Edgar Filing: DATA STORAGE CONSULTING SERVICES, INC.

datastorage10q63009_81409.htm

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)
[x]	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934
	For the quarterly period ended June 30, 2009
	OR
[ ]	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934
	For the transition period from to

Data Storage Consulting, Inc.

(Exact name of registrant as specified in its charter)

Colorado	000-53126	20-8096131
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

13990 Braun Road, Golden, CO	80401
(Address of principal executive offices)	(Zip Code)

303- 883-9334

(Registrant's telephone number, including area code)

N/A

(Former name, former address & former fiscal year, if changed since last report)

Indicate by check mark whether the registrant (1) has filed all documents and reports required to be filed by Sections 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 filings 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 (§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 N/A

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

Large accelerated filer 	Accelerated filer 
Non-accelerated filer (Do not check if a smaller reporting company) 	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 [ ] No [x]

APPLICABLE ONLY TO CORPORATE ISSUERS:

As of August 10, 2009, the number of the Company's shares of par value, $0.001, common stock outstanding was 8,929,000.

INDEX

		Page
	PART I – FINANCIAL INFORMATION


ITEM 1.	Financial Statements.	3

	Balance Sheets–June 30, 2009 (Unaudited) and December 31, 2008 (audited)	4

	Statements of Operations for the Three Months and Six Months Ended June 30, 2009 and 2008, and from inception through June 30, 2009 (all unaudited)	5

	Statements of Cash Flows for the Three Months and Six Months Ended June 30, 2009 and 2008, and from inception through June 30, 2009 (all unaudited)	6

	Notes to the Consolidated Financial Statements (unaudited)	8

ITEM 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations.	10

ITEM 3.	Quantitative and Qualitative Disclosures about Market Risk.	14

ITEM 4T.	Controls and Procedures.	14

	PART II – OTHER INFORMATION

ITEM 1.	Legal Proceedings.	15

ITEM 1A.	Risk factors.	15

ITEM 2.	Unregistered Sales of Equity Securities and Use of Proceeds.	15

ITEM 3.	Defaults Upon Senior Securities.	15

ITEM 4.	Submission of Matters to a Vote of Security Holders.	15

ITEM 5.	Other Information.	15

ITEM 6.	Exhibits.	16

	Signatures.	16

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PART I - FINANCIAL INFORMATION

ITEM 1 - FINANCIAL STATEMENTS

DATA STORAGE CONSULTING SERVICES, INC.

(A Development Stage Company)

FINANCIAL STATEMENTS

(Unaudited)

Quarter Ended June 30, 2009

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DATA STORAGE CONSULTING SERVICES, INC.
(A Development Stage Company)
BALANCE SHEETS


				June 30, 2009
	Dec. 31, 2008			(Unaudited)
ASSETS

Current assets
Cash	$	16		$	-
Total current assets		16			-

Deferred offering costs		10,465			-

Total Assets	$	10,481		$	-

LIABILITIES
& STOCKHOLDERS' EQUITY

Current liabilities
Related party payables	$	1,605		$	9,430
Total current liabilities		1,605			9,430

Total Liabilities		1,605			9,430

Stockholders' Equity
Preferred stock, $.10 par value;
1,000,000 shares authorized;
none issued and outstanding		-			-
Common stock, $.001 par value;
50,000,000 shares authorized;
8,929,000 shares issued and outstanding		8,929			8,929
Additional paid in capital		64,386			64,386
Deficit accumulated during the development stage		(74,904	)		(82,745	)

Total Stockholders' Equity		(1,589	)		(9,430	)

Total Liabilities and Stockholders' Equity	$	16		$	-

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

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DATA STORAGE CONSULTING SERVICES, INC.
(A Development Stage Company)
STATEMENTS OF OPERATIONS
(Unaudited)

													Dec. 12, 2006
													(Inception of
	Three Months			Three Months			Six Months			Six Months			Dev. Stage)
	Ended			Ended			Ended			Ended			Through
	June 30, 2008			June 30, 2009			June 30, 2008			June 30, 2009			June 30, 2009


Revenue	$	-		$	-		$	-		$	-		$	-

Operating expenses:
General and administrative		40,625			6,251			48,993			7,841			82,767
		40,625			6,251			48,993			7,841			82,767

Income (loss) from operations		(40,625	)		(6,251	)		(48,993	)		(7,841	)		(82,767	)

Other income (expense):
Interest income		-			-			-			-			22
		-			-			-			-			22
Income (loss) before provision
for income taxes		(40,625	)		(6,251	)		(48,993	)		(7,841	)		(82,745	)

Provision for income tax		-			-			-			-			-

Net income (loss)	$	(40,625	)	$	(6,251	)	$	(48,993	)	$	(7,841	)	$	(82,745	)

Net income (loss) per share
(Basic and fully diluted)	$	(0.00	)	$	(0.00	)	$	(0.01	)	$	(0.00	)

Weighted average number of
common shares outstanding		8,929,000			8,929,000			8,895,333			8,929,000

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

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DATA STORAGE CONSULTING SERVICES, INC.
(A Development Stage Company)
STATEMENTS OF CASH FLOWS
(Unaudited)

							Dec. 12, 2006
							(Inception of
	Six Months			Six Months			Dev. Stage)
	Ended			Ended			Through
	June 30, 2008			June 30, 2009			June 30, 2009

Cash Flows From Operating Activities:
Net income (loss)	$	(48,993	)	$	(7,841	)	$	(82,745	)

Adjustments to reconcile net loss to
net cash provided by (used for)
operating activities:
Related party payables		(695	)		7,825			9,430
Compensatory stock issuances								8,450
Net cash provided by (used for)
operating activities		(49,688	)		(16	)		(64,865	)


Cash Flows From Investing Activities:
Deferred offering costs		(34,070	)		-			(44,535	)
Net cash provided by (used for)
investing activities		(34,070	)		-			(44,535	)

(Continued On Following Page)

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

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DATA STORAGE CONSULTING SERVICES, INC.
(A Development Stage Company)
STATEMENTS OF CASH FLOWS
(Unaudited)

(Continued From Previous Page)

						Dec. 12, 2006
						(Inception of
	Six Months		Six Months			Dev. Stage)
	Ended		Ended			Through
	June 30, 2008		June 30, 2009			June 30, 2009

Cash Flows From Financing Activities:
Sales of common stock		101,000		-			108,500
Paid in capital							900
Net cash provided by (used for)
financing activities		101,000		-			109,400

Net Increase (Decrease) In Cash		17,242		(16	)		-

Cash At The Beginning Of The Period		135		16			-

Cash At The End Of The Period	$	17,377	$	-		$	-


Schedule Of Non-Cash Investing And Financing Activities

None


Supplemental Disclosure

Cash paid for interest	$	-	$	-		$	-
Cash paid for income taxes	$	-	$	-		$	-

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

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DATA STORAGE CONSULTING SERVICES, INC.

(A Development Stage Company)

NOTES TO FINANCIAL STATEMENTS

(Unaudited)

NOTE 1. ORGANIZATION, OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:

Data Storage Consulting Services, Inc. (the “Company”), was incorporated in the State of Colorado on December 12, 2006. The Company was formed to provide data management, consulting and storage services to clients.

Development stage company

The Company is currently in the development stage, and has commenced operations but has not yet generated significant revenues.

Basis of Presentation

The accompanying unaudited financial statements have been prepared in accordance with the instructions to Form 10-QSB and do not include all of the information and disclosures required by generally accepted accounting principles for complete financial statements. All adjustments which are, in the opinion of management, necessary for a fair presentation of the results of operations for the interim periods have been made and are of a recurring nature unless otherwise disclosed herein. The results of operations for such interim periods are not necessarily indicative of operations for a full year.

Cash and cash equivalents

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

Accounts receivable

The Company reviews accounts receivable periodically for collectability and establishes an allowance for doubtful accounts and records bad debt expense when deemed necessary.

Property and equipment

Property and equipment are recorded at cost and depreciated under accelerated methods over each item's estimated useful life, which is five years for vehicles, computers and other items.

Revenue recognition

Revenue is recognized on an accrual basis after services have been performed under contract terms, the event price to the client is fixed or determinable, and collectibility is reasonably assured. Standard contract policy calls for partial payment up front with balance due upon receipt of final billing.

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DATA STORAGE CONSULTING SERVICES, INC.

(A Development Stage Company)

NOTES TO FINANCIAL STATEMENTS

(Unaudited)

NOTE 1. ORGANIZATION, OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued):

Use of Estimates

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

Income tax

The Company accounts for income taxes under Statement of Financial Accounting Standards No. 109 (“SFAS 109”). Under SFAS 109 deferred taxes are provided on a liability method whereby deferred tax assets are recognized for deductible temporary differences and operating loss carryforwards and deferred tax liabilities are recognized for taxable temporary differences. Temporary differences are the differences between the reported amounts of assets and liabilities and their tax bases. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized. Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of enactment.

Net income (loss) per share

The net income (loss) per share is computed by dividing the net income (loss) by the weighted average number of shares of common outstanding. Warrants, stock options, and common stock issuable upon the conversion of the Company's preferred stock (if any), are not included in the computation if the effect would be anti-dilutive and would increase the earnings or decrease loss per share.

Financial Instruments

The carrying value of the Company’s financial instruments, including cash and cash equivalents and accrued payables, as reported in the accompanying balance sheet, approximates fair value.

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ITEM 2 - MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATION

The following should be read in conjunction with the consolidated financial statements of the Company included elsewhere herein.

FORWARD-LOOKING STATEMENTS

When used in this report, the words “may,” “will,” “expect,” “anticipate,” “continue,” “estimate,” “intend,” “plans”, and similar expressions are intended to identify forward-looking statements regarding events, conditions and financial trends which may affect our future plans of operations, business strategy, operating results and financial position. Forward looking statements in this report include without limitation statements relating to trends affecting our financial condition or results of operations, our business and growth strategies and our financing plans.

Such statements are not guarantees of future performance and are subject to risks and uncertainties and actual results may differ materially from those included within the forward-looking statements as a result of various factors. Such factors include, among other things, general economic conditions; cyclical factors affecting our industry; lack of growth in our industry; our ability to comply with government regulations; a failure to manage our business effectively; our ability to sell products at profitable yet competitive prices; and other risks and factors set forth from time to time in our filings with the Securities and Exchange Commission, including our registration statement on Form SB-2, as amended. .

Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date made. We undertake no obligation to publicly release the result of any revision of these forward-looking statements to reflect events or circumstances after the date they are made or to reflect the occurrence of unanticipated events.

Overview and Recent History

Data Storage Consulting Services, Inc. sells data storage protection and consulting services to small and medium businesses. We currently operate exclusively in Colorado. We market and sell our products and services to directly to business end users. We have a limited history of operations.

On March 7, 2008, we closed our registered public offering. We sold a total of 404,000 common shares at a price of $.25 per share, for a total of $101,000.

Our headquarters are located at 13990 Braun Road, Golden, CO 80401. Our phone number at our headquarters is (303)883-9334. Our fiscal year end is December 31st.

To date, since inception on December 12, 2006, we have had no revenues and only losses, and we anticipate this continuing for the foreseeable future. Accordingly, until such time that we are profitable, if at all, we will be dependent upon debt and equity financing which may not be available to us. Our auditors are currently of the opinion, and have formally indicated that for the fiscal year ended December 31, 2008, that they doubt our ability to continue as a going concern as a result of our continued net losses.

Plan of Operation

We did not have revenues and only losses since inception on December 12, 2006. Accordingly, our only source of capital has been the gross proceeds of $101,000 from our registered public offering which closed on March 7, 2008.

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As a development stage company in the early phase of developing its business – selling data storage protection and consulting services to small and medium businesses -- our primary efforts have been devoted to developing our business and raising capital. We have limited capital resources and have experienced net losses and negative cash flows from operations since inception and expect these conditions to continue for the foreseeable future. As of June 30, 2009, the Company had $0 in cash and other current assets. We estimate that we will require a minimum of approximately $36,000 for operating expenses over the next 12 months. Since we do not have any cash and cash assets as of June 30, 2009 and we do not anticipate having revenues for the foreseeable future, we will be required to raise additional funds to meet our short goals. There can be no assurance that such funds, if available at all, can be obtained on terms reasonable to us. We cannot predict if and when we will become profitable and less dependent upon outside financing sources.

If we are unsuccessful in our attempts to raise sufficient capital, we may have to cease operations, seek joint venture partners, a merger or acquisition candidate, or postpone our plans to initiate or complete our business plan. In that case, you may lose your entire investment in our company.

Our plan for the next 12 months is to operate at a profit or at break even. Our plan is to attract sufficient additional product sales and services within our present organizational structure and resources to become profitable in our operations.

Currently, we are conducting business in only one location in the Denver Metropolitan area. We have no plans to expand into other locations or areas. We believe that we can achieve profitability as we are presently organized with sufficient business.

Proposed Milestones

At the present time, we are operating from one location in the Denver Metropolitan area. Our plan is to make our operation profitable by the end of our next fiscal year. We estimate that we must generate approximately $3,000 in sales per month to be profitable.

We believe that we can be profitable or at break even by the end of the first quarter of the next fiscal year, assuming sufficient sales of which there is no assurance. Based upon our current plans, we have adjusted our operating expenses so that cash generated from operations and from working capital financing, if any, is expected to be sufficient for the foreseeable future to fund our operations at our currently forecasted levels. To try to operate at a break-even level based upon our current level of anticipated business activity, we believe that we must generate approximately $36,000 in revenue per year. However, if our forecasts are inaccurate, we will need to raise additional funds. On the other hand, we may choose to scale back our operations to operate at break-even with a smaller level of business activity, while adjusting our overhead to meet the revenue from current operations. In addition, we expect that we will need to raise additional funds if we decide to pursue more rapid expansion, the development of new or enhanced services and products, appropriate responses to competitive pressures, or the acquisition of complementary businesses or technologies, or if we must respond to unanticipated events that require us to make additional investments. We cannot assure that additional financing will be available when needed on favorable terms, or at all.

We expect to incur operating losses in future periods because we will be incurring expenses and not generating sufficient revenues. We expect approximately $36,000 in operating costs over the next twelve months. We cannot guarantee that we will be successful in generating sufficient revenues or other funds in the future to cover these operating costs. Failure to generate sufficient revenues or additional financing when needed could cause us to go out of business

No commitments to provide additional funds have been made by management or current shareholders. There is no assurance that additional funds will be made available to us on terms that will be acceptable, or at all, if and when needed. We expect to continue to generate and increase sales, but there can be no assurance we will generate sales sufficient to continue operations or to expand.

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We also are planning to rely on the possibility of referrals from clients and will strive to satisfy our clients. We believe that referrals will be an effective form of advertising because of the quality of service that we bring to clients. We believe that satisfied clients will bring more and repeat clients.

In the next 12 months, we do not intend to spend any material funds on research and development and do not intend to purchase any large equipment.

Results of Operations

The Three Months Ended June 30, 2009 Compared to the Three Months Ended June 30, 2008

The revenues for the three months ended June 30, 2009 and June 30, 2008 were both $0.

The Operating Expenses, which are composed entirely of general and administrative expenses, for the three months ended June 30, 2009 and June 30, 2008, were $6,251 and $40,625, respectively. The higher expenses in 2008 were attributable to the payment of the professional fees and costs related to the Company’s 2008 registered public offering.

Similarly, our Net Loss for the three months ended June 30, 2009 and June 30, 2008, were $6,251 and $40,625, respectively.

The Six Months Ended June 30, 2009 Compared to the Six Months Ended June 30, 2008

The revenues for the six months ended June 30, 2009 and June 30, 2008 were both $0.

The Operating Expenses, which are composed entirely of general and administrative expenses, for the six months ended June 30, 2009 and June 30, 2008, were $7,841 and $48,993, respectively. The higher expenses in 2008 were attributable to the payment of the professional fees and costs related to the Company’s 2008 registered public offering.

Similarly, our Net Loss for the six months ended June 30, 2009 and June 30, 2008, were $7,841 and $48,993, respectively.

Generally, the major components of general and administrative expenses to date were payments to independent contractors, professional fees, and prepaid expenses. While our general and administrative expenses will continue to be our largest expense item until and if we become fully operational, we believe that this expense will stabilize in the coming fiscal year as we reduce independent contractors, professional fees, and prepaid expenses.

Also, in general, we believe that overhead cost in current operations should remain fairly constant as (if) revenues develop. Each dollar of revenue will have minimal offsetting overhead cost. We believe that if we can develop sufficient revenues, we could be profitable by the end of the first quarter of fiscal year 2010.

Liquidity and Capital Resources

As of June 30, 2009, we had cash or cash equivalents of $0.00.

Net cash used for operating activities was $16 for the six months ended June 30, 2009, compared to cash provided by operating activities of $17,242 for the period ended June 30, 2008.

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We will attempt to maintain overhead costs in current operations as we develop revenues.

Presently, we believe that we can attract sufficient additional product sales and services within our present organizational structure and resources to become profitable in our operations. Additional resources will be needed to expand into additional locations, which we have no plans to do at this time.

We believe that the principal source of our liquidity will be our operations. Our variation in revenues is based upon the level of our sales activity and will account for the difference between a profit and a loss. Also business activity is closely tied to the economy of Denver and the U.S. economy. A slow down in interior design work will have a negative impact to our business. In any case, we try to operate with minimal overhead. Our primary activity will be to seek to expand the interior design projects and, consequently, our sales. If we succeed in expanding our client base and generating sufficient sales, we will become profitable. We cannot guarantee that this will ever occur. Our plan is to build our company in any manner which will be successful.

Since we had no available cash resources on June 30, 2009 and we do not anticipate sufficient revenues in the foreseeable future, we intend to seek additional funding (debt or equity) from outside sources (and possibly from our officers and directors) for pursuing our business plan, to the extent that our operations do not generate sufficient levels of profitability and cash flow. Should we seek to raise additional capital, there can be no assurances that such capital can be raised on satisfactory terms, on a timely basis, or at all. In the event that we are unable to raise the additional capital (or a significant portion of it) that we require, we will not be able to execute our business plan which may result in the termination of our operations.

Our future capital requirements will depend upon many factors, including the expansion of our business operations.

Off-Balance Sheet Arrangements

At June 30, 2009, we did not have any transactions, obligations or relationships that could be considered off-balance sheet arrangements.

Significant Accounting Policies

Our discussion and analysis of results of operations and financial condition are based upon our consolidated financial statements, which have been prepared in accordance with accounting principles generally accepted in the United States of America. The preparation of these consolidated financial statements requires us to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses, and related disclosure of contingent assets and liabilities. We evaluate our estimates on an ongoing basis, including those related to provisions for uncollectible accounts receivable, inventories, valuation of intangible assets and contingencies and litigation. We base our estimates on historical experience and on various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions.

The accounting policies that we follow are set forth in Note 1 to our financial statements as included in this document. These accounting policies conform to accounting principles generally accepted in the United States, and have been consistently applied in the preparation of the financial statements.

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Recently Issued Accounting Pronouncements

In December 2004, the Financial Accounting Standards Board issued Statement of Financial Accounting Standards ("SFAS") No. 123R "Share Based Payment." This statement is a revision of SFAS No. 123, "Accounting for Stock-Based Compensation" and supersedes APB Opinion No. 25, Accounting for Stock Issued to Employees, and its related implementation guidance. SFAS No. 123R addresses all forms of share based payment ("SBP") awards including shares issued under employee stock purchase plans, stock options, restricted stock and stock appreciation rights. Under SFAS No. 123R, SBP awards result in a cost that will be measured at fair value on the awards' grant date, based on the estimated number of awards that are expected to vest. This statement is effective for public entities that file as issuers, as of the beginning of the first interim or annual reporting period that begins after December 15, 2005. We adopted this pronouncement during the first quarter of 2005.

In December 2004, the FASB issued SFAS No. 153, Exchanges of Non-monetary Assets - An Amendment of APB Opinion No. 29. The amendments made by SFAS No. 153 are based on the principle that exchanges of non-monetary assets should be measured based on the fair value of the assets exchanged. Further, the amendments eliminate the narrow exception for non-monetary exchanges of similar productive assets and replace it with a broader exception for exchanges of non-monetary assets that do not have "commercial substance." SFAS No. 153 is effective for non-monetary asset exchanges occurring in fiscal periods beginning after June 15, 2005. The adoption of SFAS No. 153 on its effective date did not have a material effect on our consolidated financial statements.

In March 2005, the FASB issued Financial Interpretation No. 47, "Accounting for Conditional Asset Retirement Obligations - an Interpretation of FASB Statement No. 143", which specifies the accounting treatment for obligations associated with the sale or disposal of an asset when there are legal requirements attendant to such a disposition. We adopted this pronouncement in 2005, as required, but there was no impact as there are no legal obligations associated with the future sale or disposal of any assets.

In May 2005, the FASB issued SFAS No. 154, "Accounting Changes and Error Corrections — A Replacement of APB Opinion No. 20 and SFAS Statement No. 3". SFAS No. 154 changes the requirements for the accounting and reporting of a change in accounting principle by requiring retrospective application to prior periods' financial statements of the change in accounting principle, unless it is impracticable to do so. SFAS No. 154 is effective for accounting changes and corrections of errors made in fiscal years beginning after December 15, 2005. We do not expect the adoption of SFAS No. 154 to have any impact on our consolidated financial statements.

ITEM 3 - QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

We are a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and are not required to provide the information under this item.

ITEM 4T - CONTROLS AND PROCEDURES

As of the end of the period covered by this report, based on an evaluation of our disclosure controls and procedures (as defined in Rules 13a -15(e) and 15(d)-15(e) under the Exchange Act), our Chief Executive Officer and the Chief Financial Officer each have concluded that our disclosure controls and procedures are effective to ensure that information required to be disclosed by us in our Exchange Act reports is recorded, processed, summarized, and reported within the applicable time periods specified by the SEC’s rules and forms.

There were no changes in our internal controls over financial reporting that occurred during our most recent fiscal quarter that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

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This report does not include an attestation report of the company’s registered public accounting firm regarding internal control over financial reporting. Identified in connection with the evaluation required by paragraph (d) of Rule 240.13a-15 or Rule 240.15d-15 of this chapter that occurred during the registrant’s last fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting.

PART II - OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS.

None

ITEM 1A. RISK FACTORS.

We are a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and are not required to provide the information under this item.

The above statement notwithstanding, shareholders and prospective investors should be aware that certain risks exist with respect to the Company and its business, which risks include: its limited assets, lack of revenues and only losses since inception, industry risks, the need for additional capital; the fact that our accountants have expressed doubts about our ability to continue as a going concern; among other factors. The Company management is aware of these risks and has attempted to establish the minimum controls and procedures to insure adequate risk assessment and execution to reduce loss exposure. For more specific detail regarding the risks inherent in an investment in the Company, shareholders and prospective investors are also referred to the “Risk Factors” section of the Company’s registration statement filed with the Securities and Exchange Commission on Form SB-2, as amended. See www.sec.gov.

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

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ITEM 6. EXHIBITS.

Exhibit 31.1	Certification required by Rule 13a-14(a) or Rule 15d-14(a) and section 302 of the Sarbanes-Oxley Act of 2002, CEO

Exhibit 31.2	Certification required by Rule 13a-14(a) or Rule 15d-14(a) and section 302 of the Sarbanes-Oxley Act of 2002, CFO

Exhibit 32.1	Certification required by Rule 13a-14(b) or Rule 15d-14(b) and section 906 of the Sarbanes-Oxley Act of 2002, 18 U.S.C. Section 1350, CEO

Exhibit 32.2	Certification required by Rule 13a-14(b) or Rule 15d-14(b) and section 906 of the Sarbanes-Oxley Act of 2002, 18 U.S.C. Section 1350, CFO

SIGNATURES

Pursuant to the requirements of Section 13 of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Data Storage Consulting, Inc.

(Registrant)

By:/s/Ross Bernstein	Date: August 18, 2009
Ross Bernstein, President/Chief Executive
Officer

By:/s/ Neil Bernstein	Date: August 18, 2009

Neil Bernstein, Secretary/Treasurer
Principal Accounting Officer and Financial Officer

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