June 30, 2015				March 31, 2015
		(Unaudited)
ASSETS
Current Assets:
Cash and cash equivalents		$	326			$	337
Prepaid expense			7				–
Total current assets			333				337
TOTAL ASSETS		$	333			$	337
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current Liabilities:
Accounts payable and other accrued expenses		$	10			$	1
Total current liabilities			10				1
TOTAL LIABILITIES			10				1
Stockholders’ Equity:
Common stock, no par value, 22,000,000 shares authorized, 3,461,022 issued and outstanding at June 30, 2015 and 1,561,022 issued and outstanding at March 31, 2015			800				800
Additional paid-in capital			8,396				8,396
Accumulated deficit			(8,873	)			(8,860	)
Total stockholders’ equity			323				336
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY		$	333			$	337

See notes to condensed financial statementsstatements.

1

FCCC, INC.

CONDENSED STATEMENTS OF OPERATIONSSTATEMENTSOFOPERATIONS

(Unaudited)

(Dollars in thousands, except share and per share data)

(a) Less than $1,000

		Three Months Ended June 30,
		2015				2014
Income:
Interest income		$	–			$	–
Total income			–				–
Expenses:
Operating and administrative expenses			13				27
Total expenses			13				27
Loss before income taxes			(13	)			(27	)
Net Loss		$	(13	)		$	(27	)
Basic and diluted loss per share		$	(0.0038	)		$	(0.0200	)
Weighted average common shares outstanding Basic and diluted			3,461,022				1,561,022

See notes to condensed financial statementsstatements.

2

FCCC, INC.

CONDENSED STATEMENTS OF CASH FLOWSSTATEMENTSOFCASHFLOWS

(Unaudited)

(Dollars in thousands)

		Three Months Ended June 30,
		2015				2014
Cash Flows from Operating Activities
Net loss		$	(13	)		$	(27	)
Adjustments to reconcile net loss to cash used in operating activities:
Changes in assets and liabilities:
Increase in other asset			(8	)			--
Accounts payable and accrued expenses			10				17
Net cash used in operating activities			(11	)			(10	)
Net decrease in cash			(11	)			(10	)
Cash at the beginning of the period			337				42
Cash at the end of the period		$	326			$	32

See notes to condensed financial statementsstatements.

3

FCCC, INC.,INC.

CONDENSED STATEMENT OF CHANGES IN STOCKHOLDERS’ EQUITY

FOR THE NINETHREE MONTHS ENDED DECEMBER 31, 2014JUNE 30, 2015

(Unaudited)

(Dollars in thousands)

		Common Stock								Paid-In				Accumulated
		Shares				Amount				Capital				Deficit				Total
Balance as of April 1, 2015			3,461,022			$	800			$	8,396			$	(8,860	)		$	336
Net loss			–				–				–				(13	)			(13	)
Balance as of June 30, 2015			3,461,022			$	800			$	8,396			$	(8,873	)		$	323

See notes to condensed financial statements.

4

FCCC, INC.

NOTES TO CONDENSED FINANCIAL STATEMENTS

(Unaudited)

December 31, 2014

JUNE 30, 2015

NOTEA 1 – BASIS OF PRESENTATION

The accompanying unaudited condensed financial statements of FCCC, Inc. (the “Company”), have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and with the instructions to Form 10-Q10-­Q and Article 1001 of Regulation S-X,S­-X, promulgated by the Securities and Exchange Commission. Accordingly, they do not include all of the information and notes required by GAAP for complete financial statements.

In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair representation have been included herein. Operating results are not necessarily indicative of the results which may be expected for the year ending March 31, 20152016 or other future periods. For further information, refer to the financial statements and notes thereto included in the Company’sour Annual Report on Form 10-K10­-K for the fiscal year ended March 31, 2014.2015. 

NOTE B2 – RELATED PARTY TRANSACTIONS

Employees and ConsultantsNone. 

On July 11, 2014, the Company entered into a consulting agreement with Bernard Zimmerman. Pursuant to the agreement, Mr. Zimmerman agreed to consult with the Company regarding the prior activities of the Company, acquisition and reverse merger or other corporate opportunities. Mr. Zimmerman was entitled to receive compensation of $2,000 per month. The agreement was set to expire July 11, 2015 and was terminable by either party on 30 days’ notice. The consulting agreement provided if the Company terminated the agreement on or prior to January 11, 2015, unless terminated as a result of Mr. Zimmerman’s breach of the agreement, the Company was to pay Mr. Zimmerman an amount equal to $12,000 reduced by any consulting fees previously paid to Mr. Zimmerman. On December 10, 2014, the Company provided 30 days written notice to Mr. Zimmerman terminating the consulting agreement effective January 11, 2015. Fees paid Mr. Zimmerman for the period ended December 31, 2014 were $12,000. There were no offsets to these fees.

NOTE C3 – EARNINGS PER SHARE

Earnings Per Common Share:

The Company follows FASB ASC 260, EarningsPer Share. Basic earnings per share (“EPS”) is based on the weighted average number of common shares outstanding for the period, excluding the effects of any potentially dilutive securities. Diluted EPS reflects the potential dilution that could occur if securities or other contracts to issue common stock were exercised or converted. Net income (loss) per share is calculated by dividing net income (loss) by the weighted average number of common shares outstanding during the period.

Basic and diluted loss per common share was calculated using the following number of shares for the ninethree months ended December 31, 2014June 30, 2015 and December 31, 2013:June 30, 2014: 

		2015				2014
Weighted average number of common shares outstanding (basic and diluted)			3,461,022				1,561,022

NOTE D – STOCKHOLDERS’ EQUITY

On June 27, 2014, the Company entered into a Securities Purchase Agreement with Frederick L. Farrar, LFM Investments, Inc., Chafre, LLC, Charles E. Lanham and Daniel R. Loftus (collectively, the “Purchasers”), pursuant to which the Company agreed to sell to the Purchasers an aggregate of 1,900,000 shares of common stock for aggregate cash consideration equal to $380,000. The shares represent approximately 54.9% of the issued and outstanding shares of the Company’s common stock. The transaction closed on July 11, 2014.

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Item 2. Management’s Discussion and Analysis of Financial Conditions and Results of Operations.

FORWARD-LOOKING STATEMENTS

The following discussion may contain forwardlookingforward-looking statements regarding us, our business prospects and our results of operations that are subject to certain risks and uncertainties posed by many factors and events that could cause our actual business, prospects and results of operations to differ materially from those that may be anticipated by such forward-looking statements. The risks and uncertainties are summarized in the forward-looking statements in other documents that we file with the Securities Exchange Commission, such as our Annual Report on Form 10-K10­-K for the year ended March 31, 2014.2015. These forward-looking statements reflect our view only as of the date of this report. We cannot guarantee future results, levels of activity, performance, or achievement. We do not undertake any obligation to update or correct any forward-looking statements.

ANALYSIS OF OPERATIONS AND FINANCIAL CONDITION

We have limited operations and are actively seeking a merger, reverse merger, acquisition or business combination opportunities with an operating business or other financial transaction opportunities. Until a transaction is effectuated, we do not expect to have significant operations. Accordingly, during this period we do not expect to achieve sufficient income to offset our operating expenses, resulting in operating losses that may require us to use and thereby reduce our limited cash balance. Until we complete a merger, reverse merger or other financial transaction, and unless interest rates increase dramatically, we expect to continue to incur a loss of between $10,000 to $14,000$13,000 per quarter. The increase in first quarter a reduction from the prior quarter as a result of the termination of the consulting agreement.expenses relates to our audit and tax return. 

The Company doesWe do not have any arrangements with banks or financial institutions with respect to the availability of financing in the future.

The payment of any cash distributions is subject to the discretion of the Company’s Boardour board of Directors.directors. At this time the Company haswe have no plans to pay any additional cash distributions in the foreseeable future.

CURRENT BUSINESS

Since June 2003, our operations consist of a search for a merger, acquisition, reverse merger or a business transaction opportunity with an operating business or other financial transaction;transaction however, there can be no assurance that this plan will be successfully implemented. Until a transaction is effectuated, we do not expect to have significant operations. At this time, we have no arrangements or understandings with respect to any potential merger, acquisition, reverse merger or business combination candidate pursuant to which we may become an operating company.

On June 27, 2014, we entered into a Securities Purchase Agreement with Frederick L. Farrar, LFM Investments, Inc., Chafre, LLC, Charles E. Lanham and Daniel R. Loftus, pursuant to which we agreed to sell to these purchasers an aggregate of 1,900,000 shares of common stock for $380,000. The shares represent approximately 54.9% of the issued and outstanding shares of our common stock as of the date of sale. This sale closed on July 11, 2014.

Opportunities may come to our attention from various sources, including our management, our stockholders, professional advisors, securities brokerdealers,broker­dealers, venture capitalists and private equity funds, members of the financial community and others who may present unsolicited proposals. At this time, we have no plans, understandings, agreements, or commitments with any individual or entity to act as a finder in regard to any business opportunities. While we do not currently anticipate that we will engage unaffiliated professional firms specializing in business acquisitions, reorganizations or other such transactions, these firms may be retained if the arrangements are deemed to be in our best interest. Compensation to a finder or business acquisition firm may take various forms, including cash payments, payments involving issuance of securities (including those of our company), or any combination of these or other compensation arrangements. Consequently, we are currently unable to predict the cost of utilizing such services.

We have not restricted our search to any particular business, industry, or geographical location. In evaluating a potential transaction, we analyze all available factors and make a determination based on a composite of available facts, without reliance on any single factor.

6

It is not possible at this time to predict the nature of a transaction in which we may participate. Specific business opportunities would be reviewed as well as our respective needs and desires and the legal structure or method deemed by management to be suitable would be selected. In implementing a structure for a particular transaction, we may become a party to a merger, consolidation, reorganization, tender offer, joint venture, license, purchase and sale of assets, or purchase and sale of stock, or other arrangement the exact nature of which cannot now be predicted. Additionally, we may act directly or indirectly through an interest in a partnership, corporation or other form of organization. Implementing such structure may require the merger, consolidation or reorganization of our company with other business organizations and there is no assurance that we would be the surviving entity. In addition, our present management and stockholders may not have control of a majority of the voting shares of our company following reorganization or other financial transaction. As part of such a transaction, some or all of our existing directors may resign and new directors may be appointed. Our operations following the consummation of a transaction will be dependent on the nature of the transaction. There may also be various risks inherent in the transaction, the nature and magnitude of which cannot be predicted.

We may also be subject to increased governmental regulation following a transaction;transaction however, it is not possible at this time to predict the nature or magnitude of such increased regulation, if any.

We expect to continue to incur moderate losses each quarter until a transaction considered appropriate by management is effectuated.

RECENT DEVELOPMENTS

None

RESULTS OF OPERATIONS AND FINANCIAL CONDITION

During the quarter ended December 31, 2014,June 30, 2015, we had a loss from operations of $16,000.$13,000. The loss is attributable to the operational administrative, auditing, tax return preparation and legal expenses incurred during the quarter. During the quarter ended December 31, 2013,June 30, 2014, the loss from operations was $13,000.$27,000. The increasedecrease in the loss in the current quarter is primarily due to operating, administrativereduction in legal and legalthe company’s other outside professionals expenses incurred in the quarter ended December 31,June 30, 2014 relating to the sale of $2,000 more than in the quarter ended December 31, 2013 primarily due to and increases in fees paid to our company’s outside professionals.common stock. Taxes paid in the quarterquarters ended December 31,June 30, 2015 and 2014 and 2013 were $0 in both quarters.

LIQUIDITY AND CAPITAL RESOURCES

Stockholders’ equity as of December 31, 2014June 30, 2015, was $346,000$323,000 as compared to $28,000$336,000 at March 31, 2014.2015. The increasedecrease is attributable to an increase in auditing and tax return preparation expenses for the issuance of 1,900,000 shares of common stock for $380,000 after accounting for net loss incurred by our company during the fiscal nine monthsquarter ended December 31, 2014.June 30, 2015. 

Net cash used in operating activities was $77,000$11,000 in the ninethree months ended December 31, 2014,June 30, 2015, compared to net cash used in operating activities of $29,000$10,000 in the ninethree months ended December 31, 2013.June 30, 2014. The overall $48,000$1,000 increase in net cash used in operating activities in the comparable ninemonth periods was primarily due to an increase in net loss of $33,000 which was attributable to $22,000 of expenses associated with the Securities Purchase Agreement which includes an increase of $12,000 in consulting fees payable under the consulting agreement entered into in conjunction with the Securities Purchase Agreement, the newly enacted OTCQB listing fee of $8,000 and adjustments to accounts payable, accrued expenses and prepaids.

We had cashCash on hand at December 31, 2014 of $345,000June 30, 2015 was $326,000 as compared to $42,000$32,000 at March 31,June 30, 2014. The increase in cash on hand iswas primarily due to the sale of 1,900,000 shares of common stock described under “Recent Developments.”for cash consideration equal to $380,000 in July 2014. 

We do not have any arrangements with banks or financial institutions with respect to the availability of financing in the future.

The payment of any cash distribution or dividend is subject to the discretion of our board of directors. At this time we have no plans to pay any cash distributions or dividends in the foreseeable future.

7

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

We are a smaller

Item 3. Quantitative and Qualitative Disclosures about Market Risk.

Smaller reporting company as defined by Rule 12b-2 under the Exchange Act andcompanies are not required to provide the information required under this item.Item. 

ITEMItem 4. CONTROLS AND PROCEDURESControls and Procedures.

Evaluation of Disclosure Controls and Procedures

As of the end of the period covered by this Quarterly Report on Form 10-Q,10-­Q, our management has evaluated, under the supervision and with the participation of our Chief Executive Officer and Chief Financial Officer (who are the same individual), the effectiveness of our disclosure controls and procedures (as defined in Rules 13a15(e)13a-­15(e) and 15d15(e)15d­-15(e) under the Securities Exchange Act of 1934). Disclosure controls and procedures are designed to ensure that information required to be disclosed in our reports filed 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 and that such information is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, to allow timely decisions regarding required disclosure. Based on this evaluation, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures were effective as of December 31, 2014.June 30, 2015. 

Changes in Internal Control over Financial Reporting

There were no changes in our internal control over financial reporting during the quarter ended December, 2014June 30, 2015 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting. We do not believe that there are significant deficiencies in the design or operation of its internal controls that could adversely affect its ability to record, process, summarize and report financial data. Although there were no significant changes in our internal controls or in other factors that could significantly affect those controls subsequent to the evaluation date, our senior management, in conjunction with the Boardour board of Directors,directors, continuously reviews overall company policies and improves documentation of important financial reporting and internal control matters. We are committed to continuously improving the state of our internal controls, corporate governance and financial reporting.

8

PART II. OTHER INFORMATION

ITEM

Item 1.LEGALPROCEEDINGS Legal Proceedings.

We are not currently subject to any material legal proceedings. From time to time, we may be named as a defendant in legal actions or otherwise be subject to claims arising from our normal business activities. Any such actions, even those that lack merit, could result in the expenditure of significant financial and managerial resources.

ITEMItem 1A. RISK FACTORSRisk Factors.

Smaller reporting companies are not required to provide the information required under this Item. 

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

There have been no material changes in our risk factors from those disclosed under the heading “Risk Factors” in our Annual Report on Form 10-K for the year ended March 31, 2014.None. 

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDSItem 3. Defaults Upon Senior Securities.

NoneNone. 

ITEM 3. DEFAULTS UPON SENIOR SECURITIESItem 4. Mine Safety Disclosures.

Not ApplicableApplicable. 

ITEM 4. MINE SAFETY DISCLOSURESItem 5. Other Information.

Not ApplicableNone. 

ITEM 5. OTHER INFORMATIONItem 6. Exhibits.

Not Applicable

ITEM 6. EXHIBITS

The exhibits filed as part of the Quarterly Report on Form 10-Q are listed in the Exhibit Index immediately following the signatures to this report.

Exhibit Number		Description
3.1		Composite Amended and Restated Certificate of Incorporation, as amended through January 23, 2004 (incorporated by reference to Exhibit 3.1 to annual report on Form 10-K for year ended March 31, 2015)
3.2		Composite Amended and Restated By-Laws, as amended through November 27, 2007 (incorporated by reference to Exhibit 3.2 to annual report on Form 10-K for year ended March 31, 2015)
31.1		Certification of Principal Executive Officer and Principal Financial Officer pursuant to Rule 13a­-14(a) under the Securities Exchange Act of 1934, as amended
32.1		Certification of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Sec. 1350, as adopted pursuant to Section 906 of the Sarbanes­Oxley Act of 2002
101		XBRL Data Files

SIGNATURES

In accordance with Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. 

	FCCC, INC.
Dated: February 13,Date: August 14, 2015	By:	/s/ Frederick Farrar
		Frederick Farrar
			Chief Executive Officer and Chief Financial Officer (principal executive and financial officer)

EXHIBIT INDEX

EXHIBIT INDEX

Exhibit Number		Description		Method of Filing
3.1		Composite Amended and Restated Certificate of Incorporation, as amended through January 23, 2004		Incorporated by Reference
3.2		Composite Amended and Restated By-Laws, as amended through November 27, 2007		Incorporated by Reference
31.1		Certification of Principal Executive Officer and Principal Financial Officer pursuant to Rules 13a14(a)Rule 13a-­14(a) under the Securities Exchange Act of 1934, as amended		Filed herewith
				Electronically
32.1		Certification of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Sec. 1350, as adopted pursuant to Section 906 of the Sarbanes-OxleySarbanes-­Oxley Act of 2002		Filed herewithElectronically
101.INS101		XBRL Instance DocumentData Files		Filed herewith
101.SCH		XBRL Taxonomy Extension Schema Document		Filed herewith
101.CAL		XBRL Taxonomy Extension Calculation Linkbase Document		Filed herewith
101.DEF		XBRL Taxonomy Extension Definition Linkbase Document		Filed herewith
101.LAB		XBRL Taxonomy Extension Label Linkbase Document		Filed herewith
101.PRE		XBRL Taxonomy Extension Presentation Linkbase Document		Filed herewithElectronically

14