007
    
7,500,000
   
750
   
14,250
   
-
   
15,000
 
Return and cancellation of common stock on March 21, 2007
    
(9,900,000
)
  
(990
)
  
990
         
-
 
Issuance of common stock for cash on March 21, 2007
    
60,000,000
   
6,000
   
594,000
   
-
   
600,000
 
Issuance of common stock for cash on March 26, 2007
    
7,500,000
   
750
   
74,250
   
-
   
75,000
 
Issuance of common stock for services on March 26, 2007
    
7,100,000
   
710
   
70,290
   
-
   
71,000
 
Net (loss)
    
-
   
-
   
-
   
(270,621
)
  
(270,621
)
Balances at December 31, 2007
    
79,302,460
 
$
7,930
  
$
1,484,446
  
$
(1,473,782
)
$
18,594
  
                                 
Net (loss)
    
-
   
-
   
-
   
(13,160
)
  
(13,160
)
Balances at March 31, 2008
    
79,302,460
 
$
7,930
  
$
1,484,446
  
$
(1,486,942
)
$
5,434
  

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

5

QuikByte Software, Inc.
(A Development Stage Company)
Statements of Cash Flows
 
           
Cumulative 
  
           
Period From
  
   
Three Months Ended
  
January 26, 1989
  
   
March 31,
  
(Inception) To
  
   
2008
  
2007
  
March 31, 2008
  
   
(Unaudited)
  
(Unaudited)
  
(Unaudited)
  
Cash Flows From Operating Activities
                    
Net (loss)
  
$
(13,160
)
$
(239,943
)
$
(1,486,942
)
Adjustments to reconcile net (loss) to net cash (used in) operating activities:
                    
Common stock issued for services
    
-
   
71,000
   
231,100
 
Depreciation and amortization
    
-
   
-
   
53,516
 
Write down of computer software
    
-
   
-
   
173,358
 
Changes in operating assets and liabilities:
                    
Restricted cash
    
-
   
(10,398
)
      
Accounts payable and accrued expenses
    
8,419
   
(435,201
)
  
11,704
 
                     
Net cash provided by (used in)operating activities
    
(4,741
)
  
(614,542
)
  
(1,017,264
)
                     
Cash Flows From Investing Activities
                    
Purchase of property and equipment
    
-
   
-
   
(52,516
)
Increase in computer software
    
-
   
-
   
(173,359
)
Organizational costs
    
-
   
-
   
(1,000
)
                     
Net cash (used in) investing activities
    
-
   
-
   
(226,875
)
                     
Cash Flows From Financing Activities
                    
Proceeds from borrowings on notes payable
    
-
   
-
   
9,537
 
Write off of notes payable
    
-
   
-
   
(9,537
)
Proceeds from issuance of common stock
    
-
   
690,000
   
1,261,277
 
                     
Net cash provided by financing activities
    
-
   
690,000
   
1,261,277
 
                     
Net increase (decrease) in cash and cash equivalents
    
(4,741
)
  
75,458
   
17,138
 
                     
Cash and cash equivalents, beginning of period
    
21,879
   
-
   
-
 
                     
Cash and cash equivalents, end of period
  
$
17,138
  
$
75,458
  
$
17,138
  
                     
Supplemental Disclosure of Cash Flow Information
                    
Cash paid for interest
  
$
-
  
$
-
  
$
-
  
Cash paid for income taxes
  
$
-
  
$
-
  
$
-
  
Supplemental Disclosure of Non-Cash Transactions
                    
Return and cancellation of common stock
 
$
-
  
$
990
  
$
990
  
Forgiveness of debt
  
$
-
  
$
-
  
$
308,831
  

The accompanying notes are an integral part of these financial statements.
 
6

QuikByte Software, Inc.
(A Development Stage Company)
Notes to Financial Statements
 
1.
Basis of Presentation and Organization
 
The accompanying unaudited financial statements of QuikByte Software, Inc. (the “Company” or “QuikByte”) are presented in accordance with the requirements for Form 10-Q and Regulation S-X. Accordingly, they do not include all of the disclosures required by generally accepted accounting principles. In the opinion of management, all adjustments (all of which were of a normal recurring nature) considered necessary to fairly present the financial position, results of operations, and cash flows of the Company on a consistent basis, have been made.

These results have been determined on the basis of generally accepted accounting principles and practices applied consistently with those used in the preparation of the Company’s annual financial statements for the year ending December 31, 2007. Operating results for the three months ended March 31, 2008 are not necessarily indicative of the results that may be expected for the year ending December 31, 2008.

The Company recommends that the accompanying financial statements for the interim period be read in conjunction with the financial statements and notes for the year ending December 31, 2007 included in the Company’s Annual Report on Form 10-KSB as filed on March 31, 2008.

Organization and Business
QuikByte Software, Inc. (the Company) was incorporated on January 26, 1989 under the laws of the State of Colorado, for the purpose of developing and marketing computer software. The Company was primarily engaged in developing Internet commerce solutions and products for businesses and consumers, and raising equity funding. The Company ceased operations in 1992 and has since remained inactive.

During the first quarter of fiscal year 2007, a change in control of the Company occurred resulting in the resignation of the previously existing officers and directors of the Company (see Note 3).

Following the change in control, the Company’s principal business objective for the remainder of the fiscal year and beyond such time will be to achieve long-term growth potential through a combination with a business rather than immediate, short-term earnings. The Company will not restrict its potential candidate target companies to any specific business, industry or geographical location and, thus, may acquire any type of business.

Basis of Presentation
To date, the Company has not earned revenues from its principle operations and as a result is currently in the development stage as defined by Statement of Financial Accounting Standards No. 7, Accounting and Reporting by Development Stage Enterprises (“SFAS No. 7”).

Going Concern
The Company currently has no source of operating revenue, and has only limited working capital with which to pursue its business plan, which contemplates the completion of a business combination with an operating company. The amount of capital required to sustain operations until the successful completion of a business combination is subject to future events and uncertainties. It may be necessary for the Company to secure additional working capital through loans or sales of common stock, and there can be no assurance that such funding will be available in the future. These conditions raise substantial doubt about our ability to continue as a going concern.

7

QuikByte Software, Inc.
(A Development Stage Company)
Notes to Financial Statements

The accompanying financial statements have been presented on the basis of the continuation of the Company as a going concern and do not include any adjustments relating to the recoverability and classification of recorded asset amounts or the amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern.

2.
Summary of Significant Accounting Policies
 
Use of Estimates
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as well as the reported amounts of revenues and expenses. Actual results could differ from these estimates.

Income Taxes
The Company accounts for income taxes in accordance with Statement of Financial Accounting Standards No. 109, Accounting for Income Taxes (“SFAS No. 109”), which requires the recognition of deferred tax liabilities and assets at currently enacted tax rates for the expected future tax consequences of events that have been included in the financial statements or tax returns. A valuation allowance is recognized to reduce the net deferred tax asset to an amount that is more likely than not to be realized. The tax provision shown on the accompanying statement of operations is zero since the deferred tax asset generated from net operating losses is offset in its entirety by a valuation allowance. State minimum taxes are expensed as incurred.

Cash and Cash Equivalents
Cash and cash equivalents, if any, include all highly liquid instruments with an original maturity of three months or less at the date of purchase.

Fair Value of Financial Instruments
The Company's financial instruments include accounts payable and accrued expenses. The carrying amounts of financial instruments approximate fair value due to their short maturities.

Net Loss Per Share
Basic loss per share (EPS) is calculated by dividing the loss available to common shareholders by the weighted average number of common shares outstanding for the period. Diluted EPS reflects the potential dilution that could occur if securities or other contracts to issue common stock were exercised or converted into common stock. The Company currently has no dilutive securities and as such, basic and diluted loss per share are the same for all periods presented.

Comprehensive Loss
Comprehensive loss is defined as all changes in stockholders’ equity (deficit), exclusive of transactions with owners, such as capital investments. Comprehensive loss includes net loss, changes in certain assets and liabilities that are reported directly in equity such as translation adjustments on investments in foreign subsidiaries and unrealized gains (losses) on available-for-sale securities. For the three months ended March 31, 2008 and For the Cumulative Period From Inception (January 26, 1989) to March 31, 2008, the Company’s comprehensive loss was the same as its net loss.

8

QuikByte Software, Inc.
(A Development Stage Company)
Notes to Financial Statements

Recently Issued Accounting Pronouncements
In December 2007, the FASB issued SFAS No. 141 (revised December 2007), “Business Combinations” (“SFAS 141R”), which replaces FASB Statement No. 141, “Business Combinations.” This statement requires an acquirer to recognize identifiable assets acquired, liabilities assumed, and any non-controlling interest in the acquiree at the acquisition date, measured at their full fair values at that date, with limited exceptions. Assets and liabilities assumed that arise from contractual contingencies as of the acquisition date must also be measured at their acquisition-date full fair values. SFAS 141R requires the acquirer to recognize goodwill as of the acquisition date, and in the case of a bargain purchase business combination, the acquirer shall recognize a gain. Acquisition-related costs are to be expensed in the periods in which the costs are incurred and the services are received. Additional presentation and disclosure requirements have also been established to enable financial statement users to evaluate and understand the nature and financial effects of business combinations. SFAS 141R is to be applied prospectively for acquisition dates on or after the beginning of the first annual reporting period beginning on or after December 15, 2008.
 
In December 2007, the FASB issued SFAS No. 160, “Non-controlling Interests in Consolidated Financial Statements” (“SFAS 160”). SFAS 160 requires non-controlling interests to be treated as a separate component of equity, rather than a liability or other item outside of equity. This statement also requires the amount of consolidated net income attributable to the parent and the non-controlling interest to be clearly identified and presented on the face of the income statement. Changes in a parent’s ownership interest, as long as the parent retains a controlling financial interest, must be accounted for as equity transactions, and should a parent cease to have a controlling financial interest, SFAS 160 requires the parent to recognize a gain or loss in net income. Expanded disclosures in the consolidated financial statements are required by this statement and must clearly identify and distinguish between the interest of the parent’s owners and the interests of the non-controlling owners of a subsidiary. SFAS 160 is to be applied prospectively for fiscal years beginning on or after December 15, 2008, with the exception of presentation and disclosure requirements, which shall be applied retrospectively for all periods presented.

The adoption of these new Statements, when effective, is not expected to have a material effect on the Company’s financial position, results of operations, or cash flows.

3.
Change of Control
 
On March 2, 2007, QuikByte and KI Equity Partners V, LLC, a Delaware limited liability company (“KI Equity”) entered into a securities purchase agreement (“Purchase Agreement”) under which QuikByte agreed to sell to KI Equity, and KI Equity agreed to purchase from QuikByte, 60,000,000 shares of QuikByte’s common stock (the “Shares”) for a purchase price of $600,000 (“Purchase Price”), or $0.01 per share. The closing of the transactions under the Purchase Agreement occurred on March 23, 2007 (“Closing”).

The issuance of the Shares is intended to be exempt from registration under the Securities Act of 1933, as amended (the “Securities Act”), pursuant to Section 4(2) thereof and such other available exemptions. As such, the Shares may not be offered or sold in the United States unless they are registered under the Securities Act, or an exemption from the registration requirements of the Securities Act is available. No registration statement covering the Shares has been or is expected to be filed with the United States Securities and Exchange Commission (“SEC” or “Commission”) or with any state securities commission in connection with the issuance of the Shares. However, QuikByte has granted certain demand and piggyback registration rights to KI Equity with respect to the Shares. At the Closing, QuikByte and KI Equity executed a registration rights agreement (“Registration Rights Agreement”) granting the foregoing registration rights.

9

QuikByte Software, Inc.
(A Development Stage Company)
Notes to Financial Statements

Prior to the Closing, Bruno Koch, J.B. Heidebrecht and Mark Nixon, each of whom were former executive officers and directors of QuikByte for all or a portion of the period commencing January 26, 1989 and ending on or about December 31, 1991 (collectively, the “Former Principals”) agreed to terminate any and all agreements and contracts with QuikByte and irrevocably release QuikByte from any and all debts, liabilities and obligations, pursuant to the terms and conditions of a certain settlement agreement (“Settlement Agreement”) executed by the parties. QuikByte paid the Former Principals, at the Closing, an aggregate cash payment of $30,000. The Former Principals also cancelled, and returned to QuikByte, an aggregate of 2,450,000 shares of common stock.

Following the execution of the Settlement Agreement, the Company recorded the $30,000 aggregate sum paid to the Former Principles as Other (Expense) in the accompanying statement of operations.

Prior to Closing, Ponce Acquisition, LLC (“Ponce Acquisitions”) also agreed to cancel, and returned to QuikByte, an aggregate of 7,450,000 shares of common stock. Michael A. Littman, who is the Company’s legal counsel, is the managing member of Ponce.

Effective as of the Closing, in accordance with the terms of the Purchase Agreement, the existing officers and directors of QuikByte resigned and Kevin R. Keating was appointed as a director, Chief Executive Officer, Chief Financial Officer, President, Secretary and Treasurer of QuikByte.

Effective as of the Closing, Jeff L. Andrews and Margie L. Blackwell were also appointed directors. Accordingly, at the Closing, in accordance with the provisions of the Purchase Agreement, a change of a majority of QuikByte’s directors occurred.

Kevin R. Keating is the father of Timothy J. Keating, the principal member of Keating Investments, LLC. Keating Investments, LLC is the managing member of KI Equity. Timothy J. Keating is the manager of KI Equity. Additionally, Jeff L. Andrews and Margie L. Blackwell are members of Keating Investments, LLC

4.
Stockholders’ Equity (Deficit)
 
On March 2, 2007, the Company amended its Articles of Incorporation to reduce its authorized capital stock. The amendment reduced the authorized common stock from 500,000,000 shares, with a par value of $0.0001 per share, to 250,000,000 shares, with a par value of $0.0001 per share. The amendment also reduced the authorized preferred stock from 100,000,000 shares, with a par value of $0.0001 per share, to 2,000,000 shares, with a par value of $0.0001 per share.

The amendment also provided for a 1-for-20 reverse stock split (“Reverse Split”) of the Company’s common stock outstanding on March 16, 2007. No fractional shares of common stock or scrip certificate were issued to the holders of the shares of common stock by reason of the foregoing Reverse Split. Any fractions resulting from the Reverse Split computation were rounded up to the next whole share, resulting in the issuance of 9 additional shares of common stock on a post Reverse Split basis. The total number of shares of common stock that the Company is authorized to issue remains 250,000,000 shares after the Reverse Split.

10

QuikByte Software, Inc.
(A Development Stage Company)
Notes to Financial Statements

As of March 31, 2008, there were 79,302,460 shares of common stock issued and outstanding (on a post-Reverse Split basis) and zero shares of preferred stock issued and outstanding.

On January 31, 2007, the Company issued 7,500,000 shares of its common stock (on a post-Reverse Split basis) to Ponce Acquisition for aggregate consideration $15,000, or $0.002 per share. The proceeds from this issuance were used to pay a portion of the costs to bring the Company current in its reporting obligations under the Exchange Act. Michael A. Littman, who was the Company’s legal counsel prior to the Change of Control Transaction as discussed in Note 3, is the managing member of Ponce.

On March 21, 2007, as a condition to the Change of Control Transaction as discussed in Note 3, Ponce Acquisitions cancelled and returned to QuikByte an aggregate of 7,450,000 shares of common stock (on a post-Reverse Split basis). The Company accounted for the return and cancellation of these shares as a reduction to common stock at par value, with a corresponding increase to additional paid-in capital.

On March 21, 2007, as a condition to the Change of Control Transaction as discussed in Note 3, the Former Principals of QuikByte cancelled and returned to QuikByte an aggregate of 2,450,000 shares of common stock (on a post-Reverse Split basis). The Company accounted for the return and cancellation of these shares as a reduction to common stock at par value, with a corresponding increase to additional paid-in capital.

On March 21, 2007, the Company issued 60,000,000 shares of its common stock to KI Equity for aggregate consideration of $600,000, or $0.01 per share. The proceeds from this sale were used to settle a variety of pre-existing liabilities of the Company.

On March 26, 2007, the Company issued 7,500,000 shares of its common stock to KI Equity for aggregate consideration of $75,000, or $0.01 per share. The proceeds from this sale are to be used for working capital to pay expenses to maintain the reporting status of the Company.

On March 26, 2007, the Company issued 1,600,000 shares of its common stock to Kevin R. Keating, the sole officer and director of the Company, for services rendered to the Company valued at $16,000, or $0.01 per share.

On March 26, 2007, the Company also issued 5,500,000 shares of its Common Stock to Garisch Financial, Inc. (“GFI”) for consulting services rendered to the Company valued at $55,000, or $0.01 per share.

The shares of Common Stock issued to KI Equity, Kevin R. Keating and GFI in March of 2007 were issued under an exemption from registration under Section 4(2) of the Securities Act of 1933, as amended. As such, the shares of Common Stock issued to KI Equity, Kevin R. Keating and GFI will be restricted shares, and the holder thereof may not sell, transfer or otherwise dispose of such shares without registration under the Securities Act or an exemption there from. The Company has granted demand and piggyback registration rights to KI Equity, Kevin R. Keating and GFI with respect to the above shares.

11

QuikByte Software, Inc.
(A Development Stage Company)
Notes to Financial Statements

5. Related Party Transactions

Effective March 26, 2007, the Company entered into a management agreement (“Management Agreement”) with Vero Management, L.L.C., a Delaware limited liability company (“Vero”) under which Vero has agreed to provide a broad range of managerial and administrative services to the Company including, but not limited to, assistance in the preparation and maintenance of the Company’s financial books and records, the filing of various reports with the appropriate regulatory agencies as are required by State and Federal rules and regulations, the administration of matters relating to the Company’s shareholders including responding to various information requests from shareholders as well as the preparation and distribution to shareholders of relevant Company materials, and to provide office space, corporate identity, telephone and fax services, mailing, postage and courier services for a fixed fee of $2,000 per month, for an initial period of twelve months. At the end of the initial twelve month term, the agreement will continue to remain in effect until terminated in writing by either party.

Effective July 1, 2007, the Management Agreement was amended to reduce the monthly fixed fee to $1,000 per month.

Kevin R. Keating owns and controls Vero and is also an officer and director of the Company. The terms of Management Agreement were determined based on terms which the Company believes would be available to it from third parties on an arms’ length basis.

Kevin R. Keating is the father of Timothy J. Keating, the principal member of Keating Investments, LLC. Keating Investments, LLC is the managing member of KI Equity, the controlling stockholder of the Company. Timothy J. Keating is the manager of KI Equity

12
 
Item 2.
Management’s Discussion and Analysis of Financial Condition and Results of Operations. 
 
The Company currently acts as a vehicle to investigate and, if such investigation warrants, acquire a target company or business seeking the perceived advantages of being a publicly held corporation. Our principal business objective for the next 12 months and beyond will be to achieve potential long-term growth through a combination with a business rather than immediate, short-term earnings. The Company will not restrict our potential candidate target companies to any specific business, industry or geographical location and, thus, may acquire any type of business.
 
Company Background
 
Currently, the Company is a shell company [as defined in Rule 12b-2 of the Securities Exchange Act of 1934, as amended (“Exchange Act”)]. It plans to seek a target company with which to merge or to complete a business combination. In any transaction, the Company will be the surviving entity, and our stockholders will retain a percentage ownership interest in the post-transaction company. The amount of the retained equity ownership of our stockholders will be negotiated by our management and the target company. The Company currently does not have any relevant operating business, revenues form operations or assets.
 
The search for a target business will not be restricted to any specific business, industry or geographic location and we may participate in a business venture of virtually any kind or nature. The business plan is intended to be broad so that we are not limited in evaluating and pursuing any business objective that would bring value to our stockholders. We anticipate that we will be able to complete only one potential business combination because of our nominal assets and limited financial resources. We also believe that we will require additional capital from time to time to be able to support our reporting obligations and maintenance of our corporate status and to fund any business combination expenses. We currently do not have any identified sources of working capital funds. There is no assurance that we will be able to find a business opportunity or that we will be able to complete a business combination.
 
The Company was incorporated in the State of Colorado on January 26, 1989. Its original business purpose was to develop and market computer software. Although the Company was able to fund operations during the 1989 to 1991 period, its capital resources were depleted by 1992, and at that time the Company became dormant.
 
In September 2006, the Company filed a Form 8-A12G to register the common stock under Section 12(g) of the Exchange Act. During 2006, the common stock began being quoted on the Over-the-Counter Bulletin Board.
 
On March 2, 2007, KI Equity Partners V, LLC, a Delaware limited liability company (“KI Equity”), entered into a securities purchase agreement pursuant to which it bought 60,000,000 shares of common stock from the Company for a purchase price of $600,000. The sale of common stock was completed on March 21, 2007. The issuance of these shares was intended to qualify for an exemption from registration under the Securities Act of 1933, as amended (“Securities Act”), pursuant to Section 4(2) thereof and other available exemptions. As a result, these shares are considered “restricted securities.” There is no registration statement covering these shares for resale by the holder thereof. The Company, however, has granted certain demand and piggyback registration rights to KI Equity with respect to the shares under a registration rights agreement.
 
In connection with the KI Equity securities purchase, Bruno Koch, J.B. Heidbrecht and Mark Nixon, each of whom were former executive officers and directors of the Company for all or a portion of the period commencing January 26, 1989, and ending on or about December 31, 1991 (collectively “Former Principals”), agreed to terminate any and all agreements and contracts with the Company and to release the Company from any and all debts, liabilities and obligations, pursuant to a settlement agreement (“Settlement Agreement”). The Company paid the Former Principals an aggregate cash payment of $30,000. The Former Principals also returned to the Company for cancellation an aggregate of 2,450,000 shares of common stock.
 
13
 
Also in connection with the KI Equity securities purchase, Ponce Acquisition, LLC, a stockholder of the Company, agreed to return to the Company for cancellation an aggregate of 7,450,000 shares of common stock.
 
On March 23, 2007, the existing officers of the Company resigned and the existing directors appointed Kevin R. Keating as the Chief Executive Officer, Chief Financial Officer, President, Secretary and Treasurer. At the same time, the existing directors appointed Kevin R. Keating, Jeff L. Andrews and Margie L. Blackwell as directors and then resigned. The change of control was made in compliance with the requirements of Section 14(f) of the Exchange Act.
 
On March 26, 2007, the Company issued 7,500,000 shares of common stock to KI Equity for a purchase price of $75,000. The proceeds from the purchase price will be used for working capital to pay expenses to maintain the reporting status of the Company.
 
On March 26, 2007, the Company issued 1,600,000 shares of common stock to Kevin R. Keating, for services rendered to the Company valued at $16,000.
 
On March 26, 2007, the Company issued 5,500,000 shares of common stock to Garisch Financial, Inc. (“GFI”) for consulting services rendered to the Company valued at $55,000.
 
The issuance of shares to KI Equity, Kevin R. Keating and GFI on March 26, 2007 was intended to qualify for an exemption from registration under the Securities Act of 1933, as amended (“Securities Act”), pursuant to Section 4(2) thereof and other available exemptions. As a result, these shares are considered “restricted securities.” There is no registration statement covering these shares for resale by the holders thereof. The Company, however, has granted certain demand and piggyback registration rights to KI Equity, Kevin R. Keating and GFI with respect to the shares under registration rights agreements.
 
The Company currently is authorized under its Articles of Incorporation, as amended, to issue 250,000,000 shares of common stock, $0.0001 par value per share, and 2,000,000 shares of preferred stock, $0.0001 par value per share. There are no shares of preferred stock outstanding. Following the issuance of shares of common stock to KI Equity, Kevin R. Keating and GFI and the share cancellations by the Former Principals and Ponce Acquisition, LLC, currently there are 79,302,460 shares of common stock outstanding, of which KI Equity owns 67,500,000 shares, or approximately 85.1% of the outstanding common stock.
 
Plan of Operations
 
The Company’s Plan of Operations is based on identifying and attracting a suitable company that has both a business history and operating assets, with which to effect a business combination. The Company will not restrict its search to any specific business, industry, or geographical location, and may participate in a business venture of virtually any kind or nature.
 
The Company may seek a business combination with entities which have recently commenced operations, or wish to utilize the public marketplace in order to raise additional capital in order to expand into new products or markets, to develop a new product or service, or for other corporate purposes. The Company may acquire assets and establish wholly owned subsidiaries in various businesses or acquire existing businesses as subsidiaries.
 
14
 
The Company anticipates that the selection of a business opportunity will be complex and extremely risky. Company’s management believes that there are many entities seeking the benefits of merging with or being acquired by an issuer which has complied with the reporting requirements of the Exchange Act. Such benefits may include facilitating or improving the terms on which additional equity financing may be sought, providing incentive stock options or similar benefits to key employees, and providing liquidity (subject to restrictions of applicable statutes and regulations) for stockholders. Potentially, available business opportunities may occur in many different industries and at various stages of development, all of which will make the task of comparative investigation and analysis of such business opportunities extremely difficult. The Company has, and will continue to have, limited capital with which to provide the owners of business opportunities with any significant cash or other assets upon consummation of a transaction. However, management believes the Company will be able to offer owners of acquisition candidates the opportunity to acquire a controlling ownership interest in an issuer who has complied with the reporting requirements of the Exchange Act without incurring the cost and time required to conduct an initial public offering.
 
The analysis of new business opportunities will be undertaken by, or under the supervision of, the officers and directors of the Company. Management intends to concentrate on preliminarily identifying business opportunities through current associations of the Company’s officers and directors or by the Company’s stockholders. The Company may engage financial advisors and investment banking firms to assist it in identifying and analyzing potential business opportunities. Due to the limited financial resources of the Company, it is likely that these advisors and firms will be compensated on a success basis, in the form of cash and the Company’s stock. Officers and directors of the Company expect to interview and/or meet personally with management and key personnel of the business opportunity as part of their investigation. To the extent possible, the Company intends to utilize written reports and personal investigation to evaluate the above factors, including such reports and investigations prepared by its financial advisors.
 
In analyzing potential business opportunities, the Company’s management will consider such matters as the available technical, financial and managerial resources; working capital and other financial requirements; history of operations, if any; prospects for the future; nature of present and expected competition; the quality and experience of management services which may be available and the depth of that management; the potential for further research, development or exploration; specific risk factors not now foreseeable but which then may be anticipated to impact the proposed activities of the Company; the potential for growth or expansion; the potential for profit; the public recognition of acceptance of products, services or trades; name identification; and other relevant factors.
 
In implementing a structure for a particular business acquisition, the Company may become a party to a merger, consolidation, reorganization, joint venture, or licensing agreement with another corporation or entity. The Company may alternatively purchase the capital stock or the operating assets of an existing business.
 
During the next twelve months we anticipate incurring costs related to:
 
(i) filing of Exchange Act reports, and
(ii) costs relating to consummating an acquisition.
 
15
 
The Company currently does not engage in any business activities that provide cash flow. We believe we will be able to meet these costs for at least the next 12 months through use of funds in our treasury, through deferral of fees by certain service providers and additional amounts, as necessary, to be loaned to or invested in us by our stockholders, management or other investors.
 
Any target business that is selected may be a financially unstable company or an entity in its early stages of development or growth, including entities without established records of sales or earnings. Alternatively, a target business may require substantial capital for the further development of its operations. In that event, we will be subject to numerous risks inherent in the business and operations of financially unstable and early stage or potential emerging growth companies. In addition, we may effect a business combination with an entity in an industry characterized by a high level of risk, and, although our management will endeavor to evaluate the risks inherent in a particular target business, there can be no assurance that we will properly ascertain or assess all significant risks.
 
Liquidity and Capital Resources
 
As of March 31, 2008, the Company had assets equal to $17,138, comprised exclusively of cash and cash equivalents. The Company’s current liabilities as of March 31, 2008 were $11,704, comprised of accounts payable and accrued expenses.
 
The following is a summary of the Company’s cash flows provided by (used in) operating, investing, and financing activities for the three months ended March 31, 2008 and 2007:
 
   
Three months ended March 31,
  
   
2008
  
2007
  
           
Operating activities
 
$
(4,741
)
$
(614,542
)
Investing activities
    
-
    
-
  
Financing activities
   
-
  
$
690,000
  
               
Net effect on cash
 
$
(4,741
)
$
75,458
  
 
The Company has nominal assets and has generated minimal revenues since inception. The Company is also dependent upon the receipt of capital investment or other financing to fund its ongoing operations and to execute its business plan of seeking a combination with a private operating company. In addition, the Company is dependent upon certain related parties to provide continued funding and capital resources. If continued funding and capital resources are unavailable at reasonable terms, the Company may not be able to implement its plan of operations. Our financial statements indicate that without additional capital, there is substantial doubt as to our ability to continue as a going concern.
 
Results of Operations
 
For the three months ended March 31, 2008, the Company had no activities that produced revenues from operations.
 
For the three months ended March 31, 2008, the Company had a net loss of $(13,160), as compared with a net loss of $(239,943) for the corresponding period in 2007. For the three months ended March 31, 2008, the Company incurred $(13,160) of operating expenses, comprised of (a) legal, accounting, audit and other professional service fees of $(9,305) incurred in relation to the filing of the Company’s Annual Report on Form 10-KSB for the period ended December 31, 2007 filed in March of 2008, (b) management fees of $(3,000) incurred in relation to a broad range of managerial and administrative services provided by Vero Management, LLC, and (c) stock transfer agent fees of $(855).
 
16
 
For the three months ending March 31, 2007, the Company had a net loss of $(239,943). During the three months ending March 31, 2007, the Company incurred $209,947 of operating expenses, primarily comprised of professional fees paid to attorneys, accountants and other consultants related to the reorganization and change of management which took place during the quarter. During the three months ending March 31, 2007, the Company incurred $30,000 of other non-operating expenses, comprised of payments made to the Company’s former executive officers and directors under the terms of a settlement agreement.

Off-Balance Sheet Arrangements

The Company does not have any off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on the Company’s financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that is material to investors.  

Contractual Obligations

As a “smaller reporting company” as defined by Item 10 of Regulation S-K, the Company is not required to provide this information.
 
Item 3. Quantitative and Qualitative Disclosures About Market Risk.

As a “smaller reporting company” as defined by Item 10 of Regulation S-K, the Company is not required to provide information required by this Item.
 
Item 4T. Controls and Procedures.
 
Evaluation of Disclosure Controls and Procedures

We maintain disclosure controls and procedures that are designed to ensure that information required to be disclosed in our reports filed pursuant to the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules, regulations and related forms, and that such information is accumulated and communicated to our principal executive officer and principal financial officer, as appropriate, to allow timely decisions regarding required disclosure.

As of March 31, 2008, we carried out an evaluation, under the supervision and with the participation of our principal executive officer and our principal financial officer of the effectiveness of the design and operation of our disclosure controls and procedures. Based on this evaluation, our principal executive officer and our principal financial officer concluded that our disclosure controls and procedures were effective as of the end of the period covered by this report. 

Changes in Internal Controls

There have been no changes in our internal controls over financial reporting during the quarter ended March 31, 2008 that have materially affected or are reasonably likely to materially affect our internal controls.
 
17
 
PART II — OTHER INFORMATION

Item 1. Legal Proceedings. 
 
None.

Item 1A. Risk Factors.

As a “smaller reporting company” as defined by Item 10 of Regulation S-K, the Company is not required to provide information required by this Item.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds. 
 
None.
 
Item 3. Defaults Upon Senior Securities.
 
None.
 
Item 4. Submission of Matters to a Vote of Security Holders.
 
None.
 
Item 5. Other Information. 
 
None
 
Item 6. Exhibits.
 
(a)  
Exhibits required by Item 601 of Regulation S-K.

Exhibit
  
Description
31.1
  
Certification of the Company’s Principal Executive Officer and Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, with respect to the registrant’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2008.
     
32.1
  
Certification of the Company’s Principal Executive Officer and Principal Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes Oxley Act of 2002.
 
18
 
SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this Report to be signed on its behalf by the undersigned thereunto duly authorized.
 
 
QUIKBYTE SOFTWARE, INC. 
   
Date: May 14, 2008 
 By: /s/ Kevin R. Keating 
  Name: Kevin R. Keating 
 
Title: Chief Executive Officer and Chief
  Financial Officer 
 
19