UNITED
      STATES


SECURITIES
      AND EXCHANGE COMMISSION


WASHINGTON,
      D.C. 20549


_________________





**FORM
      10-KSB**





**o**
            **ANNUAL
                REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
                ACT OF
                1934**
              For
                the fiscal year ended******OR**x
            **TRANSITION
                REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
                ACT OF
                1934**
              For
                the transition period from June 30, 2007, to December 31,
                2007





Commission
      file number: **333-138059**




**Isdera
        North America** **,
        Inc.**


(Name
      of
      Small Business Issuer in Its Charter)





**NEVADA**
            **11-288589**(State
                or Other jurisdiction of Incorporation or
              Organization)
            (I.R.S.
                Employer Identification No.)





**50
      Pine Drive**


**Cold
      Spring Harbor New York 11724**


(Address
      of Principal Executive Offices, including zip code.)





**(516)
      971-3385**


(Issuer’s
      Telephone Number, Including Area Code)





Securities
      registered pursuant to Section 12(b) of the Act:


**Title
                of each class**
            **Name
                of each exchange on which registered****None**
            **None**





Securities
      registered pursuant to Section 12(g) of the Act:


**Title
                of each class**
            **Common
                Stock, $.001 par value**





Check
      whether the issuer is not required to file reports pursuant to Section 13 or
      15(d) of the Exchange Act o





Check
      whether the issuer (1) filed all reports required to be filed by Section 13
      or
      15(d) of the Exchange Act during the past 12 months (or for such shorter period
      that the Company was required to file such reports) and (2) has been subject
      to
      such filing requirements for the past 90 days.


Yes
x
      Noo







Check
      if
      there is no disclosure of delinquent filers in response to Item 405 of
      Regulation S-B contained in this form, and no disclosure will be contained,
      to
      the best of Company’s knowledge, in definitive proxy or information statements
      incorporated by referenced in Part III of this Form 10-KSB or any amendment
      to
      this Form 10-KSB o





Indicate
      by check mark whether the Company is a shell company (as defined in Rule 12b-2
      of the Exchange Act) Yes x No o





State
      issuer’s revenues for the year ended****June 30,
      2007:****$0.





State
      the
      aggregate market value of the voting and non-voting common equity held by
      non-affiliates computed by reference to the price at which the common equity
      was
      sold, or the average bid and asked price of such common equity. As of September
      12, 2008, the value was $0.





State
      the
      number of shares outstanding of each of the issuer’s classes of common equity,
      as of September 12, 2008, there were 4,284,400 shares of common stock
      outstanding.




Transitional
      Small Business Disclosure Format (Check One): Yes o No x





**TABLE
      OF CONTENTS**





PAGEPART
                IITEM
                1.
            
            DESCRIPTION
                OF BUSINESS.
            1ITEM
                2.
            
            DESCRIPTION
                OF PROPERTY.
            3ITEM
                3.
            
            LEGAL
                PROCEEDINGS.
            3ITEM
                4.
            
            SUBMISSION
                OF MATTERS TO A VOTE OF SECURITY HOLDERS.
            3PART
                IIITEM
                5.
            
            MARKET
                FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS AND SMALL BUSINESS
                ISSUER PURCHASES OF EQUITY SECURITIES.
            3ITEM
                6.
            
            MANAGEMENT’S
                DISCUSSION AND ANALYSIS OR PLAN OF OPERATION.
            4ITEM
                7.
            
            FINANCIAL
                STATEMENTS.
            6ITEM
                8.
            
            CHANGES
                IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL
                DISCLOSURE.
            6ITEM
                8A.
            
            CONTROLS
                AND PROCEDURES.
            6ITEM
                8B.
            
            OTHER
                INFORMATION.
            6PART
                IIIITEM
                9.
            
            DIRECTORS,
                EXECUTIVE OFFICERS, PROMOTERS, CONTROL PERSONS, AND CORPORATE GOVERNANCE;
                COMPLIANCE WITH SECTION 16(a) OF THE EXCHANGE ACT.
            7ITEM
                10.
            
            EXECUTIVE
                COMPENSATION.
            9ITEM
                11.
            
            SECURITY
                OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED
                STOCKHOLDER MATTERS.
            10ITEM
                12.
            
            CERTAIN
                RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR
                INDEPENDENCE.
            10ITEM
                13.
            
            EXHIBITS.
            11ITEM
                14.
            
            PRINCIPAL
                ACCOUNTANT FEES AND SERVICES.
            11








**Forward-Looking
      Statements**





We
      have
      included and from time to time may make in our public filings, press releases
      or
      other public statements, certain statements, including, without limitation,
      those under “Management’s Discussion and Analysis of Financial Condition and
      Results of Operations” in Part II, Item 7. In some cases these statements are
      identifiable through the use of words such as “anticipate,” “believe,”
“estimate,” “expect,” “intend,” “plan,” “project,” “target,” “can,” “could,”
“may,” “should,” “will,” “would,” and similar expressions. You are cautioned not
      to place undue reliance on these forward-looking statements. In addition, our
      management may make forward-looking statements to analysts, investors,
      representatives of the media and others. These forward-looking statements are
      not historical facts and represent only our beliefs regarding future events,
      many of which, by their nature, are inherently uncertain and beyond our
      control.





**PART
      I**





**ITEM
      1.** **DESCRIPTION OF BUSINESS**




**Business
      Overview**





Isdera,
      North America, Inc. (“We,” “Our,” “Isdera,” or the “Company”) is a Nevada
      corporation (formerly a New York corporation) in the development stage and
      has
      not commenced operations. We were incorporated under the laws of the State
      of
      New York on October 20, 1987. Our original business plan was to market and
      sell,
      in North America, high end automobiles and products produced by the German
      automaker Isdera GMBH. We had no formal or direct link to Isdera GMBH, other
      than a verbal agreement to receive commissions on the automobiles that we sell.
      The business was discontinued on about October 6, 1997, and remained dormant
      until August 9, 2006. As of August 9, 2006, we re-entered the development stage
      and raised capital through a private placement of common stock with the purpose
      of starting a similar business. However, the Company has yet to begin operations
      and will remain in a dormant state until management of the Company determines
      a
      new direction.





On
      October 4, 2007, Cosell Investments, Ltd. (the “Buyer”), and two stockholders of
      the Company, Kingsgate Development, Ltd. and Eastern Glow Investment, Ltd.
      (collectively, the “Sellers”), entered into a Stock Purchase Agreement. Pursuant
      to the terms and conditions of the Stock Purchase Agreement, the Buyer acquired
      from the Sellers 1,495,000 shares of common stock of the Company. As a result
      of
      the Stock Purchase Agreement, on October 12, 2007, the Buyer acquired
      approximately 34.9% of the issued and outstanding shares of common stock of
      the
      Company directly from the Sellers. Pursuant to the terms and conditions set
      forth in the Stock Purchase Agreement, immediately following the closing of
      the
      transaction to purchase the 1,495,000 shares of common stock of the Company
      from
      the Sellers, (i) the Buyers’ nominee, Jing Jiang, was appointed to the Board of
      Directors, and (ii) Ruediger Albrecht tendered his resignation from the Board
      of
      Directors and as an officer of the Company. In addition, Jing Jiang was
      appointed as the Chairman, Chief Executive Officer, Chief Financial Officer,
      and
      Secretary of the Company.





On
      May
      29, 2008, we held a meeting of stockholders, wherein the shareholders approved
      the following: change of the state of incorporation of the Company from New
      York
      to Nevada by merging the Company with and into a newly formed Nevada subsidiary
      (the “Reincorporation”); amend the Company’s Certificate of Incorporation to
      increase the authorized common stock, par value $0.001 per share, of the Company
      from 50,000,000 shares to 500,000,000 shares; and amend the Company’s Bylaws to
      change the Company’s fiscal year end from June 30 to December 31. On June 16,
      2008, we entered into a Plan of Merger with our wholly owned subsidiary Isdera,
      North America, Inc. (a Nevada Corporation) to accomplish the Reincorporation
      from New York to Nevada.


1





We
      currently do not have any business operations. For the near future, the Company
      will continue in this status.





**Employees**





Currently,
      the Company has no employees.





**Risk
      Factors**





**Risks
      associated with our Common Stock**





**There
      is a limited public market for our common stock.**





There
      is
      currently a limited public market for our common stock. Holders of our common
      stock may, therefore, have difficulty selling their common stock, should they
      decide to do so. In addition, there can be no assurances that such markets
      will
      continue or that any shares of common stock, which may be purchased, may be
      sold
      without incurring a loss. Any such market price of the common stock may not
      necessarily bear any relationship to our book value, assets, past operating
      results, financial condition or any other established criteria of value, and
      may
      not be indicative of the market price for the common stock in the future.
      Further, the market price for the common stock may be volatile depending on
      a
      number of factors, including business performance, industry dynamics, news
      announcements or changes in general economic conditions.




**Our
      common stock may be deemed penny stock with a limited trading
      market** .





Our
      common stock is currently quoted on the Over-The-Counter Market on the NASD
      Electronic Bulletin Board or in the “pink sheets” maintained by the National
      Quotation Bureau, Inc., which are generally considered to be less efficient
      markets than markets such as NASDAQ or other national exchanges, and which
      may
      cause difficulty in conducting trades and difficulty in obtaining future
      financing. Further, our securities are subject to the “penny stock rules”
adopted pursuant to Section 15 (g) of the Securities Exchange Act of 1934,
      as
      amended (the “Exchange Act”). The penny stock rules apply to non-NASDAQ
      companies whose common stock trades at less than $5.00 per share or which have
      tangible net worth of less than $5,000,000 ($2,000,000 if the company has been
      operating for three or more years). Such rules require, among other things,
      that
      brokers who trade “penny stock” to persons other than “established customers”
complete certain documentation, make suitability inquiries of investors and
      provide investors with certain information concerning trading in the security,
      including a risk disclosure document and quote information under certain
      circumstances. Many brokers have decided not to trade “penny stock” because of
      the requirements of the penny stock rules and, as a result, the number of
      broker-dealers willing to act as market makers in such securities is limited.
      In
      the event that we remain subject to the “penny stock rules” for any significant
      period, there may develop an adverse impact on the market, if any, for our
      securities. Because our securities are subject to the “penny stock rules,”
investors will find it more difficult to dispose of our securities. Further,
      for
      companies whose securities are traded in the Over-The-Counter Market, it is
      more
      difficult: (i) to obtain accurate quotations, (ii) to obtain coverage for
      significant news events because major wire services, such as the Dow Jones
      News
      Service, generally do not publish press releases about such companies, and
      (iii)
      to obtain needed capital.




2


**We
      do not intend to pay dividends on our common stock.**





There
      are
      no plans for paying dividends on common stock in the foreseeable future. We
      intend to retain earnings, if any, to provide funds for the operation of our
      business. We do not intend to declare or pay any dividends in the foreseeable
      future. Therefore there can be no assurance that holders of commons tock will
      receive any additional cash, stock or other dividends on their shares of common
      stock until we have funds, which the Board of Directors determines, can be
      allocated to dividends.





**ITEM
      2.** **DESCRIPTION OF PROPERTY.**




We
      do not
      own any land and buildings.




**ITEM
      3.**  **LEGAL
      PROCEEDINGS.**




Neither
      the Company nor its property is a party to
      any pending legal proceeding. The Company’s management does not believe that
      there are any proceedings to which any Director, officer, or affiliate of the
      Company, any owner of record of beneficially held or owner of more than five
      percent (5%) of the Company’s common stock, or any associate of any such
      Director, officer, affiliate of the Company, or security holder is a party
      adverse to the Company, or has a material interest adverse to the
      Company.





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





On
      May
      29, 2008, at a meeting of our stockholders, stockholders who own 3,175,400
      shares of the Company’s common stock, (then representing approximately 74.1% of
      the outstanding shares of the Company’s common stock), approved the following
      actions: (1) change in the state of incorporation of the Company from New York
      to Nevada by merging the Company with and into a newly formed Nevada subsidiary,
      pursuant to an agreement and plan of merger; (2) amend the Company’s Certificate
      of Incorporation to increase the authorized common stock, par value $0.001
      per
      share, of the Company from 50,000,000 shares to 500,000,000 shares; and (3)
      amend the Company’s Bylaws to change the Company’s fiscal year end from June 30
      to December 31.





**PART
      II**





**ITEM
      5.** **MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER
      MATTERS AND SMALL BUSINESS ISSUER PURCHASES OF EQUITY
      SECURITIES.**





Our
      common stock is quoted through the Over-The-Counter Bulletin Board commencing
      on
      July 9, 2007, under the symbol “INAI.OB.” There has not been a trade in our
      shares of Common Stock.





**Stockholders**





As
      of the
      close of business on June 30, 2008, there were approximately 51 holders of
      record of the Company’s common stock. H owever,
      we
      believe that there are additional beneficial owners of our common
      stock who own their shares in “street name.”


3





**Dividends**





We
      have
      not declared or paid dividends on our Common Stock since our formation, and
      we
      do not anticipate paying dividends in the foreseeable future. Declaration or
      payment of dividends, if any, in the future, will be at the discretion of our
      Board of Directors and will depend on our then current financial condition,
      results of operations, capital requirements, and other factors deemed relevant
      by the Board of Directors. There are no contractual restrictions on our ability
      to declare or pay dividends.





**Securities
      authorized for issuance under equity compensation plans**




During
      the period covered by this Report, none of our equity securities were authorized
      to be issued under any compensation plans (including individual compensation
      arrangements).




**Repurchase
      of Securities**




We
      did
      not repurchase any of shares of our common stock during the period covered
      by
      this report.





**Recent
      Sales of Unregistered Securities**




All
      equity securities sold by us during the period covered by this Report previously
      has been included on a Quarterly Report on Form 10-QSB or on a Current Report
      on
      Form 8-K.





**Forward-Looking
      Statements**





We
      have
      included and from time to time may make in our public filings, press releases
      or
      other public statements, certain statements, including, without limitation,
      those under “Management’s Discussion and Analysis or Plan of Operations” in Part
      II, Item 7. In some cases these statements are identifiable through the use
      of
      words such as “anticipate,” “believe,” “estimate,” “expect,” “intend,” “plan,”
“project,” “target,” “can,” “could,” “may,” “should,” “will,” “would,” and
      similar expressions. You are cautioned not to place undue reliance on these
      forward-looking statements. In addition, our management may make forward-looking
      statements to analysts, investors, representatives of the media and others.
      These forward-looking statements are not historical facts and represent only
      our
      beliefs regarding future events, many of which, by their nature, are inherently
      uncertain and beyond our control.




**ITEM
      6.** **MANAGEMENT’S DISCUSSION AND ANALYSIS OR PLAN OF
      OPERATION.**





The
      following discussion should be read in conjunction with the Consolidated
      Financial Statements and Notes thereto appearing elsewhere in this Form 10-KSB.
      The following discussion contains forward-looking statements. Our actual results
      may differ significantly from those projected in the forward-looking statements.
      Factors that may cause future results to differ materially from those projected
      in the forward-looking statements include, but are not limited to, those
      discussed in “Risk Factors” and elsewhere in this Form 10-KSB.


4





**Revenue**





We
      are a
      development company, and have not generated any revenues since re-entering
      the
      development stage on August 6, 2006.





**Operating
      Income**





We
      have
      had no revenues but have incurred general and administrative expenses of $17,245
      and $87,410 for the six-month periods ended December 31, 2007, and 2006. We
      had
      operating losses of $17,245 and $87,410 for the six months ended December 31,
      2007, and 2006.




**Net
      (Loss)**





During
      the six-month periods ended December 31, 2007, and 2006, the Company had net
      losses of $17,245 and $88,446.





**Financial
      Condition**





The
      Company does not have enough cash resources or revenues to cover expenses for
      the foreseeable future. Without increased revenues or additional capital, it
      is
      extremely likely that our sales and marketing plan will not be able to be
      completed. This would significantly hamper out efforts to enter into the sales
      niche as and when we would like.





**Liquidity
      and Capital Resources**





During
      the six months ended December 31, 2007, and 2006, net cash used in operating
      activities amounted to $17,033 and $87,565, respectively. The net cash used
      in
      operating activities primarily resulted from our net losses of $17,245 and
      $88,446.





Net
      cash
      provided by financing activities amounted to $17,003 and $86,711 for the
      six-month periods ended December 31, 2007, and 2006, respectively. The net
      cash
      provided resulted from the related party loan – Director
      and
      stockholder in 2007 and from the consultants in 2006.





As
      of
      December 31, 2007, and 2006, our cash resources amounted to $0 and $46. Current
      liabilities exceed current assets by $14,000 and $139,372, respectively, and
      our
      prior accumulated deficit and deficit accumulated since re-entering the
      development stage amounted to $53,862 and $132,054, respectively.




**Plan
      of Operations**





The
      original business plan of the Company was to market and sell, in North America,
      high end automobiles and products produced by the German automaker GMBH. After
      re-entering the development stage, the Company intended to start a similar
      business. However, the Company has yet to begin operations and will remain
      in a
      dormant state until management of the Company determines a new
      direction.





There
      are
      no known trends, events or uncertainties that have or are reasonably likely
      to
      have a material impact on the Company’s short-term or long-term liquidity, other
      than the inability to sell lour products and services.





The
      Company does not expect to significantly increase its employees in the next
      fiscal year.


5





The
      Company has never filed for Bankruptcy protection.





**Off-Balance
      Sheet Arrangements**




We
      do not
      have any 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 are material to investors.





**ITEM
      7.** **FINANCIAL STATEMENTS.**





The
      financial statements of the Company are included following the signature page
      to
      this Form 10-KSB.





**ITEM
      8.** **CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON
      ACCOUNTING AND FINANCIAL DISCLOSURE.**





Davis
      Accounting Group P.C. is our registered independent auditor. During the period
      covered by this report there have not been any changes in or disagreements
      with
      accountants on accounting and financial disclosure or any other
      matter.





**ITEM
      8A.** **CONTROLS AND PROCEDURES**





Based
      on
      their evaluation as of the end of the period covered by this Transition Report
      on Form 10-KSB, our principal executive officer/ principal financial officer
      concluded that our disclosure controls and procedures, as defined in Rule
      13a-15(e) promulgated under the Securities Exchange Act of 1924, were effective
      in design and operation. There have been no changes in our system of internal
      control over financial reporting in connection with the evaluation by our
      principal executive officer and principal financial officer during the period
      since December 31, 2007, through the date of the filing of this Transition
      Report of Form 10-KSB that have materially affected, or are reasonably likely
      to
      materially affect, our internal control over financial
      reporting.





**ITEM
      8B.** **OTHER INFORMATION**





There
      is
      no information required to be disclosed in a report on Form 8-K during the
      fourth quarter of the fiscal year covered by this Form 10-KSB but not reported.


6


**PART
      III**




**ITEM
      9.** **DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS, AND CONTROL
      PERSONS AND CORPORATE GOVERNANCE; COMPLIANCE WITH SECTION 16(a) OF THE EXCHANGE
      ACT.**




The
      following table sets forth the name, age and position of each of our officers
      and Directors as of September 12, 2008.




Name
            
            Age
            
            PositionJing
                Jiang
            
            25
            
            Chief
                Executive Officer, Chief Financial Officer,
                Secretary




Ms.
      Jiang, born in February 1982, age 25, has been employed as an internal auditor
      by Shanghai Bao Gang Group Limited from July 2004 until September 2006, where
      she audited and oversaw the company’s accounting transactions. She was then
      employed as the director and President by Cosell Investments Limited from
      February 2007 until present.




Ms.
      Jiang
      is a Director with one other reporting company in the United States (Best Care,
      Inc.). There are no family relationships between Ms. Jiang and the Directors,
      executive officers, or persons nominated or chosen by the Registrant to become
      Directors or executive officers. During the last two years, there have been
      no
      transactions, or proposed transactions, to which the Registrant was or is to
      be
      a party, in which Ms. Jiang (or any member of her immediate family) had or
      is to
      have a direct or indirect material interest.




**Involvement
      in Certain Legal Proceedings**





To
      our
      knowledge, during the past five years, our sole officer and director: has not
      filed a petition under the federal bankruptcy laws or any state insolvency
      law,
      nor had a receiver, fiscal agent or similar officer appointed by a court for
      the
      business or present of such a person, or any partnership in which (s)he was
      a
      general partner at or within two years before the time of such filing, or any
      corporation or business association of which (s)he was an executive officer
      within two years before the time of such filing; were not convicted in a
      criminal proceeding or named subject of a pending criminal proceeding (excluding
      traffic violations and other minor offenses); were not the subject of any order,
      judgment or decree, not subsequently reversed, suspended or vacated, of any
      court of competent jurisdiction, permanently or temporarily enjoining him from
      or otherwise limiting their respective activities.





**Compliance
      with Section 16 (a) of the Exchange Act**





Based
      solely upon a review of Forms 3 and 4 and amendments thereto furnished to us
      pursuant to Rule 16a-3(e) under the Securities Exchange Act of 1934 during
      our
      most recent fiscal year and Forms 5 and amendments thereto furnished to us
      with
      respect to our most recent fiscal year, all officers, directors and owners
      of
      10% or more of our outstanding shares have filed all Forms 3, 4 and 5 required
      by Section 16(a) of the Securities Exchange Act of 1934, as amended.




7






**Code
      of Ethics**





The
      Company has not yet adopted a code of ethics to apply to its principal executive
      officer, principal financial officer, principal accounting officer and
      controller, or persons performing similar functions. The Company expects to
      prepare a Code of Ethics in the near future.





**Meetings
      of Our Board of Directors**





Our
      Board
      of Directors did not hold any meetings during the period covered by this Report.
      Various matters were approved by consent resolution, which in each case was
      signed by each of the members of the Board then serving.





**Committees
      of the Board**





**Compensation
      Committee**




We
      do not
      currently have a compensation committee. Since our common stock is quoted on
      the
      OTC Bulletin Board, our Board has no plans or need to establish a compensation
      committee to determine guidelines for determining the compensation of its
      executive officers or Directors, who currently serve without compensation.
      For
      similar reasons, we have not adopted a written policy for considering
      recommendations from stockholders for candidates to serve as directors or with
      respect to communications from stockholders.





**Audit
      Committee**





We
      do not
      have a separately-designated standing audit committee. The entire Board of
      Directors performs the functions of an audit committee, but no written charter
      governs the actions of the Board when performing the functions of what would
      generally be performed by an audit committee. The Board approves the selection
      of our independent accountants and meets and interacts with the independent
      accountants to discuss issues related to financial reporting. In addition,
      the
      Board reviews the scope and results of the audit with the registered independent
      auditors, reviews with management and the registered independent auditors our
      annual operating results, considers the adequacy of our internal accounting
      procedures and considers other auditing and accounting matters including fees
      to
      be paid to the registered independent auditor and the performance of the
      registered independent auditor.





We
      intend
      to establish an Audit Committee and such other committees as may be required
      when sufficient members and resources are available, and at such time the
      Company's Board of Directors will establish the Audit Committee. The Audit
      Committee will have a designated Audit Committee Financial Expert who will
      be
      responsible for reviewing the results and scope of the audit, and other services
      provided by the independent auditors, and review and evaluate the system of
      internal controls. No final determination has yet been made as to the
      memberships of these committees or when we will have sufficient members to
      establish the committees.





**Nomination
      Committee**





Our
      Board
      of Directors does not maintain a nominating committee. As a result, no written
      charter governs the director nomination process. Our size and the size of our
      Board, at this time, do not require a separate nominating
      committee.




8


**ITEM
      10.**  **EXECUTIVE
      COMPENSATION.**





**Executive
      Compensation**





Shown
      on
      the table below is information on the annual and long-term compensation for
      services rendered to the Registrant in all capacities, for the fiscal years
      ended June 30, 2007, and from January 1, 2008, through June 30, 2008, paid
      by
      the Company to all individuals serving as the Company’s chief executive officer
      or acting in a similar capacity, regardless of compensation level. During the
      last completed fiscal year, the Company did not pay aggregate compensation
      to
      any executive officer in an amount greater than $100,000.




Annual Compensation
            
            Long Term CompensationRestricted
            
            
            
            LTIPOther Annual
            
            Stock
            
            Options/
            
            payouts
            
            All OtherName
            
            Title
            
            Year
            
            Salary
            
            Bonus
            
            Compensation
            
            Awarded
            
            SARs (#)
            
            ($)
            
            CompensationRuediger
                Albrecht (1)
            
            
            Former
                  PresidentCEO, CFOChairman
            
            
            2007
            
            $
            0
            
            
            0
            
            
            0
            
            
            0
            
            
            0
            
            
            0
            
            
            0Jing
                Jiang (2)
            
            
            Current
            
            
            2008
            
            $
            0
            
            
            0
            
            
            0
            
            
            0
            
            
            0
            
            
            0
            
            
            0CEO,
                CFO
                Secretary
            
            
            2007
            
            $
            0
            
            
            0
            
            
            0
            
            
            0
            
            
            0
            
            
            0
            
            
            0





(1)
            Mr.
                Albrecht resigned as President, CEO, and CFO on October 12,
                2007.


(2)
            Ms.
                Jiang became CEO, CFO and Secretary on October 12,
                2007.





To
      date,
      no compensation has been awarded to, earned by or paid to Ms. Jiang, in her
      capacity as Chief Executive Officer, Chief Financial Officer, Chairman of the
      Board, and Secretary of the Company.





**Option/SAR
      Grants**





No
      individual grants of stock options, whether or not in tandem with stock
      appreciation rights (“SARs”) and freestanding SARs have been made to any
      executive officer or any director during the period covered by this
      Report.





**Long-Term
      Incentive Plan Awards**





We
      do not
      have any long-term incentive plans that provide compensation intended to serve
      as incentive for performance to occur over a period longer than one fiscal
      year,
      whether such performance is measured by reference to our financial performance,
      our stock price, or any other measure.





**Compensation
      of Directors**





During
      the period covered by this Report, the Directors of the Company have not
      received compensation for serving as Directors, but have been reimbursed for
      expenses incurred in attending board meetings.




9


**Employment
      contracts and termination of employment and change-in-control
      arrangements**





We
      do not
      have any employment contracts with any of our Directors and
      officers.





**ITEM
      11.**  **SECURITY
      OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER
      MATTERS.**





**Security
      Ownership of Certain Beneficial Owners and Management**





The
      following table sets forth certain information, as of September 12, 2008,
      concerning shares of common stock of the Company, the only class of its
      securities that are issued and outstanding, held by (1) each shareholder
      known by the Company to own beneficially more than five percent of the common
      stock, (2) each Director of the Company, (3) each executive officer of
      the Company, and (4) all Directors and executive officers of the Companyas
      a group:





**Amount and****Nature of****Beneficial**
            
            **Percentage of****Name and Address of Beneficial Owner****(1)**
            
            **Ownership**
            
            **Common Stock****(3)**Jing
                Jiang (2)
              PO
                Box 031-114
              Shennan
                Zhong Road
              Shenzhen
                City
              PR
                China 518031
            
            
            1,495,000
            
            
            34.8
            %Ruediger
                Albrecht
              811
                Chicago Avenue, Suite 803
              Evanston,
                IL 60202
            
            
            0
            
            
            —All
                directors and executive officers as a group (2 persons)
            
            
            1,495,000
            
            
            34.8
            %






(1)
            Unless
                otherwise indicated in the footnotes to the table, each shareholder
                shown
                on the table has sole voting and investment power with respect to
                the
                shares beneficially owned by him or it.


(2)
            Shares
                are held in the name of Cosell Investments, Ltd. Ms. Jiang is the
                President and sole stockholder of Cosell Investments, Ltd.Ms. Jiang is CEO, CFO and Secretary of the
                Company.


(3)
            Based
                on 4,248,400 shares of Common Stock
                outstanding.





**ITEM
      12. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR
      INDEPENDENCE.**





**Related
      Transactions**





Except
      as
      otherwise disclosed herein or incorporated herein by reference, there have
      not
      been any transactions, or proposed transactions, during the last two years,
      to
      which the Company was or is to be a party, in which any Director or executive
      officer of the Company, any nominee for election as a Director, any security
      holder owning beneficially more than five percent of the common stock of the
      Company, or any member of the immediate family of the aforementioned persons
      had
      or is to have a direct or indirect material interest.




10


**Independent
      Directors**




None.




**ITEM
      13. EXHIBITS.**


**Exhibit
                  No.**
              
              **Document
                  Description**31.1
              
              Certification
                  of the Chief Executive Officer Pursuant to Rule 13a-14(a) under
                  the
                  Securities Exchange Act of 1934, as adopted pursuant to Section
                  302 of the
                  Sarbanes-Oxley Act of 2002.32.1
              
              Certification
                  of the Chief Executive Officer Pursuant to 18 U.S.C. Section 1350,
                  as
                  adopted pursuant to Section 906 of the Sarbanes-Oxley Act of
                  2002




**ITEM
      14.**  **PRINCIPAL
      ACCOUNTANT FEES AND SERVICES.**





The
      following represents fees for professional audit services rendered by Davis
      Accounting Group P.C. (“Davis Accounting”) for
      the
      audit of our annual financial statements for the period from January 1, 2008,
      to
      June 30, 2008.





**Audit
      Fees**





The
      aggregate fees billed by our registered independent auditors, Davis
      Accounting Group P.C. ,
      for
      professional services rendered for the audit of our financial statements for
      the transition period ended December 31, 2007, were $4,000.





**Audit
      Related Fees**





The
      aggregate fees billed by our registered independent auditors, Davis Accounting
      Group P.C., for assurance and related services that are reasonably related
      to
      the performance of the audit or review of our financial statements were $0
      for
      the six months ended December 31, 2007.





**Tax
      Fees**





Our
      registered independent auditors did not render any services for tax compliance,
      tax advice and tax planning during the six months ended December 31, 2007.





**All
      Other Fees**





Our
      registered independent auditors did not bill us any additional fees that are
      not
      disclosed under audit fees, audit related fees, or tax fees in each of the
      last
      two calendar years.




**Audit
      Committee Pre-Approval Process, Policies and Procedures**




We
      do not
      have an Audit Committee. Our registered independent auditors have performed
      their audit procedures in accordance with pre-approved policies and procedures
      established by our Board of Directors.




11


**SIGNATURES**





Pursuant
      to the requirements of Section 13 or 15(d) of the Securities and Exchange Act
      of
      1934, the Company has duly caused this Report to be signed on its behalf by
      the
      undersigned, thereunto duly authorized, on this 19th day of
      September, 2008.


**ISDERA
                  NORTH AMERICA, INC.**/s/
                    Jing JiangJing
                  JiangChief
                  Executive Officer




12


Pursuant
      to the requirements of the Securities Exchange Act of 1934, this Report has
      been
      signed below by the following person on behalf of the Company and in the
      capacities indicated below and on the dates indicated .




**Signatures**
              
              **Title**
              
              **Date**/s/
                  Jing JiangJing
                  Jiang
              
              Chief
                  Executive Officer
              
              September
                  19, 2008




13




**ISDERA,
      NORTH AMERICA, INC.**


**(A
      DEVELOPMENT STAGE COMPANY)**


**INDEX
      TO FINANCIAL STATEMENTS**


**DECEMBER
      31, 2007, AND 2006, AND JUNE 30, 2007**


Report
                  of Registered Independent Auditors
              
              F-2Financial
                  Statements-Balance
                  Sheets as of December 31, 2007, and 2006, and June 30,
                  2007
              
              F-3Statements
                  of Operations for the Six Months Ended December 31, 2007, and 2006,
                  the
                  Year ended June 30, 2007, and the Period from Re-entering the Development
                  Stage Through December 31, 2007
              
              F-4Statements
                  of Stockholders’ (Deficit) for the Periods from August 9, 2006, Through
                  December 31, 2007
              
              F-5Statements
                  of Cash Flows for the Six Months Ended December 31, 2007, and 2006,
                  the
                  Year ended June 30, 2007, and the Period from Re-entering the Development
                  Stage Through December 31, 2007
              
              F-6Notes
                  to Financial Statements December 31, 2007, and 2006
              
              F-7




F-1





**REPORT
      OF REGISTERED INDEPENDENT AUDITORS - 2007**





To
      the
      Board of Directors and Stockholders


of
      Isdera
      North America, Inc.:





We
      have
      audited the accompanying balance sheet of Isdera North America, Inc. (a Nevada
      corporation in the development stage) as of December 31, 2007, and June 30,
      2007, and the related statements of operations, stockholders’ (deficit), and
      cash flows for the six-month period ended December 31, 2007, the year ended
      June
      30, 2007, and the period from re-entering the development stage (August 9,
      2006)
      through December 31, 2007. These financial statements are the responsibility
      of
      the Company’s management. Our responsibility is to express an opinion on these
      financial statements based on our audits.





We
      conducted our audits in accordance with standards of the Public Company
      Accounting Oversight Board (United States of America). Those standards require
      that we plan and perform the audits to obtain reasonable assurance about whether
      the financial statements are free of material misstatement. An audit includes
      examining, on a test basis, evidence supporting the amounts and disclosures
      in
      the financial statements. An audit also includes assessing the accounting
      principles used and significant estimates made by management, as well as
      evaluating the overall financial statement presentation. We believe that our
      audits provide a reasonable basis for our opinion.





In
      our
      opinion, the financial statements referred to above present fairly, in all
      material respects, the financial position of Isdera North America, Inc. as
      of
      December 31, 2007, and June 30, 2007, and the results of its operations and
      its
      cash flows for the six-month period ended December 31, 2007, the year ended
      June
      30, 2007, and for the period from re-entering the development stage (August
      9,
      2006) through December 31, 2007, in conformity with accounting principles
      generally accepted in the United States of America.





The
      accompanying financial statements have been prepared assuming that the Company
      will continue as a going concern. As discussed in Note 2 to the financial
      statements, the Company is in the development stage, and has not established
      any
      source of revenue to cover its operating costs. As such, it has incurred an
      operating loss since inception. These and other factors raise substantial doubt
      about the Company’s ability to continue as a going concern. Management’s plan
      regarding these matters is also described in Note 2 to the financial statements.
      The financial statements do not include any adjustments that might result from
      the outcome of this uncertainty.





Respectfully
      submitted,





/S/
      Davis
      Accounting Group P.C.





Cedar
      City, Utah,


September
      12, 2008.





F-2





**ISDERA
      NORTH AMERICA, INC.**


**(A
      DEVELOPMENT STAGE COMPANY)**


**BALANCE
      SHEETS (NOTE 2)**


**AS
      OF DECEMBER 31, 2007, AND 2006,**


**AND
      JUNE 30, 2007**




**As of December 31,**
            
            **As of****2007**
            
            **2006**
            
            **June 30, 2007****(Unaudited)****ASSETS****Current
                Assets:**Cash
                in bank
            
            $
            -
            
            $
            46
            
            $
            30Prepaid
                consulting fees
            
            
            -
            
            
            -
            
            
            3,212Total
                current assets
            
            
            -
            
            
            46
            
            
            3,242**Total
                Assets**
            
            $
            -
            
            $
            46
            
            $
            3,242**LIABILITIES
                AND STOCKHOLDERS' (DEFICIT)****Current
                Liabilities:**Accrued
                liabilities
            
            $
            2,000
            
            $
            881
            
            $
            5,000Due
                to related party - Stockholder
            
            
            12,000
            
            
            138,523
            
            
            1,600Total
                current liabilities
            
            
            14,000
            
            
            139,404
            
            
            6,600Total
                liabilities
            
            
            14,000
            
            
            139,404
            
            
            6,600**Commitments
                and Contingencies****Stockholders'
                (Deficit):**Common
                stock, par value $0.001 per share, 50,000,000 shares authorized;
                4,284,400, 100 and 4,284,400 shares issued and outstanding,
                respectively
            
            
            4,284
            
            
            -
            
            
            4,284Additional
                paid-in capital
            
            
            167,632
            
            
            1,000
            
            
            161,029Common
                stock subscribed - None, 39,000 shares and none,
                respectively
            
            
            -
            
            
            1,950
            
            
            -Prior
                accumulated (deficit)
            
            
            (53,862
            )
            
            (53,862
            )
            
            (53,862
            )(Deficit)
                accumulated during the development stage
            
            
            (132,054
            )
            
            (88,446
            )
            
            (114,809
            )Total
                stockholders' (deficit)
            
            
            (14,000
            )
            
            (139,358
            )
            
            (3,358
            )**Total
                Liabilities and Stockholders' (Deficit)**
            
            $
            -
            
            $
            46
            
            $
            3,242




The
      accompanying notes to financial statements


are
      an
      integral part of these balance sheets.




F-3




**ISDERA
      NORTH AMERICA, INC.**


**(A
      DEVELOPMENT STAGE COMPANY)**


**STATEMENTS
      OF OPERATIONS (NOTE 2)**


**FOR
      THE SIX MONTHS ENDED DECEMBER 31, 2007, AND 2006, THE YEAR ENDED JUNE 30, 2007,
      AND THE PERIODFROM RE-ENTERING THE DEVELOPMENT STAGE (AUGUST 9, 2006)
      THROUGH DECEMBER 31, 2007**





**Period From****Re-entering****The Development****Six Months Ended December 31,**
            
            **Year Ended June 30,**
            
            **Stage Through****2007**
            
            **2006**
            
            **2007**
            
            **December 31, 2007****(Unaudited)****Revenues**
            
            $
            -
            
            $
            -
            
            $
            -
            
            $
            -**Expenses:**General
                and administrative -Legal
                fees
            
            
            10,000
            
            
            50,000
            
            
            50,000
            
            
            60,000Consulting
                fees
            
            
            3,212
            
            
            16,061
            
            
            35,333
            
            
            38,545Accounting
                and audit fees
            
            
            4,000
            
            
            21,020
            
            
            26,020
            
            
            30,020Transfer
                agent fees
            
            
            -
            
            
            -
            
            
            1,750
            
            
            1,750Registration
                fees
            
            
            -
            
            
            329
            
            
            330
            
            
            330Other
            
            
            -
            
            
            -
            
            
            200
            
            
            200Bank
                fees
            
            
            33
            
            
            -
            
            
            65
            
            
            98Total
                general and administrative expenses
            
            
            17,245
            
            
            87,410
            
            
            113,698
            
            
            130,943**(Loss)
                from Operations**
            
            
            (17,245
            )
            
            (87,410
            )
            
            (113,698
            )
            
            (130,943
            )**Other
                (Expense)**Interest
                (expense)
            
            
            -
            
            
            (881
            )
            
            (956
            )
            
            (956
            )Total
                other (expense)
            
            
            -
            
            
            (881
            )
            
            (956
            )
            
            (956
            )**Provision
                for income taxes**
            
            
            
            
            
            (155
            )
            
            (155
            )
            
            (155
            )**Net
                (Loss)**
            
            $
            (17,245
            )
            $
            (88,446
            )
            $
            (114,809
            )
            $
            (132,054
            )**(Loss)
                Per Common Share:**(Loss)
                per common share - Basic and Diluted
            
            $
            (0.00
            )
            $
            (884.46
            )
            $
            (0.06
            )**Weighted
                Average Number of Common Shares Outstanding - Basic and
                Diluted**
            
            
            4,284,400
            
            
            100
            
            
            2,030,741





The
      accompanying notes to financial statements are


an
      integral part of these statements.





F-4




**ISDERA
      NORTH AMERICA, INC.**


**(A
      DEVELOPMENT STAGE COMPANY)**


**STATEMENTS
      OF STOCKHOLDERS' EQUITY (NOTE 2)**


**FOR
      THE YEARS ENDED THROUGH DECEMBER 31, 2007, AND THE PERIOD FROM RE-ENTERING**


**THE
      DEVELOPMENT STAGE (AUGUST 9, 2006) THROUGH DECEMBER 31,
      2007**




**(Deficit)****Accumulated****Additional**
              
              **Prior**
              
              **During
                  the****Common
                  stock**
              
              **Paid-in**
              
              **Accumulated**
              
              **Development****Description**
              
              **Shares**
              
              **Amount**
              
              **Capital**
              
              **(Deficit)**
              
              **Stage**
              
              **Totals****Balance
                  - August 9, 2006**
              
              
              100
              
              $
              -
              
              $
              1,000
              
              $
              (53,707
              )
              $
              -
              
              $
              (52,707
              )Issuance
                  of common stock for cash
              
              
              39,000
              
              
              39
              
              
              1,911
              
              
              -
              
              
              -
              
              
              1,950Consulting
                  services paid by issued shares
              
              
              2,995,400
              
              
              2,995
              
              
              105,550
              
              
              -
              
              
              -
              
              
              108,545Loan
                  from Director paid by issued shares
              
              
              1,249,900
              
              
              1,250
              
              
              52,568
              
              
              -
              
              
              -
              
              
              53,818Net
                  (loss) for the period
              
              
              -
              
              
              -
              
              
              -
              
              
              (155
              )
              
              (114,809
              )
              
              (114,964
              )**Balance
                  - June 30, 2007**
              
              
              4,284,400
              
              
              4,284
              
              
              161,029
              
              
              (53,862
              )
              
              (114,809
              )
              
              (3,358
              )Forgiveness
                  of related party loan
              
              
              -
              
              
              -
              
              
              6,603
              
              
              -
              
              
              -
              
              
              6,603Net
                  (loss) for the period
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              (17,245
              )
              
              (17,245
              )**Balance
                  - December 31, 2007**
              
              
              4,284,400
              
              $
              4,284
              
              $
              167,632
              
              $
              (53,862
              )
              $
              (132,054
              )
              $
              (14,000
              )




The
      accompanying notes to financial statements are


an
      integral part of these statements.


F-5





**ISDERA
      NORTH AMERICA, INC.**


**(A
      DEVELOPMENT STAGE COMPANY)**


**STATEMENTS
      OF CASH FLOWS (NOTE 2)**


**FOR
      THE SIX MONTHS ENDED DECEMBER 31, 2007, AND 2006, THE YEAR ENDED JUNE 30, 2007,
      AND THE PERIOD**


**FROM
      RE-ENTERING THE DEVELOPMENT STAGE (AUGUST 9, 2006) THROUGH DECEMBER 31,
      2007**











**Period From****Re-entering****Six Months Ended**
              
              
              
              **The Development****December 31,**
              
              **Year Ended**
              
              **Stage Through****2007**
              
              **2006**
              
              **June 30, 2007**
              
              **December 31, 2007****(Unaudited)****Operating
                  Activities:**Net
                  (loss)
              
              $
              (17,245
              )
              $
              (88,446
              )
              $
              (114,809
              )
              $
              (132,054
              )Adjustments
                  to reconcile net (loss) to net cash (used in) operating
                  activities:Consulting
                  and professional fees paid by issued shares
              
              
              -
              
              
              -
              
              
              105,333
              
              
              105,333Accrued
                  interest expense paid by issued shares
              
              
              -
              
              
              -
              
              
              956
              
              
              956Changes
                  in net assets and liabilities -Prepaid
                  expenses
              
              
              3,212
              
              
              -
              
              
              -
              
              
              3,212Accrued
                  liabilities
              
              
              (3,000
              )
              
              881
              
              
              5,000
              
              
              2,000**Net
                  Cash (Used in) Operating Activities**
              
              
              (17,033
              )
              
              (87,565
              )
              
              (3,520
              )
              
              (20,553
              )**Investing
                  Activities:**Cash
                  provided by investing activities
              
              
              -
              
              
              -
              
              
              -
              
              
              -**Net
                  Cash Provided by Investing Activities**
              
              
              -
              
              
              -
              
              
              -
              
              
              -**Financing
                  Activities:**Due
                  to related party - Director and stockholder
              
              
              17,050
              
              
              650
              
              
              700
              
              
              17,750Repayment
                  of related party loans
              
              
              (47
              )
              
              (1,950
              )
              
              -
              
              
              (47
              )Due
                  to consultants
              
              
              -
              
              
              86,061
              
              
              -
              
              
              -Issuance
                  of common stock for cash
              
              
              -
              
              
              1,950
              
              
              1,950
              
              
              1,950**Net
                  Cash Provided by Financing Activities**
              
              
              17,003
              
              
              86,711
              
              
              2,650
              
              
              19,653**Net
                  Increase in Cash**
              
              
              (30
              )
              
              (854
              )
              
              (870
              )
              
              (900
              )**Cash
                  - Beginning of Period**
              
              
              30
              
              
              900
              
              
              900
              
              
              900**Cash
                  - End of Period**
              
              $
              -
              
              $
              46
              
              $
              30
              
              $
              -**Supplemental
                  Disclosure of Cash Flow Information:**Cash
                  paid during the period for:Interest
              
              $
              -
              
              $
              -
              
              $
              -
              
              $
              -Income
                  taxes
              
              $
              -
              
              $
              155
              
              $
              155
              
              $
              310




**Supplemental
        Information of Noncash Investing and Financing
        Activities:**




On
      January 9, 2007, a loan to the Company of $52,862 by a Director and stockholder
      plus accrued interest of $956 were satisfied with the issuance of 1,249,900
      shares of common stock.





On
      January 9, 2007, the Company issued 2,097,200 shares of common stock for
      consulting services of $70,000 performed in agreement with a Consulting
      Agreement dated August 10, 2006.





On
      January 9, 2007, the Company issued 898,200 shares of common stock for
      consulting services of $38,545 performed in agreement with a Consulting
      Agreement dated August 10, 2006.





During
      the period ended September 30, 2007, a Director and shareholder forgave the
      Company of a related party debt in the amount of $5,000.





During
      the period ended December 31, 2007, a Director and shareholder forgave the
      Company of a related party debt in the amount of $1,603.




The
      accompanying notes to financial statements are


an
      integral part of these statements.


F-6


**ISDERA
      NORTH AMERICA, INC.**


**(A
      DEVELOPMENT STAGE COMPANY)**


**NOTES
      TO FINANCIAL STATEMENTS**


**DECEMBER
      31, 2007, AND 2006**





**(1)**  **Summary
      of Significant Accounting Policies**





*General
      Organization and Business*





Isdera
      North America, Inc. (“Isdera” or the “Company”) is a Nevada corporation
      (formerly a New York corporation – see Note 8) in the development stage and has
      not commenced operations. The Company was incorporated under the laws of the
      State of New York on October 20, 1987. The original business plan of the Company
      was to market and sell, in North America, high end automobiles and products
      produced by the German automaker Isdera GMBH. The Company has no formal or
      direct link to Isdera GMBH, other than a verbal agreement to receive commissions
      on the automobiles that the Company sells. The business was discontinued on
      about October 6, 1997, and remained dormant until August 9, 2006. As of August
      9, 2006, the Company re-entered the development stage and raised capital through
      a private placement of common stock with the purpose of starting a similar
      business. **** The
      accompanying financial statements of Isdera were prepared from the accounts
      of
      the Company under the accrual basis of accounting.




*Cash
      and Cash Equivalents*





For
      purposes of reporting within the statement of cash flows, the Company considers
      all cash on hand, cash accounts not subject to withdrawal restrictions or
      penalties, and all highly liquid debt instruments purchased with a maturity
      of
      three months or less to be cash and cash equivalents.





*Revenue
      Recognition*





The
      Company is in the development stage and has yet to realize revenues from
      operations. Once the Company has commenced operations, it will recognize
      revenues when delivery of goods or completion of services has occurred provided
      there is persuasive evidence of an agreement, acceptance has been approved
      by
      its customers, the fee is fixed or determinable based on the completion of
      stated terms and conditions, and collection of any related receivable is
      probable.




*Loss
      per Common Share*





Basic
      loss per share is computed by dividing the net loss attributable to the common
      stockholders by the weighted average number of shares of common stock
      outstanding during the period. Diluted loss per share is computed similar to
      basic loss 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. There were no dilutive financial instruments issued or outstanding
      for
      the periods ended December 31, 2007, and June 30, 2007.





*Income
      Taxes*





The
      Company accounts for income taxes pursuant to SFAS No. 109, *Accounting
      for Income Taxes* (“SFAS
      109”). Under SFAS 109, deferred tax assets and liabilities are determined based
      on temporary differences between the bases of certain assets and liabilities
      for
      income tax and financial reporting purposes. The deferred tax assets and
      liabilities are classified according to the financial statement classification
      of the assets and liabilities generating the differences.


F-7


**ISDERA
      NORTH AMERICA, INC.**


**(A
      DEVELOPMENT STAGE COMPANY)**


**NOTES
      TO FINANCIAL STATEMENTS**


**DECEMBER
      31, 2007, AND 2006**





The
      Company maintains a valuation allowance with respect to deferred tax assets.
      The
      Company establishes a valuation allowance based upon the potential likelihood
      of
      realizing the deferred tax asset and taking into consideration the Company’s
      financial position and results of operations for the current period. Future
      realization of the deferred tax benefit depends on the existence of sufficient
      taxable income within the carryforward period under the Federal tax
      laws.





Changes
      in circumstances, such as the Company generating taxable income, could cause
      a
      change in judgment about the realizability of the related deferred tax asset.
      Any change in the valuation allowance will be included in income in the year
      of
      the change in estimate.





*Fair
      Value of Financial Instruments*





The
      Company estimates the fair value of financial instruments using the available
      market information and valuation methods. Considerable judgment is required
      in
      estimating fair value. Accordingly, the estimates of fair value may not be
      indicative of the amounts the Company could realize in a current market
      exchange. As of December 31, 2007, and June 30, 2007, the carrying value of
      financial instruments approximated fair value due to the short-term nature
      and
      maturity of these instruments.




*Deferred
      Offering Costs*





The
      Company defers as other assets the direct incremental costs of raising capital
      until such time as the offering is completed. At the time of the completion
      of
      the offering, the costs are charged against the capital raised. Should the
      offering be terminated, deferred offering costs are charged to operations during
      the period in which the offering is terminated.




*Common
      Stock Registration Expenses*





The
      Company considers incremental costs and expenses related to the registration
      of
      equity securities with the SEC, whether by contractual arrangement as of a
      certain date or by demand, to be unrelated to original issuance transactions.
      As
      such, subsequent registration costs and expenses are reflected in the
      accompanying financial statements as general and administrative expenses, and
      are expensed as incurred.





*Estimates*





The
      financial statements are prepared on the basis of accounting principles
      generally accepted in the United States of America. The preparation of financial
      statements in conformity with generally accepted accounting principles requires
      management to make estimates and assumptions that affect the reported amounts
      of
      assets and liabilities as of December 31, 2007, and June 30, 2007, and expenses
      for the six months ended December 31, 2007, the year ended June 30, 2007, and the
      period from re-entering the development stage (August 9, 2006) through December
      31, 2007. Actual
      results could differ from those estimates made by management.





**(2)**  **Development
      Stage Activities and Going Concern**





The
      Company is currently in the development stage, and has no operations. The
      original business plan of the Company was to market and sell, in North America,
      high end automobiles and products produced by the German automaker Isdera GMBH.
      After re-entering the development stage, the Company intended to start a similar
      business. However, the Company has yet to begin operations and will remain
      in
      this dormant state until management of the Company determines a new direction.


F-8


**ISDERA
      NORTH AMERICA, INC.**


**(A
      DEVELOPMENT STAGE COMPANY)**


**NOTES
      TO FINANCIAL STATEMENTS**


**DECEMBER
      31, 2007, AND 2006**





Initial

      activities of the Company through December 31, 2007, include organization,
      completion of a capital formation activity to raise $1,950 from the sale of
      common stock to various stockholders, target market identification, and
      marketing plans. The Company completed in early May 2007 an activity to submit
      a
      Registration Statement on Form SB-2 to the Securities and Exchange Commission
      (“SEC”) to register 2,788,600 shares of common stock on behalf of selling
      stockholders. The Company will not receive any of the proceeds of this
      registration activity once the shares of common stock are sold. The Company
      intends to conduct additional capital formation activities through the issuance
      of its common stock to establish sufficient working capital to commence
      operations. While management of the Company believes that the Company will
      be
      successful in its capital formation and operating activities, there can be
      no
      assurance that the Company will be able to raise additional equity capital,
      or
      be able to generate sufficient revenues to sustain the operations of the
      Company.





The
      accompanying financial statements have been prepared in conformity with
      accounting principals generally accepted in the United States of America, which
      contemplate continuation of the Company as a going concern. The Company has
      incurred an operating loss since inception and the cash resources of the Company
      are insufficient to meet its planned business objectives. These and other
      factors raise substantial doubt about the Company’s ability to continue as a
      going concern. The accompanying financial statements do not include any
      adjustments to reflect the possible future effects on the recoverability and
      classification of assets or the amounts and classification of liabilities that
      may result from the possible inability of the Company to continue as a going
      concern.





**(3)**  **Common
      Stock**





On
      January 9, 2007, the Company issued 39,000 shares of common stock in connection
      with a Private Placement Offering (“PPO”), exempt from registration under the
      Securities Act of 1933, that was offered by the Company at $0.05 per share
      of
      common stock for total proceeds of $1,950.





On
      January 9, 2007, the Company issued 1,249,900 shares of common stock to a
      Director and shareholder as repayment of a loan. See Note 6 for additional
      information.





On
      January 9, 2007, the Company issued 2,097,200 shares of common stock to satisfy
      the terms of a Consulting Agreement with Kingsgate Development Ltd. See Note
      8
      for additional information.





On
      January 9, 2007, the Company issued 898,200 shares of common stock to satisfy
      the terms of a Consulting Agreement with Eastern Glow Investments, Ltd. See
      Note
      8 for additional information.





The
      Company completed on May 9, 2007, an activity to submit a Registration Statement
      on Form SB-2 to the Securities and Exchange Commission (“SEC”) and register
      2,788,600 shares of common stock on behalf of selling stockholders. The Company
      will not receive any of the proceeds of this registration activity once the
      shares of common stock are sold. The Company intends to conduct additional
      capital formation activities through the issuance of its common stock to
      establish sufficient working capital to commence operations.


F-9


**ISDERA
      NORTH AMERICA, INC.**


**(A
      DEVELOPMENT STAGE COMPANY)**


**NOTES
      TO FINANCIAL STATEMENTS**


**DECEMBER
      31, 2007, AND 2006**





On
      October 4, 2007, Cosell Investments, Ltd. (the “Buyer”), and two stockholders of
      the Company, Kingsgate Development, Ltd. and Eastern Glow Investment, Ltd.
      (collectively, the “Sellers”), entered into a Stock Purchase Agreement. Pursuant
      to the terms and conditions of the Stock Purchase Agreement, the Buyer acquired
      from the Sellers 1,495,000 shares of common stock of the Company. As a result
      of
      the Stock Purchase Agreement, on October 12, 2007, the Buyer acquired
      approximately 34.9% of the issued and outstanding shares of common stock of
      the
      Company directly from the Sellers.





Pursuant
      to the terms and conditions set forth in the Stock Purchase Agreement,
      immediately following the closing of the transaction to purchase the 1,495,000
      shares of common stock of the Company from the Sellers, (i) the Buyers’ nominee,
      Jing Jiang, was appointed to the Board of Directors, and (ii) Ruediger Albrecht
      tendered his resignation from the Board of Directors and as an officer of the
      Company, effective as of 10 days after the delivery to the stockholders of
      the
      Company of an Information Statement pursuant to Rule 14f. In addition, Jing
      Jiang was appointed as the Chairman, Chief Executive Officer, Chief Financial
      Officer, and Secretary of the Company.





**(4)**  **Income
      Taxes**





The
      provision (benefit) for income taxes for the six-month period ended December
      31,
      2007, and the year ended June 30, 2007, were as follows (using a 22.5 percent
      effective Federal and state income tax rate):






**December
                31,**
            
            **June
                30,****2007**
            
            **2007**Current
                Tax Provision:Federal
                and state-Minimum
                state tax
            
            $
            -
            
            $
            155Total
                current tax provision
            
            $
            -
            
            $
            155Deferred
                Tax Provision:Federal
                and state-Loss
                carryforwards
            
            $
            3,880
            
            $
            25,832Change
                in valuation allowance
            
            
            (3,880
            )
            
            (25,832
            )Total
                deferred tax provision
            
            $
            -
            
            $
            -





The
      Company had deferred income tax assets as of December 31, 2007, as
      follows:




**2007**Loss
                carryforwards
            
            $
            41,831Less
                - Valuation allowance
            
            
            (41,831
            )Total
                net deferred tax assets
            
            $
            -




The
      Company provided a valuation allowance equal to the deferred income tax assets
      for the period ended December 31, 2007, because it is not presently known
      whether future taxable income will be sufficient to utilize the loss
      carryforwards.


F-10


**ISDERA
      NORTH AMERICA, INC.**


**(A
      DEVELOPMENT STAGE COMPANY)**


**NOTES
      TO FINANCIAL STATEMENTS**


**DECEMBER
      31, 2007, AND 2006**




As
      of
      December 31, 2007, the Company had approximately $185,916 in tax loss
      carryforwards that can be utilized in future periods to reduce taxable income,
      and expire at various times through the year 2027.





**(5)**  **Related
      Party Transactions**





In
      August
      2006, the Company signed a promissory note with Mr. Ruediger Albrecht, the
      President and Director of Isdera, for $52,862. The Company borrowed the money
      from Mr. Albrecht at various times from 1987 through 2006. The note is dated
      August 9, 2006, is payable on June 30, 2007, and bears interest at five percent
      per annum with interesting accruing on September 1, 2006. The promissory note
      and accrued interest of $956 were satisfied on January 9, 2007, through the
      issuance of 1,249,900 shares of common stock of the Company.





During
      the period ended September 30, 2007, a former Director and shareholder forgave
      the Company of a related party debt in the amount of $5,000. The amount forgiven
      was recorded as additional paid-in capital.





As
      of
      December 31, 2007, the Company owed to a stockholder $12,000 that was loaned
      to
      the Company. The loan was provided for working capital purposes, is unsecured,
      non-interest bearing, and has no terms for repayment.




**(6)**  **Recent
      Accounting Pronouncements**





In
      February 2007, the FASB issued SFAS No. 159, *“The
      Fair Value of Option for Financial Assets and Liabilities”* (“SFAS
      No. 159”), which permits entities to measure many financial instruments and
      certain other items at fair value that are not currently required to be measured
      at fair value. An entity would report unrealized gains and losses on items
      for
      which the fair value option had been elected in earnings at each subsequent
      reporting date. The objective is to improve financial reporting by providing
      entities with the opportunity to mitigate volatility in reported earrings caused
      by measuring related assets and liabilities differently without having to apply
      complex hedge accounting provisions. The decision about whether to elect the
      fair value option is applied instrument by instrument, with a few exceptions;
      the decision is irrevocable; and it is applied only to entire instruments and
      not to portions of instruments. The statement requires disclosures that
      facilitate comparisons (a) between entities that choose different measurement
      attributes for similar assets and liabilities and (b) between assets and
      liabilities in the financial statements of an entity that selects different
      measurement attributes for similar assets and liabilities. SFAS No. 159 is
      effective for financial statements issued for fiscal years beginning after
      November 15, 2007. Early adoption is permitted as of the beginning of a fiscal
      year provided the entity also elects to apply the provisions of SFAS No. 157.
      Upon implementation, an entity shall report the effect of the first
      re-measurement to fair value as a cumulative-effect adjustment to the opening
      balance of retained earnings. Since the provisions of SFAS No. 159 are applied
      prospectively, any potential impact will depend on the instruments selected
      for
      fair value measurement at the time of implementation. The management of the
      Company does not believe that the adoption of this standard will have a material
      impact on the results of operations or financial position.





In
      December 2007, the FASB issued SFAS No. 160, *“Noncontrolling
      Interests in Consolidated Financial Statements*–*an amendment of
      ARB No. 51”* (“SFAS
      No. 160”), ** which
      establishes accounting and reporting standards to improve the relevance,
      comparability, and transparency of financial information in its consolidated
      financial statements. This is accomplished by requiring all entities, except
      not-for-profit organizations, that prepare consolidated financial statements
      to
      (a) clearly identify, label, and present ownership interests in subsidiaries
      held by parties other than the parent in the consolidated statement of financial
      position within equity, but separate from the parent’s equity; (b) clearly
      identify and present both the parent’s and the noncontrolling’s interest
      attributable consolidated net income on the face of the consolidated statement
      of income; (c) consistently account for changes in parent’s ownership interest
      while the parent retains it controlling financial interest in subsidiary and
      for
      all transactions that are economically similar to be accounted for similarly;
      (d) measure of any gain, loss, or retained noncontrolling equity at fair value
      after a subsidiary is deconsolidated; and (e) provide sufficient disclosures
      that clearly identify and distinguish between the interests of the parent and
      the interests of the noncontrolling owners. This Statement also clarifies that
      a
      noncontrolling interest in a subsidiary is an ownership interest in the
      consolidated entity that should be reported as equity in the consolidated
      financial statements. SFAS No. 160 is effective for fiscal years and interim
      periods on or after December 15, 2008. The management of the Company does not
      expect the adoption of this pronouncement to have a material impact on its
      financial statements.


F-11


**ISDERA
      NORTH AMERICA, INC.**


**(A
      DEVELOPMENT STAGE COMPANY)**


**NOTES
      TO FINANCIAL STATEMENTS**


**DECEMBER
      31, 2007, AND 2006**





In
      March
      2008, the FASB issued FASB Statement No. 161, *“Disclosures
      about Derivative Instruments and Hedging Activities – an amendment
      of
      FASB Statement 133”* (“SFAS
      No. 161”). SFAS No. 161 enhances required disclosures regarding derivatives and
      hedging activities, including enhanced disclosures regarding how: (a) an entity
      uses derivative instruments; (b) derivative instruments and related hedged
      items
      are accounted for under SFAS No. 133, *“Accounting
      for Derivative Instruments and Hedging Activities”* ;
      and (c)
      derivative instruments and related hedged items affect an entity’s financial
      position, financial performance, and cash flows. Specifically, SFAS No. 161
      requires:





●
            Disclosure
                of the objectives for using derivative instruments be disclosed in
                terms
                of underlying risk and accounting
                designation;


●
            Disclosure
                of the fair values of derivative instruments and their gains and
                losses in
                a tabular format;


●
            Disclosure
                of information about credit-risk-related contingent features;
                and


●
            Cross-reference
                from the derivative footnote to other footnotes in which
                derivative-related information is
                disclosed.





SFAS
      No.
      161 is effective for fiscal years and interim periods beginning after November
      15, 2008. Earlier application is encouraged. The management of the Company
      does
      not expect the adoption of this pronouncement to have a material impact on
      its
      financial statements.





On
      May 9,
      2008, the FASB issued FASB Statement No. 162, “ *The
      Hierarchy of Generally Accepted Accounting Principles”* (“SFAS
      No. 162”). SFAS No. 162 is intended to improve financial reporting by
      identifying a consistent framework, or hierarchy, for selecting accounting
      principles to be used in preparing financial statements that are presented
      in
      conformity with U.S. generally accepted accounting principles (“GAAP”) for
      nongovernmental entities.





Prior
      to
      the issuance of SFAS No. 162, GAAP hierarchy was defined in the American
      Institute of Certified Public Accountants (“AICPA”) Statement on Auditing
      Standards (“SAS”) No. 69, “ *The
      Meaning of Present Fairly in Conformity with Generally Accept Accounting
      Principles.”* SAS No.
      69 has been criticized because it is directed to the auditor rather than the
      entity. SFAS No. 162 addresses these issues by establishing that the GAAP
      hierarchy should be directed to entities because it is the entity (not the
      auditor) that is responsible for selecting accounting principles for financial
      statements that are presented in conformity with GAAP.





The
      sources of accounting principles that are generally accepted are categorized
      in
      descending order as follows:


F-12


**ISDERA
      NORTH AMERICA, INC.**


**(A
      DEVELOPMENT STAGE COMPANY)**


**NOTES
      TO FINANCIAL STATEMENTS**


**DECEMBER
      31, 2007, AND 2006**





a)
            FASB
                Statements of Financial Accounting Standards and Interpretations,
                FASB
                Statement 133 Implementation Issues, FASB Staff Positions, and American
                Institute of Certified Public Accountants (AICPA) Accounting Research
                Bulletins and Accounting Principles Board Opinions that are not superseded
                by actions of the FASB.





b)
            FASB
                Technical Bulletins and, if cleared by the FASB, AICPA Industry Audit
                and
                Accounting Guides and Statements of
                Position.





c)
            AICPA
                Accounting Standards Executive Committee Practice Bulletins that
                have been
                cleared by the FASB, consensus positions of the FASB Emerging Issues
                Task
                Force (EITF), and the Topics discussed in Appendix D of EITF Abstracts
                (EITF D-Topics).





d)
            Implementation
                guides (Q&As) published by the FASB staff, AICPA Accounting
                Interpretations, AICPA Industry Audit and Accounting Guides and Statements
                of Position not cleared by the FASB, and practices that are widely
                recognized and prevalent either generally or in the
                industry.





SFAS
      No.
      162 is effective 60 days following the SEC’s approval of the Public Company
      Accounting Oversight Board amendment to its authoritative literature. It is
      only
      effective for nongovernmental entities; therefore, the GAAP hierarchy will
      remain in SAS 69 for state and local governmental entities and federal
      governmental entities.





On
      May
      26, 2008, the FASB issued FASB Statement No. 163, “ *Accounting
      for Financial Guarantee Insurance Contracts* ”
(“SFAS
      No. 163”). SFAS No. 163 clarifies how FASB Statement No. 60, “ *Accounting
      and Reporting by Insurance Enterprises* ”
(“SFAS
      No. 60”), applies to financial guarantee insurance contracts issued by insurance
      enterprises, including the recognition and measurement of premium revenue and
      claim liabilities. It also requires expanded disclosures about financial
      guarantee insurance contracts.





The
      accounting and disclosure requirements of SFAS No. 163 are intended to improve
      the comparability and quality of information provided to users of financial
      statements by creating consistency. Diversity exists in practice in accounting
      for financial guarantee insurance contracts by insurance enterprises under
      SFAS
      No. 60, “ *Accounting
      and Reporting by Insurance Enterprises.* ”
That
      diversity results in inconsistencies in the recognition and measurement of
      claim
      liabilities because of differing views about when a loss has been incurred
      under
      FASB Statement No. 5, “ *Accounting
      for Contingencies* ”
(“SFAS
      No. 5”). SFAS No. 163 requires that an insurance enterprise recognize a claim
      liability prior to an event of default when there is evidence that credit
      deterioration has occurred in an insured financial obligation. It also requires
      disclosure about (a) the risk-management activities used by an insurance
      enterprise to evaluate credit deterioration in its insured financial obligations
      and (b) the insurance enterprise’s surveillance or watch list.





SFAS
      No.
      163 is effective for financial statements issued for fiscal years beginning
      after December 15, 2008, and all interim periods within those fiscal years,
      except for disclosures about the insurance enterprise’s risk-management
      activities. Disclosures about the insurance enterprise’s risk-management
      activities are effective the first period beginning after issuance of SFAS
      No.
      163. Except for those disclosures, earlier application is not permitted. The
      management of Isdera does not expect the adoption of this pronouncement to
      have
      material impact on its financial statements.


F-13


**ISDERA
      NORTH AMERICA, INC.**


**(A
      DEVELOPMENT STAGE COMPANY)**


**NOTES
      TO FINANCIAL STATEMENTS**


**DECEMBER
      31, 2007, AND 2006**





**(7)**  **Commitments
      and Contingencies**





The
      Company entered into a one-year Consulting Agreement on August 1, 2006, with
      Kingsgate Development, Ltd. (a British Virgin Islands Corporation and
“Kingsgate”) whereby Kingsgate agreed to assist the Company in becoming publicly
      traded, by utilizing its skills and by bearing up to $90,000 of registration
      costs on behalf of the Company. In exchange for its services, on January 9,
      2007, Kingsgate was issued 2,097,200 shares of common stock for a value of
      $70,000 or $0.033 per share to satisfy this obligation. At that time, Kingsgate
      owned 49 percent of the issued and outstanding shares of common stock of the
      Company





On
      August
      1, 2006, the Company entered into a one-year Consulting Agreement with Eastern
      Glow Investments, Ltd, (a British Virgin Islands Corporation and “Eastern Glow”)
      whereby Eastern Glow agreed to assist the Company in becoming publicly traded,
      by utilizing its skills on behalf of the Company as well as a commitment to
      loan
      to the Company up to a maximum of $50,000, at the libor interest rate plus
      2.5
      percent for the marketing plan of the Company. In exchange for its services,
      on
      January 9, 2007, Eastern Glow was issued 898,800 shares of common stock of
      the
      Company at $0.043 per share to satisfy this obligation. At that time, Eastern
      Glow owned 21 percent of the issued and outstanding shares of common stock
      of
      the Company.





**(8)**  **Changes
      in State of Incorporation, Common Stock and Year End**





On
      May 2,
      2008, the Company filed a Proxy Statement on Schedule 14A with the SEC. On
      May
      29, 2008, the Company held a meeting of stockholders to vote upon the change
      of
      the state of incorporation of the Company from New York to Nevada by merging
      the
      Company with and into a newly formed Nevada subsidiary, and to amend the
      Company’s Certificate of Incorporation to increase the authorized common stock,
      par value $0.001 per share, of the Company from 50,000,000 shares to 500,000,000
      shares. The shareholders also voted to amend the Company’s Bylaws to change the
      Company’s fiscal year end from June 30 to December 31.





On
      June
      24, 2008, the Company filed a Current Report on Form 8-K with the SEC and
      disclosed that on May 29, 2008, the shareholders of the Company approved the
      changes mentioned above. The 8-K also disclosed that on June 16, 2008, the
      Company entered into the Plan of Merger with its wholly owned subsidiary Isdera,
      North America, Inc. (a Nevada Corporation) to accomplish the Reincorporation
      from New York to Nevada.


F-14