Abc Funding, Inc - Initial Statement of Beneficial Ownership (3)

FORM 3	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES	OMB APPROVAL OMB Number: 3235-0104 Expires: February 28, 2011 Estimated average burden hours per response... 0.5
	Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

1. Name and Address of Reporting Person ^*

Davis James B

2. Date of Event Requiring Statement (MM/DD/YYYY) 10/1/2008

3. Issuer Name and Ticker or Trading Symbol

ABC Funding, Inc [AFDG]

(Last) (First) (Middle)

4606 FM 1960 WEST, SUITE 400

4. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director _____ 10% Owner
___ X ___ Officer (give title below) _____ Other (specify below)
Sr. Vice President Operations /

(Street)

HOUSTON, TX 77069

(City) (State) (Zip)

5. If Amendment, Date Original Filed (MM/DD/YYYY)

6. Individual or Joint/Group Filing (Check Applicable Line)

_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)

*Table II - Derivative Securities Beneficially Owned ( e.g.* , puts, calls, warrants, options, convertible securities)**
1. Title of Derivate Security (Instr. 4)	2. Date Exercisable and Expiration Date (MM/DD/YYYY)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivate Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security		6. Nature of Indirect Beneficial Ownership (Instr. 5)
Stock Options	10/1/2008	10/1/2015	Common Shares, $.001 Par Value	333334 ⁽¹⁾ ⁽²⁾	$0.54	D
Stock Options	10/1/2009	10/1/2015	Common Shares, $.001 Par Value	333333 ⁽¹⁾ ⁽³⁾	$0.59	D
Stock Options	10/1/2010	10/1/2015	Common Shares, $.001 Par Value	333333 ⁽¹⁾ ⁽⁴⁾	$0.65	D

Explanation of Responses:
( 1)	Issuance of the shares of common stock underlying the stock options is subject to the effectiveness in the State of Nevada of an Amendment to the Issuer's Articles of Incorporation increasing the number of shares of common stock that the Issuer is authorized to issue to 149,000,000 shares (the "Charter Amendment").
( 2)	Represents options granted to the Reporting Person on October 1, 2008, exercisable for up to 333,334 shares of common stock upon the effectiveness of the Charter Amendment; provided that the Reporting Person has been continuously employed by Issuer through such date.
( 3)	Represents options granted to the Reporting Person on October 1, 2008, exercisable for up to 333,333 shares of common stock on October 1, 2009; provided that the Reporting Person has been continuously employed by the Issuer through such date.
( 4)	Represents options granted to the Reporting Person on October 1, 2008, exercisable for up to 333,333 shares of common stock on October 1, 2010; provided that the Reporting Person has been continuously employed by the Issuer through such date.

Reporting Owners
Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
Davis James B 4606 FM 1960 WEST SUITE 400 HOUSTON, TX 77069			Sr. Vice President Operations

Signatures
James B. Davis		10/2/2008
^** Signature of Reporting Person		Date

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
*	If the form is filed by more than one reporting person, see Instruction 5(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note:	File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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