FORM 10QSB/A

CRYSTAL FINANCE HOLDING CORP - N/A

Filed: November 20, 2006 (period: September 30, 2006)

Quarterly report filed by small businesses

<PAGE>

                                Table of Contents


PART I

--FINANCIAL INFORMATION

ITEM 2   MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
         OF OPERATIONS

ITEM 3   CONTROLS AND PROCEDURES

PART II

--OTHER INFORMATION
ITEM 1   LEGAL PROCEEDINGS
ITEM 2   UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF
         PROCEEDS
ITEM 3   DEFAULTS UPON SENIOR SECURITIES
ITEM 4   SUBMISSION OF MATTER TO A VOTE OF SECURITY HOLDERS
ITEM 5   OTHER INFORMATION
ITEM 6   EXHIBITS AND REPORTS ON FORM 8-K

SIGNATURES

EX-31 (Certifications required under Section 302 of the Sarbanes-Oxley Act of
      2002)

EX-32 (Certifications required under Section 906 of the Sarbanes-Oxley Act of
      2002)

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                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                  FORM 10QSB/A

(Mark One)

                 |X| QUARTERLY REPORT UNDER SECTION 13 OR 15(d)

                     OF THE SECURITIES EXCHANGE ACT OF 1934

              For the quarterly period ended September 30, 2006 OR

          |_| TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE

        SECURITIES EXCHANGE ACT OF 1934 For the transition period from to

                         Commission file number 0-31405


                       Crystal Finance Holding Corporation
             (Exact name of registrant as specified in its charter)


              Delaware                              52-2257556
    State or other jurisdiction of               (I.R.S. Employer
     incorporation or organization)             Identification No.)


                         20801 Biscayne Blvd, Suite 403
                             Aventura, Florida 33180
                    (Address of principal executive offices)

                                  305/728-6293
                           (Issuer's telephone number)

                                  305/728-6482
                       (Issuer's former telephone number)

Check whether the issuer (1) filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act
during the past 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.

                                                                  Yes |X| No |_|

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

                                                                  Yes |X| No |_|

State the number of shares outstanding of each of the issuer's classes of
common equity, as of the latest practicable date.


Class                                      Outstanding at September 30, 2006

Common Stock, par value $0.0001                    1,000,000


Documents incorporated by reference:               None

<PAGE>

                         PART I -- FINANCIAL INFORMATION

                       CRYSTAL FINANCE HOLDING CORPORATION
                          (A DEVELOPMENT STAGE COMPANY)
                                  BALANCE SHEET
                            AS OF SEPTEMBER 30, 2006
                                   (Unaudited)
                  --------------------------------------------

ASSETS
------

Current Assets - Cash                                                  $    100
                                                                       --------

TOTAL ASSETS                                                           $    100
                                                                       ========

LIABILITIES AND STOCKHOLDERS' DEFICIT
-------------------------------------

LIABILITIES


Accounts Payable                                                         10,578

Current Liabilities - Payable to Shareholders                             9,276
                                                                       --------

TOTAL LIABILITIES                                                      $ 19,854

STOCKHOLDERS' DEFICIT                                                        --


Preferred Stock, $.0001 par value,
50,000,000 shares authorized,
none issued and outstanding                                                  --


Common Stock, $.0001 par value,
500,000,000 shares authorized,
1,000,000 issued and outstanding                                            100

Additional paid-in capital                                                  535

Deficit accumulated during development                                  (20,389)
stage                                                                        --

                                                                        (19,754)
                                                                       --------
TOTAL LIABILITIES AND
STOCKHOLDERS' DEFICIT                                                  $    100
                                                                       ========

See accompanying notes to financial statements


                                       2
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                       CRYSTAL FINANCE HOLDING CORPORATION
                          (A DEVELOPMENT STAGE COMPANY)
                            STATEMENTS OF OPERATIONS
                                   (Unaudited)
                   -------------------------------------------

<TABLE>
<CAPTION>
                                                                                                 For the
                     For the            For the            For the             For the           Period from
                     Three Months       Three Months       Nine Months         Nine Months       March 24, 1999
                     Ended              Ended              Ended               Ended             (Inception) To
                     September 30,      September 30,      September 30,       September 30,     September 30,
                     2006               2005               2006                2005              2006
                     -------------      -------------      -------------       ------------      -------------

<S>                  <C>                 <C>               <C>                 <C>               <C>
Income               $          --       $         --      $          --       $         --      $          --
Expenses:
Organisation
Expenses                        --                 --                 --                 --                535
Professional Fees           11,104                 --             19,854                 --             19,854
                     -------------       ------------      -------------       ------------      -------------

Total Expenses              11,104                 --             19,854                 --             20,389
                     -------------       ------------      -------------       ------------      -------------

NET (LOSS)                ($11,104)                --           ($19,854)                --           ($20,389)
                     =============       ============      =============       ============      =============

</TABLE>

See accompanying notes to financial statements


                                       3
<PAGE>

                       CRYSTAL FINANCE HOLDING CORPORATION
                          (A DEVELOPMENT STAGE COMPANY)
                 STATEMENTS OF CHANGES IN STOCKHOLDERS' DEFICIT
                  FROM THE PERIOD OF MARCH 24, 1999 (INCEPTION)
                              TO SEPTEMBER 30, 2006
                                   (Unaudited)
                            ------------------------

<TABLE>
<CAPTION>
                                                                Deficit
                                                  Additional   Accumulated
                                                     Paid       During
                         Common Stock Issued          In       Development
                      Shares            Amount      Capital       Stage        Total
                      ------------------------    ----------   ----------    ----------
<S>                    <C>                 <C>           <C>                        <C>
Common Stock
Issuance               1,000,000           100           535           --           635
Net loss for the
years ended
December 31, 1999             --            --            --         (535)         (535)
December 31, 2000             --            --            --           --            --
December 31, 2001             --            --            --           --            --
December 31, 2002             --            --            --           --            --


December 31, 2003             --            --            --           --            --
December 31, 2004             --            --            --           --            --
December 31, 2005             --            --            --           --            --

Common stock
returned February
28,2006               (1,000,000)         (100)           --           --          (100)


Common stock issued
June 30, 2006          1,000,000           100            --           --           100

September 30, 2006
Net (Loss)                    --            --            --      (19,854)      (19,854)
                      ----------    ----------    ----------   ----------    ----------

Balance at
September 30, 2006     1,000,000    $      100    $      535   ($  20,389)   ($  19,754)
                      ==========    ==========    ==========   ==========    ==========
</TABLE>

See accompanying notes to financial statements


                                       4
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                       CRYSTAL FINANCE HOLDING CORPORATION
                          (A DEVELOPMENT STAGE COMPANY)
                            STATEMENTS OF CASH FLOWS
                  FROM THE PERIOD OF MARCH 24, 1999 (INCEPTION)
                              TO SEPTEMBER 30, 2006
                                   (Unaudited)
                            ------------------------

<TABLE>
<CAPTION>
                                                                   For the
                               For the           For the           Period from
                               nine              nine              March 24,
                               months            months            1999
                               ended             ended             (Inception) to
                               September 30,     September 30,     September 30,
                               2006              2005              2006
                               --------------    ---------------   ----------------
<S>                                   <C>                                   <C>
Cash Flows From Operating
Activities

Net (Loss)
Adjustments To Reconcile Net
Loss To Net Cash Provided By          (19,854)                --            (20,389)
Operating Activities

Increase in Accounts Payable           19,854             19,854



Contributed Expenses                       --                 --                535
                               --------------    ---------------   ----------------

Net Cash Provided By
Operating Activities                       --                 --                 --
                               --------------    ---------------   ----------------
Cash Flows From Financial                  --                 --                 --
Activities


Redemption of Common Stock               (100)                --               (100)


Proceeds From Issuance Of                 100                 --                200
Common Stock                               --                 --                 --

Net Cash Provided By
Financing Activities                       --                 --                100
                               --------------    ---------------   ----------------

Increase In Cash
                               --------------    ---------------   ----------------
Cash
Beginning Of Period            $          100    $           100                 --
                               --------------    ---------------   ----------------

Cash
End Of Period                  $          100    $           100   $            100
                               ==============    ===============   ================

</TABLE>


See accompanying notes to financial statements


                                       5
<PAGE>

                       CRYSTAL FINANCE HOLDING CORPORATION
                          (A DEVELOPMENT STAGE COMPANY
                          NOTES TO FINANCIAL STATEMENTS
                        AS OF SEPTEMBER 30, 2006 AND 2005
                  --------------------------------------------

NOTE 1 ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

(A) Organization and Business Operations

The financial statements in this report have been prepared by Crystal Finance
Holding Corporation without audit, pursuant to the rules of the Securities and
Exchange Commission for quarterly reports on Form 10-QSB and do not include all
of the information and note disclosures required by accounting principles
generally accepted in the United States of America for annual financial
statements. These financial statements should be read in conjunction with the
financial statements and notes thereto for the year ended December 31, 2005,
included in the Company's Form 10-KSB filed with the Securities and Exchange
Commission on March 30, 2006.

In the opinion of management, information included in this report reflects
all adjustments, consisting of normal, recurring adjustments, necessary
for fair presentation of results for these interim periods.

The results of operations for the nine months ended September 30, 2006, are not
necessarily indicative of the results to be expected for the entire fiscal year
ending December 31, 2006.

Crystal Finance Holding Corporation (a development stage company) ("the
Company") was incorporated in Delaware on March 24, 1999 to serve as a vehicle
to effect a merger, exchange of capital stock, asset acquisition or other
business combination with a domestic or foreign private business.

On February 27, 2006, the Company formally changed its name from
Crystal Acquisition Corporation to Crystal Finance Holding Corporation.

The Company's ability to commence operations is contingent upon its
ability to identify a prospective target business.

(B) Use of Estimates

The preparation of the 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 and
disclosure of contingent assets and liabilities at the date of the financial
statements and the reported amounts of revenues and expenses during the
reporting period. Actual results could differ from those estimates.

(C) Income Taxes

The Company accounts for income taxes under the Financial Accounting Standards
Board Statement of Financial Accounting Standards No. 109, "Accounting for
Income Taxes" ("Statement 109"). Under Statement 109, deferred tax assets and
liabilities are recognized for the future tax consequences attributable to
differences between the financial statement carrying amounts of existing assets
and liabilities and their respective tax bases. Deferred tax assets and
liabilities are measured using enacted tax rates expected to apply to taxable
income in the years in which those temporary differences are expected to be
recovered or settled. Under Statement 109, the effect on deferred tax assets and
liabilities of a change in tax rates is recognized in income in the period that
includes the enactment date. There were no current or deferred income tax
expenses or benefits, as the Company did not have any material operations for
the nine months ended September 30, 2006 and 2005.


                                       6
<PAGE>

                       CRYSTAL FINANCE HOLDING CORPORATION
                          (A DEVELOPMENT STAGE COMPANY)
                          NOTES TO FINANCIAL STATEMENTS
                        AS OF SEPTEMBER 30, 2006 AND 2005
                        --------------------------------

(D) Recent Accounting Pronouncements

In December 2004, the FASB issued SFAS No. 123 (R), "Share-Based Payment". SFAS
No. 123 (R) revises SFAS No. 123, "Accounting for Stock-Based Compensation" and
supersedes APB Opinion No. 25, "Accounting for Stock Issued to Employees". SFAS
No. 123 (R) focuses primarily on the accounting for transactions in which an
entity obtains employee services in share-based payment transactions. SFAS No.
123 (R) requires companies to recognize in the statement of operations the cost
of employee services received in exchange for awards of equity instruments based
on the grant-date fair value of those awards (with limited exceptions). SFAS No.
123 (R) is effective as of the first interim or annual reporting period that
begins after June 15, 2005 for non-small business issuers and after December 15,
2005 for small business issuers. Accordingly, the Company has adopted SFAS No.
123 (R) in its first quarter ending March 31, 2006. The Company has determined
that the provisions of SFAS No. 123 (R) will not have an effect on its financial
statement presentation or disclosures.

In May 2005, the FASB issued SFAS No. 154 that establishes new standards on
accounting for changes in accounting principles. Pursuant to the new rules, all
such changes must be accounted for by retrospective application to the financial
statements of prior periods unless it is impracticable to do so. SFAS No. 154
completely replaces Accounting Principles Bulletin (APB) Opinion 20 and SFAS 3,
though it carries forward the guidance in those pronouncements with respect to
accounting for changes in estimates, changes in the reporting entity, and the
correction of errors. This statement is effective for accounting changes and
corrections of errors made in fiscal years beginning after December 15, 2005.

FASB Statement of Financial Accounting Standards (SFAS) No. 157, Fair Value
Measurements, issued in September 2006, establishes a formal framework for
measuring fair value under GAAP. It defines and codifies the many definitions of
fair value included among various other authoritative literature, clarifies and,
in some instances, expands on the guidance for implementing fair value
measurements, and increases the level of disclosure required for fair value
measurements. Although SFAS No. 157 applies to and amends the provisions of
existing FASB and AICPA pronouncements, it does not, of itself, require any new
fair value measurements, nor does it establish valuation standards. SFAS No. 157
applies to all other accounting pronouncements requiring or permitting fair
value measurements, except for; SFAS No. 123 (R), share-based payment and
related pronouncements, the practicability exceptions to fair value
determinations allowed by various other authoritative pronouncements, and AICPA
Statements of Position 97-2 and 98-9 that deal with software revenue
recognition. This statement is effective for financial statements issued for
fiscal years beginning after November 15, 2007, and interim periods within those
fiscal years.

The adoption of these pronouncements will not have a material effect on the
Company's financial position or results of operations.


                                       7
<PAGE>

                       CRYSTAL FINANCE HOLDING CORPORATION
                          (A DEVELOPMENT STAGE COMPANY)
                          NOTES TO FINANCIAL STATEMENTS
                        AS OF SEPTEMBER 30, 2006 AND 2005
                          -----------------------------

NOTE 2 STOCKHOLDERS' EQUITY

(A) Preferred Stock

The Company is authorized to issue 50,000,000 shares of preferred stock at
$.0001 par value, with such designations, voting and other rights and
preferences as may be determined from time to time by the Board of Directors.

(B) Common Stock

The Company is authorized to issue 500,000,000 shares of common stock at
$.0001 par value.

(C) Additional Paid-In Capital
Additional paid-in capital at September 30, 2006 represents the fair value of
the amount of organization and professional expenses incurred by related parties
on behalf of the Company.

NOTE 3 CHANGES IN CONTROL

On February 22, 2006, the Company entered into an agreement under which a change
in control would occur. On February 28, 2006, pursuant to the terms of the
agreement, 1,000,000 shares of the Company's common stock were redeemed, the
sole officer and director of the Company resigned and the Company elected a new
director, President, Treasurer and Secretary.

On June 22, 2006, the Company entered into another agreement under which a
change of control would occur. On June 30, 2006, pursuant to the terms of the
agreement, the sole officer and director of the Company resigned and the Company
elected a new Director, President, Treasurer and Secretary.


                                       8
<PAGE>

                       CRYSTAL FINANCE HOLDING CORPORATION
                          (A DEVELOPMENT STAGE COMPANY)
                          NOTES TO FINANCIAL STATEMENTS
                        AS OF SEPTEMBER 30, 2006 AND 2005
                 -----------------------------------------------

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS

As reported in the Form 8-K filed by the Company on March 1, 2006, the
Company effected the following transactions:

On February 27, 2006, the Company amended its certificate of incorporation
to change its name to Crystal Finance Holding Corporation and to increase
its capitalization to 500,000,000 common shares and 50,000,000 preferred
shares.

On February 28, 2006, pursuant to the terms of the agreement dated
February 22, 2006, between the Company, Pierce Mill Associates, Inc.
and Twiple Finance Holdings, Inc. the following events occurred:

1. The 1,000,000 common shares of the Registrant owned by Pierce Mill
were redeemed.

2. The sole officer and director of the Registrant resigned.

3. Michael K. Wooldridge, Esq. was elected director and appointed President,
Treasurer and Secretary of the Registrant.

As reported in the Form 8-K filed by the Company on July 20, 2006, the Company
effected the following transactions:

1. On June 22, 2006, Michel Poignant was elected to the Board of Directors and
was appointed President, Secretary and Treasurer of the Registrant.
Simultaneously M. Kelly Wooldridge resigned as the director of the Registrant
and from all offices held with the Registrant.

2. On June 30, 2006, the registrant issued 1,000,000 shares of common stock,
which represent the total outstanding shares of the Company to two stockholders.
100,000 shares were issued to Michel Poignant, President of the Registrant, and
900,000 shares were issued to Harriman, Adams & Kennedy Capital Group Inc. Total
consideration was $100 cash.

Prior Activities of the Company

The Company was formed to locate and negotiate with a business
entity for the combination of that target company with the Company. The
Company expected that any combination would take the form of a merger,
stock-for-stock exchange or stock-for-assets exchange
(the "business combination").

The Company did not restrict its search for any specific kind of
business, and it anticipated that it might acquire a business in its
preliminary or development stage, already in operation, or in essentially
any stage of its business life.

The Company also anticipated that in implementing a structure for a particular
business acquisition, the Company may become a party to a merger, consolidation,
reorganization, joint venture, or licensing agreement with another corporation
or entity. The Company expected that a change in control as the type transacted
would be the result of its search.

There has been no significant business activity other than the
initial development of its future business plans.

ITEM 3. CONTROLS AND PROCEDURES

Pursuant to Rules adopted by the Securities and Exchange Commission under
Section 302(a) of the Sarbanes-Oxley Act of 2002, the Company carried out an
evaluation of the effectiveness of the design and operation of its disclosure
controls and procedures pursuant to Exchange Act Rule 13a-14. This evaluation
was done as of the end of the fiscal period covered by this report under the
supervision and with the participation of the Company's principal executive
officer (who is also the principal financial officer). There have been no
significant changes in internal controls or in other factors that could
significantly affect internal controls subsequent to the date of the evaluation.
Based upon that evaluation, he believes that the Company's disclosure controls
and procedures are effective in gathering, analyzing and disclosing information
needed to ensure that the information required to be disclosed by the Company in
its periodic reports is recorded, summarized and processed timely. The principal
executive officer is directly involved in the day- to-day operations of the
Company.

PART II -- OTHER INFORMATION

                                       9
<PAGE>

ITEM 1. LEGAL PROCEEDINGS

There are no legal proceedings against the Company and the Company is
unaware of any such proceedings contemplated against it.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

See Part I, Item 2, for issuance of shares reported on Form 8-K filed by the
Company on July 20, 2006.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

Not applicable.

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

Not applicable.

ITEM 5. OTHER INFORMATION

(a) Not applicable.

(b) Item 401(g) of Regulation S-B:

During the quarter covered by this Report, there have not been any
material changes to the procedures by which security holders may
recommend nominees to the Board of Directors.

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K

(a) Exhibits

31 Certification of the Chief Executive Officer and Chief
Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

32 Certification of the Chief Executive Officer and Chief
Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

(b) Reports on Form 8-K

A report on Form 8-K was filed by the Company on July 20, 2006.


                                       10
<PAGE>

SIGNATURES

Pursuant to the requirements 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.


CRYSTAL FINANCE HOLDING CORPORATION


By: /s/ Michel Poignant
    -------------------------------
President & Chief Executive Officer
Dated: November 20, 2006

Pursuant to 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 and on the dates indicated.

NAME OFFICE DATE /s/ Michel Poignant Director November 20, 2006


                                       11