10-Q/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q/A

Amendment No. 1

 (Mark One)

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended: June 30, 2011

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

For the transition period from ____________ to _____________

Commission File No.000-52020

ASIAN TRENDS MEDIA HOLDINGS, INC.
( Exact name of small business issuer as specified in its charter)
	NEVADA	90-0201309
	(State or other jurisdiction of	(IRS Employer Identification No.)
	incorporation or organization)

Suite 1902, 19th Floor Tower II, Kodak House
Quarry Bay Hong Kong	n/a
(Address of Principal Executive Offices)	(Zip Code)

Registrant’s telephone number, including area code: 852-2102-0100

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 during the preceding 12 months (or for such shorter period that the issuer was required to file such reports), and (2)has been subject to such filing requirements for the past 90 days.   

Yes o    No o

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).      

Yes o  No o

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	o	Non-accelerated filer	o
Accelerated filer	o (do not check if smaller reporting company)	Smaller reporting company	o

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes o    No o

State the number of shares outstanding of each of the issuer’s classes of common equity, as of June 30, 2011, are as follows:

Class of Securities	Shares Outstanding
Common Stock, $0.001 par value	81,912,000 shares

Transitional Small Business Disclosure Format (check one): Yes o No o

1

ASIAN TRENDS MEDIA HOLDINGS, INC

TABLE OF CONTENTS

Item 6	Exhibits
	Signatures
	Ex.31.1 Section 302 Certification of CEO
	Ex 31.2 Section 302 Certification of CFO
	Ex 32    Section 906 Certifications of CEO and CFO

Explanatory Note

This Amendment No. 1 on Form 10-Q/A amends the registrant’s Quarterly Report on Form 10-Q for the three months ended June 30, 20111 as filed with the Securities and Exchange Commission by the registrant on August 22, 2011, and is filed solely to include the 101 XBRL Interactive Data File exhibits required by Item 6.  No other items are being amended except as described in this Explanatory Note and this Amendment does not reflect any events occurring after the filing of the original Quarterly Report on Form 10-Q/A for the three months ended June 30, 2011.

2

ITEM 6.  EXHIBITS.

Exhibit Number	Description
31.1	Certification of Chief Executive Officer filed pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2	Certification of Chief Financial Officer filed pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1	Certification of Chief Executive Officer furnished pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.2	Certification of Chief Financial Officer furnished pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101.INS	XBRL Instance Document

3

SIGNATURES

In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

	ASIAN TRENDS MEDIA HOLDINGS, INC.
Dated: September 9, 2011	/s/ Yau Wai Hung
	Yau Wai Hung
	Chief Executive Officer
Dated:  September 9, 2011	/s/ Huang Jian Nan
	Huang Jian Nan
	Chief Financial Officer

4

EX-31.1

EXHIBIT 31.1

CERTIFICATION OF THE CHIEF EXECUTIVE OFFICER OF

ASIAN TRENDS MEDIA HOLDINGS, INC.

PURSUANT TO § 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Zhi Jian Zeng, certify that:

1. I have reviewed this quarterly report on Form 10-Q/A for the period ended June 30, 2011, of Asian Trends Media Holdings, Inc.;

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. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a) Designed such disclosure controls and procedures, 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. The registrant’s other certifying officer and 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: September  9, 2011	/s/Zhi Jian Zeng
	Zhi Jian Zeng Chief Executive Officer

EX-31.2

EXHIBIT 31.2

CERTIFICATION OF THE CHIEF FINANCIAL OFFICER OF

ASIAN TRENDS MEDIA HOLDINGS, INC.

PURSUANT TO § 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Huang Jian Nan, certify that:

1. I have reviewed this quarterly report on Form 10-Q/A for the period ended June 30, 2011, of Asian Trends Media Holdings, Inc.;

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. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a) Designed such disclosure controls and procedures, 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. The registrant’s other certifying officer and 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: September 9, 2011	Huang Jian Nan
	Huang Jian Nan Chief Financial Officer

EX-31.1

EXHIBIT 32.1

CERTIFICATION OF THE CHIEF EXECUTIVE OFFICER OF

ASIAN TRENDS MEDIA HOLDINGS, INC.

PURSUANT TO 18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

§ 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of Asian Trends Media Holdings, Inc. (the “Company”) on Form 10-Q/A for the period ended June 30, 2011, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Zhi Jian Zeng, Chief Executive Officer of the Company, do hereby certify, pursuant to 18 U.S.C. § 1350, as adopted pursuant to § 906 of the Sarbanes-Oxley Act of 2002, based on my knowledge, 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.

   Zhi Jian Zeng

Zhi Jian Zeng

Chief Executive Officer

September 9, 2011

This certification accompanies the Report pursuant to § 906 of the Sarbanes-Oxley Act of 2002 and shall not, except to the extent required by the Sarbanes-Oxley Act of 2002, be deemed filed by the Company for purposes of §18 of the Securities Exchange Act of 1934, as amended.

EX-32.2

EXHIBIT 32.2

CERTIFICATION OF THE CHIEF FINANCIAL OFFICER OF

ASIAN TRENDS MEDIA HOLDINGS, INC.

PURSUANT TO 18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

§ 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of Asian Trends Media Holdings, Inc. (the “Company”) on Form 10-Q/A for the period ended June 30, 2011, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Huang Jian Nan, Chief Financial Officer of the Company, do hereby certify, pursuant to 18 U.S.C. § 1350, as adopted pursuant to § 906 of the Sarbanes-Oxley Act of 2002, based on my knowledge, 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.

    Huang Jian Nan    

Huang Jian Nan

Chief Financial Officer

September 9, 2011

This certification accompanies the Report pursuant to § 906 of the Sarbanes-Oxley Act of 2002 and shall not, except to the extent required by the Sarbanes-Oxley Act of 2002, be deemed filed by the Company for purposes of §18 of the Securities Exchange Act of 1934, as amended.

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Condensed Consolidated Balance Sheets (Parenthetical) (USD $)	Jun. 30, 2011	Dec. 31, 2010
Common Stock, par or stated value	$ 0.001	$ 0.001
Common Stock, shares authorized	225,000,000	225,000,000
Common Stock, shares issued	81,912,000	117,711,810
Common Stock, shares outstanding	81,912,000	117,711,810

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Condensed Consolidated Statements Of Operations And Comprehensive Income (Unaudited) (USD $)	3 Months Ended		6 Months Ended
	Jun. 30, 2011	Jun. 30, 2010	Jun. 30, 2011	Jun. 30, 2010
Revenues	$ 62		$ 154	$ 294
Cost of sales				(294)
Gross profit	62		154
Expenses
General and administrative (inclusive of depreciation)	(5,577)	112,474	20,661	124,625
Total operating expenses	(5,577)	112,474	20,661	124,625
Loss from continuing operations before provision for income taxes	(5,515)	(112,474)	(20,507)	(124,625)
Provision for income taxes
Net loss from continuing operations	(5,515)	(112,474)	(20,507)	(124,625)
Discontinued operations
Net income			49,955
Gain on disposal of discontinued operations			115,468
Net income from discontinued operations			165,423
Net income/(loss) for the period	(5,515)	(112,474)	144,916	(124,625)
Other comprehensive income
Total comprehensive income/(loss) income for the period	$ (5,515)	$ (112,474)	$ 144,916	$ (124,625)
Earnings/(loss) per share, basic and diluted - continuing operations	$ 0.00	$ 0.00	$ 0.00	$ 0.00
Weighted average number of shares outstanding, basic and diluted	81,912,000	86,262,637	86,065,569	84,099,337

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Document and Entity Information	3 Months Ended
	Jun. 30, 2011
Document and Entity Information
Entity Registrant Name	ASIAN TRENDS MEDIA HOLDINGS, INC.
Document Type	10-Q
Document Period End Date	Jun. 30, 2011
Amendment Flag	false
Entity Central Index Key	0001306035
Current Fiscal Year End Date	--12-31
Entity Common Stock, Shares Outstanding	81,912,000
Entity Filer Category	Smaller Reporting Company
Entity Current Reporting Status	Yes
Entity Voluntary Filers	No
Entity Well-known Seasoned Issuer	No
Document Fiscal Year Focus	2011
Document Fiscal Period Focus	Q2

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Promissory Note

3 Months Ended

Jun. 30, 2011

Promissory Note

Promissory Note

NOTE 7 – PROMISSORY NOTE

On January 21, the Company entered into a Cancellation and Assignment Agreement with London Castle Holdings Limited whereby a certain Subscription Agreement between London Castle Holdings Limited and the Company dated June 2, 2010 was cancelled. This cancellation occurred because the Company’s sale of GME as described in Note 3 above violated the original Subscription Agreement because GME, the intended recipient of the subscription investment, will no longer be affiliated with the Company following the Closing of the Sale Agreement.

According to the terms of the Cancellation and Assignment Agreement, London Castle Holdings Limited has agreed to return the aggregate sum of 13,652,000 shares of common stock of the Registrant to the Registrant, and the Registrant shall assign to London Castle Holdings Limited a certain promissory note in the amount of $256,412 executed by ATBI in favor of the Company.

Mr. Huang Jian Nan is the sole shareholder of London Castle Holdings Limited and is a director of the Registrant. This was a related-party transaction. Zhi Jian Zeng, Chief Executive Officer and Director of Asian Trends Media Holdings, Inc., approved the transaction.  There was no disinterested director who approved this transaction.

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Disposal Of Subsidiaries

3 Months Ended

Jun. 30, 2011

Disposal Of Subsidiaries

Disposal Of Subsidiaries

NOTE 3 –DISPOSAL OF SUBSIDIARIES

On January 21, 2011, the Company disposed of its entire interest in ATBI, GME, GCM and GCG. The consideration for the transaction consisted of the return by the Buyers and surrender to the Company of a total of 22,147,810 shares of the Company’s common stock.

A summary of the balance sheet and income statement of the disposed entities, immediately before the disposal, is presented as follows:

(i)            Summary of balance sheet

	January 21, 2011 (Date of disposal)			December 31, 2010
	(Unaudited)			(Audited)
Assets
Cash and cash equivalents	$	188,817		$	155,916
Accounts receivable		176,905			175,533
Other receivables and deposit		4,488			5,701
Property, plant & equipment, net		4,415			4,415
Total assets	$	374,625		$	341,565
Liabilities
Accounts payable	$	374,868		$	38,375
Accrued expenses and other payables		7,248			394,180
Advances from shareholder		32,801			-
Amount due to a related company		42,260			42,260
Unearned revenue		10,769			10,769
Total liabilities		467,946			485,584
Net liabilities		(93,321	)		(144,019	)
Forfeit of common stock in disposal of subsidiaries		(22,147	)		-
		(115,468	)		(144,019	)
Represented by:
Gain on disposal of subsidiaries		115,468			N/A

(ii)  Summary of income statement

	From January 1, 2011 to January 27, 2011 (date of disposal)		Six months and six months ended June 30, 2010
Revenue	$	129,691		-
Gross margin		89,649		-
Income before provision for income taxes		49,955		-
Net income		49,955		-

By disposal of GME, the Company sold its project and artist management operations.

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Going Concern

3 Months Ended

Jun. 30, 2011

Going Concern

Going Concern

NOTE 9 – GOING CONCERN

The accompanying condensed consolidated financial statements have been prepared assuming that the Company will continue as a going concern. As reflected in the accompanying condensed consolidated financial statements, the Company has an accumulated deficit of $1,028,365 and a working capital deficit of $338,284.

The Company will need additional working capital to carry out its planned activity, which raises substantial doubt about its ability to continue as a going concern.  Continuation of the Company as a going concern is dependent upon obtaining additional working capital through loans, equity financing or merger with another entity.  Management of the Company has developed a strategy, which it believes will accomplish this objective through additional equity funding and other financing which will enable the Company to operate for the coming year.

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Weighted Average Number Of Shares For Earnings Per Share Calculation

3 Months Ended

Jun. 30, 2011

Weighted Average Number Of Shares For Earnings Per Share Calculation

Weighted Average Number Of Shares For Earnings Per Share Calculation

NOTE 8 – WEIGHTED AVERAGE NUMBER OF SHARES FOR EARNINGS PER SHARE CALCULATION

The calculation of weighted average number of shares for the six months ended June 30, 2011 is illustrated as follows:

	2011
	Number of shares			Weighted average number of shares
At January 1, 2011		117,711,810			117,711,810
Disposal of subsidiaries by forfeiture of share on January 21, 2011		(22,147,810	)		(19,578,175	)
Cancellation of shares on January 21, 2011		(13,652,000	)		(12,068,066	)
At June 30, 2011		81,912,000			86,065,569

As of June 30, 2011 and 2010, there were no dilutive securities outstanding.

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Organization And Principal Activities

3 Months Ended

Jun. 30, 2011

Organization And Principal Activities

Organization And Principal Activities

NOTE 1 – ORGANIZATION AND PRINCIPAL ACTIVITIES

The Company was incorporated under the laws of the State of Delaware.

At the beginning of 2010, The Company was principally engaged in operating liquid crystal display (“LCD”) flat-panel televisions and LCD billboards that advertise throughout Hong Kong and create revenue by selling advertising airtime. On August 31, 2010 the Company closed an Agreement for a Share Exchange with Global Mania Empire Management Limited (“GME”) to acquire 100% ownership of GME from its shareholders.  GME is a Hong Kong company that specializes in project and artist management.

On January 21, 2011, the Company entered into an Asset Sale, Purchase and Transfer Agreement (the "Sale Agreement") with the collective former shareholders of GME, namely Kwong Kwan Yin Roy, Dragon Billion International Limited, and Wong Wing Fung Charlie, each an individual resident of Hong Kong (collectively referred to as “Buyers").

According to the terms of the Sale Agreement, the Registrant sold its subsidiary Asian Trends Broadcasting Inc. (“ATBI”), a British Virgin Islands company and its subsidiaries GME, Great China Media Limited (“GCM”), a Hong Kong company, and Great China Game Limited (“GCG”), a Hong Kong company, to the Buyers. The consideration for the transaction shall consist of the return by the Buyers and surrender to the Registrant of a total of 22,147,810 shares of the Registrant’s common stock.

The project and artist management are reported as discontinued operations.

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Summary Of Significant Accounting Policies

3 Months Ended

Jun. 30, 2011

Summary Of Significant Accounting Policies

Summary Of Significant Accounting Policies

NOTE 4 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

(a)   Economic and Political Risk

The Company’s major operations are conducted in Hong Kong. Accordingly, the political, economic, and legal environments in Hong Kong, as well as the general state of Hong Kong’s economy may influence the Company’s business, financial condition, and results of operations.

The Company’s major operations in Hong Kong are subject to special considerations and significant risks not typically associated with companies in North America and Western Europe. These include risks associated with, among others, the political, economic, and legal environment. The Company’s results may be adversely affected by changes in governmental policies with respect to laws and regulations, anti-inflationary measures, and rates and methods of taxation, among other things.

(b)   Cash and Cash Equivalents

The Company considers all highly liquid investments purchased with original maturities of six months or less to be cash equivalents. The Company maintains bank accounts in Hong Kong through its wholly-owned subsidiary.

(c)   Fair Value of Financial Instruments

The carrying amounts of financial instruments such as cash and accounts payable approximate their fair value because of the short maturities of these instruments. The fair value of receivables from associated companies and payables to associated companies are not practical to estimate based upon the related party nature of the underlying transactions.

(d)   Revenue Recognition

For continuing operations, the Company is principally engaged in operating LCD flat-panel televisions and LCD billboards that advertise throughout Hong Kong and create revenue by selling advertising airtime. On December 15, 2010, the Company assigned the operations to Great China Media Limited (the “Assignee”), and in return the Assignee shall pay 5% of the gross proceeds from the business to the Company.

 Revenue is recognized in arrears on a quarterly basis and when collectability is reasonably assured.

For discontinued operations, the Company recognizes revenue from services rendered in specialized project and artist management for customers during the period. Revenue is recognized when persuasive evidence of an arrangement exists, services have been rendered, seller’s price to the buyer is fixed or determinable, and collectability is reasonably assured.

(e)   Earnings Per Share

Basic earnings per share is computed by dividing income available to common shareholders by the weighted-average number of common shares outstanding during the period. Diluted earnings per share is computed similar to basic earnings per share except that the denominator is increased to include the number of additional common shares that would have been outstanding if the potential common shares had been issued and if the additional common shares were dilutive.  As of the balance sheet dates, there were no dilutive securities outstanding.

(f)    Foreign Currency Translation

The accompanying condensed consolidated financial statements are presented in United States dollars.  The functional currency of the Company is Hong Kong Dollar (“HK$”). Capital accounts of the consolidated financial statements are translated into United States dollars (“US$”) from Hong Kong dollars (“HK$”) at their historical exchange rates when the capital transactions occurred.  Assets and liabilities are translated at the exchange rates as of the balance sheet date. Income and expenditures are translated at the average exchange rate during the period. The translation rates are as follows:

	June 30, 2011		December 31, 2010		June 30, 2010
Period/year end HK$ : US$ exchange rate		0.1282		0.1282		0.1282
Average yearly HK$ : US$ exchange rate		0.1282		0.1282		0.1282

(g)   Recent Accounting Pronouncements

The Company has adopted all recently issued accounting pronouncements. The adoption of these accounting pronouncements including those not yet in effect, is not anticipated to have a material effect on the financial statements of the Company.

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Property and Equipment

3 Months Ended

Jun. 30, 2011

Property and Equipment

Property and Equipment

NOTE 5 – PROPERTY AND EQUIPMENT

Property, plant and equipment of the Company consist primarily of computer and display equipment owned and operated by the Company. Property, plant and equipment as of June 30, 2011 and December 31, 2010 are summarized as follows:

	June 30, 2011			December 31, 2010
	(Unaudited)			(Audited)
At cost:	$			$
Computer equipment		13,147			13,147
Leasehold improvement		47,533			47,533
Office equipment		30,133			34,926
Furniture		11,632			11,632
Site display system		10,640			10,640
		113,085			117,878
Less: Accumulated depreciation		(86,709	)		(80,530	)
Property, plant and equipment, net		26,376			37,348

Depreciation expenses for the six months ended June 30, 2011 and 2010 were analyzed as follows:

	Six months ended June 30, 2011		Six months ended June 30, 2010
Attributable to continuing operations	$	6,557	$	19,315
Attributable to discontinued operations		-		-
		6,557		19,315

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Advance From Shareholders

3 Months Ended

Jun. 30, 2011

Advance From Shareholders

Advance From Shareholders

NOTE 6 – ADVANCE FROM SHAREHOLDERS

The advances from shareholders are unsecured, interest free and have no fixed terms of repayment

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Condensed Consolidated Statement Of Cash Flows (Unaudited) (USD $)	6 Months Ended
	Jun. 30, 2011	Jun. 30, 2010
Cash flows from continuing operating activities
Net loss	$ (20,507)	$ (124,625)
Adjustments to reconcile net income to net cash flows used in operating activities for:
Depreciation	6,557	19,315
Changes in operating assets and liabilities:
Increase in accounts receivables	(154)
Decrease/(increase) in other receivables and deposits	18,955	(57,017)
Increase/(decrease) in accounts payable	849	(32,801)
(Decrease)/increase in accrued expenses and other payables	(12,976)	11,270
Net cash used in continuing operating activities	(7,276)	(183,858)
Net cash provided by discontinued operating activities	32,901
Net cash provided /(used in) by operating activities	25,625	(183,858)
Cash flows from investing activities
Net cash used in continuing investing activities
Net cash used in discontinued investing activities	(188,817)
Net cash used in investing activities	(188,817)
Cash flows from continuing financing activities
Capital contribution by shareholders		232,117
Issuance of common stock		13,652
Increase in advance from a shareholder	(82,710)
Net cash provided by continuing financing activities	(82,710)	245,769
Net cash used in discontinued financing activities
Net cash used in financing activities	(82,710)	245,769
Net (decrease)/increase in cash and cash equivalents
Continuing operations	(89,986)	61,911
Discontinued operations	(155,916)
Net (decrease)/increase in cash and cash equivalents	(245,902)	61,911
Cash and cash equivalents at beginning of period
Continuing operations	89,986	284
Discontinued operations	155,916
Cash and cash equivalents at beginning of period	245,902	284
Cash and cash equivalents at end of period
Continuing operations		62,195
Discontinued operations
Cash and cash equivalents at end of period		62,195
Non-cash transactions
Forfeiture of common stocks in disposal of subsidiaries	22,147
Cancellation of shares	$ 256,412

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Basis Of Presentation

3 Months Ended

Jun. 30, 2011

Basis Of Presentation

Basis Of Presentation

NOTE 2 – BASIS OF PRESENTATION

The unaudited interim financial statements of the Company and the Company’s subsidiaries for the six months ended June 30, 2011 and 2010 have been prepared pursuant to the rules & regulations of the SEC. Certain information and disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted pursuant to such rules and regulations, although the Company believes that the following disclosures are adequate to make the information presented not misleading.  All significant intercompany balances and transactions have been eliminated. The functional currency for the majority of the Company’s operations is the Hong Kong dollar (“HKD”), while the reporting currency is the US Dollar.

The preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses and the disclosure of contingent assets and liabilities. Actual results could differ from these estimates.

In the opinion of the management, all adjustments (which include only normal recurring adjustments) necessary to present fairly the financial position as of June 30, 2011, results of operations and cash flows for the six months ended June 30, 2011 have been made. The results of operations for the six months ended June 30, 2011 are not necessarily indicative of the operating results for the full year.

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Condensed Consolidated Balance Sheets (USD $)	Jun. 30, 2011	Dec. 31, 2010
Current assets
Cash and cash equivalents		$ 245,902
Accounts receivable	154	175,533
Other receivables and deposits	46,995	29,390
Total current assets	47,149	450,825
Property, plant & equipment, net	26,376	37,348
Total assets	73,525	488,173
Current liabilities
Accounts payable	17,387	54,913
Accrued expenses and other payables	4,623	411,035
Advances from shareholder	107,011	189,721
Notes payable	256,412
Unearned revenue		10,769
Total liabilities	385,433	666,438
Shareholders' equity
Common stock, Par value $0.001, 225,000,000 shares authorized; $0.01 par value; 81,912,000 and 117,711,810 shares issued and outstanding as of June 30, 2011 and December 31, 2010, respectively	81,912	117,711
Additional paid in capital	634,545	877,305
Accumulated deficit	(1,028,365)	(1,173,281)
Total shareholders' equity	(311,908)	(178,265)
Total liabilities and shareholders' equity	$ 73,525	$ 488,173