UNITED
STATES


SECURITIES
AND EXCHANGE COMMISSION


Washington,
D.C. 20549




FORM
10-K/A


(Amendment
No. 1)


(Mark
One)


ý
            ANNUAL
      REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
      1934





For the
fiscal year ended: June 30,
2009







o
            TRANSITION
      REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
      1934





For the
transition period from ________ to ________





Commission
File No. 000-53305





STONECREST ONE,
INC.


(Exact
name of registrant as specified in its charter)





Nevada
            26-2168614(State
      or other jurisdiction of incorporation or organization)
            (I.R.S.
      Employer Identification No.)





605 Bonita Way, Prescott,
Arizona 86301


(Address
of principal executive offices)





928-642-3473


Issuer’s
telephone number





Securities
registered under Section 12(b) of the Exchange Act:





None





Securities
registered under Section 12(g) of the Exchange Act:





Common Stock, par value
$0.0001 per share


(Title
of Class)





Indicate
by check mark if the registrant is a well-known seasoned issuer, as defined in
Rule 405 of the Securities Act.


o  Yes   x  No


Indicate
by check mark if the registrant is not required to file reports pursuant to
Section 13 or Section 15(d) of the Exchange Act.


o  Yes   x  No





Indicate
by check mark whether the registrant (1) has filed all reports required to be
filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the
preceding 12 months (or for such shorter period that the registrant was required
to file such reports), and (2) has been subject to such filing requirements for
the past 90 days.


x  Yes   o  No





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




x  Yes   o  No





Indicate
by check mark if disclosure of delinquent filers pursuant to Item 405 of
Regulation S-K (§ 229.405 of this chapter) is not contained herein, and will not
be contained, to the best of registrant’s knowledge, in definitive proxy or
information statements incorporated by reference in Part III of this Form 10-K
or any amendment to this Form 10-K.


x  Yes   o  No












Indicate
by check mark whether the registrant is a large accelerated filer, an
accelerated filer, a non-accelerated filer, or a smaller reporting company. See
the definitions of “large accelerated filer,” “accelerated filer” and “smaller
reporting company” in Rule 12b-2 of the Exchange Act.





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





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


x Yes o No





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
last sold, or the average bid and asked price of such common equity, as of the
last business day of the registrant’s most recently completed second fiscal
quarter.    $0





APPLICABLE
ONLY TO REGISTRANTS INVOLVED IN BANKRUPTCY


PROCEEDINGS
DURING THE PRECEDING FIVE YEARS:





Indicate
by check mark whether the registrant has filed all documents and reports
required to be filed by Section 12, 13 or 15(d) of the Securities Exchange Act
of 1934 subsequent to the distribution of securities under a plan confirmed by a
court.  Yes     No





(APPLICABLE
ONLY TO CORPORATE REGISTRANTS)





Indicate
the number of shares outstanding of each of the registrant’s classes of common
stock, as of the latest practicable date.At September 28, 2009 there were
1,000,000 shares of common stock outstanding.





DOCUMENTS
INCORPORATED BY REFERENCE


None





ii




EXPLANATORY
NOTE




In this
Amendment No. 1 to Annual Report on Form 10-K/A for the year ended June 30, 2009
("Amendment No. 1”) as originally filed with the Securities and Exchange
Commission (the “SEC”) on September 28, 2009 (the “Original Filing”), we refer
to Stonecrest One, Inc., a Nevada corporation, as “we,” “us,” “our” or the
“Company.”




We are
filing this Amendment No. 1 to:





·
            file
      financial statements that include an audit report in which our auditor has
      revised the scope and opinion paragraphs of its audit report filed with
      the Original Filing to opine upon the cumulative period from inception
      (January 22, 2008) through June 30,
2009;


·
            amend
      "Item 9A. Controls and Procedures" to identify the framework used by
      management in evaluating the effectiveness of the Company's internal
      control over financial reporting;


·
            revise
      the footnotes to the Principal Stockholders Table in Item 12  to
      identify the persons who control each named entity;
  and


·
            revise
      the list of exhibits included in Item 15 to identify all of the previously
      filed exhibits; and


·
            revise
      the signature page to identify that the document was signed by the
      Company's principal accounting
officer.





In
accordance with Rule 12b-15 under the Securities Exchange Act of 1934, as
amended (the “Exchange Act”), each item of the Original Filing that is amended
by this Amendment No. 1 is superceded in its entirety, and this Amendment No. 1
is accompanied by currently dated certifications on Exhibit 31.1 and
32.1.




Except as
expressly set forth in this Amendment No. 1, we are not amending any other part
of the Original Filing.  This Amendment No. 1 continues to speak as of
the date of the Original Filing, except as such disclosure is amended by this
Amendment No. 1, and does not reflect events occurring after the filing of the
Original Filing, or modify or update any related or other disclosures, including
forward-looking statements, unless expressly noted
otherwise.  Accordingly, this Amendment No. 1 should be read in
conjunction with the Original Filing and with our other filings made with the
SEC subsequent to the filing of the Original Filing.  The filing of
this Amendment No. 1 shall not be deemed an admission that the Original Filing
when made included any untrue statement of a material fact or omitted to state a
material fact necessary to make a statement not misleading.




iii





Item
8. Financial Statements and Supplementary Data.





FINANCIAL
STATEMENT INDEX





Independent
      Auditor’s Report
            
            
            F-1Balance
      Sheet for the years ended June 30, 2009 and 2008
            
            
            F-2Statement
      of Operations for the years ended June 30, 2009 and 2008 and cumulative
      since inception (January 22, 2008)
            
            
            F-3Statement
      of Stockholders’ Deficit for the years ended June 30, 2009 and 2008 and
      cumulative since inception (January 22, 2008)
            
            
            F-4Statement
      of Cash Flows for the years ended June 30, 2009 and 2008 and cumulative
      since inception (January 22, 2008)
            
            
            F-5Notes
      to Financial Statements
            
            
            F-6










REPORT
OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM




To the
Shareholders and Board Members





Stonecrest
One, Inc.





I have
audited the accompanying balance sheet of Stonecrest One, Inc. (A Development
Stage Company) as of June 30, 2009 and the related statements of operations,
stockholders’ deficit and cash flows for the period from inception (March 5,
2008) through  June 30, 2009 and for the years ended June 30, 2009 and
2008.  These financial statements are the responsibility of the
company’s management. My responsibility is to express an opinion on these
financial statements based on my audit.





I
conducted my audit in accordance with the standards of the Public Company
Accounting Oversight Board (United States). Those standards require that I plan
and perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. The company is not required to
have, nor was I engaged to perform, an audit of its internal control over
financial reporting.  My audit included consideration of internal
control over financial reporting as a basis for designing audit procedures that
are appropriate in the circumstances, but not for the purpose of expressing an
opinion on the effectiveness of the company’s internal control over financial
reporting.  Accordingly, I express no such opinion.  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. I believe that my
audit provides a reasonable basis for my opinion.





In my
opinion, the financial statements referred to above present fairly, in all
material respects, the financial position of Stonecrest One, Inc. (A Development
Stage Company) as of June 30, 2009, and the results of its operations and its
cash flows for the period from inception (March 5, 2008) through June 30, 2009
and for the years ended June 30, 2009 and 2008 in conformity with accounting
principles generally accepted in the United States of America.





The
accompanying financial statements have been prepared assuming the Company will
continue as a going concern. As discussed in Note H to the financial statements,
the Company is in the development stage, has suffered a loss, has a small net
capital surplus and has yet to generate an internal cash flow. These factors
raise substantial doubt about the Company’s ability to continue as a going
concern. Management’s plans in regard to these matters are also described in
Note E. The financial statements do not include any adjustments that might
result from the outcome of this uncertainty.







Traci J.
Anderson, CPA


Huntersville,
North Carolina





September
24, 2009





F-1




Stonecrest One, Inc.


(A
Development Stage Company)


Balance
Sheet





As
      of June 30,2009
            
            
            2008ASSETSCURRENT
      ASSETS:Cash
            
            $
            100
            
            
            $
            100TOTAL
      CURRENT ASSETS
            
            
            100
            
            
            
            100TOTAL
      ASSETS
            
            $
            100
            
            
            $
            100LIABILITIES
      AND STOCKHOLDERS' DEFICITCURRENT
      LIABILITIES:Note
      Payable to Related Party
            
            
            8,295
            
            
            
            -Accrued
      Interest Expense
            
            
            204TOTAL
      CURRENT LIABILITIES
            
            
            8,499
            
            
            
            -TOTAL
      LIABILITIES
            
            
            8,499
            
            
            
            -STOCKHOLDERS'
      DEFICITPreferred
      stock ($0.0001 par value; 10,000,000 shares authorized: none issued and
      outstanding)
            
            
            -
            
            
            
            -Common
      stock ($0.0001 par value; 100,000,000 shares authorized; 1,000,000 shares
      issued and outstanding) Accumulated Deficit
            
            
            (8,499
            )
            
            
            -TOTAL
      STOCKHOLDERS' DEFICIT
            
            
            (8,399
            )
            
            
            100TOTAL
      LIABILITIES AND STOCKHOLDERS' DEFICIT
            
            $
            100
            
            
            $
            100





The
accompanying notes are an integral part of these financial
statements.




F-2




Stonecrest One, Inc.


(A
Development Stage Company)


Statement
of Operations





For
      the years ended
            
            
            Cumulative
      TotalsJune
      30,
            
            
            June
      30,
            
            
            Since
      Inception2009
            
            
            2008
            
            
            March 5, 2008REVENUESIncome
            
            $
            -
            
            
            $
            -
            
            
            $
            -Total
      Revenues
            
            
            -
            
            
            
            -
            
            
            
            -EXPENSESSelling,
      general and administrative
            
            
            2,195
            
            
            
            -
            
            
            
            2,195Professional
      Fees
            
            
            6,100
            
            
            
            -
            
            
            
            6,100TOTAL
      EXPENSES
            
            
            8,295
            
            
            
            -
            
            
            
            8,295Net
      Income/(Loss) from Operations
            
            
            (8,295
            )
            
            
            -
            
            
            
            (8,295
            )OTHER
      (EXPENSE)/INCOMEInterest
      Expense
            
            
            (204
            )
            
            
            -
            
            
            
            (204
            )Net
      Income/(Loss)
            
            $
            (8,499
            )
            
            $
            -
            
            
            $
            (8,499
            )Net
      income/(loss) per share--basic and fully dilutedNet
      income/(loss) per share
            
            $
            (0.01
            )
            
            $
            -
            
            
            $
            (0.01
            )Weighted
      average shares outstanding--basic and fully diluted
            
            
            1,000,000
            
            
            
            1,000,000
            
            
            
            1,000,000




The
accompanying notes are an integral part of these financial
statements.




F-3




Stonecrest One, Inc.


(A
Development Stage Company)


Statement
of Stockholders' Deficit





Common
      Stock
            
            
            Preferred
      stock
            
            
            Additional
              Paid-in
            
            
            DeficitShares
            
            
            Amount
            
            
            Shares
            
            
            Amount
            
            
            Capital
            
            
            AccumulatedBalances,
      March 5, 2008 (Inception)
            
            $
            -
            
            
            $
            -
            
            
            $
            -
            
            
            $
            -
            
            
            $
            -
            
            
            $
            -Net
      income/(loss) for the year
            
            
            -
            
            
            
            -
            
            
            
            -
            
            
            
            -
            
            
            
            -
            
            
            
            -Issuance
      of common shares
            
            
            1,000,000
            
            
            
            100
            
            
            
            -
            
            
            
            -
            
            
            
            -
            
            
            
            -Balances,
      June 30, 2008
            
            
            1,000,000
            
            
            $
            100
            
            
            
            -
            
            
            $
            -
            
            
            $
            -
            
            
            $
            -Net
      income/(loss) for the year
            
            
            -
            
            
            
            -
            
            
            
            -
            
            
            
            -
            
            
            
            -
            
            
            
            (8,499
            )Balances,
      June 30, 2009
            
            
            1,000,000
            
            
            $
            100
            
            
            
            -
            
            
            $
            -
            
            
            $
            -
            
            
            $
            (8,499
            )




The
accompanying notes are an integral part of these financial
statements.




F-4




Stonecrest One, Inc.


(A
Development Stage Company)


Statement
of Cash Flows





Cumulative
      TotalsFor
      the years ended
            
            
            Since
      InceptionJune 30,2009
            
            
            June 30,2008
            
            
            March 5,2008CASH
      FLOWS FROM OPERATING ACTIVITIES:Net
      loss
            
            $
            (8,499
            )
            
            $
            -
            
            
            $
            (8,499
            )Adjustments
      to reconcile net (loss) to net cash used in operations:Changes
      in Assets and Liabilities:Increase/(decrease)
      in Accrued Expenses
            
            
            204
            
            
            
            -
            
            
            
            204NET
      CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES
            
            
            (8,295
            )
            
            
            -
            
            
            
            (8,295
            )CASH
      FLOWS FROM FINANCING ACTIVITIES:Note
      Payable to Related Party
            
            
            8,295
            
            
            
            -
            
            
            
            8,295Capital
      Stock purchase
            
            
            -
            
            
            
            100
            
            
            
            100NET
      CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES
            
            
            8,295
            
            
            
            100
            
            
            
            8,395NET
      INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS
            
            
            -
            
            
            
            100
            
            
            
            100CASH
      AND CASH EQUIVALENTS,BEGINNING
      OF THE YEAR
            
            
            100
            
            
            
            -
            
            
            
            -END
      OF THE YEAR
            
            $
            100
            
            
            $
            100
            
            
            $
            100SUPPLEMENTAL
      DISCLOSURES OF CASH FLOW INFORMATION:CASH
      PAID DURING THE YEAR FOR:Interest
            
            $
            -
            
            
            $
            -
            
            
            $
            -Taxes
            
            $
            -
            
            
            $
            -
            
            
            $
            -




The
accompanying notes are an integral part of these financial
statements.




F-5





STONECREST
ONE, INC.


NOTES TO
THE AUDITED FINANCIAL STATEMENTS


AS OF
JUNE 30, 2009




NOTE A- SUMMARY OF
SIGNIFICANT ACCOUNTING POLICIES





Business Activity-
Stonecrest One, Inc. (“The Company”) was organized under the laws of the State
of Nevada on March 5, 2008 as a corporation with a year end of June 30. The
Company’s objective is to acquire or merge with a target business or company in
a business combination.





Basis of
Presentation- The financial statements included herein were prepared
under the accrual basis of accounting.





Cash and Cash
Equivalents- For purposes of the Statement of Cash Flows, the Company
considers liquid investments with an original maturity of three months or less
to be cash equivalents.





Management’s Use of
Estimates- The preparation of financial statements in conformity with
accounting principles generally accepted in the United States of America
requires management to make estimates and assumptions that affect the reported
amounts of assets and liabilities and disclosures of contingent assets and
liabilities at the date of financial statements and the reported amounts of
revenue and expenses during the reporting period. Actual results could differ
from those estimates. The financial statements above reflect all of the costs of
doing business.





Revenue Recognition-
The Company’s policy is to recognize income when it is earned.





Comprehensive Income
(Loss)- The Company adopted Financial Accounting Standards Board
Statement of Financial Accounting Standards (SFAS) No. 130, “Reporting Comprehensive
Income” which establishes standards for the reporting and display of
comprehensive income and its components in the financial statements. There were
no items of comprehensive income (loss) applicable to the Company during the
period covered in the financial statements.





Net Income per Common
Share- Statement of Financial Accounting Standards (SFAS) No. 128
requires dual presentation of basic and diluted earnings per share (EPS) with a
reconciliation of the numerator and denominator of the EPS computations. Basic
earnings per share amounts are based on the weighted average shares of common
stock outstanding. If applicable, diluted earnings per share would assume the
conversion, exercise or issuance of all potential common stock instruments such
as option, warrants and convertible securities, unless the effect is to reduce a
loss or increase earnings per share. Accordingly, this presentation has been
adopted for the period presented. There were no adjustments required to net
income for the period presented in the computation of diluted earnings per
share.





Deferred Taxes-
Income taxes are provided in accordance with Statement of Financial Accounting
Standards (SFAS) No. 109, “Accounting for Income
Taxes”. A deferred tax asset or liability is recorded for all temporary
differences between financial and tax reporting and net operating loss-carry
forwards.





Deferred
tax assets are reduced by a valuation allowance when, in the opinion of
management, it is more likely than not that some portion or all of the deferred
tax asset will not be realized. Deferred tax assets and liabilities are adjusted
for the effect of changes in tax laws and rates on the date of
enactment.





Fair Value of Financial
Instruments- The carrying amounts reported in the balance sheet for cash,
accounts receivable and payable approximate fair value based on the short-term
maturity of these instruments.





Accounts Receivable-
Accounts deemed uncollectible are written off in the year they become
uncollectible. As of June 30, 2009, the balance in Accounts Receivable was
$0.




F-6





STONECREST
ONE, INC.


NOTES TO
THE AUDITED FINANCIAL STATEMENTS


AS OF
JUNE 30, 2009





NOTE A- SUMMARY OF
SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)





Impairment of Long-Lived
Assets- The Company evaluates the recoverability of its fixed assets and
other assets in accordance with Statement of Financial Accounting Standards
(SFAS) No. 144, “Accounting
for the Impairment or Disposal of Long-Lived Assets”. SFAS 144 requires
recognition of impairment of long-lived assets in the event the net book value
of such assets exceeds its expected cash flows. If so, it is considered to be
impaired and is written down to fair value, which is determined based on either
discounted future cash flows or appraised values. The Company adopted the
statement on inception. No impairments of these types of assets were recognized
during the period ended June 30, 2008.





Stock-Based
Compensation- The Company accounts for stock-based compensation using the
fair value method of Statement of Financial Accounting Standards (SFAS) No.
123R. This statement requires a public entity to measure the cost of employee
services received in exchange for an award of equity instruments based on the
grant-date fair value of the award (with limited exceptions). That cost will be
recognized over the period during which an employee is required to provide
service in exchange for the award- the requisite service period (usually the
vesting period). No compensation cost is recognized for equity instruments for
which employees do not render the requisite service.





Fair Value for Financial
Assets and Financial Liabilities- The Company has adopted Statement of
Financial Accounting Standards (SFAS) No. 159, “The Fair Value for Financial Assets
and Financial Liabilities- Including an Amendment of FASB Statement No.
115”. This statement permits entities to choose to measure many financial
instruments and certain other items at value. The objective is to improve
financial reporting by providing entities with the opportunity to mitigate
volatility in reporting earnings caused by measuring related assets and
liabilities differently without having to apply complex hedge accounting
provisions. This is expected to expand the use of fair value measurement, which
is consistent with the Board’s long-term measurement objectives for accounting
for financial instruments. No such assets or liabilities were recognized during
the period ending June 30, 2008.





Recent Accounting
Pronouncements- In March 2008, the FASB issued Statement of Financial
Accounting Standards No. 161, “Disclosures about Derivative Instruments and
Hedging Activities—an amendment of FASB Statement No. 133”.  This
statement requires enhanced disclosures about an entity’s derivative and hedging
activities and thereby improves the transparency of financial
reporting.  This Statement changes the disclosure requirements for
derivative instruments and hedging activities. Entities are required to provide
enhanced disclosures about (a) how and why an entity uses derivative
instruments, (b) how derivative instruments and related hedged items are
accounted for under Statement 133 and its related interpretations, and (c) how
derivative instruments and related hedged items affect an entity’s financial
position, financial performance, and cash flows.  This Statement is
effective for financial statements issued for fiscal years and interim periods
beginning after November 15, 2008, with early application encouraged. This
Statement encourages, but does not require, comparative disclosures for earlier
periods at initial adoption. The adoption of this standard is not expected to
have a material effect on the Company’s results of operations or financial
position.





F-7




STONECREST
ONE, INC.


NOTES TO
THE AUDITED FINANCIAL STATEMENTS


AS OF
JUNE 30, 2009





NOTE A- SUMMARY OF
SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)





Recent Accounting
Pronouncements (continued)





In April
2008, the FASB issued FSP FAS No. 142-3, “Determination of the Useful Life of
Intangible Assets”, which amends the factors that should be considered in
developing renewal or extension assumptions used to determine the useful life of
intangible assets under SFAS No. 142 “Goodwill and Other Intangible
Assets”.  The intent of this FSP is to improve the consistency between the
useful life of a recognized intangible asset under SFAS No. 142 and the period
of the expected cash flows used to measure the fair value of the asset under
SFAS No. 141 (revised 2007) “Business Combinations” and other U.S. generally
accepted accounting principles.    The implementation of FSP FAS
No. 142-3 is not expected to have a material impact on its consolidated
financial statements.





In May
2008, the FASB issued SFAS No. 162, “The Hierarchy of Generally Accepted
Accounting Principles.” SFAS No. 162 identifies the sources of accounting
principles and the framework for selecting the principles to be used in the
preparation of financial statements of nongovernmental entities that are
presented in conformity with generally accepted accounting principles in the
United States. It is effective 60 days following the SEC’s approval of the
Public Company Accounting Oversight Board amendments to AU Section 411, “The
Meaning of Present Fairly in Conformity With Generally Accepted Accounting
Principles.” The adoption of this statement is not expected to have a material
effect on the Company’s financial statements.





In
May 2008, the FASB issued SFAS No. 163, “Accounting for Financial
Guarantee Insurance Contracts — An interpretation of FASB Statement
No. 60.” 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
clarifies how Statement No. 60 applies to financial guarantee insurance
contracts, including the recognition and measurement to be used to account for
premium revenue and claim liabilities, and requires expanded disclosures about
financial guarantee insurance contracts. It is effective for financial
statements issued for fiscal years beginning after December 15, 2008,
except for some disclosures about the insurance enterprise’s risk-management
activities. SFAS No. 163 requires that disclosures about the
risk-management activities of the insurance enterprise be effective for the
first period beginning after issuance. Except for those disclosures, earlier
application is not permitted. The adoption of this statement is not expected to
have a material effect on the Company’s financial statements.





In
October 2008, the FASB issued FSP FAS No. 157-3, “Determining the Fair Value of
a Financial Asset When the Market for That Asset is Not Active.”  This
FSP clarifies the application of SFAS No. 157, “Fair Value Measurements,” in a
market that is not active.  The FSP also provides examples for
determining the fair value of a financial asset when the market for that
financial asset is not active.  FSP FAS No. 157-3 was effective upon
issuance, including prior periods for which financial statements have not been
issued.  The impact of adoption was not material to the Company’s
consolidated financial condition or results of operations.





In
January 2009, the FASB issued FSP Emerging Issues Task Force ("EITF") Issue No.
99-20-1, “Amendments to the Impairment Guidance of EITF Issue No. 99-20". This
FSP amends the impairment guidance in EITF Issue No. 99-20, “Recognition of
Interest Income and Impairment on Purchased Beneficial Interests and Beneficial
Interests That Continue to Be Held by a Transferor in Securitized Financial
Assets,” to achieve more consistent determination of whether an
other-than-temporary impairment has occurred. The FSP also retains and
emphasizes the objective of an other than- temporary impairment assessment and
the related disclosure requirements in FASB Statement No. 115, Accounting for Certain Investments
in Debt and Equity Securities,and other related guidance. This Issue is
effective for interim and annual reporting periods ending after December 15,
2008, and shall be applied prospectively. Retrospective application to a prior
interim or annual reporting period is not permitted. The adoption of FSP EITF
99-20-1 did not have a material effect on the Company’s consolidated financial
statements




F-8





STONECREST
ONE, INC.


NOTES TO
THE AUDITED FINANCIAL STATEMENTS


AS OF
JUNE 30, 2009





NOTE A- SUMMARY OF
SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)





Recent Accounting
Pronouncements (continued)





In April
2009, the FASB issued FSP FAS No. 115-2 and FAS No. 124-2, “Recognition and
Presentation of Other-Than-Temporary Impairments ". The objective of an
other-than-temporary impairment analysis under existing U.S. generally accepted
accounting principles (GAAP) is to determine whether the holder of an investment
in a debt or equity security for which changes in fair value are not regularly
recognized in earnings (such as securities classified as held-to-maturity or
available-for-sale) should recognize a loss in earnings when the investment is
impaired. An investment is impaired if the fair value of the investment is less
than its amortized cost basis. FSP FAS No. 115-2 and FAS No. 124-2 is effective
for interim and annual reporting periods ending after June 15, 2009, with early
adoption permitted for periods ending after March 15, 2009. Earlier adoption for
periods ending before March 15, 2009, is not permitted.  The
implementation of FSP FAS No. 115-2 and FAS No. 124-2 did not have a material
impact on the Company’s financial position and results of
operations.





In April
2009, the FASB issued FSP FAS No. 107-1 and APB No. 28-1, “Interim Disclosures
about Fair Value of Financial Instruments". This FSP amends SFAS No. 107, Disclosures about Fair Value of
Financial Instruments,to require disclosures about fair value of
financialinstruments for interim
reporting periods of publicly traded companies as well as in annualfinancial statements.
This FSP also amends APB Opinion No. 28, Interim Financial Reporting,to require those disclosures in summarized financial information at
interim reporting periods. FSP FAS No. 107-1 is effective for interim reporting
periods ending after June 15, 2009, with early adoption permitted for periods
ending after March 15, 2009.  The implementation of FSP FAS No. 107-1
did not have a material impact on the Company’s financial position and results
of operations





In April
2009, the FASB issued FASB Staff Position “FSP” No. SFAS 107-1 and APB 28-1,
“Interim Disclosures about Fair Value of Financial Instruments”.  This
FSP amends SFAS No. 107 to require disclosures about fair values of financial
instruments for interim reporting periods as well as in annual financial
statements.  The FSP also amends Accounting Principles Board Opinions
“APB Opinion” No. 28 to require those disclosures in summarized financial
information at interim reporting periods.  This FSP becomes effective
for interim reporting periods ending after June 15, 2009, with early adoption
permitted for periods ending after March 15, 2009.  The adoption of
this FSP is not expected to have a material impact on our consolidated financial
statements.





In April
2009, the FASB issued FSP FAS No. 157-4, “Determining Fair Value When the Volume
and Level of Activity for the Asset or Liability Have Significantly Decreased
and Identifying Transactions That Are Not Orderly". This FSP provides additional
guidance for estimating fair value in accordance with FASB Statement No. 157,
Fair Value Measurements, when the volume and level of activity for the asset or
liability have significantly decreased. This FSP also includes guidance on
identifying circumstances that indicate a transaction is not orderly. FSP FAS
No. 157-4 is effective for interim and annual reporting periods ending after
June 15, 2009, and shall be applied prospectively.  The implementation
of FSP FAS No. 157-4 did not have a material on the Company’s financial position
and results of operations.





In May
2009, the FASB issued SFAS No. 165, “Subsequent Events”.(“SFAS No. 165”)
This Statement establishes general standards of accounting for and disclosures
of events that occur after the balance sheet date but before financial
statements are issued or are available to be issued.  It requires the
disclosure of the date through which an entity has evaluated subsequent events
and the basis for that date and is effective for interim and annual periods
ending after June 15, 2009.  The adoption of SFAS No. 165 is not
expected to have a material impact on the Company’s financial
statements.





F-9




STONECREST
ONE, INC.


NOTES TO
THE AUDITED FINANCIAL STATEMENTS


AS OF
JUNE 30, 2009





NOTE A- SUMMARY OF
SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)





Recent Accounting
Pronouncements (continued)





In June
2009, the Financial Accounting Standards Board issued Statement “FASB” issued
Statement No. 168, “The FASB Accounting Standards Codification and the Hierarchy
of Generally Accepted Accounting Principles” (“SFAS No. 168”).  SFAS
No. 168 will become the single source of authoritative nongovernmental U.S.
generally accepted accounting principles (“GAAP”), superseding existing FASB,
American Institute of Certified Public Accountants (“AICPA”), Emerging Issues
Task Force (“EITF”), and related accounting literature.  SFAS No. 168
reorganizes the thousands of GAAP pronouncements into roughly 90 accounting
topics and displays them using a consistent structure.  Also included
is relevant Securities and Exchange Commission guidance organized using the same
topical structure in separate sections.  SFAS No. 168 will be
effective for financial statements issued for reporting periods that end after
September 15, 2009.  This statement will have an impact on the
Company’s financial statements since all future references to authoritative
accounting literature will be references in accordance with SFAS No.
168.





In June
2009, the FASB issued FSP Emerging Issues Task Force ("EITF") Issue No. 09-1,
“Accounting for Own-Share Lending Arrangements in Contemplation of Convertible
Debt Issuance or Other Financing”. This Issue is effective for fiscal years
beginning on or after December 15, 2009, and interim periods within those fiscal
years for arrangements outstanding as of the beginning of those fiscal years.
Share lending arrangements that have been terminated as a result of counterparty
default prior to the effective date of this Issue but for which the entity has
not reached a final settlement as of the effective date are within the scope of
this Issue. This Issue requires retrospective application for all arrangements
outstanding as of the beginning of fiscal years beginning on or after December
15, 2009. This Issue is effective for arrangements entered into on or after the
beginning of the first reporting period that begins on or after June 15, 2009.
Early adoption is not permitted. The Company is currently assessing the impact
of FSP EITF 09-1 on its financial position and results of
operations.





NOTE B-SUPPLEMENTAL CASH
FLOW INFORMATION





Supplemental
disclosures of cash flow information for the year ended June 30, 2009 and 2008
is summarized as follows:





Cash paid
during the year ended June 30, 2009 and 2008 for interest and income
taxes:





2009
            
            
            2008Interest
            
            $
            -
            
            
            $
            -Taxes
            
            $
            -
            
            
            $
            -





NOTE C-SEGMENT
REPORTING





In June,
1997, the Financial Accounting Standards Board issued Statement of Financial
Accounting Standards (SFAS) No. 131,”Disclosures About Segments of an
Enterprises and Related Information”. This Statement requires companies
to report information about operating segments in interim and annual financial
statements. It also requires segment disclosures about products and services,
geographic areas, and major customers. The Company determined that it did not
have any separately reportable operating segments as of June 30,
2009.




F-10




STONECREST
ONE, INC.


NOTES TO
THE AUDITED FINANCIAL STATEMENTS


AS OF
JUNE 30, 2009




NOTE D-INCOME
TAXES





Due to
the operating loss and the inability to recognize an income tax benefit there is
no provision for current or deferred federal or state income taxes for year
ended June 30, 2009





Deferred
income taxes reflect the net tax effects of temporary differences between the
carrying amounts of assets and liabilities for financial reporting purposes and
the amount used for federal and state income tax purposes.





The
Company’s total deferred tax asset, calculated using federal and state effective
tax rates, as of June 30, 2009 is as follows:




Total
      Deferred Tax Asset
            
            $
            2,890Valuation
      Allowance
            
            
            (2,890
            )Net
      Deferred Tax Asset
            
            
            -





The
reconciliation of income taxes computed at the federal statutory income tax rate
to total income taxes for the period from inception through June 30, 2009 and
2008 is as follows:





2009
            
            
            2008Income
      tax computed at the federal statutory rate
            
            
            34
            %
            
            
            34
            %State
      income tax, net of federal tax benefit
            
            
            0
            %
            
            
            0
            %Total
            
            
            34
            %
            
            
            34
            %Valuation
      allowance
            
            
            -34
            %
            
            
            -34
            %Total
      deferred tax asset
            
            
            0
            %
            
            
            0
            %





Because
of the Company’s lack of earnings history, the deferred tax asset has been fully
offset by a valuation allowance. The valuation allowance increased (decreased)
by approximately $2,890 and $0 for the years ending June 30, 2009 and 2008,
respectively.





As of
June 30, 2008, the Company had a federal and state net operating loss carry
forward in the amount of approximately $ 8,499 which expires in the year ending
June 30, 2029.





NOTE E-GOING
CONCERN





The
accompanying financial statements have been prepared on a going concern basis,
which assumes the Company will realize its assets and discharge its liabilities
in the normal course of business.  As reflected in the accompanying
financial statements, the Company has a deficit accumulated during the
development stage of $8,499, used cash from operations of $8,295 since its
inception, and has a negative working capital of $8,399 at June 30,
2009.





The
Company’s ability to continue as a going concern is dependent upon its ability
to generate future profitable operations and/or to obtain the necessary
financing to meet its obligations and repay its liabilities arising from normal
business operations when they come due.  The Company’s ability to
continue as a going concern is also dependent on its ability to find a suitable
target company and enter into a possible reverse merger with such
company.  Management’s plan includes obtaining additional funds by
equity financing through a reverse merger transaction and/or related party
advances; however there is no assurance of additional funding being
available.  These circumstances raise substantial doubt about the
Company’s ability to continue as a going concern. The accompanying financial
statements do not include any adjustments that might arise as a result of this
uncertainty.





F-11





STONECREST
ONE, INC.


NOTES TO
THE AUDITED FINANCIAL STATEMENTS


AS OF
JUNE 30, 2009





NOTE
F-COMMITMENTS





As of
June 30, 2008, the Company had no commitments.





NOTE G-CAPITAL
STOCK





The
Company is authorized to issue 100,000,000 common shares at $0.0001 par value
per share.





During
the year ended June 30, 2009, the company issued no stock.





During
the year ended June 30, 2008, the company issued 1,000,000 to the
following:





Name
            
            Number
              of shares
            
            Cash or Services
            
            Price
              per share
            
            
            Total
              valueAshland
      Global Corp.
            
            
            375,000
            
            founder
      shares
            
            $
            0.0001
            
            
            $
            37.50C3
      Strategic Capital, LLC
            
            
            250,000
            
            founder
      shares
            
            $
            0.0001
            
            
            $
            25.00Enverdia,
      LLC
            
            
            75,000
            
            founder
      shares
            
            $
            0.0001
            
            
            $
            7.50Sagacity
      Investments, LLC
            
            
            300,000
            
            founder
      shares
            
            $
            0.0001
            
            
            $
            30.001,000,000
            
            
            
            
            
            
            
            $
            100




The
Company is authorized to issue 10,000,000 preferred shares at $0.0001 per
share.





During
the year ended June 30, 2009 and 2008, the company issued no preferred
stock.





NOTE H-DEVELOPMENT STAGE
COMPANY





The
Company is in the development stage as of June 30, 2009 and to date has had no
significant operations. Recovery of the Company assets is dependent on future
events, the outcome of which is indeterminable. In addition, successful
completion of the Company’s development program and its transition, ultimately,
to attaining profitable operations is dependent upon obtaining adequate
financing to fulfill its development activities and achieving a level of sales
adequate to support the Company’s cost structure.





NOTE I—NOTE PAYABLE TO A
RELATED PARTY





The
Company has signed a promissory note with a related party.  The total
amount of the loan is $8,295 and it is payable on demand with an annual interest
rate of 8%.  Accrued interest not paid as of June 30, 2009 is
$204.




F-12




Item
9A. Controls and Procedures.
 
 Evaluation
of Disclosure Controls and Procedures
 
 As of the
end of the year covered by this Annual Report, our Principal Executive Officer,
who also is our Principal Financial Officer, performed an evaluation of the
effectiveness of our disclosure controls and procedures as defined in
Rules 13a-15(e) and 15d-15(e) of the Exchange Act.  Our
disclosure controls and procedures are designed to ensure that information
required to be disclosed in the reports we file or submit under the Exchange Act
is recorded, processed, summarized and reported within the time periods
specified in the SEC’s rules and forms, and that such information is accumulated
and communicated to our management to allow timely decisions regarding required
disclosures.  Based on this evaluation, our President has concluded
that the Company’s disclosure controls and procedures were effective as of
June 30, 2009.
 
 Management’s
Annual Report on Internal Control over Financial Reporting
 
 Management
is responsible for establishing and maintaining adequate internal control over
financial reporting, as defined in Rules 13a-15(f) and 15d-15(f) under the
Exchange Act.  Internal control over financial reporting is a process
designed to provide reasonable assurance regarding the reliability of financial
reporting and the preparation of financial statements in accordance with
generally accepted accounting principles in the United States, or
GAAP.  A company’s internal control over financial reporting includes
those policies and procedures that: (i) pertain to the maintenance of
records that, in reasonable detail, accurately and fairly reflect the
transactions and dispositions of the assets of the Company; (ii) provide
reasonable assurance that transactions are recorded as necessary to permit
preparation of financial statements in accordance with generally accepted
accounting principles, and that receipts and expenditures of the Company are
being made only in accordance with authorizations of management of the Company;
and (iii) provide reasonable assurance regarding prevention or timely
detection of unauthorized acquisition, use or disposition of the Company’s
assets that could have a material effect on the consolidated financial
statements.
 
 Because
of its inherent limitations, internal control over financial reporting may not
prevent or detect misstatements.  Also, projection of any evaluation
of effectiveness to future periods is subject to the risk that controls may
become inadequate because of changes in conditions, or that the degree of
compliance with the policies or procedures may deteriorate.
 
 Management
assessed the effectiveness of our internal control over financial reporting as
of June 30, 2009using the criteria set
forth by the Committee of Sponsoring Organizations of the Treadway Commission in
Internal Control—Integrated
Framework. Based on this evaluation, management concluded that, as of
June 30, 2009, the Company’s internal control over financial reporting was
effective.
 
 This
annual report does not include an attestation report of the Company’s registered
public accounting firm regarding internal control over financial reporting.
Management’s report was not subject to attestation by the Company’s registered
public accounting firm pursuant to temporary rules of the Securities and
Exchange Commission that permit the Company to provide only management’s report
in this annual report.
 
 Changes
in Internal Control over Financial Reporting
 
 There
were no changes in our internal control over financial reporting during the
quarter ended June 30, 2009 that have materially affected, or are reasonably
likely to materially affect, our internal control over financial
reporting.
 
 2
  Item
12. Security Ownership of Certain Beneficial Owners and Management and Related
Stockholder Matters.
 
 The
following table sets forth, as of September 28, 2009, the number of shares of
common stock owned of record and beneficially by our executive officer and
director and holders of 10% or more of outstanding shares of our common
stock:
 Name
      of
                Beneficial Owner(1)
              
              Amount
      of
                Beneficial Ownership
              
              
              Percent
      of Outstanding
                Shares of Class Owned(2)George
      C. Critz, III
              
              
              -0-
              (3)
              
              
              -0-Ashland
      Global Corp. (4)
              
              
              375,000
              
              
              
              37.5
              %Sagacity
      Investments, LLC (5)
              
              
              300,000
              
              
              
              30
              %C3
      Strategic Capital, LLC  (6)
              
              
              250,000
              
              
              
              25
              %Enverdia
      LLC (3)
              
              
              75,000
              
              
              
              7.5
              %All
      Officers and Directors as a Group (1 person)
              
              
              -0-
              
              
              
              -
  (1)
              The
      address for each of the persons named in the table above is c/o the
      Company.
 (2)
              Based
      on 1,000,000 shares outstanding as of the date of this September 28,
      2009.
 (3)
              Ms.
      Dayna Critz, the wife of George C. Critz, III, our sole director and
      officer, is the managing director of this entity and owns 90% of the
      outstanding interests.  George Critz, III owns 9% of the
      outstanding interests in the
entity.
 (4)
              This
      entity is controlled by Mark
Radford.
 (5)
              This
      entity is controlled by Anna C.
Rubin.
 (6)
              This
      entity is controlled by Forrest W.
Garvin.
 
 Compensation
Plans
 
 We have not adopted any compensation
plans for the benefit of our employees, representatives or
consultants.
 
 Item
15. Exhibits, Financial Statement Schedules.
 
 (a)           Financial
Statements
 
 The
following financial statements are filed as part of this report:
 
 Independent
      Auditor’s ReportBalance
      Sheet for the years ended June 30, 2009 and 2008Statement
      of Operations for the years ended June 30, 2009 and 2008 and cumulative
      since inception (January 22, 2008)Statement
      of Stockholders’ Deficit for the years ended June 30, 2009 and 2008 and
      cumulative since inception (January 22, 2008)Statement
      of Cash Flows for the years ended June 30, 2009 and 2008 and cumulative
      since inception (January 22, 2008)Notes
      to Financial Statements
  3
  (b)           Exhibits.
 
 The following are filed as exhibits to
this report:
 
 Exhibit
      No.
              
              Description
              
              Location
      Reference3.1
              
              Articles
      of Incorporation.
              
              13.2
              
              By-laws
              
              131.1
              
              Certification
      of Principal Executive Officer and Principal Financial Officer pursuant to
      Rule 13a-14 and Rule 15d 14(a), promulgated under the Securities and
      Exchange Act of 1934, as Amended.
              
              232.1
              
              Certification
      pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section906
      of the Sarbanes-Oxley Act of 2002.
              
              2
 
 1.
              Incorporated
      by reference to the registrant's registration statement on Form 10 as
      filed with the SEC on July 3, 2008.
 2.
              Filed
      herewith.
  4
  SIGNATURES
 
 Pursuant to the requirements of
Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant
has duly caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized on March 15, 2010
  STONECREST ONE,
      INC.By:
                /s/ George
      C. Critz, IIIGeorge
      C. Critz, III, President(Principal
      Executive Officer and Principal Accounting Officer)
  Pursuant
to the requirements of the Securities Exchange Act of 1934, this report has been
signed below by the following persons on behalf of the Registrant and in the
capacities indicated on March 15, 2010.
 
 Signature
              
              Title/s/ George C. Critz,
      III
              
              President,
      Principal Executive Officer, Principal AccountingGeorge
      C. Critz, III
              
              Officer
      and Director
 
 5