QUARTERLY REPORT FOR 12/08 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 FORM 10-Q QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR QUARTER ENDED December 31, 2009 Commission file number 0-7376 Hynes & Howes Insurance Counselors, Inc. (Exact name of registrant as specified on its charter) Iowa 42-0948341 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 2920 Harrison St., Davenport, Iowa 52803 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (563) 326-6401 Indicate by check mark whether the registrant (1) has filed all annual, quarterly and other reports required to be filed with the Commission and (2) has been subject to the filing requirements for at least the past 90 days. Yes XX No . Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the close of the period covered by this report. 11,222,699 EX-99.1 NOTES TO FINANCIAL STATEMENTS FOR 12/09 HYNES & HOWES INSURANCE COUNSELORS, INC. Notes to Financial Statements December 31, 2009 Note 1. Filing of Forms 8-K A form 8-K was not required to be filed for the quarter reporting any unusual charges or credits to the income or change in auditors. Note 2. Management's Analysis of Income From Operations Loss from operations for the three months ended December 31, 2009 increased $27,411 as compared to the three month period ended December 31, 2008. This is due primarily to the loss from real estate sales in 2009. EX-99.2 OTHER INFORMATION FOR 12/09 HYNES & HOWES INSURANCE COUNSELORS, INC. Part II: Other information There were no events during this quarter that would be reportable under the Items 1 through 8 of the Form 10-Q for Registrant. Item 9. Exhibits and Reports on Form 8-K There were no 8-K's filed during the quarter for which this report is filed. EX-99.3 REGULATION S-X FOR 12/09 Regulation S-X, Section 10-01 (b) (8) This interim financial statement reflects all adjustments which are, in the opinion of management, necessary to a fair statement of the results for the interim period. The corporation has no bonus or profit sharing arrangements to be settled at year-end. EX-99.4 SIGNATURES FOR 12/09 SIGNATURES Pursuant to the requirements of the Securities Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. HYNES & HOWES INSURANCE COUNSELORS, INC. By:_____________________________________ Marsha Baker, President This corporation has no treasurer. Dated___________________ By:_____________________________________ Monica Wilcher, Secretary EX-99.5 COMPUTATION OF EPS FOR 12/09 HYNES & HOWES INSURANCE COUNSELORS, INC. Computation of Earnings (Loss) Per Common Share For the Three Months Ended December 31, 2009 and 2008 (Unaudited) Three Months Ended Dec 31, 2009 2008 Common Shares Outstanding: Beginning of Period 11,222,699 11,222,699 End of Period 11,222,699 11,222,699 Average Number of Shares Outstanding for the Period 11,222,699 11,222,699 Net Income (Loss) $ (75,140) $ (47,729) Earnings (Loss) Per Common Share: Net Income $ 0.00 $ 0.00 EX-99.6 BALANCE SHEET FOR 12/09 HYNES & HOWES INSURANCE COUNSELORS, INC. Balance Sheet Dec 31, 2009 and 2008 (Unaudited) Dec 31, 2009 2008 Assets Current Assets: Cash in Bank $ 19,135 $ 16,361 Other Current Assets 115 2,413 Total Current Assets $ 19,253 $ 18,774 Investments: Contracts Receivable-Real Estate 16,762 269,092 Real Estate on Hand 34,000 0 Equipment 146 1,138 Total Investments $ 50,908 $ 270,004 Total Assets $ 70,161 $ 289,004 Liabilities and Stockholders' Equity Current Liabilities: Buyers Escrow $ 1,233 $ 4,574 Deferred Gross Profit 0 3,486 Total Current Liabilities $ 1,233 $ 8,060 Long Term Liabilities: Total Long Term Liabilities $ 0 $ 0 Total Liabilities $ 1,233 $ 8,060 Stockholders' Equity: Capital Stock, no par value, 100,000,000 shares authorized, 11,260,675 shares issued $ 3,780,765 $ 3,780,765 Paid in Capital 100 100 Retained Earnings (Deficit) (3,678,685) (3,466,669) Treasury Stock, at cost (33,252) (33,252) Total Stockholders' Equity $ 68,928 $ 280,944 Total Liabilities and Stockholders' Equity $ 70,161 $ 289,004 EX-99.7 STATEMENT OF OPERATIONS FOR 12/09 HYNES & HOWES INSURANCE COUNSELORS, INC. Statement of Operations For the Three Months Ended Dec 31, 2009 and 2008 (Unaudited) The following Statements of Operations of Hynes & Howes Insurance Counselors, Inc. for the three months ended Dec 31, 2009 and 2008, reflect, in the opinion of the Company, all adjustments (which include only normal recurring adjustments) necessary to present fairly the results of operations for such periods. The results for interim periods are not necessarily indicative of results to be expected for the year. Three Months Ended Dec 31, 2009 2008 Operating Income: Interest $ 1,440 $ 6,517 Other Income 123 180 Gain/(Loss) on Sale of Contracts (27,105) 2 Total Operating Income (25,542) 6,699 Operating Expenses: Management Fees $ 19,500 $ 19,500 Legal and Audit 21,839 18,112 Other Operating Expenses 8,529 16,816 Total Operating Expenses $ 49,598 54,428 Income (Loss) from Operations $ (75,140) $(47,729) Provision for Income Taxes $ 0 $ 0 Net Income (Loss) $ (75,140) $(47,729) Earnings Per Common Share $ 0 $ 0 Dividends per Common Share $ 0 $ 0 EX-99.8 STATEMENT OF CASH FLOW FOR 12/09 HYNES & HOWES INSURANCE COUNSELORS, INC. Statement of Cash Flow For the Three Months Ended Dec 31, 2009 and 2008 Increase (Decrease) in Cash and Cash Equivalents (Unaudited) Three Months Ended Dec 31, 2009 2008 Cash Flows from Operating Activities: Interest Received $ 1,440 $ 6,517 Other Income Received 123 180 Legal, Audit and Management Fees Paid (41,339) (37,612) Cash Paid to Suppliers for Operating Expenses (8,529) (16,321) Net Cash Provided (Used) by Operating Activities $ (48,305) $ (47,236) Cash Flow from Investing Activities: Principal Collected on Real Estate Contracts $ 67,150 $ 40,362 Purchase of Real Estate 0 0 Buyers Escrow Received (Paid) (700) 621 Net Cash Provided (Used) by Investing Activities $ 66,450 $ 40,983 Cash Flow from Financing Activities: Net Cash Provided (Used) by Financing Activities $ 0 $ 0 Net Increase (Decrease) in Cash and Cash Equivalents $ 19,128 $ ( 6,253) Cash & Cash Equivalents at Beginning of Period $ 990 $ 22,614 Cash and Cash Equivalents at End of Period $ 19,135 $ 16,361 EX-27 ART. 5 FDS FOR 12/31/09 PERIOD-TYPE 3-months FISCAL-YEAR-END SEP-30-2010 PERIOD-END DEC-31-2009 CASH 19,135 OTHER CURRENT ASSETS 115 RECEIVABLES 16,762 ALLOWANCES 0 REAL ESTATE 34,000 CURRENT-ASSETS 19,253 PP&E 19,252 DEPRECIATION (19,106) TOTAL-ASSETS 70,161 CURRENT-LIABILITIES 1,233 BONDS 0 PREFERRED-MANDATORY 0 PREFERRED 0 COMMON 3,780,765 OTHER-SE 100 TOTAL-LIABILITY-AND-EQUITY 70,161 SALES 0 TOTAL-REVENUES (27,542) CGS 0 TOTAL-COSTS 49,598 OTHER-EXPENSES 0 LOSS-PROVISION 0 INTEREST-EXPENSE 0 INCOME-PRETAX (75,140) INCOME-TAX 0 INCOME-CONTINUING 0 DISCONTINUED 0 EXTRAORDINARY 0 CHANGES 0 NET-INCOME (75,140) EPS-PRIMARY 0 EPS-DILUTED 0 exhibit31 EXHIBIT (31) RULE 13a-14(a)/25d-14(a) CERTIFICATIONS I, Marsha Baker, certify that: (1) I have reviewed this quarterly report on Form 10Q of Hynes and Howes Insurance Counselores, Inc., and; (2) Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circum- stances under which such statements were made, not misleading with respect to the period covered by this report; (3) Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report; (4) The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have: (a) Designed such disclosure controls and procedures to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; (b) Evaluated the effectiveness of the registrant's disclosure controls and procedures as of a date within 90 days prior to the filing date of this report (the "Evaluation Date"); and (c) Presented in this report our conclusions about the effectiveness of the disclosure controls and procedures based on our evaluation as of the Evaluation Date; (5) The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation, to the registrant's auditors and the audit committee of registrant's board of directors (or persons performing equivalent functions): (a) All significant deficiencies in the design or operation of internal controls which could adversely affect the registrant's ability to record, process, summarize and report financial data and have identified for the registrant's auditors any material weaknesses in internal controls; and (b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal controls; and (6) The registrant's other certifying officer(s) and I have indicated in this report whether there were significant changes in internal controls or in other factors that could significantly affect internal controls subsequent to the date of our most recent evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses. Marsha Baker ---------------------- (Marsha Baker) President January 31, 2010 exhibit32 EXHIBIT (32) SECTION 1350 CERTIFICATIONS Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, the undersigned officer of Hynes & Howes Insurance Counselors, Inc. (the "Company") certifies to his knowledge that: (1) The Quarterly Report on Form 10-Q of the Company for the quarterly period ended December 31, 2009, fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and (2) The information contained in that Form 10-Q fairly presents, in all material respects, the financial condition and results of operations of the Company. Marsha Baker --------------------- (Marsha Baker) President January 31, 201