UNITED STATES


SECURITIES AND EXCHANGE COMMISSION


Washington,
D.C. 20549





FORM
10-Q





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





For the
quarterly period ended December 31,
2009





or





o
            TRANSITION REPORT PURSUANT TO
      SECTION 13 OR 15(d) OF THESECURITIES EXCHANGE ACT OF
      1934





For the
transition period from _______ to _________





HIGHLAND
RIDGE, INC.


(Exact
name of registrant as specified in its charter)





Delaware
            
            000-53432
            
            13-4013027(State
      or other jurisdiction of incorporation)
            
            (Commission
      File Number)
            
            (I.R.S.
      Employer Identification No.)






Room 4002, RongChao
Landmark
 4028 Jintian Rd, Futian
District
 Shenzhen, P.R.
China


(Address
of principal executive offices) (Zip Code)


+86(755)
8323-2722


(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. xYes oNo





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). oYes  oNo





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 “small
reporting company” in Rule 12b-2 of the Exchange Act.





Large accelerated filer
            o
            
            Accelerated filer
            oNon-accelerated filer
            o
            (Do not check if a smaller reporting company)
            Smaller reporting company
            x





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


x YesoNo





The
number of shares of the issuer’s common stock, $.001 per share, outstanding as
at February 22, 2010 was 10,987,131.











TABLE
OF CONTENTS





INDEX





PagePART
      1 - FINANCIAL INFORMATIONItem
      1.  Financial Statements
            1Item
      2.  Management’s Discussion and Analysis of Financial Condition
      and Results of Operations
            5Item
      3.  Quantitative and Qualitative Disclosures About Market
      Risk
            6Item
      4T.  Controls and Procedures
            6PART
      2 - OTHER INFORMATIONItem
      1.  Legal Proceedings
            6Item
      1A. Risk Factors
            7Item
      2.  Unregistered Sales of Equity Securities and Use of
      Proceeds
            7Item
      3.  Defaults Upon Senior Securities
            7Item
      4.  Submission of Matters to a Vote of Security
      Holders
            7Item
      5.  Other Information
            7Item
      6.  Exhibits
            7Signatures
            7














PART
I - FINANCIAL INFORMATION





ITEM
1.                            Financial
Statements





Highland
      Ridge, Inc.Balance
      Sheets  December
      31, 2009
              
              
              September
      30, 2009(Unaudited)AssetsCurrent
      AssetsCash
              
              $
              3,795
              
              
              $
              4,445Total
      current assets
              
              
              3,795
              
              
              
              4,445Total
      Assets
              
              $
              3,795
              
              
              $
              4,445Liabilities
      and Stockholders' DeficitCurrent
      LiabilitiesAccount
      payable-trade
              
              $
              650
              
              
              $
              650Due
      to related party
              
              
              21,508
              
              
              
              21,508Total
      current liabilities
              
              
              22,158
              
              
              
              22,158Total  liabilities
              
              
              22,158
              
              
              
              22,158Stockholders'
      DeficitPreferred
      shares–10,000,000 authorized, 0 outstanding
              
              
              0
              
              
              
              0Common
      stock-300,000,000 authorized $.001 par value
                10,987,131
      shares issued & outstanding
              
              
              10,987
              
              
              
              10,987Additional
      paid in capital
              
              
              72,977
              
              
              
              72,977Deficit
      accumulated
              
              
              (102,327
              )
              
              
              (101,677
              )Total
      stockholders' deficit
              
              
              (18,363
              )
              
              
              (17,713
              )Total
      liabilities and stockholders' deficit
              
              $
              3,795
              
              
              $
              4,445 See notes
to unaudited interim financial statements.
  1


Highland
      Ridge, Inc.Statements
      of Operations(Unaudited)Three
      months ended December 31, 2009 and 2008  2009
                
                
                2008Revenues
                
                $
                0
                
                
                $
                0ExpensesGeneral
      and administrative expenses
                
                
                650
                
                
                
                6,650Total
      Costs & Expenses
                
                
                650
                
                
                
                6,650Loss
      from continuing operations before income taxes
                
                
                (650
                )
                
                
                (6,650
                )Net
      Loss
                
                
                (650
                )
                
                
                (6,650
                )Basic
      and diluted net loss per share
                
                
                (0.00
                )
                
                
                (0.00
                )Weighted
      average shares outstanding (basic & diluted)
                
                
                10,987,131
                
                
                
                5,443,653
  See notes
to unaudited interim financial statements.
  2




Highland
      Ridge, Inc.Statement
      of Cash Flows(Unaudited)Three
      months ended December 31, 2009 and 2008  2009
              
              
              2008Cash
      Flows from Operating ActivitiesNet
      loss
              
              $
              (650
              )
              
              $
              (6,650
              )Adjustment
      to reconcile net loss to cash used in operating
activities:Fair
      value of services provided by related parties
              
              
              0
              
              
              
              6,000Increase
      (decrease) in accounts payable & accrued expenses
              
              
              0
              
              
              
              (10,481
              )Net
      Cash Used in Operating Activities
              
              
              (650
              )
              
              
              (11,131
              )Net
      Increase (Decrease) in Cash
              
              
              (650
              )
              
              
              (11,131
              )Cash,
      Beginning of Period
              
              
              4,445
              
              
              
              29,419Cash,
      Ending of Period
              
              $
              3,795
              
              
              $
              18,288Supplemental
      disclosures with respect to cash flow:Interest
      paid
              
              $
              0
              
              
              $
              0Income
      taxes paid
              
              $
              0
              
              
              $
              0  See notes
to unaudited interim financial statements.





3




HIGHLAND RIDGE,
INC.


NOTES
TO UNAUDITED INTERIM FINANCIAL STATEMENTS







1.           BASIS
OF PRESENTATION




The
accompanying unaudited interim financial statements of the Company have been
prepared in accordance with accounting principles generally accepted in the
United States of America and the rules of the Securities and Exchange Commission
("SEC") and should be read in conjunction with the audited consolidated
financial statements and notes thereto contained in the Company's annual report
for the year ended September 30, 2009 filed with the SEC on Form 10-K. In the
opinion of management, all adjustments, consisting of normal recurring
adjustments, necessary for a fair presentation of financial position and the
results of operations for the interim periods presented have been reflected
herein. The results of operations for interim periods are not necessarily
indicative of the results to be expected for the full year. Notes to the
financial statements which would substantially duplicate the disclosure
contained in the audited financial statements for the most recent fiscal year
ended September 30, 2009 as reported in form 10-K have been
omitted.




These
financial statements have been prepared on a going concern basis which assumes
the Company will be able to realize its assets and discharge its liabilities in
the normal course of business for the foreseeable future. The Company does not
presently have any sources of revenue, raising substantial doubt about the
Company’s ability to continue as a going concern. The ability to continue as a
going concern is dependent upon the Company generating profitable operations in
the future and/or obtaining the necessary financing to meet its obligations and
repay its liabilities arising from normal business operations. Management
intends to finance operating costs over the next twelve months with existing
cash on hand, loans from directors and/or issuance of common
shares.




2.           SUBSEQUENT
EVENT




We have
evaluated subsequent events through February 19, 2010, the date the consolidated
financial statements were available to be issued.




On
January 13, 2010 (the “Closing Date”), Highland Ridge, Inc. entered into a share
purchase agreement (the “Purchase Agreement”) with Michael Anthony, (“Anthony”),
and other individuals set forth on Schedule A of the Purchase Agreement (the
“Purchasers”).  Pursuant to the Purchase Agreement, the Company sold
an aggregate of 10,880,000 shares of common stock of the Company to the
Purchasers for a total of $225,000 (the “Transaction”).




Immediately
following the Transaction, we re-purchased 10,880,000 common shares from
Corporate Services International Profit Sharing and Century Capital Partners,
LLC, which are both beneficially owned by Anthony, for an aggregate purchase
price of $225,000, as contemplated by the repurchase agreement (the “Repurchase
Agreement”) by and among the Corporation, Corporate Services International
Profit Sharing and Century Capital Partners, LLC, also dated January 13, 2010.
As a result, the Purchasers held 99% of the common shares of the Company and the
above transactions resulted in a change in control of the Company.




In
connection with the Purchase Agreement, Michael Anthony, former President, Chief
Executive Officer, Chief Financial Officer, and Secretary of the Company,
resigned from his officer positions, and Ms. Jiaojiao Jiao was appointed as the
President, Chief Executive Officer, Treasurer and Secretary of the Company
effective immediately. Anthony resigned as the director of the Company and
Jiaojiao Jiao was appointed as the sole director and Chairman of the Board of
Directors effective ten (10) days following the filing and mailing of the
Schedule 14f-1 which we filed on January 13, 2010.




4





Item
2.     Management’s Discussion and Analysis
of Financial Condition and Results of Operation





FORWARD
LOOKING STATEMENTS





Some of
the statements contained in this Form 10-Q that are not historical facts are
"forward-looking statements" which can be identified by the use of terminology
such as "estimates," "projects," "plans," "believes," "expects," "anticipates,"
"intends," or the negative or other variations, or by discussions of strategy
that involve risks and uncertainties. We urge you to be cautious of the
forward-looking statements, that such statements, which are contained in this
Form 10-Q, reflect our current beliefs with respect to future events and involve
known and unknown risks, uncertainties and other factors affecting our
operations, market growth, services, products and licenses. No assurances can be
given regarding the achievement of future results, as actual results may differ
materially as a result of the risks we face, and actual events may differ from
the assumptions underlying the statements that have been made regarding
anticipated events. Factors that may cause actual results, our performance or
achievements, or industry results, to differ materially from those contemplated
by such forward-looking statements include without limitation:





●
            Our
      ability to attract and  ,


●
            Our
      ability to raise capital when needed and on acceptable terms and
      conditions;


●
            The
      intensity of competition; and


●
            General
      economic conditions.





All
written and oral forward-looking statements made in connection with this Form
10-Q that are attributable to us or persons acting on our behalf are expressly
qualified in their entirety by these cautionary statements. Given the
uncertainties that surround such statements, you are cautioned not to place
undue reliance on such forward-looking statements.





The
following plan of operation provides information which management believes is
relevant to an assessment and understanding of our results of operations and
financial condition. The discussion should be read along with our financial
statements and notes thereto. The following discussion and analysis contains
forward-looking statements, which involve risks and uncertainties. Our actual
results may differ significantly from the results, expectations and plans
discussed in these forward-looking statements.





Business
Overview





Highland
Ridge, Inc., (the “Company”, “we”, “us” or “Highland Ridge”), was originally
incorporated on July 22, 1988 in the State of Florida as Sea Green, Inc. We are
a shell company with nominal operations and nominal assets. At this time, Our
purpose is to seek, investigate and, if such investigation warrants, acquire an
interest in business opportunities presented to it by persons or firms who or
which desire to seek the perceived advantages of an Exchange Act registered
corporation. We will not restrict our search to any specific business, industry,
or geographical location and the Company may participate in a business venture
of virtually any kind or nature. This discussion of the proposed business is
purposefully general and is not meant to be restrictive of the Company’s
virtually unlimited discretion to search for and enter into potential business
opportunities. Management anticipates that it may be able to participate in only
one potential business venture because we have nominal assets and limited
financial resources. This lack of diversification should be considered a
substantial risk to shareholders of the Company because it will not permit the
Company to offset potential losses from one venture against gains from another.
Management may sell its shares to a third party who subsequently will complete a
transaction to bring the Company from a shell company to an operating
entity.





5





Results
of Operations





No
revenue has been generated by the Company during such period, and it is unlikely
the Company will have any future revenues unless it is able to consummate or
effect an acquisition of, or merger with, an operating company, of which there
can be no assurance.





Net
income (loss) for the three months ended December 31, 2009 was $650 compared to
$6,650 for the three months ended December 31, 2008.





Liquidity
and Capital Resources





The
Company will not have any future revenues from any operations absent a merger or
other business combination with an operating company, and no assurance can be
given that such a merger or other business combination will occur or that the
Company can engage in any public or private sales of the Company’s equity or
debt securities to raise working capital. The Company is dependent upon future
loans from its present stockholders or management, and there can be no
assurances that its present stockholders or management will make any loans to
the Company. At December 31, 2009, the Company had cash of $3,795.





The
Company's present material commitments are professional and administrative fees
and expenses associated with the preparation of its filings with the SEC and
other regulatory requirements. In the event that the Company engages in any
merger or other business combination with an operating company, it will have
additional material commitments. Although the Company from time to time may
engage in discussions regarding a merger or other combination with an operating
company, we cannot offer any assurances that we will engage in any merger or
other combination with an operating company within the next twelve
months.





Off
Balance Sheet Arrangements





We have
no significant off-balance sheet arrangements that have or are reasonably likely
to have a current or future effect on our financial condition, changes in
financial condition, revenues or expenses, results of operations, liquidity,
capital expenditures or capital resources that is material to our
stockholders.





ITEM
3.    Quantitative and Qualitative Disclosures about Market
Risk.





N/A





Item
4T.    Controls and Procedures.





(a)
Evaluation of Disclosure Controls and Procedures





As of
December 31, 2009, we carried out an evaluation, under the supervision and with
the participation of our Principal Executive Officer and Principal Financial
Officer, of the effectiveness of the design and operation of our disclosure
controls and procedures. Based on this evaluation, our Principal Executive
Officer and Principal Financial Officer concluded that our disclosure controls
and procedures were effective in ensuring that information required to be
disclosed by us in our periodic reports is recorded, processed, summarized and
reported, within the time periods specified for each report and that such
information is accumulated and communicated to our management, including our
principal executive and principal financial officers, or persons performing
similar functions, as appropriate to allow timely decisions regarding required
disclosure.





(b)
Changes in Internal Controls.





There was
no change in our internal controls over financial reporting that has materially
affected, or is reasonable likely to materially affect, our internal control
over financial reporting during the quarter covered by this Report.





PART
II. OTHER INFORMATION





Item 
      1.
            Legal
      Proceedings





On
September 14, 2007, in its Court Order, the Circuit Court for the 11th Judicial
Circuit in and for Miami Dade County, Florida granted the application of Century
Capital Partners, LLC to appoint a receiver. The Court appointed Brian T. Scher,
Esquire as receiver of the Company. The Court Order appointing Receiver
empowered Mr. Scher to evaluate our financial status, to determine whether there
are any options for corporate viability that could benefit our shareholders, to
reinstate our corporation with the Florida Secretary of State, and to obtain
copies of our shareholder records from our transfer agent.




6




Under the
receivership, and with funds supplied by Century Capital Partners, the Company
reinstated its corporate charter; paid all past due franchise taxes and settled
all outstanding debts with the transfer agent. In addition, on October 17, 2007,
the receiver, appointed Michael Anthony as our sole Director, President,
Secretary and Treasurer. On December 6, 2007, following the submittal of
detailed reports by the receiver, the Court discharged the receiver and returned
the Company to the control of its Board of Directors.





Except as
stated above, our officers and directors are not aware of any threatened or
pending litigation to which the Company is a party or which any of its property
is the subject and which would have any material, adverse effect on the
Company.





Item 
      1A.
            Risk
      Factors





Not
applicable





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





On
January 13, 2010, we entered into a share purchase agreement with certain
purchasers pursuant to which we issued an aggregate of 10,880,000 shares of our
common stock to these purchasers for a total of $225,000.  All such shares of common stock sold
by the Company were issued in reliance upon the exemption from registration
pursuant to Section 4(2) of the Securities Act of 1933, as amended. The offering
was not a “public offering” as defined in Section 4(2) due to the insubstantial
number of persons involved in the deal, size of the offering, manner of the
offering and number of securities offered. We did not undertake an offering in
which we sold a high number of securities to a high number of investors. In
addition, these shareholders had the necessary investment intent as required by
Section 4(2) since they agreed to and received share certificates bearing a
legend stating that such securities are restricted pursuant to Rule 144 of the
Securities Act. This restriction ensures that these securities would not be
immediately redistributed into the market and therefore not be part of a “public
offering.” Based on an analysis of the above factors, we have met the
requirements to qualify for exemption under Section 4(2) of the Securities Act
for this transaction.





Item
      3.
            Defaults
      Upon Senior Securities





None.





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





Not
applicable





Item
      5.
            Other
      Information





Not
applicable





Item
      6.
            Exhibits





(a)
            Exhibits





Exhibit
      Number
            
            Description
      of Exhibit31.1
            
            Certification
      of Principal Executive Officer and Principal Financial Officer pursuant to
      Rule 13a-14 and Rule 15d-14(a), promulgated under the Securities Exchange
      Act of 1934, as amended32.1
            
            Certification
      of Principal Executive Officer and Principal Financial Officer pursuant to
      18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the
      Sarbanes-Oxley Act of 2002





7







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.





Highland
      Ridge, Inc.Date:
      February 22, 2010
            By:
            /s/ Jiaojiao
      JiaoJiaojiao
      JiaoPresident
      (Principal Executive Officer and
              Principal
      Financial and Accounting Officer)