~~PART~~UNITED I. FINANCIAL INFORMATION Item 1. Financial Statement Utilicraft Aerospace Industries, Inc. Balance Sheets As of September 30, 2008 and December 31, 2007 September 30, 2008 December 31, 2007 (Unaudited) (Audited) ------------- ------------- Assets ------ Current assets: Cash $ 103 $ 1,025 Accounts Receivable 15,500 11,000 ------------- ------------- Total Current Assets 15,603 12,025 Other Assets - Investment in Common Stock 1,000 1,000 ------------- ------------- Total Assets $ 16,603 $ 13,025 ------------- ------------- Liabilities and Stockholders' Equity (Deficit) ---------------------------------------------- Current Liabilities: Accounts Payable $ 424,170 $ 424,170 Accrued Expenses 32,781 28,281 Deferred Compensation 2,146,414 2,146,414 Advances from Stockholders 0 384,500 ------------- ------------- Total Current Liabilities 2,603,365 2,983,365 ------------- ------------- Stockholders' Equity (Deficit): Preferred Stock, $.0001 par value, 25,000,000 shares authorized, no shares issued -- -- Common Stock, $.0001 par value, 475,000,000 shares authorized, 180,993,552 and 179,493,552 shares issued and outstanding at September 30, 2008 and December 31, 2007, respectively 18,199 17,949 Additional Paid-in Capital 6,332,374 5,799,659 Accumulated Deficit (8,937,335) (8,787,948) ------------- ------------- Total Stockholders' Equity (Deficit) (2,586,762) (2,970,340) ------------- ------------- Total Liabilities and Stockholders' Equity (Deficit) $ 16,603 $ 13,025 ------------- ------------- The accompanying notes are an integral part of these unaudited financial statements. 3 Utilicraft Aerospace Industries, Inc. (UNAUDITED) Statements of Operations Three Months Three Months Nine Months Nine Months Ended Ended Ended Ended September 30, September 30, September 30, September 30, 2008 2007 2008 2007 ------------- ------------- ------------- ------------- Revenues $ 0 $ 0 $ 0 $ 0 ------------- ------------- ------------- ------------- Operating expenses: Related party reorganization costs 0 0 0 0 Compensation and related costs 0 251,758 43,215 827,021 General and administrative, exclusive of compensation costs shown separately above 50,809 102,770 106,172 414,255 Engineering, research and development 0 15,547 0 51,420 Interest expense 0 4,148 0 54,185 ------------- ------------- ------------- ------------- Total operating expenses 50,809 374,223 149,387 1,346,881 ------------- ------------- ------------- ------------- Loss before provision for income taxes (50,809) (374,223) (149,387) (1,346,881) Provision for income taxes -- -- -- -- ------------- ------------- ------------- ------------- Net loss $ (50,809) $ (374,223) $ (149,387) $ (1,346,881) ============= ============= ============= ============= Basic net loss per share based on weighted average common shares $ (0.00) $ (0.00) $ (0.00) $ (0.01) ============= ============= ============= ============= Weighted average number of common shares outstanding 181,471,330 158,661,557 180,215,470 158,661,557 ============= ============= ============= ============= The accompanying notes are an integral part of these unaudited financial statements. 4 Utilicraft Aerospace Industries, Inc. (UNAUDITED) Statements of Cash Flows For the Nine Months Ended September 30, 2008 and 2007 Nine Months Nine Months Ended Ended September 30, September 30, 2008 2007 --------- --------- Cash Flows from Operating Activities: Net loss $ (149,387) $(1,346,881) Adjustments to Reconcile Net Loss to Net Cash Used in Operating Activities: Depreciation 0 4,621 Warrants Issued for Services 13,465 0 Common Stock Issued for Services 135,000 112,500 Deferred Compensation 0 271,225 Deferred Rent 0 18,000 Changes in Operating Assets and Liabilities: Accounts Receivable (4,500) 0 Accounts Payable and Accrued Expenses 4,500 175,351 Payroll Taxes Payable 0 144,264 Accrued Interest, Related Party 0 14,376 Accrued Aircraft Rent, Related Party 0 22,500 --------- --------- Net Cash Used in Operating Activities (922) (584,044) --------- --------- Cash Flows from Investing Activities: Payments on Performance Flight Test Aircraft 0 (563,149) Purchase of computers 0 ( 11,271) --------- --------- Net Cash Used in Investing Activities 0 (574,420) --------- --------- Cash Flows from Financing Activities: Proceeds from Issuance of Common Stock 0 1,010,100 Advance from note payable 0 142,894 Advances from shareholders 0 82,500 Advances from related party 0 5,000 Repayment of Advances from Shareholders 0 (140,372) --------- --------- Net Cash Provided by Financing Activities 0 1,100,122 --------- --------- Net Increase in Cash (922) (28,342) Cash at Beginning of Period 1,025 35,800 --------- --------- Cash at End of Period $ 103 $ 7,458 --------- --------- Supplemental Cash Flow Disclosures: Interest Paid $ 0 $ 0 Warrants Issued for Services $ 13,465 $ 0 Common Stock Issued for Services $ 135,000 $ 112,500STATES

~~UTILICRAFT~~SECURITIES ~~AEROSPACE~~AND ~~INDUSTRIES,~~EXCHANGE INC. NOTES TO FINANCIAL STATEMENTS (UNAUDITED) September 30, 2008 NOTE 4 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - CONTINUED In July 2006, the FASB issued FASB Interpretation No. 48, Accounting for Uncertainty in Income Taxes (FIN 48). FIN 48 clarifies the accounting for income taxes by prescribing a minimum probability threshold that a tax position must meet before a financial statement benefit is recognized. The minimum threshold is defined in FIN 48 as a tax position that is more likely than not to be sustained upon examination by the applicable taxing authority, including resolution of any related appeals or litigation processes based on the technical merits of the position. The tax benefit to be recognized is measured as the largest amount of benefit that is greater than fifty percent likely of being realized upon ultimate settlement. FIN 48 must be applied to all existing tax positions upon initial adoption. The cumulative effect of applying FIN 48 at adoption, if any, is to be reported as an adjustment to opening retained earnings for the year of adoption. FIN 48 was effective for the Company's year-end 2007, and did not have a material impact on our consolidated financial statements. Income taxes: The Company employs the asset and liability method in accounting for income taxes pursuant to Statement of Financial Accounting Standards (SFAS) No. 109 "Accounting for Income Taxes." Under this method, deferred tax assets and liabilities are determined based on temporary differences between the financial reporting and tax bases of assets and liabilities and net operating loss carryforwards, and are measured using enacted tax rates and laws that are expected to be in effect when the differences are reversed. Net loss per share: Basic net loss per share is computed based upon the weighted average number of common shares outstanding during the periods, adjusted for contingently returnable shares and is computed by dividing net loss by the adjusted weighted average number of shares during the periods. Diluted net loss per share is based upon the weighted average number of common shares outstanding during the periods, adjusted for contingently returnable shares, plus the number of incremental shares of common stock contingently issuable upon the exercise of the outstanding warrants. No effect has been given to the potential exercise of the warrants because their effect would be anti-dilutive. The Company's potentially dilutive securities (28, 560, 257 common stock potentially issuable under outstanding options/warrants) were not included in the computation of diluted EPS because to do so would have been antidilutive. Basic net loss per share has been computed as follows: Nine Months Nine Months Ended Ended September 30, September 30, 2008 2007 ------------- ------------- Net loss $ (149,387) $ (1,346,881) ============= ============= Weighted average common shares outstanding 180,215,470 215,857,989 Less - weighted average contingently returnable shares 0 (56,833,202) ------------- ------------- Adjusted weighted average for basic net loss per share computation 180,215,470 158,661,557 ============= ============= Basic net loss per share $ (0.00) $ (0.01) ============= ============= 10 UTILICRAFT AEROSPACE INDUSTRIES, INC. NOTES TO FINANCIAL STATEMENTS (UNAUDITED) September 30, 2008 NOTE 4 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - CONTINUED Engineering, research and development The Company incurred no expenses for engineering, research and development for the nine months ended September 30, 2008 as the Company's aircraft development operations were sold in 2007. During the nine months ended September 30, 2007, the Company's expenses of $51,420 for engineering, research and development costs related to new aircraft design were expensed as they were incurred. NOTE 5 - ACCOUNTS RECEIVABLE Accounts receivable consists of amount due from Freight Feeder Aircraft Corporation towards the accrued fees to the Company's audit firm for the annual audit and quarterly 10Q reviews. The Company assesses the collectability of its accounts receivable regularly. Based on this assessment an allowance for doubtful accounts was not considered necessary at September 30, 2008. NOTE 6 - INVESTMENT IN COMMON STOCK The investment in common stock represents the nominal amount of $1,000 assigned to the 15,250,000 shares of Freight Feeder Aircraft Corporation (Freight Feeder) common stock received by the Company in the asset disposition in 2007. The nominal amount of $1,000 is recorded for the Freight Feeder's common stock as it did not have a market value or determinable positive book value at September 30, 2008. NOTE 7 - CAPITAL STRUCTURE DISCLOSURES The Company's capital structure is not complex. The Company is authorized to issue 25,000,000 shares of preferred stock with a par value of $.0001 per share. The Company is authorized to issue 475,000,000 shares of common stock with a par value of $.0001 per share. Preferred stock: No shares of preferred stock have been issued as of September 30, 2008. Common stock: Each common stock share has one voting right and the right to dividends if and when declared by the Board of Directors. Stock options, warrants and other rights: As of September 30, 2008, the Company has not adopted any employee stock option plans. Valuation of stock issued for services: In April of 2008, the Company issued 3,252,960 shares of restricted common stock for warrants exercised in previous year. In June of 2008, the Company issued 1,000,000 shares of restricted common stock for services rendered and valued the shares at $0.05 per share. In September of 2008, the Company issued 1,000,000 shares of restricted common stock for services rendered and valued the shares at $0.05 per share. 11 UTILICRAFT AEROSPACE INDUSTRIES, INC. NOTES TO FINANCIAL STATEMENTS (UNAUDITED) September 30, 2008 NOTE 7 - CAPITAL STRUCTURE DISCLOSURES - CONTINUED Warrants: In March 2008, the Company's Chief Financial Officer earned, by employment contract terms, the option to purchase 250,000 shares at an exercise price equal to $0.50 per share. The options vested immediately and expire on March 16, 2011. We estimated the fair value of these options using the Black Scholes method with assumptions including: (1) term of 3 years; (2) a computed volatility 208.79% (3) a discount rate of 1.65% and (4) zero dividends. The fair value of these options was estimated to be $13,465 and was included in compensation expenses for the three months ended March 31, 2008. In 2007, the Company granted warrants to purchase 250,000 shares to the Chief Financial Officer an exercise price equal to $0.50 per share. The options vested immediately and expire on March 16, 2010. We estimated the fair value of these options using the Black Scholes method with assumptions including: (1) term of 3 years; (2) a computed volatility 127% (3) a discount rate of 4.51% and (4) zero dividends. The fair value of these options was estimated to be $56,787 and was included in compensation expenses for the year ended December 31, 2007. In 2007, the Company granted warrants to purchase a total 510,000 shares to the Vice President - Marketing, a Director and accounting assistant at an exercise price equal to $3.00. The options vested immediately and expire on November 30, 2010. We estimated the fair value of these options using the Black Scholes method with assumptions including: (1) term of 3 years; (2) a computed volatility 170% (3) a discount rate of 3.09% and (4) zero dividends. The fair value of these options was estimated to be $39,404 and was included in general and administrative expenses for the year ended December 31, 2007. A summary of all the Company's warrants outstanding at September 30, 2008 is presented in the following table. AMUC PacifiCorp Related Stockholders Group Party Total ---------- ---------- ---------- ---------- Warrants outstanding, December 31, 2007 17,287,664 -- 1,844,388 19,132,052 Issued in 2008 9,178,205 250,000 9,428,205 ---------- ---------- ---------- ---------- Warrants outstanding, September 30, 2008 17,287,664 9,178,205 2,094,388 28,560,257 ---------- ---------- ---------- ----------COMMISSION

Item 2. Management's Discussion and Analyses of Financial Condition and Results of Operation The following discussion should be read in conjunction with our consolidated financial statements provided in the annual report on Form 10-KSB filed April 15Washington, ~~2008~~D. ~~Certain statements contained herein may constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995~~C. These statements involve a number of risks, uncertainties and other factors that could cause actual results to differ materially, as discussed more fully herein. The forward-looking information set forth in this annual report is as of the date of this filing, and we undertake no duty to update this information. More information about potential factors that could affect our business and financial results is included in the section entitled "Risk Factors" of this annual report. Overview We are a company with no product to sell, no revenue stream, significant operating losses and negative cash flow from operations. The Company has incurred net losses from operations of $8,937,335 for the period from inception to September 30, 2008. Our ability to continue as a going concern is subject to continued support of our shareholders and sales of stock, the vagaries of the market for our stock and various other factors. There is no assurance that we can continue as a going concern. Our current business plan is to focus on looking for potential acquisitions or merger partners, strategic partners for development of aerospace products and to wait on the maturity of the common stock and royalties received by the Company from Freight Feeder Aircraft Corporation in conjunction with the Asset Purchase Agreement executed with Freight Feeder Aircraft Corporation on December 12, 2007. Results of Operations Nine Months and Three Months Ended September 30, 2008 Compared to the Nine Months And Three Months Ended September 30, 2007. Net sales. The Company has not had any sales since its inception date of December 9, 2004. Operating expenses. The Company remains in the development stage its operating expenses consisting of compensation related costs, general and administrative expenses, engineering, research and development for the nine months and three months ended September 30,2008 and 2007 are comparative for each of the periods as indicated in the following summary; Three Three Months Months Nine Months Nine Months Ended Ended Ended Ended September 30, September 30, September 30, September 30, 2008 2007 2008 2007 -------- -------- -------- -------- Compensation related costs $ 0 $251,758 $ 43,215 $827,021 General and Administrative Expenses 50,809 102,770 106,172 414,255 Engineering, Research and Development 0 15,547 0 51,420 Interest Expense 0 4,148 0 54,185 -------- -------- -------- -------- Total Operating Expenses $ 50,809 $374,223 $149,387 $1,346,881 ======== ======== ======== ========20549

FORM 10-Q

OMB APPROVAL

(Mark One)

OMB Number: 3235-0070

Expires: July 31, 2022

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hours per response........ 186.82

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

	For the quarterly period ended March 31, 2021

☐	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: 333-128758

Utilicraft Aerospace Industries, Inc

(Exact name of registrant as speciﬁed in its charter)

Nevada

20-1990623

(State or other jurisdiction of

incorporation or organization).

(I.R.S. Employer

Identiﬁcation No.)

401 Ryland Street, Suite 200-A Reno, Nevada		89502
(Address of principal executive offices)		(Zip Code)

(214) 418-6940

(Registrant’s telephone number, including area code)

N/A

(Former name, former address and former fiscal year, if change since last report)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common	UITA	OTC Market

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 ☒ No

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted 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 such files. ☐ Yes ☒ No

SEC 1296 (05-19)

Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.

Indicate by check mark whether the registrant is a large accelerated ﬁler, an accelerated ﬁler, a non-accelerated ﬁler, a smaller reporting company, or an emerging growth company. See the deﬁnitions of “large accelerated ﬁler,” “accelerated ﬁler,” “smaller reporting company,” and "emerging growth company" in Rule 12b-2 of the Exchange Act.

Large accelerated filer	☐	Accelerated filer	☐
Non-accelerated filer	☐	Smaller reporting company	☐
		Emerging growth company	☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised ﬁnancial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☒

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

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 ☐ No

APPLICABLE ONLY TO CORPORATE ISSUERS:

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.

Total shares outstanding: 329,396,652 as of date: July 19, 2021

[space intentionally left in blank]

FORWARD LOOKING STATEMENTS

This Quarterly Report on Form 10-Q contains not only statements that are historical facts, but also statements that are forward-looking (within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934).

Forward-looking statements are, by their very nature, uncertain and risky. These risks and uncertainties include the Company’s limited operating history; its limited financial resources; the success of our fundraising efforts; our ability to meet our obligations, continue as a going concern or realize on our assets, if necessary to meet liabilities; international, national and local general economic and market conditions; demographic changes; our ability to achieve, sustain, manage or forecast growth; our failure to correctly anticipate market trends; our ability to successfully make and integrate acquisitions; risks related to new product development and introduction; competition including the activities of competitors and the presence of new or additional competition; the failure to gain and/or loss of significant customers or suppliers; fluctuations and difficulty in forecasting operating results; changes in business strategy or development plans; business disruptions; the ability to attract and retain qualified personnel; the ability to protect technology and obtain and/or maintain key licensing arrangements, joint ventures and partnerships; and other risks that might be detailed from time to time in our filings with the Securities and Exchange Commission (the “SEC”).

Although the forward-looking statements in this Quarterly Report on Form 10-Q reflect the good faith judgment of our management, such statements are based on information available to management on the date hereof, and we assume no obligation to revise or publicly release any revision to any such forward-looking statement, except as may otherwise be required by law. Consequently, and because forward-looking statements are inherently subject to risks and uncertainties, the actual results and outcomes may differ materially from the results and outcomes discussed in the forward-looking statements. You are urged to carefully review and consider the various disclosures made by us in this report and in our other reports as we attempt to advise interested parties of the risks and factors that may affect our business, financial condition, and results of operations and prospects.

The following business and financial discussion should be read in conjunction with our financial statements, including the notes thereto, appearing elsewhere in this filing.

As used herein, “UITA,” “we,” “our,” and similar terms include Utilicraft Aerospace Industries, Inc., unless the context indicates otherwise.

This report may contain additional trade names and trademarks of other companies. We do not intend our use or display of other companies’ trade names or trademarks to imply an endorsement or sponsorship of us by such companies, or any relationship with any of these companies.

PART I FINANCIAL INFORMATION

ITEM 1. Financial Statements.

Utilicraft Aerospace Industries, Inc
Condensed Balance Sheets
As of March 31, 2021, and December 31, 2020

	March 31, 2021			December 31, 2020
	(Unaudited)
ASSETS
Current assets
Cash and cash equivalents	$	-		$	-
Total current assets		-			-
Total assets	$	-		$	-

LIABILITES AND SHAREHOLDERS' EQUITY (DEFICIT)
Current liabilities:
Accounts payable and accrued liabilities	$	-		$	-
Total current liabilities		-			-

Total liabilities		-			-

Shareholders’ equity (deficit)
Series A Convertible Preferred stock: 25,000,000 shares authorized of $0,0001 par value, and 8,000,000 shares issued and outstanding on March 31, 2021, and December 31, 2020, respectively		800			800
Common stock: $0,0001 par value: 475,000,000 shares authorized and 329,396,652 issued and outstanding as of March 31, 2021, and December 31, 2020		32,940			32,940

Additional Paid in Capital		3,779,841			3,779,841
Accumulated deficit		(3,813,581	)		(3,813,581	)
Total shareholders’ equity (deficit)		-			-
Total liabilities and shareholders’ equity (deficit)	$	-		$	-

See accompanying notes to the condensed financial statements.

Utilicraft Aerospace Industries, Inc
Condensed Statement of Operations
For the Three and Twelve Months Ended March 31, 2021, and December 31, 2020

	For the three months ended on March 31 (Unaudited)		For the twelve months ended on December 31
	2021		2020

REVENUES	$	-	$	-
COST OF SALES		-		-

GROSS PROFIT		-		-
Operating Expenses				-
Total operating expense		-		-
Loss from operations		-		-
OTHER INCOME (EXPENSES)

Total other income (expense)		-		-
Income (Loss) from operations		-		-

NET INCOME (LOSS)	$	-	$	-

Net loss per share applicable to common stockholders - diluted	$	-	$	-

Weighted average number of common shares outstanding - diluted		329,396,652		329,396,652

See accompanying notes to the condensed financial statements.

Utilicraft Aerospace Industries, Inc
Condensed Statements of Shareholders' Equity (Deficit)
For the Three and Twelve Months Ended on March 31, 2021, and December 31, 2019 and 2020
(Unaudited)

	Common Shares		Common Stock		Preferred Shares		Preferred Stock		Additional Paid in Capital		Other Interest		Accumulated Deficit			Total Shareholders' Deficit

BALANCE, December 31, 2019		29,396,652	$	32,940		8,000,000	$	800	$	3,779,841	$	-	$	(3,813,581	)	$	(0	)

Net Income (loss)														-			-
BALANCE, December 31, 2020		329,396,652	$	32,940		8,000,000	$	800	$	3,779,841	$	-	$	(3,813,581	)	$	(0	)

Net Income (loss)														-			-
BALANCE, March 31, 2021		329,396,652	$	32,940		8,000,000	$	800	$	3,779,841	$	-	$	(3,813,581	)	$	(0	)

See accompanying notes to the condensed financial statements.

Utilicraft Aerospace Industries, Inc
Condensed Statements of Cash-Flows
For the Three Months Ended March 31, 2021, and the Twelve Months Ended December 31, 2020
(Unaudited)

	For the three months ended on March 31		For the twelve months ended on December 31
	2021		2020

CASH FLOWS FROM OPERATING ACTIVITIES:
Net Income (Loss)	$	-	$	-
Adjustment to reconcile net income (loss) to net cash provided operating activities:
Change in operating assets and liabilities:
Account receivables		-		-
Net cash provided by operating activities		-		-

CASH FLOWS FROM INVESTING ACTIVITIES:
Cash paid for assets acquisition		-		-
Net cash used in investing activities		-		-

CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from common stock issuance		-
Net Cash provided by financing activities		-		-

NET CHANGE IN CASH		-		-
CASH, beginning of period		-		-
CASH, end of period	$	-	$	-

NON-CASH INVESTING AND FINANCING ACTIVITIES
Issuance of shares of common stock for convertible debt	$	-
Issuance of shares of common stock for conversion of preferred stock	$	-	$	-
Loans issued to acquire fixed assets	$	-	$	-
Loan payable paid by related party	$	-	$	-

SUPPLEMENTAL DISCLOSURES:
Cash paid for income taxes	$	-	$	-
Cash paid for interest	$	-	$	-

See accompanying notes to the condensed financial statements.

Utilicraft Aerospace Industries, Inc

Notes to the Condensed Financial Statements

for the period ended on March 31, 2021

(Unaudited)

NOTE 1: NATURE OF ORGANIZATION

Utilicraft Aerospace Industries, Inc., was chartered with the State of Nevada on December 10, 2004, under Entity Number C33482-2004, Nevada Business ID: NV20041679917.

On January 21, 2010, the Company underwent on certain Subsidiary Acquisition Agreement with United Aircraft Development Partners, Inc (“UADP”) and therefore there was a Change in Control of the Company, all documents related to this paragraph are gathered hereto as Exhibit IV (page 10), however such Acquisition Agreement was terminated on June 15, 2010, by mutual consent of the parties and filed with the SEC as Form 8-K on June 16, 2010

On March 2, 2016 the Company filed to the SEC Form SC 13E3, under which the Company a proposed “going private” transaction implemented by the consolidation of the outstanding Common and Preferred Stock of the Company, among other reasons the Board of Directors believes that the cost associated with being a public reporting company in the US are not justified by the benefits to the Company and its shareholders, notwithstanding the foregoing the Company filed a Form 8-K on June 16, 2017 desisting of the previous filing under From SC 13E3.

However, the Company filed to the State of Nevada on March 1, 2016 the Action by Written Consent of the Shareholders of Utilicraft Aerospace Industries, Inc., in Lieu of Shareholders Meeting Amendment of the Articles of Incorporation executed on February 19, 2016, and such amendment despite of the Company desisted of the transaction accordingly Form 8-K, filed as of June 16, 2017, such amendment was not revoked, therefore it is supposed still enforced, although no FINRA approvement was found, and also the approved 1=2,500 = 129,090 shares of common stock reverse split, it seems was never applied, because the shareholder list remains with the previous shares count.

On February 11, 2021, the current Board Member Mr. Edward Vakser was appointed as President, CEO, Chairman of the Board of Directors, Corporate Secretary and Treasurer, the Company filed the Form 8-K on February 12, 2021.

Based on statement from the current Board Member, the Company had no activity since 2012 to nowadays.

NOTE 2: GOING CONCERN

Based on FASB’s guidance for this topic ASC 205-40 and PCAOB AS 2415, management understands that despite of no liquidity exists, no liabilities exist too. As of March 31, 2021, and December 31, 2020, the Company has accumulated losses of $3,813,581 and $3,813,581 respectively since inception. This raises substantial doubt about the Company’s ability to continue as a going concern.

The extent of the impact of the coronavirus (“COVID‐19”) outbreak on the financial performance of the Company will depend on future developments, including the duration and spread of the outbreak and related advisories and restrictions, and the impact of COVID‐19 on the overall economy, all of which are highly uncertain and cannot be predicted. If the overall economy is impacted for an extended period, the Company’s future operating results may be materially adversely affected.

Management’s plans include raising capital through the equity markets to fund operations and eventually generate revenue through its business; however, there can be no assurance that the Company will be successful in such activities. These consolidated financial statements do not include any adjustments relating to the recovery of the recorded assets or the classifications of the liabilities that might be necessary should the Company be unable to continue as a going concern.

NOTE 3: SUMMARY OF SIGNIFICANT ACCOUNT POLICIES

Principles of Consolidation

The accompanying financial statements of Utilicraft Aerospace Industries, Inc., are limited to the Company due to there is no subsidiaries or controlled third companies.

Basis of Presentation

The accompanying financial statements have been prepared by the Company in accordance with Generally Accepted Accounting Principles ("GAAP") in the United States of America. Certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. generally accepted accounting principles. The Company as elsewhere stated in this Notes had no activity since the year 2012 to the period ended on March 31, 2021.

Use of Estimates

The preparation of consolidated financial statements in conformity with GAAP requires management to adopt accounting policies and make estimates and assumptions that affect amounts reported in the financial statements.

Carrying Value, Recoverability and Impairment of Long-Lived Assets

The Company has no fixed assets, including property, equipment and intangible assets. When available they will be reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable.

Cash and Cash Equivalents

The Company considers all investments with a maturity date of three months or less when purchased to be cash equivalents. The Company had no cash as March 31, 2021, and December 31, 2020, respectively.

Accounts Receivable and Allowance for Doubtful Accounts

The Company has no Account receivables. When available they will be recorded at the invoiced amount, net of an allowance for doubtful accounts. The Company will perform on-going credit evaluations of its customers and adjusts credit limits based upon payment history and the customers at such time credit worthiness, as determined by the review of their current credit information; and determines the allowance for doubtful accounts based on historical write-off experience, customer specific facts and general economic conditions that may affect a client’s ability to pay.

Other Assets

The Company has no other assets as of March 31, 2021, and December 31, 2020, respectively.

Property and Equipment

The Company has no Property and equipment as of March 31, 2021, and December 31, 2020. When available they will be recorded at cost. Expenditures for major additions and betterments are capitalized.

Maintenance and repairs will be charged to operations as incurred. Depreciation of property and equipment will be computed by the straight-line method (after taking into account their respective estimated residual values shown in the table below) over the estimated useful lives of the respective assets. Upon sale or retirement of property and equipment, the related cost and accumulated depreciation will be removed from the accounts and any gain or loss will be reflected in statements of operations.

Beneficial Conversion Feature

The Company has neither asset nor liabilities subject to conversion feature. When available the conversion features of conventional convertible debt provide for a rate of conversion that is below market value at issuance, this feature is characterized as a beneficial conversion feature ("BCF"). A BCF will be recorded by the Company as a debt discount pursuant to Financial Accounting Standards Board ("FASB") Accounting Standards Codification ("ASC") Topic 470-20 Debt with Conversion and Other Options. In those circumstances, the convertible debt will be recorded net of the discount related to the BCF, and the Company will amortize the discount to interest expense over the life of the debt using the effective interest method.

Embedded Conversion Features

The Company has no embedded conversion features. When available the Company will evaluate embedded conversion features within convertible debt under ASC 815 "Derivatives and Hedging" to determine whether the embedded conversion feature(s) should be bifurcated from the host instrument and accounted for as a derivative at fair value with changes in fair value recorded in earnings. If the conversion feature does not require derivative treatment under ASC 815, the instrument will be evaluated under ASC 470-20 "Debt with Conversion and Other Options" for consideration of any beneficial conversion features.

Derivative Financial Instruments

The Company has no derivative financial instruments. When available fair value accounting requires bifurcation of embedded derivative instruments such as conversion features in convertible debt or equity instruments, and measurement of their fair value for accounting purposes. In determining the appropriate fair value, the Company will use the Black-Scholes option-pricing model in assessing the convertible debt instruments, and management will determine if the convertible debt host instrument is conventional convertible debt and further if there is a beneficial conversion feature requiring measurement. If the instrument is not considered conventional convertible debt, the Company will continue its evaluation process of these instruments as derivative financial instruments.

Once determined, derivative liabilities will be adjusted to reflect fair value at each reporting period end, with any increase or decrease in the fair value being recorded in results of operations as an adjustment to fair value of derivatives. In addition, the fair value of freestanding derivative instruments such as warrants, will be also valued using the Black Scholes option-pricing model.

Fair Value of Financial Instruments

The Company has not financial instruments, however, when available will adopt the following criteria. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date, based on our principal or, in the absence of a principal, most advantageous market for the specific asset or liability.

U.S. generally accepted accounting principles provide for a three-level hierarchy of inputs to valuation techniques used to measure fair value, defined as follows:

Level 1: Inputs that are quoted prices (unadjusted) for identical assets or liabilities in active markets that the entity can access.

Level 2: Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the asset or liability, including:

·	quoted prices for similar assets or liabilities in active markets.

·	quoted prices for identical or similar assets or liabilities in markets that are not active.

·	inputs other than quoted prices that are observable for the asset or liability; and

·	inputs that are derived principally from or corroborated by observable market data by correlation or other means.

Level 3: Inputs that are unobservable and reflect management’s own assumptions about the inputs market participants would use in pricing the asset or liability based on the best information available in the circumstances (e.g., internally derived assumptions surrounding the timing and amount of expected cash flows).

Financing Activities

The Company had no financing activities for the period ended on March 31, 2021, and December 31, 2020.

Accounts Payable

The Company had no accounts payable for the period ended on March 31, 2021, and December 31, 2020.

Revenue Recognition

The Company had no revenues for the periods ended on March 31, 2021, and December 31, 2020. When available the Company will adopt the rules as follows.

Effective January 1, 2018, the Company adopted the Financial Accounting Standards Board (“FASB”) standard update ASU 2014-09, “Revenue from Contracts with Customers” (“Topic 606”), which provides a principles-based, five-step approach to measure and recognize revenue from contracts with customers. Revenue is recognized when the following criteria are met:

	●	Identification of the contract, or contracts, with a customer;
	●	Identification of the performance obligations in the contract;
	●	Determination of the transaction price;
	●	Allocation of the transaction price to the performance obligations in the contract; and
	●	Recognition of revenue when, or as, we satisfy performance obligation.

The adoption of this guidance did not have a material impact on the Company’s statement of operations, cash flows, and balance sheet as of the adoption date or for the period ended March 31, 2021.

For the period in the future the Company will meet the above criteria, thereby allowing for the recognition of revenue for the revenue on such transactions upon receipt.

The Company will periodically review for any expected period of substantial involvement under the agreements that provide for non-refundable up-front payments and fees. If ever applicable, we will adjust the amortization periods when appropriate to reflect changes in assumptions relating to the duration of our expected involvement.

The Company will recognize revenue on arrangements in accordance with ASC 606 Revenue Recognition. Revenue is recognized in the month the service (mostly hosting) is provided.

Income Taxes

The Company had no activity since 2012 then no taxes accrued. When available the Company will adopt the following procedure, to the period ended on Deferred tax assets and liabilities will be are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Additionally, the recognition of future tax benefits, such as net operating loss carryforwards, is required to the extent that realization of such benefits is more likely than not. Deferred tax assets and liabilities are determined using enacted tax rates expected to apply to taxable income in the years in which the assets and liabilities are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income tax expense in the period that includes the enactment date.

In the event the future tax consequences of differences between the financial reporting bases and the tax bases of the Company's assets and liabilities result in deferred tax assets, an evaluation of the probability of being able to realize the future benefits indicated by such asset is required. A valuation allowance is provided for the portion of the deferred tax asset when it is more likely than not that some or all of the deferred tax asset will not be realized. In assessing the realizability of the deferred tax assets, management considers the scheduled reversals of deferred tax liabilities, projected future taxable income, and tax planning strategies.

The Company files income tax returns in the United States, which are subject to examination by the tax authorities in these jurisdictions. Generally, the statute of limitations related to the Company's federal and state income tax return is three years. The state impact of any federal changes for prior years remains subject to examination for a period up to five years after formal notification to the states.

Management will evaluate tax positions in accordance with ASC 740, Income Taxes. The Company is in the process to file tax returns for the years ended in 2018, 2019 and 2020 as soon as all financial statements are properly filed, therefore all of the Company's tax years since inception remain subject to examination by Federal and State jurisdictions.

Earnings Per Share

Basic net income per common share ("Basic EPS'') excludes dilution and is computed by dividing net income by the weighted average number of common shares outstanding during the period. Diluted net income per common share ("Diluted EPS'') reflects the potential dilution that could occur if stock options or other contracts to issue shares of common stock were exercised or converted into common stock. The computation of Diluted EPS does not assume exercise or conversion of securities that would have an anti-dilutive effect on net income per common share.

	Three months ended on			Twelve months ended on
	March 31			December 31
	2021			2020
Numerator
Net income (loss) applicable to common shareholders	$	0		$	0

Denominator
Weighted average common shares outstanding, basic		329,396,652			329,396,652
Weighted average common shares outstanding, diluted		0			0
Net Income per share - Basic	$	(0.00	)	$	(0.00	)
Income per shares - Diluted	$	(0.00	)	$	(0.00	)

NOTE 4: EQUITY

The Company had no equity transaction for the period ended on March 31, 2021, and December 31, 2020.

NOTE 5: COMMITMENTS AND CONTINGENCIES.

During the normal course of business, the Company may be exposed to litigation. When the Company becomes aware of potential litigation, it evaluates the merits of the case in accordance with ASC 450-20-50, Contingencies. The Company evaluates its exposure to the matter, possible legal or settlement strategies and the likelihood of an unfavorable outcome. If the Company determines that an unfavorable outcome is probable and can be reasonably estimated, it establishes the necessary accruals. As of March 31, 2021, the Company is not aware of any additional contingent liabilities that should be reflected in the accompanying consolidated financial statements.

NOTE 6: SUBSEQUENT EVENTS AFTER MARCH 31, 2021

On April 12, 2021, the Company hired Donald R. Keer, P.E. Esq., for preparing Super 10-K form and then getting the Company in compliance on that SEC’s requirement.

On April 12, 2021, the Company hired Yusuf Musaji, CPA., for preparing the Company’s tax returns for the years 2018, 2019 and 2020 and then getting the Company in compliance with the IRS’ rules and requirements.

On April 26, 2021, the Company hired Yusufali & Associates, LLC, Certified Public Accountants & IT Consultants, AICPA, HITRUS, PCAOB, PCIDSS & ISCE Registered for auditing the financial statements of the company for the periods ended on December 31, 2019, and December 31, 2020, all of which is currently under ongoing basis.

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PART II – OTHER INFORMATION

Item 1. Legal Proceedings

None.

Item 1A. Risk Factors.

As stated elsewhere in this report the company has no activity since 2012, and current management due to the pandemic situation was unable to start developing the Company business plan, and that actors that could cause subsequent delays in the Company goals and objectives.

Any of these factors could result in a significant or material adverse effect on our results of operations or financial condition. Additional risk factors not presently known to us or that we currently deem immaterial may also impair our business or results of operations. Except as set forth below, as of the date of this Quarterly Report, there have been no material changes to the risk factors disclosed in the Super 10-K, except we may disclose changes to such factors or disclose additional factors from time to time in our future filings with the SEC.

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

The company has no activity since 2012.

Risks and Uncertainties

On January 30, 2020, the World Health Organization (“WHO”) announced a global health emergency because of a new strain of coronavirus (the “COVID-19 outbreak”). In March 2020, the WHO classified the COVID-19 outbreak as a pandemic, based on the rapid increase in exposure globally. The full impact of the COVID-19 outbreak continues to evolve. The impact of the COVID-19 outbreak on the Company’s financial position will depend on future developments, including the duration and spread of the outbreak and related advisories and restrictions. These developments and the impact of the COVID-19 outbreak on the financial markets and the overall economy are highly uncertain and cannot be predicted. If the financial markets and/or the overall economy are impacted for an extended period, the Company’s financial position may be materially adversely affected. Additionally, the Company’s ability to complete its plans may be materially adversely affected due to significant governmental measures being implemented to contain the COVID-19 outbreak or treat its impact, including travel restrictions, the shutdown of businesses and quarantines, among others, which may limit the Company’s ability to have meetings with potential investors or affect the ability of a potential target company’s personnel, vendors and service providers to negotiate and consummate an initial business plan in a timely manner. The Company’s ability to consummate an initial business plan may also be dependent on the ability to raise additional equity and debt financing, which may be impacted by the COVID-19 outbreak and the resulting market downturn. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

Off-Balance Sheet Arrangements

We did not have any off-balance sheet arrangements as of March 31, 2021.

Contractual Obligations

We do not have any long-term debt obligations, capital lease obligations, operating lease obligations, purchase obligations or other long-term liabilities.

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

	UTILICRAFT AEROSPACE INDUSTRIES, INC

Date: July 26, 2021	By:	/s/ Edward Vakser
	Name:	Edward Vakser
	Title:	Chief Executive Officer

Date: July 26, 2021	By:	/s/ Edward Vakser
	Name:	Edward Vakser
	Title:	Chief Financial Officer

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