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<SEC-DOCUMENT>0001170022-08-000041.txt : 20081114
<SEC-HEADER>0001170022-08-000041.hdr.sgml : 20081114
<ACCEPTANCE-DATETIME>20081114152656
ACCESSION NUMBER:		0001170022-08-000041
CONFORMED SUBMISSION TYPE:	10-Q
PUBLIC DOCUMENT COUNT:		4
CONFORMED PERIOD OF REPORT:	20080930
FILED AS OF DATE:		20081114
DATE AS OF CHANGE:		20081114

FILER:

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			Ozone Man, Inc.
		CENTRAL INDEX KEY:			0000314227
		STANDARD INDUSTRIAL CLASSIFICATION:	SERVICES-TO DWELLINGS & OTHER BUILDINGS [7340]
		IRS NUMBER:				591947988
		STATE OF INCORPORATION:			FL
		FISCAL YEAR END:			1231

	FILING VALUES:
		FORM TYPE:		10-Q
		SEC ACT:		1934 Act
		SEC FILE NUMBER:	000-09908
		FILM NUMBER:		081190688

	BUSINESS ADDRESS:	
		STREET 1:		9454 WILSHIRE BLVD.
		STREET 2:		SUITE 600
		CITY:			BEVERLY HILLS
		STATE:			CA
		ZIP:			90212
		BUSINESS PHONE:		3103714171

	MAIL ADDRESS:	
		STREET 1:		9454 WILSHIRE BLVD.
		STREET 2:		SUITE 600
		CITY:			BEVERLY HILLS
		STATE:			CA
		ZIP:			90212

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	RPS GROUP INC
		DATE OF NAME CHANGE:	19940818

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	DAUPHIN INC
		DATE OF NAME CHANGE:	19940818
</SEC-HEADER>
<DOCUMENT>
<TYPE>10-Q
<SEQUENCE>1
<FILENAME>ozone-10q_093008.txt
<TEXT>


                                 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 September 30, 2008

                                      or

[ ]  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF
     THE SECURITIES EXCHANGE ACT OF 1934

     For the transition period from _____ to _____


Commission file number 000-09908

                               THE OZONE MAN, INC.
________________________________________________________________________________
              (Exact name of registrant as specified in its charter)

             Florida                                      59-1947988
________________________________________________________________________________
(State or other jurisdiction of                (IRS Employer Identification No.)
incorporation or organization)

             9454 Wilshire Blvd., Penthouse, Beverly Hills, CA 90212
________________________________________________________________________________
               (Address of principal executive offices) (Zip Code)

                                 (800) 525-1698
________________________________________________________________________________
               (Registrant's telephone number, including area code)

                                 Not Applicable
________________________________________________________________________________
              (Former name, former address and former fiscal year,
                          if changed since last report)


Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days.  Yes [X]  No [ ]

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

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 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.

As of November 10, 2008 the registrant had 32,474,515 shares of common stock
outstanding.

                                        1

<PAGE>

                               TABLE OF CONTENTS

PART I: FINANCIAL INFORMATION

Item 1. Financial Statements                                                  2

          Unaudited Condensed Consolidated Balance Sheet                      4

          Unaudited Condensed Consolidated Statement of Operations            5

          Unaudited Condensed Consolidated Statement of Stockholders' Equity  6

          Unaudited Condensed Consolidated Statement of Cash Flows            7

          Notes to Unaudited Condensed Consolidated Financial Statements      8

Item 2.  Management's Discussion and Analysis or Plan of Operation           13

Item 3.  Quantitative and Qualitative Disclosures About Market Risk          14

Item 4.  Controls and Procedures                                             14


PART II: OTHER INFORMATION

Item 1.  Legal Proceedings                                                   14

Item 2.  Unregistered Sales of Equity Securities and Use of Proceeds         14

Item 3.  Defaults Upon Senior Securities                                     14

Item 4.  Submission of Matters to a Vote of Security Holders                 14

Item 5.  Other Information                                                   14

Item 6.  Exhibits                                                            15

Signatures                                                                   15

                                        2

<PAGE>

                          PART I: FINANCIAL INFORMATION


ITEM 1. FINANCIAL STATEMENTS

The financial information set forth below with respect to our statements of
operations for the three and nine month period ended September 30, 2008
is unaudited.  This financial information, in the opinion of management,
includes all adjustments consisting of normal recurring entries necessary
for the fair presentation of such data.  The results of operations for the
periods presented and are not necessarily indicative of results to be expected
for any subsequent period.


UNAUDITED INFORMATION

The information furnished herein was taken from the books and records of
the Company without audit.  However, such information reflects all
adjustments which are, in the opinion of management, necessary to
properly reflect the results of the interim period presented.  The
information presented is not necessarily indicative of the results from
operations expected for the full fiscal year.


                                        3

<PAGE>

                       THE OZONE MAN, INC. AND SUBSIDIARY
                          (A DEVELOPMENT STAGE COMPANY)
                 UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEET

<TABLE>
<CAPTION>
                                                                 (Unaudited)
                                                             September 30, 2008    December 31, 2007
                                                             ------------------    -----------------
<S>                                                          <C>                   <C>
                           ASSETS
                           ------
Current Assets:
- ---------------
     Cash and Cash Equivalents                               $         534,734     $          3,095

     Accounts Receivable                                                   884                    -
     Prepaid Insurance                                                   3,284                    -
                                                             ------------------    -----------------
          Total Current Assets                                         538,902                3,095
                                                             ------------------    -----------------
Property and Equipment - net                                           223,268                    -
                                                             ------------------    -----------------

Other Assets:
- -------------
     Indefinite-Life Intangible Assets                                 111,100                    -
     Security Deposits                                                   4,540                    -
                                                             ------------------    -----------------
          Total Other Assets                                           115,640                    -
                                                             ------------------    -----------------
TOTAL ASSETS                                                 $         877,810     $          3,095
                                                             ==================    =================


       LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
       ----------------------------------------------

Current Liabilities:
- --------------------
     Accounts Payable and Accrued Expenses                   $         152,982     $          6,857
     Current Portion of Long-Term Debt                                  12,701                    -
     Convertible Note Payable - net of discount of $0
       as of September 30, 2008 and $14,444 as
       of December 31, 2007                                             25,000               10,556
                                                             ------------------    -----------------
          Total Current Liabilities                                    190,683               27,413
                                                             ------------------    -----------------
     Long-Term Debt. Net of Current Portion                             38,379                    -
                                                             ------------------    -----------------
               Total Liabilities                                       229,062               27,413
                                                             ------------------    -----------------


COMMITMENTS AND CONTINGENCIES

Stockholders' Equity (Deficit):
- -------------------------------
     Preferred Stock, $25 par value; 1,000,000 shares
       authorized, none issued and outstanding                              -                    -
     Common Stock, $.01 par value, 75,000,000 shares
       authorized; 32,252,295 and 34,940,437 shares
       issued and outstanding, at September 30, 2008
       and December 31, 2007, respectively.                           322,523               349,404
     Additional Paid-in Capital                                     2,251,182                29,900
     Accumulated Deficit                                             (370,762)             (370,762)
     Accumulated Deficit During the Development Stage              (1,554,195)	            (32,860)
                                                             ------------------    -----------------
               Total Stockholders' Equity (Deficit)                    648,748              (24,318)
                                                             ------------------    -----------------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)         $         877,810     $          3,095
                                                             ==================    =================
</TABLE>

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

                                        4

<PAGE>

                       THE OZONE MAN, INC. AND SUBSIDIARY
                          (A DEVELOPMENT STAGE COMPANY)
                 CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                For the         For the Three       For the Nine      For the Period
                                                 Period             Months             Months          September 5,
                                              September 5,          Ended              Ended              2007
                                            2007 (Inception)      September          September       (Inception) to
                                            to Sept 30, 2007       30, 2008           30, 2008        Sept 30, 2008
                                            ----------------   ----------------   ----------------   ----------------
<S>                                         <C>                <C>                <C>                <C>

Net Revenues:                               $             -    $         3,086    $         3,086    $         3,086
- -------------                               ----------------   ----------------   ----------------   ----------------
Costs and Expenses:
- -------------------
  Professional and Consulting Fees                        -            886,489          1,047,065          1,060,940
  Merger Expense                                          -                  -                  -             25,000
  Other General and Administrative Expenses               -            172,993            461,803            470,232
                                            ----------------   ----------------   ----------------   ----------------
       Total Costs and Expenses                           -          1,059,482          1,508,868          1,556,172
                                            ----------------   ----------------   ----------------   ----------------
  Loss from Operations                                    -         (1,056,396)        (1,505,782)        (1,553,086)
                                            ----------------   ----------------   ----------------   ----------------

Other Income (Expenses):
- ------------------------
  Financing Costs                                         -                  -            (14,444)           (25,000)
  Forgiveness of Debt                                     -                  -                  -             25,000
  Interest (Expense)                                      -             (1,109)            (1,109)            (1,109)
                                            ----------------   ----------------   ----------------   ----------------
       Total Other Income (Expenses)                      -             (1,109)           (15,553)            (1,109)
                                            ----------------   ----------------   ----------------   ----------------
  Net Loss                                  $             -    $    (1,057,505)   $    (1,521,335)        (1,554,195)
                                            ================   ================   ================   ================

Net Loss per Common Share -
  Basic and Diluted                         $             -    $         (0.03)   $         (0.05)
                                            ================   ================   ================
Basic Weighted Average
  Common Shares Outstanding                         680,153         31,509,607         32,462,702
                                            ================   ================   ================
</TABLE>

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

                                        5

<PAGE>

                       THE OZONE MAN, INC. AND SUBSIDIARY
                          (A DEVELOPMENT STAGE COMPANY)
   UNAUDITED CONDENSED CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY (DEFICIT)
       FOR THE PERIOD SEPTEMBER 5, 2007 (INCEPTION) TO SEPTEMBER 30, 2008

<TABLE>
<CAPTION>
                                                                                                             DEFICIT
                                                                                                           ACCUMULATED
                                       PREFERRED STOCK       COMMON STOCK        ADDITIONAL                  IN THE
                                       ---------------  -----------------------   PAID-IN     ACCUMULATED  DEVELOPMENT
                                       SHARES   AMOUNT     SHARES       AMOUNT    CAPITAL       DEFICIT       STAGE        TOTAL
                                       ------   ------  ------------  ---------  -----------  ----------- ------------ -------------
<S>                                    <C>      <C>     <C>           <C>        <C>          <C>         <C>          <C>

Balance - September 5, 2007                     $    -      680,437   $  6,804   $  312,500   $        -  $         -  $    319,304

Sale of Common Stock to Founders
  of Ozone - NV                                          30,000,000      3,000       27,000                                  30,000

Issuance of Common Stock in
  Connection with Reverse Acquisition                    34,250,000    342,500     (342,500)                                      -

Effect of Recapitalization                              (30,000,000)    (3,000)       3,000     (370,762)                  (370,762)

Issuance of Common Stock for
  Services @ $.50 per share                                  10,000        100        4,900                                   5,000

Beneficial Conversion Feature                                                        25,000                                  25,000

Net Loss for the Period
  September 5, 2007 (Inception) to
  December 31, 2007                                                                                           (32,860)      (32,860)
                                       ------   ------  ------------  ---------  -----------  ----------- ------------ -------------
Balance - December 31, 2007                -        -    34,940,437    349,404       29,900     (370,762)     (32,860)      (24,318)
                                       ------   ------  ------------  ---------  -----------  ----------- ------------ -------------
Return of Common Stock in Connection
  with Reverse Acquisition (Unaudited)                      (42,475)      (425)         425                                       -

Issuance of Common Stock Pursuant to a
  Private Placement @ $.20 per share -
  (Unaudited)                                             2,750,000     27,500      522,500                                 550,000

Issuance of Common Stock Pursuant to a
  Private Placement @ $.50 per share -
  (Unaudited)                                               100,000      1,000       49,000                                  50,000

Issuance of Common Stock Pursuant to a
  Private Placement @ $.90 per share -
  (Unaudited)                                               749,333      7,493      666,907                                 674,400

Issuance of Common Stock Pursuant to a
  Private Placement @ $1.00 per share -
  (Unaudited)                                                25,000        250       24,750                                  25,000

Issuance of Common Stock for Services
  Rendered @ $.20 per share -
  (Unaudited)                                               310,000      3,100       58,900                                  62,000

Issuance of Common Stock for Services
  Rendered @ $2.00 per share -
  (Unaudited)				                    420,000      4,200      835,800                                 840,000

Repurchase and Retirement of
  Common Stock @ $.001 per share -
  (Unaudited)                                            (7,000,000)   (70,000)      63,000                                  (7,000)

Net Loss for the Period
  January 1, 2008 to September 30, 2008
  (Unaudited)                                                                                              (1,521,335)   (1,521,335)
                                       ------   ------  ------------  ---------  -----------  ----------- ------------ -------------
Balance - September 30, 2008 -
  (Unaudited)                              -    $   -    32,252,295   $322,523   $2,251,182   $ (370,762) $(1,554,195) $    648,749
                                       ======   ======  ============  =========  ===========  =========== ============ =============
</TABLE>

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

                                        6

<PAGE>

                       THE OZONE MAN, INC. AND SUBSIDIARY
                          (A DEVELOPMENT STAGE COMPANY)
                 CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                                                    For the Period
                                                                For the Nine       September 5, 2007
                                                                Months Ended         (Inception) to
                                                             September 30, 2008    September 30, 2008
                                                             ------------------    -------------------
<S>                                                          <C>                   <C>

OPERATING ACTIVITIES

Net (Loss)                                                   $      (1,521,335)    $       (1,554,195)

Adjustments to reconcile net (loss) to
  net cash (used) by operating activities:
    Depreciation                                                        22,272                 22,272
    Amortization of Debt Discount                                       14,444                 25,000
    Common Stock Issued for Services                                   902,000                907,000
    Debt Forgiveness                                                         -                (25,000)
  Changes in Operating Assets and Liabilities:
    (Increase) in Security Deposits                                     (4,540)                (4,540)
    (Increase) in Accounts Receivable                                     (884)                  (884)
    (Increase) in Prepaid Insurance                                     (3,284)                (3,284)
    Increase in Accounts Payable and Accrued Expenses                  146,125                151,524
                                                             ------------------    -------------------
       Net Cash Used by Operating Activities                          (445,203)              (482,108)
                                                             ------------------    -------------------
INVESTING ACTIVITIES
    Capital Expenditures                                              (245,540)              (245,540)
    Purchase of Indefinite-Life Intangible Assets                     (111,100)              (111,100)
                                                             ------------------    -------------------
       Net Cash Used in Investing activities                          (356,640)              (356,640)
                                                             ------------------    -------------------
FINANCING ACTIVITIES
    Proceeds from the Sale of Common Stock                           1,299,401              1,329,401
    Purchase of Cancelled Common Stock                                  (7,000)                (7,000)
    Proceeds of Note Payable - Other                                    51,080                 51,080
    Payment of Other Payable                                           (10,000)                     -
                                                             ------------------    -------------------
       Net cash provided by financing activities                     1,333,481              1,373,481
                                                             ------------------    -------------------
NET CHANGE IN CASH AND CASH EQUIVALENTS                                531,639                534,734
                                                             ------------------    -------------------
CASH AND CASH EQUIVALENTS - BEGINNING OF PERIOD                          3,095                      -
                                                             ------------------    -------------------
CASH AND CASH EQUIVALENTS - END OF PERIOD                    $         534,734     $          534,734
                                                             ==================    ===================
SUPPLEMENTAL CASH FLOW INFORMATION:
    Cash paid during the period for:

    Interest (Expense)                                       $          (1,109)    $           (1,109)
                                                             ==================    ===================
    Income taxes                                             $               -     $                -
                                                             ==================    ===================
Supplemental Disclosures of Cash Flow Information:
  Non Cash Financing Activities:
    Issuance of Note Payable - Related Party as
      payment of Accounts Payable                            $               -     $           25,000
                                                             ==================    ===================
    Issuance of 34,250,000 shares of Common Stock in
      Connection with Reverse Acquisition
      (Recapitalization)                                     $               -     $          342,500
                                                             ==================    ===================
    Discount on Convertible Debt                             $               -     $           25,000
                                                             ==================    ===================
    Return of Common Stock Related to Recapitalization       $             425     $                -
                                                             ==================    ===================
</TABLE>

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

                                        7

<PAGE>

                       THE OZONE MAN, INC. AND SUBSIDIARY
                          (A DEVELOPMENT STAGE COMPANY)
          NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS


NOTE 1 - Organization and Basis of Presentation

            The Ozone Man, Inc. ("Ozone-FL") was originally
incorporated in the state of Florida in 1979 as Dauphin, Inc. ("Dauphin").
On June 27, 1994 Dauphin, through an exchange agreement, acquired
100% of the outstanding common stock of RPS Executive Limousines,
Ltd., a privately held New York Corporation ("RPS Limo").  On July 19,
1994, Dauphin changed its name to RPS Enterprises, Ltd. and effected a
one-for-three reverse split of its common stock.  In addition, the
Certificate of Incorporation was amended  to (a) increase the number of
authorized common shares, $.01 par value, from 10,000,000 shares to
20,000,000 shares and (b) to create 1,000,000 shares of a new class of
cumulative convertible $25.00 preferred stock, with semi-annual
dividends of $2.00 per share.  The acquisition resulted in the RPS Limo
shareholder emerging with a larger portion of voting rights of the
combined company.  Accordingly, the transaction was treated for
accounting purposes as a reverse acquisition.

            In August 2002, certain investors purchased the majority of
prior management's stock and changed the name from RPS Enterprises
Ltd. to RPS Group, Inc. ("RPS Group").  In October 2002 RPS Group sold
back the operating subsidiary (RPS Limo) to prior management.  RPS
Group has been a shell company with no significant assets or operations
since 2002.

            On September 5, 2007, The Ozone Man, Inc. was
incorporated in the State of Nevada ("Ozone-NV").  On October 15, 2007,
RPS Group, Inc filed with the State of Florida, an amendment to its
Articles of Incorporation changing its name to The Ozone Man, Inc.
("Ozone-FL") and increasing it's authorized common shares from
20,000,000 to 75,000,000 shares. In addition Ozone-FL executed a 1:20
stock split.

            On October 17, 2007, pursuant to a Definitive Agreement
and Plan of Reorganization, Ozone-FL acquired 100% of the issued and
outstanding common shares of Ozone-NV in exchange for 34,250,000
shares of Ozone-FL's common stock (as amended) and $25,000 cash
consideration. The combination of the two companies is recorded as a
recapitalization of Ozone-NV pursuant to which Ozone-NV is treated as
the continuing entity although Ozone-FL is the legal acquirer. Accordingly,
the Company's historical financial statements are those of Ozone-NV.
Ozone-FL and Ozone-NV are hereafter collectively referred to as "the Company".

            The accompanying condensed consolidated financial
statements included the accounts of The Ozone Man, Inc. (a Florida
Corporation) (Parent) and its wholly owned subsidiary The Ozone Man,
Inc. (a Nevada Corporation). All significant intercompany accounts and
transactions have been eliminated in consolidation.

            The Company is engaged in home inspection, air quality
testing and ozone indoor decontamination cleaning through its trained
and certified field technicians and a fleet of specially equipped vehicles.

            The Company has not yet generated any material
revenues from planned principal operations and is considered a
development stage company as defined in Statement of Financial
Accounting Standards ("SFAS") No. 7.

            In the opinion of the Company's management, the
accompanying unaudited condensed consolidated financial statements
contain all adjustments (consisting of only normal recurring adjustments)
necessary to present fairly the information set forth therein.  These
financial statements are condensed and therefore do not include all of the
information and footnotes required by accounting principles generally
accepted in the United States of America for complete financial
statements.  These condensed consolidated financial statements should
be read in conjunction with the financial statements and notes thereto
included in the Company's 2007 Annual Report on Form 10-KSB.

                                        8

<PAGE>

                       THE OZONE MAN, INC. AND SUBSIDIARY
                          (A DEVELOPMENT STAGE COMPANY)
          NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS


NOTE 1 - Organization and Basis of Presentation (Continued)

            Results of operations for interim periods are not
necessarily indicative of the results of operations for a full year.

            The Company utilizes the accrual method of accounting.
For revenue from the sale of products and services, the Company will
recognize revenue in accordance with Staff Accounting Bulletin No. 104,
"Revenue Recognition" (SAB No. 104), which superseded Staff
Accounting Bulletin No. 101, "Revenue Recognition in Financial
Statements" (SAB No. 101).  SAB No. 104 requires that four basic criteria
must be met before revenue can be recognized: (1) persuasive evidence
of an arrangement exists; (2) delivery has occurred; (3) the selling price is
fixed and determinable; and (4) collectibility is reasonably assured.
Determination of criteria (3) and (4) are based on management's
judgment regarding the fixed nature of the selling prices of the products
delivered and the collectibility of those amounts.  Provisions for discounts
and rebates to customers, estimated returns and allowances, and other
adjustments (if any) will be provided for in the same period the related
sales are recorded.


NOTE 2 - Going Concern

            The Company has incurred losses of $1,057,505 and
$1,521,335 and for the three and nine months ended September 30,
2008, respectively, and $1,554,195 for the period September 5, 2007
(inception) to September 30, 2008.  These factors raise substantial doubt
about the Company's ability to continue as a going concern.

            There can be no assurance that sufficient funds required
during the next year or thereafter will be generated from operations or
that funds will be available from external sources such as debt or equity
financings or other potential sources.  The lack of additional capital
resulting from the inability to generate cash flow from operations or to
raise capital from external sources would force the Company to
substantially curtail or cease operations and would, therefore, have a
material adverse effect on its business.  Furthermore, there can be no
assurance that any such required funds, if available, will be available on
attractive terms or that they will not have a significant dilutive effect
on the Company's existing stockholders.

            The Company's existence is dependent on management's
ability to develop profitable operations and resolve its liquidity problems.
In October 2007 RPS Group and Ozone Nevada effected a reverse
acquisition with Ozone Nevada being the surviving entity for accounting
purposes.  Management is attempting to attain profitable operations for
Ozone Nevada, however, there is no assurance that the Company will
achieve such profitable operations.

            The Company is also attempting to address its lack of
liquidity by raising additional funds, either in the form of debt or equity or
some combination thereof.  During the nine months ended September 30,
2008 the Company sold 3,624,333 shares of common stock for gross
proceeds of approximately $1,300,000.  There can be no assurances that
the Company will be able to continue to raise the additional funds it
requires.

            The accompanying financial statements do not include any
adjustments related to the recoverability or classification of asset-carrying
amounts or the amounts and classification of liabilities that may result
should the Company be unable to continue as a going concern.

                                        9

<PAGE>

                       THE OZONE MAN, INC. AND SUBSIDIARY
                          (A DEVELOPMENT STAGE COMPANY)
          NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS


NOTE 3 - Property and Equipment

            Property and equipment is stated at cost.  Depreciation is
computed using the straight-line method over the estimated useful lives of
the related assets.

            Property and equipment at September 30, 2008 is summarized
as follows:

                                                              Estimated Useful
                                                                    Lives
                                                              ----------------
               Vehicles                          $   88,687        5 Years
               Furniture and Fixtures                10,634        3 Years
               Machinery and Equipment              146,219        5 Years
                                                 ----------
                                                    245,540
               Less:  Accumulated Depreciation       22,272
                                                 ----------
                                                $   223,268
                                                ===========

            Depreciation expense was $10,085 and $22,272 for the three and
nine months ended September 30, 2008, respectively.


NOTE 4 - Indefinite-Life Intangible Assets

            On February 23, 2008 the Company purchased from
S.C.O. Medallion Healthy Homes LTD all intellectual property for the
Medallion methodology system for $60,000.  On April 18, 2008 the
Company purchased from Air Testing and Design, Inc. intellectual
property for $50,000. The property purchased includes patents,
trademarks, literature, drawings, schematics, vendor lists and rights to
purchase and resell equipment and other proprietary & intellectual
property associated with the ozone generators manufactured by the seller.

            These indefinite-life intangible assets are not amortized but
will be tested for impairment annually or if certain circumstances indicate
a possible impairment may exist.


NOTE 5 - Convertible Note Payable

            Convertible note payable consists of the following:

                                         September 30, 2008    December 31, 2007
                                         ------------------    -----------------
  Convertible  note  payable  net
  of unamortized discount of $14,444 at
  December 31, 2007. The note was fully
  amortized at June 30, 2008.                 $ 25,000             $ 10,556
                                              ========             ========

            On October 17, 2007 a convertible promissory note in the
amount of $25,000 was issued to one individual who is a stockholder,
legal counsel and former officer of Ozone-FL as payment of accounts
payable owed by the Company to him for legal services.  The note is non-
interest bearing and convertible into 2,000,000 shares of the Company's
common stock at the Holder's option provided the Maker was not in
default. In July 2008 the Holder was paid in full by a third party. At that
time the Company's obligation to pay the note was assigned to an
unrelated third party.

            In connection with the convertible debt, the Company
recorded a deferred debt discount in the amount of $25,000 to reflect the
beneficial conversion feature of the convertible debt.  The beneficial
conversion feature was recorded pursuant to Emerging Issues Task
Force ("EITF") 00-27: "Application of EITF No. 98-5, Accounting for
Convertible Securities with Beneficial Conversion Features or
Contingently Adjustable Conversion Ratios, to Certain Convertible
Instruments". In accordance with EITF 00-27, the Company evaluated the
value of the beneficial conversion feature and recorded the amount of
$25,000 as a reduction to the carrying amount of the convertible debt and
as an addition to paid-in capital.

                                        10

<PAGE>

                       THE OZONE MAN, INC. AND SUBSIDIARY
                          (A DEVELOPMENT STAGE COMPANY)
          NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS


NOTE 5 - Convertible Note Payable - Related Party (Continued)

            The Company amortized the discount over the term of the debt.
As such there was no amortization expense in the three months ended September
30, 2008. Amortization of the debt discount for the nine months ended
September 30, 2008 was and $14,444 and is reported as financing costs.


NOTE 6 - Long-Term Debt

            Long-term debt at September 30, 2008 consists of the following:

            Notes payable, collateralized by specific delivery
             equipment; bearing interest at  10.75% per annum
             and payable in  monthly installments of $1,464
             including principal and interest and due March, 2012.     $ 51,080

            Less: Current Portion                                        12,701
                                                                       --------

                  Long Term Portion                                    $ 38,379
                                                                       ========

            Annual scheduled payments of long-term debt are as follows:

                   Twelve Month
                   Period Ending
                   September 30,
                   -------------
                        2009                    $ 12,701
                        2010                      14,131
                        2011                      15,727
                        2012                       8,521
                                                --------
                                                $ 51,080
                                                ========

NOTE 7 - Common Stock

            In September 2007 Ozone-NV issued 30,000,000 shares
of common stock for $30,000 to the three founders of Ozone-NV.

            On October 15, 2007 Ozone-FL amended its Articles of
Incorporation increasing the authorized shares from 20,000,000 shares to
75,000,000 shares. The par value remained $.01 per share.  On October
17, 2007 Ozone-FL implemented a 1:20 reverse stock split affecting the
pre-reorganization shareholders.  All share and pre-share data have been
retroactively adjusted to reflect these recapitalizations.

            On October 17, 2007, pursuant to the aforementioned
Definitive Agreement and Plan of Reorganization the founders of Ozone-
NV exchanged 100% of their outstanding shares of Ozone-NV in return
for 34,250,000 shares of Ozone-FL's common stock (see Note 1).

            On November 1, 2007, the Company issued 10,000 shares
of common stock for the payment of professional fees in the amount of $5,000.

            During the nine months ended September 30, 2008 the
Company sold 3,624,333 shares of common stock in a private offering for
gross proceeds of $1,299,400. In addition, during that period, the
Company issued 730,000 shares of common stock in return for consulting
services valued at $902,000. Also, during the nine month period ended
September 30, 2008 the Company repurchased and retired 7,000,000
shares of its common stock for $7,000 including 5,500,000 from a Richard
Johnson who serves as a director and corporate counsel for the Company.

                                        11

<PAGE>

                       THE OZONE MAN, INC. AND SUBSIDIARY
                          (A DEVELOPMENT STAGE COMPANY)
          NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS


NOTE 8 - Preferred Stock

            The Company's Board of Directors may, without further
action by the Company's stockholders, from time to time, direct the
issuance of any authorized but unissued or unreserved shares of
preferred stock in series and at the time of issuance, determine the rights,
preferences and limitations of each series.  The holders of preferred stock
may be entitled to receive a preference payment in the event of any
liquidation, dissolution or winding-up of the Company before any payment
is made to the holders of the common stock.  Furthermore, the board of
directors could issue preferred stock with voting and other rights that
could adversely affect the voting power of the holders of the common stock.


NOTE 9 - Forgiveness of Debt

            In October 2007 a stockholder and former legal counsel
and officer of Ozone-FL waived payment of the Company's accounts
payable to him for past due legal services performed in the amount of
$25,000.  Accordingly, the Company recorded debt forgiveness income in
the amount of $25,000.


NOTE 10 - Subsequent Events

            In October 2008 the Company sold an additional 222,220
shares of common stock for gross proceeds of $200,000.

                                        12

<PAGE>

ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

In this report references to "Ozone Man," "we," "us," and "our" refer to
The Ozone Man, Inc.

           SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS

The Securities and Exchange Commission ("SEC") encourages companies
to disclose forward-looking information so that investors can better
understand future prospects and make informed investment decisions.
 This report contains these types of statements.  Words such as "may,"
"will," "expect," "believe," "anticipate," "estimate," "project," or
"continue" or comparable terminology used in connection with any
discussion of future operating results or financial performance identify
forward-looking statements.  You are cautioned not to place undue
reliance on the forward-looking statements, which speak only as of the
date of this report.  All forward-looking statements reflect our present
expectation of future events and are subject to a number of important
factors and uncertainties that could cause actual results to differ
materially from those described in the forward-looking statements.

Results of Operations for the nine months ended September 30, 2008:
Ozone Man (FL) has had no business operations since 2002. Ozone Man
(NV), acquired in October 2007 was incorporated in September 2007 and
is a development stage company that has not yet generated material
revenues from planned operations. We have incurred expenses such as
professional, consulting regulatory fees and merger expenses.  In addition
we have incurred expenses to develop and train our technicians and
promote our services. Those expenses totaled $1,505,782 for the nine
month period ended September 30, 2008. Those expenses included
$902,000 of consulting and professional fees that we paid using our
common stock in lieu of cash.  We issued 730,00 shares of common stock
at an average fair market value of $1.24 per share to pay for those
services. We also incurred financing costs during that period of $14,444
related to amortization of debt discount.  As such we also recorded a net
loss of $1,521,335 for the nine month period ended September 30, 2008.

Results of Operations for the quarter ended September 30, 2008: We
incurred professional, consulting, operating and regulatory fees and
expenses totaling $1,059,482 for the three month period ended September
30, 2008. $840,000 of those expenses were for professional and consulting
services which were paid for with our common stock. A total of 420,000
shares were issued as payment with a fair market value of $2.00 per share.
As a result we recorded a net loss for the quarter ended September 30,
2008 of $1,057,505.

Liquidity and Capital Resources: Our business plan is to engage in the
home inspection, air quality testing and ozone indoor cleaning business
through its trained and certified field technicians and a fleet of specially
equipped vehicles. We have very limited sources of capital as we have not
yet generated any material revenues from operations.

At September 30, 2008, we had $534,734 in cash, total liabilities of
$229,063 and working capital of $348,218.

We are currently engaged in a private placement pursuant to Regulation D,
Rule 505, and have raised approximately $1,300,000 from the sale of
3,624,333 shares of common stock in the first nine months of 2008. We
raised an additional $200,000 in October 2008 through additional sales of
our common stock.  We believe these additional funds should be sufficient
to implement our business plan through the end of 2008 and into the first
quarter of 2009. There is no assurance additional private placement funds
will actually be raised or that we will succeed in implementing our
business plan.

The Company is a development stage company and has not fully
commenced planned principal operations.  The Company had no material
revenues and incurred a net loss of $1,057,505 and $1,521,335 for the
three and nine months ended September 30, 2008, respectively, and a net
loss of $1,554,195 for the period September 5, 2007 (inception) to
September 30, 2008.  These factors raise substantial doubt about the
Company's ability to continue as a going concern.

                                        13

<PAGE>

There can be no assurance that sufficient funds will be generated during
the next year or thereafter from operations or that funds will be available
from external sources such as debt or equity financings or other potential
sources.  The lack of additional capital could force the Company to curtail
or cease operations and would, therefore, have a material adverse effect on
its business.  Furthermore, there can be no assurance that any such
required funds, if available, will be available on attractive terms or that
they will not have a significant dilutive effect on the Company's existing
stockholders.

Off-Balance Sheet Arrangements

None.


ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

None.


ITEM 4. CONTROLS AND PROCEDURES

We maintain disclosure controls and procedures that are designed to
ensure that information required to be disclosed in our filings under the
Exchange Act is recorded, processed, summarized and reported within the
periods specified in the rules and forms of the SEC.  This information is
accumulated and communicated to our executive officers to allow timely
decisions regarding required disclosure.  Our President, who acts in the
capacity of principal executive officer and principal financial officer, has
evaluated the effectiveness of our disclosure controls and procedures as of
the end of the period covered by this report.  Based on that evaluation, he
concluded that our disclosure controls and procedures were effective.

Also, he determined that there were no changes made in our internal
controls over financial reporting during the first quarter of 2008 that have
materially affected, or are reasonably likely to materially affect our
internal control over financial reporting.


                       PART II: OTHER INFORMATION


ITEM 1. LEGAL PROCEEDINGS.

None.


ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS.

In addition to the sales set forth in Part I, Item 2 above, the Company sold
an additional 222,220 common shares for a total of $200,000 in October 2008.


ITEM 3. DEFAULTS UPON SENIOR SECURITIES.

None.


ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.

None.


ITEM 5. OTHER INFORMATION.

None.

                                        14

<PAGE>

ITEM 6. EXHIBITS

Part I Exhibits

31.1	Principal Executive Officer Certification

31.2	Principal Financial Officer Certification

32.1	Section 1350 Certification


Part II Exhibits

None.



                                   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.


THE OZONE MAN, INC.


Date: November 13, 2008

By: /s/ Halden Shane
    ------------------------------------------------
        Halden Shane
        Principal Executive Officer
        Principal Financial and Accounting Officer

                                        15
</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-31
<SEQUENCE>2
<FILENAME>ozone_10q-093008ex311.txt
<TEXT>

Exhibit 31.1

                 CERTIFICATION PURSUANT TO RULE 13a-14 AND 15d-14
              UNDER THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED

I, Halden Shane, Principal Executive Officer of the Registrant, The Ozone
Man, Inc., certify that:

   1. I have reviewed this Form 10-Q of the Registrant;

   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 circumstances 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. I am responsible for establishing and maintaining disclosure controls and
procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the
Registrant and have:

     (a) Designed such disclosure controls and procedures, or caused such
         disclosure controls and procedures to be designed under our
         supervision, 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) Designed such internal control over financial reporting, or caused
         such internal control over financial reporting to be designed under
         our supervision, to provide reasonable assurance regarding the
         reliability of financial reporting and the preparation of financial
         statements for external purposes in accordance with generally accepted
         accounting principles;

     (c) Evaluated the effectiveness of the Registrant's disclosure controls and
         procedures and presented in this report our conclusions about the
         effectiveness of the disclosure controls and procedures as of the end
         of the period covered by this report based on such evaluation; and

     (d) Disclosed in this report any change in the Registrant's internal
         control over financial reporting that occurred during the Registrant's
         most recent fiscal quarter (the Registrant's fourth fiscal quarter in
         the case of an annual report) that has materially affected, or is
         reasonably likely to materially affect, the Registrant's internal
         control over financial reporting; and

   5. I have disclosed, based on our most recent evaluation of internal control
over financial reporting, to the Registrant's auditors and the audit committee
of the Registrant's board of directors (or persons performing the equivalent
functions):

     (a) all significant deficiencies and material weaknesses in the design or
         operation of internal control over financial reporting which are
         reasonably likely to adversely affect the Registrant's ability to
         record, process, summarize and report financial information; and

     (b) any fraud, whether or not material, that involves management or other
         employees who have a significant role in the Registrant's internal
         control over financial reporting.

Date: November 13, 2008     By: /s/ Halden Shane
                               ---------------------------------
                                    Halden Shane
                                    Principal Executive Officer
</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-31
<SEQUENCE>3
<FILENAME>ozone_10q-093008ex312.txt
<TEXT>

Exhibit 31.2

                 CERTIFICATION PURSUANT TO RULE 13a-14 AND 15d-14
              UNDER THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED

I, Halden Shane, Principal Financial Officer of the Registrant, The Ozone Man,
Inc., certify that:

   1. I have reviewed this Form 10-Q of the Registrant;

   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 circumstances 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. I am responsible for establishing and maintaining disclosure controls and
procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the
Registrant and have:

     (a) Designed such disclosure controls and procedures, or caused such
         disclosure controls and procedures to be designed under our
         supervision, 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) Designed such internal control over financial reporting, or caused
         such internal control over financial reporting to be designed under
         our supervision, to provide reasonable assurance regarding the
         reliability of financial reporting and the preparation of financial
         statements for external purposes in accordance with generally accepted
         accounting principles;

     (c) Evaluated the effectiveness of the Registrant's disclosure controls and
         procedures and presented in this report our conclusions about the
         effectiveness of the disclosure controls and procedures as of the end
         of the period covered by this report based on such evaluation; and

     (d) Disclosed in this report any change in the Registrant's internal
         control over financial reporting that occurred during the Registrant's
         most recent fiscal quarter (the Registrant's fourth fiscal quarter in
         the case of an annual report) that has materially affected, or is
         reasonably likely to materially affect, the Registrant's internal
         control over financial reporting; and

   5. I have disclosed, based on our most recent evaluation of internal control
over financial reporting, to the Registrant's auditors and the audit committee
of the Registrant's board of directors (or persons performing the equivalent
functions):

     (a) all significant deficiencies and material weaknesses in the design or
         operation of internal control over financial reporting which are
         reasonably likely to adversely affect the Registrant's ability to
         record, process, summarize and report financial information; and

     (b) any fraud, whether or not material, that involves management or other
         employees who have a significant role in the Registrant's internal
         control over financial reporting.

Date: November 13, 2008     By: /s/ Halden Shane
                               ---------------------------------
                                    Halden Shane
                                    Principal Financial Officer
</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-32
<SEQUENCE>4
<FILENAME>ozone_10-093008ex32.txt
<TEXT>

Exhibit 32.1

                            CERTIFICATION PURSUANT TO
                             18 U.S.C. SECTION 1350,
                             AS ADOPTED PURSUANT TO
                  SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

   In connection with the Quarterly Report of The Ozone Man, Inc. (the
"Company") on Form 10-Q for the period ended September 30, 2008 as filed with
the Securities and Exchange Commission (the "Report"), the undersigned, in the
capacities and on the dates indicated below, hereby certifies pursuant to
18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley
Act of 2002, that:

   1. the Report 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 the Report fairly presents, in all material
      respects, the financial condition and results of operations of
      the Company.

Date: November 13, 2008     By: /s/ Halden Shane
                               ---------------------------------
                                    Halden Shane
                                    Principal Executive Officer
                                    Principal Financial and Accounting Officer
</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>
-----END PRIVACY-ENHANCED MESSAGE-----
