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SECURITIES
AND EXCHANGE COMMISSION
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Washington,
D.C. 20549
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FORM
10-Q
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Amendment
No. 2
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[X]
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
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For
the quarterly period ended September 30, 2009
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[ ]
TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE
ACT
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For
the transition period from ________ to ________
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Commission
File Number 000-05391
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METWOOD,
INC.
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(Exact
name of small business issuer as specified in its charter)
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| NEVADA 83-0210365 | |||||
| (State or other jurisdiction ( RS Employer Identification No.) | |||||
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of
incorporation)
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819
Naff Road, Boones Mill, VA 24065
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(Address
of principal executive offices) (Zip code)
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(540)
334-4294
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(Registrant's
telephone number, including area code)
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N/A
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(Former
name, former address and former fiscal year, if changed since last
report)
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Check
whether the issuer (1) filed all reports required to be filed by Section
13 or 15(d) of the
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Exchange
Act during the past 12 months (or for such shorter period that the
registrant was required
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to
file such reports), and (2) has been subject to such filing requirements
for the past 90 days.
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Yes
[ X ] No [ ]
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Indicate
by check mark whether the regiatrant is a large accelerated filer, an
accelerated filer, a
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non-accelerated
filer, or a smaller reporting company as defined by Rule 12b-2 of the
Exchange Act:
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Large
accelerated filer
[ ] Non-accelerated
filer [ ]
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Accelerated
filer
[ ] Smaller
reporting company [ X ]
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Indicate
by check mark whether the registrant is a shell company (as defined in
Rule 12b-2 of the Exchange Act): Yes [ ] No [
X ]
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As
of October 31, 2009, the number of shares outstanding of the registrant's
common stock,
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$0.001
par value (the only class of voting stock), was 12,231,797
shares.
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METWOOD,
INC. AND SUBSIDIARY
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TABLE
OF CONTENTS - FORM 10-QSB
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EXPLANATORY
NOTE
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The
sole purpose of this Amendment No. 2 to the Company's Quarterly Report on
Form 10-Q for the period ended September 30, 2009, as filed with the
Securities and Exchange Commission on November 13, 2009, is to furnish the
certifications of Section 302 of the Sarbanes-Oxley Act of 2002 that
conforms to the language in Item 601(B)(31) of Regulation
S-B/S-K.
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No
other changes have been made to the Form 10-Q. This Form 10-Q/A
speaks as of the original filing date of the Form 10-Q, does not
reflect events that may have occurred subsequent to the original filing
date, and does not modify or update in any way disclosures made in the
Form 10-Q.
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The
filing of this Amendment No. 2 to the Quarterly Report is not a
representation that any statements contained in items of the Quarterly
Report other than that information being amended hereby are true or
complete as of any date subsequent to the date of the Quarterly
Report.
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ITEM
4 - CONTROLS AND PROCEDURES
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(a)
Evaluation of disclosure controls and procedures.
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Our
management, with the participation of our chief executive officer and
chief financial officer, evaluated the effectiveness of our disclosure
controls and procedures pursuant to Rule 13a-15 under the Securities
Exchange Act of 1934 as of the end of the period covered by this Quarterly
Report on Form 10-Q. In designing and evaluating the disclosure
controls and procedures, management recognizes that any controls and
procedures, no matter how well designed and operated, can provide only
reasonable assurance of achieving the desired control objectives. In
addition, the design of disclosure controls and procedures must reflect
the fact that there are resource constraints and that management is
required to apply its judgment in evaluating the benefits of possible
controls and procedures relative to their costs.
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Based
on our evaluation, our chief executive officer and chief financial
officer concluded that our disclosure controls and procedures are designed
at a reasonable assurance level and are effective to provide reasonable
assurance that information we are required to disclose in reports that we
file or submit under the Exchange Act is recorded, processed, summarized
and reported within the time periods specified in Securities and Exchange
Commission rules and forms, and that such information is accumulated and
communicated to our management, including our chief executive officer and
chief financial officer, as appropriate, to allow timely decisions
regarding required disclosure.
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(b)
Changes in internal control over financial reporting.
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We
regularly review our system of internal control over financial reporting
to ensure we maintain an effective internal control environment. As we
grow geographically and with new product offerings, we continue to create
new processes and controls as well as improve our existing environment to
increase efficiencies. Improvements may include such activities as
implementing new, more efficient systems, consolidating activities, and
migrating processes.
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There
were no changes in our internal control over financial reporting that
occurred during the period covered by this Quarterly Report on Form 10-Q
that have materially affected, or are reasonably likely to materially
affect, our internal control over financial reporting.
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PART
II - OTHER INFORMATION
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ITEM
6 - EXHIBITS AND REPORTS ON FORM 8-K
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(a) Exhibits
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See
index to exhibits.
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(b) Reports
on Form 8-K
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There
were no reports on Form 8-K filed during the quarter ended September 30,
2009.
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SIGNATURES
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In
accordance with 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.
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Date: May
11,
2010 /s/ Robert M.
Callahan
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Robert
M. Callahan
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Chief
Executive Officer
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Date: May
11,
2010 /s/ Shawn A.
Callahan
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Shawn
A. Callahan
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Chief
Financial Officer
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INDEX
TO EXHIBITS
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NUMBER
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DESCRIPTION OF EXHIBIT
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| 3(i)* |
Articles
of Incorporation
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3(ii)**
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By-Laws
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| 31.1 | |||
| 31.2 | |||
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*Incorporated
by reference on Form 8-K, filed February 16, 2000
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**Incorporated
by reference on Form 8-K, filed February 16,
2000
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