SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

------------------------------------------

FORM 10-QSB

(Mark One)

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

For the quarterly period ended March 31, 2007

[ ] 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 0-28179

ABLEAUCTIONS.COM, INC.

(Exact name of small business issuer in its charter)

Florida

59-3404233

(State or other jurisdiction of

(I.R.S. Employer

incorporation or organization)

Identification No.)

Suite 200 - 1963 Lougheed Highway

Coquitlam, British Columbia

V3K-3T8

(Address of principal executive offices)

(604) 521-3369

(Registrant’s Telephone Number, Including Area Code)

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 shell company (as defined in Rule 12b-2 of the Exchange Act). Yes [ ]; No [x]

The number of outstanding common shares, $ .001 par value, of the registrant at May 8, 2007 was 65,348,009

Transitional Small Business Disclosure Format (Check one): Yes [ ]; No [x]

ITEM 2: MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL

CONDITION AND RESULTS OF OPERATIONS

CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

Certain information contained herein constitutes “forward-looking statements,” including without limitation statements relating to goals, plans and projections regarding the Company’s financial position and the Company’s business strategy. The words or phrases “would be,” “will allow,” “intends to,” “may result,” “are expected to,” “will continue,” “anticipates,” “expects,” “estimate,” “project,” “indicate,” “could,” “potentially,” “should,” “believe,” “considers” or similar expressions are intended to identify “forward-looking statements”, as well as all projections of future results of operations or earnings. Such forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the actual resu lts or achievements of the registrant to be materially different from any future results or achievements expressed or implied by such forward-looking statements. Such factors include, but are not limited to, the following: risks related to technological change; the loss of the registrant’s key personnel; the registrant’s dependence on marketing relationships with auction houses, third party suppliers and strategic partners such as eBay; the registrant’s ability to protect its intellectual property rights; government regulation of Internet commerce and the auction industry; dependence on continued growth in use of the Internet; capacity and systems disruptions; uncertainty regarding infringing intellectual property rights of others, risks over which the registrant has no control, such as a general downturn in the economy which may adversely affect the value of real property and impact discretionary spending by consumers, and the other risks and uncertainties described in this report .

We do not undertake any responsibility to release publicly any revisions to these forward-looking statements to take into account events or circumstances that occur after the date of this filing. Additionally, we do not undertake any responsibility to update you on the occurrence of any unanticipated events that may cause actual results to differ from those expressed or implied by the forward-looking statements contained in this filing. Please read carefully the risk factors disclosed in this report and in other filings we make with the Securities and Exchange Commission.

Overview

Management’s discussion and analysis of results of operations and financial condition are based upon our financial statements. These statements have been prepared in accordance with accounting principles generally accepted in the United States of America. These principles require management to make certain estimates, judgments and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses, and related disclosure of contingent assets and liabilities. On an on-going basis, we evaluate our estimates based on historical experience and various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions.

The following discussion of our results of operations should be read in conjunction with our audited consolidated financial statements and the related notes for the year ended December 31, 2006 contained in our Annual Report on Form 10-KSB filed with the Securities and Exchange Commission on March 31, 2007.

We provide liquidation and merchandizing services to businesses to assist them with managing the sale of their products. Through our subsidiary Unlimited Closeouts, Inc., we provide liquidation services to businesses with overstock. Through our subsidiary iCollector.com Technologies Ltd., we provide auction broadcast technology and facilitator services that allow businesses to take advantage of the on-line auction marketplace. Through our subsidiary Rapidfusion Technologies, Inc., we develop and sell point-of-sale software. We manage our cash investments through Ableauctions.com, Inc. and, during 2006 we expanded our business through our subsidiary, Axion Investment Corporation (which was formerly known as Stanford Development Corporation). Axion Investment Corporation manages our real property and loans to third parties. We have included information in the discussion below about our websites. Information included on our websites is not a part of this report.

Liquidation Services - We sell merchandise through our Unlimited Closeouts and Ableauctions’ liquidation stores located in California and British Columbia and through auctions we conduct in the United States and Canada. We also generate revenues by providing inventory brokerage services at unlimitedcloseouts.com and unlimitedcloseouts.ca (www.unlimitedcloseouts.com).

Auction Broadcast Services – We broadcast business and industrial auctions over the Internet for auctioneers and members of the National Auctioneers Association (NAA). These auctions are facilitated using our proprietary technology (www.ableauctions.com/technology) through the website NAAonlinesolutions.com (www.NAAonlinesolutions.com). Additionally, we broadcast antique and collectible auctions over the Internet for numerous galleries and auction houses throughout the world. These auctions are facilitated using eBay’s live auction technology through the iCollector.com website (www.iCollector.com). We also provide auction-related products and services for a fee (www.icollectorlive.com/services.aspx).

Point-of-Sale (POS) Services - Through our subsidiary Rapidfusion Technologies, Inc. (www.rapidfusion.com/technology), we sell to retailers, install and support our proprietary point-of-sale (POS) sales processing and reporting system.

Our objective is to become a leading provider of liquidation and merchandising services. We believe that our long term success in this area of our business depends on our continued innovation and integration of technologies and services for auctioneers and liquidators worldwide.

While we have maintained overall profitability and positive cash flow over the last three fiscal years, not all of our operations achieve positive operating results. We still incur losses from certain operations, such as the auctions we conduct for NAA, that are in the development stage.

We are able to maintain positive cash flow from the revenues that are produced by our remaining operations and from the interest and dividends earned by our investments.

Investment, Real Property Development and Lending

The return on our investments, real property development and lending help support the development of our liquidation and auction businesses, including the development of new technologies for use by on-line businesses.

Investment of our cash is managed by Ableauctions.com, Inc. In an effort to expand our business we created Axion Investment Corporation, referred to in this discussion as “Axion”. Axion develops real estate and makes short term loans.

Results of Operations

Three months ended March 31, 2007 compared to the corresponding period in 2006.

Revenues. During the three months ended March 31, 2007, we had revenues of $1,014,911 compared to revenues of $2,039,152 during the same period in 2006, a decrease of $1,024,241 or 50%.

The decrease in revenues is attributable to a 62% decrease in revenues earned from our liquidation services. Revenues from our liquidation services totalled $651,803 (or 64% of our total revenue) compared to revenues of $1,707,891 (or 84% of our total revenue) during the same period in 2006. We expect revenues to rebound for the remainder of 2007. Revenues earned in the future from our liquidation services will fluctuate widely based upon seasonality, the inventory available, the timing of orders, and our ability to verify and ship orders on a timely basis. We anticipate that revenues from our liquidation sector will continue to represent the majority of overall revenues.

Revenues from our iCollector and NAALive auction operations grew 7% to $221,745 during the three months ended March 31, 2007, compared to the same period in 2006. The number of auction sessions facilitated in the first quarter of 2007 increased by 86% to 399 compared to 214 auction sessions for the same period in 2006.

We believe that, for the remainder year, the strength of our liquidation business and the number of antique and collectible auctions we manage is directly related to the general economy of the United States, and that a strong economy will have a positive effect on our revenues in those two areas of our business.

Operating Expenses. During the three month period ended March 31, 2007, operating expenses were $534,514 or approximately 53% of revenue compared to $689,069 or approximately 34% of revenue for the same period in 2006.

Operating expenses as a percentage of revenue were higher than the corresponding period in the previous year due to the decrease in revenue and a significant fixed cost component of our operating expenses. Our most significant fixed costs include salaries and benefits, management fees, and office and administration costs. We expect operating expenses to be approximately 40% to 45% of revenue for the remainder of the year.

The decrease in our total operating expenses resulted primarily from a decrease of $214,830 in commissions we paid, which was due to the decrease in the number of liquidation transactions we facilitated and adjustments in our commission structures, and a decrease of $66,102 in accounting and legal fees.

During the three month period ended March 31, 2007, the cost of investor relations and shareholder information services was $17,531. There was no similar cost for investor relations and shareholder information services for the same period in 2006. We expect the cost of investor relations in 2007 to increase significantly as our plan is to increase our shareholder services.

During the three month period ended March 31, 2007, salaries and benefits totalled $231,213 compared to $154,457 for the same period in 2006. The increase of $76,756 or approximately 49.7% from the previous year was due to new employees and increased benefits. We expect salaries and benefits to remain the same for the duration of the year.

Total personnel expenses, including salaries and benefits, totalled $372,134 or 70% of our operating expenses during the three-month period ended March 31, 2007 as compared to $510,181 or 74% of our operating expenses during the three-month period ended March 31, 2006. In addition to salaries and benefits, personnel expenses included management fees of $39,000 (compared to $38,973 for the same period in 2006), and commissions of $101,921 (compared to $316,751 for the same period in 2006).

During the three-month period ended March 31, 2007, advertising and promotion expenses were $13,444 or 3% of our operating expenses as compared to $20,318 or 3% of our operating expenses for the three-month period ended March 31, 2006.

General overhead expenses increased by $17,986 or approximately 19.6%, to $109,629 during the three month period ended March 31, 2007 (compared to $91,643 for the same period in 2006). General overhead expenses comprised 21% (compared to 13% for the same period in 2006) of our total operating expenses and 11% (compared to 4.5% for the same period in 2006) of our total revenue. General overhead expenses include rent and utilities, which totalled $17,892, telephone, which totalled $10,438, travel related to operations, which totalled $5,673, repairs and maintenance, which totalled $13,133, automotive, which totalled $596, insurance, which totalled $11,631, website maintenance, which totalled $24,602 and office and administration expenses, which totalled $25,664.

Depreciation and amortization expense was $39,382 for the three-month period ended March 31, 2007 as compared to $45,593 for the three-month period ended March 31, 2006. Depreciation and amortization expense was lower during the three months ended March 31, 2007 as we have fully depreciated one of our intangible assets.

Gross Profit. Cost of revenues was $540,091(or 53% of revenues) for the three-months ended March 31, 2007 as compared to $1,329,766 (or 65% of revenues) for the three-months ended March 31, 2006. Gross profit was $474,820 (or 47% of revenues) for the three-months ended March 31, 2007 as compared to $709,386 (or 35% of revenues) for the three-months ended March 31, 2006.

The increase in gross profit as a percentage of revenue is a result of improving the pricing and product offerings of our liquidation operations. The increase also reflects the performance of our high-profit auction broadcasting services group. The revenue of the auction services group increased while the revenue of the liquidation services group declined.

Future gross profit margins may vary considerably from quarter-to-quarter depending on the performance of our various divisions. We believe that over time, our gross profit as a percentage of revenue will range between 25% and 30%, based on the anticipated returns from our revenue streams.

Operating Net Gain (Loss). For the three months ended March 31, 2007, we realized a loss of $99,076 from operations before Other Items compared to a loss of $25,276 for the three months ended March 31, 2006. We earned additional income of $113,343 from investment income as compared to $139,455 for the same period in 2006.

We recorded net income for the three month period ended March 31, 2007 of $19,998, or $0.000 per share, as compared to a net income of $140,310, or $0.002 per share, for the three month period ended March 31, 2006.

We intend to continue to find ways to expand our business, including acquisitions. We believe that revenues and earnings will increase as we grow.

Liquidity and Capital Resources

Our capital requirements, particularly as they relate to our desire to expand through acquisitions, our plan to purchase inventory we liquidate and our continued development of our software for live auctions, have been and will continue to be significant. Our future cash requirements and the adequacy of available funds will depend on many factors, including the pace at which we are able to make acquisitions, the pace at which we can deploy our technology and related services to auction houses, the acceptance of our packaged services by our clients and the availability of merchandise to purchase for auction and liquidation.

To date, we have funded our operations with our revenues, with dividends and interest from our investments and with the proceeds of the sales of our securities. A moderate portion of the revenue we earn comes from the auctions we hold through eBay and the National Auctioneers Association. If one or both of these business relationships were terminated, our revenues could decline. We cannot guarantee that these relationships will continue, or even if they continue, that we will earn enough revenue to sustain our operations. Currently, however, we believe that revenues from our operations together with interest and dividends earned on our investments and our cash on hand will be sufficient to satisfy our working capital needs for the remainder of this fiscal year. During the next 12 months, if we need to raise additional capital, we intend to do so through public or private offerings of our securities or from loans, if we are able to obtain them. We have no commitments for financing for our future needs and we cannot guarantee that financing will be available to us, on acceptable terms or at all. If we do not earn revenues sufficient to support our business and we fail to obtain other financing, either through an offering of our securities or by obtaining loans, we may be required to curtail, or even to cease, our operations.

As of March 31, 2007 we had working capital of $6,828,371 made up of cash and cash equivalents of $1,260,583, accounts receivable of $1,311,654, loans receivable of $4,877,066, inventory of $972,526 and prepaid expenses of $220,598 net of accounts payable and accrued liabilities of $71,037, deferred revenue of $40,490 and a bank loan of $1,702,529. We anticipate that trade accounts receivables and inventory and overall working capital may increase during the remainder of the 2007 fiscal year as we expand our liquidation operations. Cash used for operating activities totalled $66,910 due to an increase in inventory and prepaid expenses during the three months ended March 31, 2007. We anticipate that the uses of cash will remain stable for the remainder of the 2007 fiscal year. Our cash resources may decrease if we complete an acquisition prior to the end of the 2007 fiscal year, or if we are unable to maintain po sitive cash flow from our business throughout the 2007 fiscal year.

Net cash used in investing activities during the three-months ended March 31, 2007 was $936,758, which was primarily due to loan advances made during the year. Net cash from financing activities during the three-months ended March 31, 2007, was $1,153,835 which resulted from the proceeds of a bank loan.

Quantitative and Qualitative Disclosure about Market Risk

We believe that we do not have any material exposure to interest or commodity risks. We are exposed to certain economic and political changes in international markets where we compete, such as inflation rates, recession, foreign ownership restrictions, and trade policies and other external factors over which we have no control.

Our financial results are quantified in U.S. dollars and a majority of our obligations and expenditures with respect to our operations are incurred in U.S. dollars. The majority of our investment portfolio is in Canadian dollars.

We may have significant market risks relating to our operations resulting from foreign exchange rates from our investments or if we enter into financing or other business arrangements denominated in currency other than the U.S. dollar. Variations in the exchange rate may give rise to foreign exchange gains or losses that may be significant.

ITEM 3: DISCLOSURE CONTROLS AND PROCEDURES

Management carried out an evaluation, under the supervision and with the participation of our President, who is also our Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures as of the end of the period covered by this report. The evaluation was undertaken in consultation with our accounting personnel. Based on that evaluation, the President/Chief Financial Officer concluded that our disclosure controls and procedures are effective to ensure that information required to be disclosed by us in the reports that we file or submit under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms.

There were no significant changes in our internal controls or in other factors that could significantly affect internal controls subsequent to the date of their evaluation.

Part II - OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

None.

ITEM 2. CHANGES IN SECURITIES AND USE OF PROCEEDS

On April 9, 2007 Abdul Ladha, our Chief Executive Officer, President, Chief Financial Officer and a director, entered into a Securities Purchase Agreement with us pursuant to which he purchased units consisting of one share of our common stock, $0.001 par value, and a warrant to purchase three shares of our common stock. The purchase price was $0.20 per unit, the last sale price of our common stock on Thursday, April 5, 2007, the last trading day prior to the purchase. Mr. Ladha purchased a total of 2,941,175 units, representing 2,941,175 shares of common stock and warrants to purchase an additional 8,823,525 shares. The total purchase price for the investment was $588,235. The warrants have an exercise price of $0.20, a term of 10 years and will expire, if not exercised, on April 9, 2017. We relied on Section 4(2) of the Securities Act to issue these securities, as there was no form of general solicitatio n or general advertising undertaken and the acquirer occupies a status that affords him effective access to the information registration would otherwise provide.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

None.

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

None.

ITEM 5. OTHER INFORMATION

As we reported in our Annual Report on Form 10-KSB, through our subsidiary, Axion Investment Corporation, we are developing a parcel of vacant land located at 9655 King George Highway. We acquired the property in August 2005 for $1,270,000.

We intend to develop the property by improving it with a retail facility of approximately 4,300 square feet and with a residential complex consisting of 111 condominiums of approximately 80,000 square feet. We estimate that the cost to develop the property will be approximately $15.2 million. We expect to receive a loan from Royal Bank of Canada in the amount of $11.4 million to pay for a portion of these development costs. Our portion of the development costs, which total approximately $3.8 million, will be paid in stages. Including land, we have paid approximately $1.8 million toward these costs to date, and we expect to pay an additional $2 million within 90 days.

As of May 9, 2007, we have entered into agreements to pre-sell 100% of the 111 condominiums prior to construction.

The estimated date of the confirmation of the credit facility from the Royal Bank of Canada is May 30, 2007. The estimated date for issuance of the building permit from the City of Surrey is August 15, 2007. The estimated date of commencement of construction will be August 15, 2007 and the estimated date of completion for the development is March 15, 2009.

If the Development is suspended for any reason, including but not limited to our inability to obtain financing or permits, we will not be able to recover all of our expenses. There can be no assurance that the Development will be successful or that developing the property in this manner will increase, or even maintain, its value.

ITEM 6. EXHIBITS

Exhibits:

3.1

Certificate of Incorporation (1)

3.1.1

Amendment to Certificate of Incorporation (2)

3.2

By-laws (1)

10.1

Securities Purchase Agreement dated April 9, 2007 between the registrant and Abdul Ladha (3)

10.2

Warrant Agreement dated April 9, 2007 between the registrant and Abdul Ladha (3)

Certification pursuant to Rule 13a-14(a) and 15d-14(a) (4)

Certification Pursuant to 18 U.S.C. Section 1850 as Adopted Pursuant to Section 906 of the Sarbanes Oxley Act of 2002(4)

(1) Incorporated by reference from the Form 10-SB filed with the Securities and Exchange Commission on November 13, 1999, as amended on December 30, 1999.

(2) Incorporated by reference from the Form 10-QSB for the quarter ended June 30, 2004 filed with the Securities and Exchange Commission on August 12, 2004.

(3) Incorporated by reference from the Current Report on Form 8-K filed with the Securities and Exchange Commission on April 11, 2007.

(4) Filed herewith.

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.

ABLEAUCTIONS.COM INC.

Date: May10, 2007

By:/s/ ABDUL LADHA

Name: Abdul Ladha

Title: President, Chief Executive

Officer, Chief Financial Officer

ABLEAUCTIONS.COM, INC.

CONSOLIDATED FINANCIAL STATEMENTS

MARCH 31, 2007

ABLEAUCTIONS.COM, INC.

CONSOLIDATED BALANCE SHEET


	MARCH 31	DECEMBER 31
	2007	2006
ASSETS
Current
Cash and cash equivalents
Accounts receivable – trade, net of allowance	$ 1,260,583	$ 1,004,558
Loans receivable (Note 2)	1,311,654	1,436,764
Inventory	4,877,066	4,092,852
Prepaid expenses	972,526	860,643
Notes receivable	220,598	47,849
	-	1,931
	8,642,427	7,444,597
Other receivable	100,896	99,961
Intangible Assets (Note 5)	419,700	430,534
Property and Equipment	2,863,845	2,857,322
Property Held for Development (Note 4)	1,561,842	1,455,031
Investment in Joint Venture (Note 6)	1,254,658	1,237,269

	$ 14,843,368	$ 13,524,714

LIABILITIES
Current
Accounts payable and accrued liabilities	$ 71,037	$ 85,788
Deferred revenue	40,490	-
Bank loan (Note 8)	1,702,529	548,694
	1,814,056	634,482

STOCKHOLDERS’ EQUITY

Capital Stock
Authorized:
100,000,000 common shares with a par value of $0.001
Issued and outstanding:
62,406,834 common shares at March 31, 2007
62,406,834 common shares at December 31, 2006	62,406	62,406
Additional paid-in capital	37,332,343	37,319,119

Deficit	(24,667,599)	(24,687,597)
Accumulated Other Comprehensive Income	302,162	196,304
	13,029,312	12,890,232
Contingent Liabilities (Note 7)
	$ 14,843,368	$ 13,524,714

ABLEAUCTIONS.COM, INC.

CONSOLIDATED STATEMENT OF OPERATIONS

(Unaudited)


	THREE MONTHS ENDED
	MARCH 31
	2007	2006
Revenues
Sales	$ 1,014,911	$ 2,039,152

Cost Of Revenues	540,091	1,329,766
Gross Profit	474,820	709,386

Expenses
Operating expenses (Note 11)	534,514	689,069
Depreciation and amortization	39,382	45,593
	573,896	734,662
Loss Before Other Items	(99,076)	(25,276)

Other Items
Investment income	113,343	139,455
Share of income of joint venture (Note 6)	5,731	-
Gain on sale of property held for development	-	26,131
	119,074	165,586

Income From Continuing Operations	19,998	140,310

Income For The Period	19,998	$140,310

Basic And Diluted Income Per Share
Income from continuing operations	$ 0.000	$ 0.002
Income for the period	$ 0.000	$ 0.002

Weighted Average Number Of Shares Outstanding	62,406,834	62,406,834

ABLEAUCTIONS.COM, INC.

CONSOLIDATED STATEMENT OF CASH FLOW

(Unaudited)


	THREE MONTHS ENDED
	MARCH 31
	2007	2006

Cash Flows From Operating Activities
Income for the period from continuing operations	$ 19,998	$ 140,310
Non-cash items included in net income (loss):
Depreciation and amortization	39,382	45,593
Stock-based compensation	13,224
Joint Venture Share of Income	(5,731)	-
Gain on sale of property held for development	-	(26,131)
	66,873	159,772
Changes in operating working capital items:
(Increase) Decrease in accounts receivable	125,110	14,355
(Increase) Decrease in inventory	(111,883)	248,870
(Increase) Decrease in prepaid expenses	(172,749)	149,985
Increase (Decrease) accounts payable and accrued liabilities	(14,751)	88,637
Increase in deferred revenue	40,490	14,216
Net cash used in operating activities	(66,910)	675,835
Cash Flows From Investing Activities
Purchase of property and equipment, net	(35,071)	(3,174)
Purchase of property held for development	(106,811)
Proceeds from sale of property held for development, net		322,134
Sale of marketable securities		1,586,866
Loan advances	(1,268,838)	(936,355)
Loan repayment	484,624
Investment in intangible assets		(24,059)
Investment in joint venture	(11,658)	-
Other receivables	(935)	-
Note receivable	1,931	1,957
Net cash used in investing activities	(936,758)	947,369

Cash Flows From Financing Activities
Proceed from Bank Loan	1,706,217	-
Repayment of Bank Loan	(552,382)	(1,395,349)
Net cash from financing activities	1,153,835	(1,395,349)

Change In Cash And Cash Equivalents For The Period	150,167	227,854
Net Cash Used In Discontinued Operation
Cash And Cash Equivalents, Beginning Of Period	1,004,558	955,554
Effect Of Exchange Rates On Cash	105,858	(58,933)

Cash And Cash Equivalents, End Of Period	1,260,583	$1,124,476

ABLEAUCTIONS.COM, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

MARCH 31, 2007

(Unaudited)

BUSINESS AND BASIS OF ORGANIZATION

Ableauctions.com, Inc. (the 'Company') was organized on September 30, 1996, under the laws of the State of Florida, as J.B. Financial Services, Inc. On July 19, 1999, an Article of Amendment was filed with the State of Florida for the change of the Company's name from J.B. Financial Services, Inc. to Ableauctions.com, Inc.

The Company provides services to businesses to assist with managing merchandise. Through its subsidiary, Unlimited Closeouts, Inc., it provides liquidation services to businesses with overstock. Through its subsidiary ICollector.com Technologies Ltd., it provides auction broadcast technology and facilitator services that allow businesses to take advantage of the on-line auction marketplace. Through its subsidiary, Rapidfusion Technologies, Inc., it develops and sells point-of-sale software. Through Ableauctions.com Inc., it manages an investment portfolio. Through Axion Investment Corp. (“Axion”), it manages various types of investments. Through Gruv Development Corporation and 0716590 B.C. Ltd., it engages in real estate development.

The Company's operating subsidiaries are:

Ableauctions.com (Washington) Inc., a U.S. based auction business.

Rapidfusion Technologies Inc., a Canadian based Internet auction business.

Icollector.Com Technologies Ltd., a Canadian based Internet auction facility.

Jarvis Industries Ltd., a Canadian based liquidation business

ICollector International, Ltd., a U.S. based Internet auction business

Unlimited Closeouts, Inc., a U.S. based liquidation business.

Axion Investment Corp., a Canadian based investment business.

Itrustee.Com International, Ltd. a U.S. based liquidation business.

0716590 B.C.

Ltd., a Canadian based real estate holding company

Gruv Development Corporation, a Canadian based real estate development company

AAC Holdings Ltd., a Canadian-based holding company (incorporated April 24, 2007)

The unaudited consolidated financial statements of the Company at March 31, 2007 include the accounts of the Company and its wholly-owned subsidiaries, and reflect all adjustments (consisting only of normal recurring adjustments) which are, in the opinion of management, necessary for a fair presentation of the financial position and operating results for the interim period. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted in these interim statements under the rules and regulations of the Securities and Exchange Commission (“SEC”). Accounting policies used in fiscal 2007 are consistent with those used in fiscal 2006. The results of operations for the three month period ended March 31, 2007 are not necessarily indicative of the results for the entire f iscal year ending December 31, 2007. These interim financial statements should be read in conjunction with the financial statements for the fiscal year ended December 31, 2006 and the notes thereto included in the Company’s Form 10KSB filed with the SEC on March 31, 2007. The consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States.

ABLEAUCTIONS.COM, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

MARCH 31, 2007

(Unaudited)

LOANS RECEIVABLE


	March 31, 2007		December 31, 2006
i) Loan advanced on October 15, 2005 in the amount of $115,000 CAN, bears interest at 10% per annum (receivable at $1,045 CAN per month), with the principal due for repayment on October 15, 2006, and secured by a mortgage on the property of the borrower. The loan was subsequently renewed under the same terms and is due for repayment on October 14, 2007.		$ 99,602		$ 98,679

ii) Loan advanced on October 17, 2005 in the amount of $2,200,000 CAN, bears interest at 9.75% per annum (receivable at $17,875 CAN per month), with the principal due for repayment on October 17, 2006, and secured by a mortgage on the property of the borrower and personal guarantees. The loan was not repaid on the due date and and the property was put in foreclosure. Management believes that the proceeds to be realized from the sale of property will exceed the loan amount.		1,905,422		1,887,763

iii) Loan advanced in the amount of $230,000 CAN, bears interest at 10% per annum (receivable at $1,917 CAN per month), with the principal due for repayment on April 4, 2007. The loan was subsequently renewed under the same terms and is due for repayment on Jan 1, 2008. The loan is secured by a mortgage on the property of the borrower and a General Security Agreement.		199,203		197,357

iv) Loan advanced in the amount of $55,000 CAN, bears interest at 10% per annum (receivable at $458 CAN per month), with the principal due for repayment on February 9, 2008, and secured by a mortgage on the property of the borrower and a personal guarantee of the borrower.		47,636		47,194

v) Loan advanced in the amount of $603,750 CAN, bears interest at 11% per annum (receivable at $5,534 CAN per month), with the principal due for repayment on April 22, 2007, and secured by a mortgage on the property of the borrower. The loan was repaid on February 22, 2007.		-		518,062

vi) Loan advanced in the amount of $237,000 CAN, bears interest at 11% per annum (receivable at $1,975 CAN per month), with the principal due for repayment on May 27, 2007, and secured by a mortgage on the property of the borrower.		205,266		203,364

vii) Loan advanced in the amount of $179,060 CAN, bears interest at 11% per annum (receivable at $1,492 CAN per month), with the principal due for repayment on May 1, 2008, and secured by a mortgage on the property of the borrower.		155,084		153,647

viii) Loan advanced in the amount of $1,150,000 CAN, bears interest at 10.5% per annum (receivable at $10,063 CAN per month), with the principal due for repayment on October 13, 2007 and secured by a mortgage on the property of the borrower and personal guarantees of the shareholders of the borrower.		996,016		986,786


ix) Loan advanced in the amount of $140,000 CAN, bears interest at 15% per annum (receivable at $1,750 CAN per month), with the principal due for repayment on February 28, 2008, and secured by a mortgage on the property of the borrower.		121,254		-

x) Loan advanced in the amount of $200,000 CAN, bears interest at 15% per annum (receivable at $2,500 CAN per month), with the principal due for repayment on February 28, 2008, and secured by a mortgage on the property of the borrower.		173,220		-
xi) Loan advanced in the amount of $1,125,000 CAN, bears interest at 12% per annum (receivable at $11,500 CAN per month), with the principal due for repayment on February 15, 2008 and secured by a mortgage on the property of the borrower and personal guarantees of the shareholders of the borrower.		974,363		-

		$ 4,877,066		$ 4,092,852

ABLEAUCTIONS.COM, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

MARCH 31, 2007

(Unaudited)

3. RELATED PARTY TRANSACTIONS

During the three month period ended March 31, 2007, the Company incurred $39,000 (2006: $38,973) in management fees to a director of the Company.

During the three month period ended March 31, 2007, the Company incurred rent expense of $ 7,200 (2006: $ Nil) to a private company owned by the wife of the Company’s president.

4. PROPERTY HELD FOR DEVELOPMENT

On May 4, 2005, the Company, through its wholly owned subsidiary 0723074 B.C. Ltd., purchased a single dwelling house for the purpose of rental income located at 1880 Coleman Avenue in Coquitlam, British Columbia. The purchase price was $242,411 and was paid in cash.

On March 2, 2006, the Company, through its wholly owned subsidiary, 072304 B.C. Ltd., completed the sale of residential real estate located at 1880 Coleman Avenue in Coquitlam, British Columbia. The sale price of the property was $388,608 cash. The sale price was negotiated between the Company and the buyers, Michael and Agnes Piotrowski. Mr. Piotrowski is employed by the Company.

During the period of the Company's ownership of the property, it invested approximately $25,000 in improvements. In consideration of the purchase, the Company agreed to provide an additional $61,824 to the Purchaser to complete the improvements. The Company also advanced a loan to the buyers in the amount of $55,000 (CAN) for a term of 1 year, bearing an interest rate of 10% per annum. Interest is receivable monthly, with the principal due for repayment on February 9, 2008. The loan is secured by the personal guarantee of the borrowers and a second mortgage on the property.

On August 3, 2005, the Company entered into a Contract of Purchase and Sale (the “Agreement”) for property located at 9655 King George Highway, Surrey, British Columbia V3T 2V3 (the “Property”). The Agreement was subject to the Company’s satisfactory investigation of the development potential of the Property. This investigation was completed on August 9, 2005, at which time the Company released to the seller, Imara Venture Ltd. (the “Seller”), a down payment of $41,195 to be credited against a total purchase price of $1,270,000. The remaining balance was paid in cash on August 15, 2005. The purchase price was negotiated between the Company and the Seller, who are not related to each other.

ABLEAUCTIONS.COM, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

MARCH 31, 2007

(Unaudited)

INTANGIBLE ASSETS

On June 1, 2005, the Company made a cash payment in the amount of $100,000 to an unrelated third party as consideration for exclusive rights relating to that party’s auction services. The cost is amortized on a straight-line basis over ten years.

During the 2007 and 2006 periods, the Company incurred development costs to enhance the current on-line auction technology. These costs include fees paid to programmers to develop the systems, software and processes related to the enhancement. The Company expects the final stage will be completed in July 2007, at which time they will start to amortize the costs over the estimated useful life of the technology.

INVESTMENT IN JOINT VENTURE

On July 14, 2006 Axion Investment Corp. (“Axion”), a wholly-owned subsidiary of the Company, entered into a Joint Venture Agreement (the “Agreement”) with two unrelated parties to form a joint venture for the purpose of purchasing two vacant lots located in Langley, B.C. for development (the “Project”). On July 28, 2006, Axion entered into a supplemental agreement with these two parties in respect to an arrangement for a bank loan to fund the purchase price and related expenses of acquiring the properties in the Project.

Pursuant to the Agreement, a new company was to be formed to develop the Project. The new company, Township Holdings Ltd. (“THL”), has been formed and is jointly owned by the venturers. All expenses incurred and all profits earned by THL in conjunction with the Project are to be allocated in equal shares among Axion and the two unrelated parties. The initial deposit was provided by Axion and 449991 BC Ltd. The total purchase price of the property to be developed was $3,096,172. During the 2006 year, Axion paid its share of the investment in the amount of $1,290,072.

Pursuant to the agreement of July 28, 2006, Axion is to advance a loan to one of the unrelated parties to pay for its portion of the purchase price. During the 2006 year, Axion advanced a loan in the amount of $516,028 to two shareholders of this party for a one year term, bearing interest rate at 10% per annum. The loan was repaid during the 2006 year.

CONTINGENT LIABILITIES

The Company is ordinarily involved in claims and lawsuits which arise in the normal course of business. Except as disclosed below, in management’s opinion none of these claims will have a significant effect on the Company’s financial condition.

The Company is a defendant in several legal actions commenced by certain trade creditors of one of its wholly-owned US subsidiaries. The ultimate liability, if any, arising from this action is not expected to exceed $20,000 and will be recorded at the time of that determination, if necessary

ABLEAUCTIONS.COM, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

MARCH 31, 2007

(Unaudited)

Ableauctions.com Inc. is acting as a trustee for certain employees’ investment accounts. The Company is responsible for any losses, but share on an equal basis any gains. The principal amount of the fund at March 31, 2007 is $114,671.

BANK LOAN

On October 11, 2006, the Company arranged for a credit facility in the amount of $1,785,714 ($2,000,000 CAN) (the “Credit Facility”) from the Royal Bank of Canada (the “Bank”). The Credit Facility bore interest at the prime rate as announced by the Bank, plus 0.50% per year. Blended payments of interest and principal in the amount of $14,914 CAN are due each month. Principal is due to be paid in full on the last day of a two to five year term chosen by the Company on the date of a draw down. Repayment of the Credit Facility is secured by a mortgage, which includes an assignment of rents, against the property where the Company’s head office is located and a guarantee and postponement of claim signed by the Company in favor of the Bank. As of March 31, 2007, the amount of the loan was $1,702,529.

STOCK BASED COMPENSATION

During the 2007 period, the Company issued options to consultants to acquire 250,000 common shares of the Company at an exercise price of $0.30 per share, exercisable for a period of 2 years. The estimated fair value of these options, totalling $10,000 is recognized in the statement of operations.

10.

SUBSEQUENT EVENTS

On April 9, 2007, the President and director of the Company entered into a Securities Purchase Agreement with the Company pursuant to which he purchased units consisting of one share of common stock and a warrant to purchase three shares of common stock, at a price of $0.20 per unit. The President purchased a total of 2,941,175 units, representing 2,941,175 shares of common stock and warrants to purchase additional 8,823,525 shares, for a total purchase price of $588,235. The warrants have an exercise price of $0.20, a term of 10 years and will expire, if not exercised, on April 9, 2017.

The Company, through Axion, intends to develop vacant land consisting of approximately 1.46 acres that is zoned for mixed commercial and residential use located in Surrey, British Columbia. The Company acquired this property in August 2005 for $1,270,000. The Company intends to develop the property by improving it with a retail facility of approximately 4,300 square feet and with a residential complex of approximately 80,000 square feet which will consist of 111 condominiums (the “Development”). The Company estimates that the cost of the proposed Development will be $15.9 million, which includes the cost of the land. The Company’s wholly-owned subsidiary, Gruv Development Corporation (formerly known as 0723074 B.C. Ltd.), will develop this project.

On March 16, 2007, the Company filed a disclosure statement with the Superintendent of Real Estate under the Real Estate Development Marketing Act of British Columbia to pre-sell the units. The Company engaged the services of Platinum Project

Marketing Group and Macdonald Realty Ltd. to market the strata lots and, by May 9, 2007, the Company had entered into agreements to pre-sell 100% of the condominiums prior to construction.

As of March 31, 2007, the Company’s equity in the project, including land value of $1,371,580 was approximately $1.5 million. In developing this property, the Company expects to inject an additional $2 million into the project within the next 90 days. The estimated date of the confirmation of a credit facility from the Royal Bank of Canada is May 20, 2007. The estimated date for issuance of the building permit from the City of Surrey is August 15, 2007. The estimated date of commencement of construction will be August 15, 2007 and the date of completion approximately March 15, 2009.

If the Development is suspended for any reason, including but not limited to the Company’s inability to obtain financing or permits, the Company will not be able to recover all of its expenses. There can be no assurance that the development will be successful or that developing the property in this manner will increase, or even maintain, its value.

ABLEAUCTIONS.COM, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

MARCH 31, 2007

(Unaudited)

11. OPERATING EXPENSES


	THREE MONTHS ENDED MARCH 31
	2007	2006
Operating Expenses
Accounting and legal	$ 4,805	$ 70,907
Advertising and promotion	13,444	20,318
Automobile	596	1,246
Bad Debt	1,920	(21,654)
Commission	101,921	316,751
Interest	15,051	17,674
Insurance	11,631	4,175
Investor relations and shareholder information	17,531	-
Management fees	39,000	38,973
Office and administration	25,664	27,375
Rent and utilities	17,892	7,796
Repairs and maintenance	13,133	1,033
Salaries and benefits	231,213	154,457
Telephone	10,438	11,117
Travel	5,673	23,844
Website maintenance	24,602	15,057

Total Operating Expenses	$ 534,514	$ 689,069