UNITED STATES
 SECURITIES AND EXCHANGE COMMISSION
 WASHINGTON, D.C. 20549
 _______________
 
 FORM 10-Q
 _______________
 
 (Mark One)
 x   QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 
 For the quarterly period ended March 31, 2011
  or
  o   TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 
 For the transition period from ______to______.
 
 CHINA INSURE HOLDINGS, INC.
 (Exact name of registrant as specified in charter)
 
 Nevada

000-54039

27-3819635(State or other jurisdiction of

incorporation or organization)

(Commission File Number.)

(I.R.S. Employer Identification No.)
 
 17th Floor
 Fuhua Mansion, Building D
 8 Chaoyangmen Beidajie
 Chaoyangmen District, Beijing China
 (Address of principal executive offices)
 _______________
 
 (718) 255 4700
 (Registrant’s telephone number, including area code)
 _______________
 
 
 (Former name, former Address and former fiscal year, if changed since last report)
 
 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. Yes x No o
 
 Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes o No o
 
 Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company.  See definitions of “large accelerated filer”, “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.:
 
 Large Accelerated Filer oAccelerated Filer oNon-Accelerated Filer o (Do not check if a smaller reporting company)     Smaller Reporting Company x
 
 Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes x No o
 
 Indicate the number of shares outstanding of each of the issuer’s classes of common stock: As of May 23, 2011, there were 100,000 shares, $.001 par value, of common stock outstanding.
 
 
 
 
 CHINA INSURE HOLDINGS, INC.
 Quarterly Report on Form 10-Q for the
 
 Quarterly Period Ended March 31, 2011
 
 Table of Contents
 
 
 PagePART I. FINANCIAL INFORMATIONItem 1. Financial Statements

1Condensed Balance Sheets as of March 31, 2011 (Unaudited) and June 30, 2010

1Condensed Statements of Operations for the Three and Nine Month Periods Ended March 31, 2011 (Unaudited) and from the Period June 30, 2010 (Inception) to March 31, 2011 (Unaudited)

2Condensed Statement of Changes in Stockholders’ Deficiency for the Period From June 30, 2010 (Inception) to March 31, 2011 (Unaudited)

3Condensed Statements of Cash Flows for the Nine Month Period Ended March 31, 2011 (Unaudited) and from the Period June 30, 2010 (Inception) to March 31, 2011 (Unaudited)

4Condensed Notes to Financial Statements (Unaudited)

5Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

9Item 3. Quantitative and Qualitative Disclosures About Market Risk

11Item 4. Controls and Procedures

11PART II. OTHER INFORMATIONItem 1. Legal Proceedings

12Item 1A.  Risk Factors

12Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

12Item 3. Defaults upon Senior Securities

12Item 4. (Removed and Reserved)

12Item 5. Other Information

12Item 6. Exhibits

12Signatures

13
 
 
 CHINA INSURE HOLDINGS, INC.
 (f/k/a EUROPA ACQUISITION III, INC.)
 (A DEVELOPMENT STAGE COMPANY)
 
 
 
 CONTENTS
 
 
 PAGE
1
CONDENSED BALANCE SHEETS AS OF MARCH 31, 2011 (UNAUDITED) AND JUNE 30, 2010PAGE
2
CONDENSED STATEMENTS OF OPERATIONS FOR THE THREE AND NINE MONTH PERIODS ENDED MARCH 31, 2011 (UNAUDITED) AND THE PERIOD JUNE 30, 2010 (INCEPTION) TO MARCH 31, 2011 (UNAUDITED)PAGE
3
CONDENSED STATEMENT OF CHANGES IN STOCKHOLDERS’ DEFICIENCY FOR THE PERIOD FROM JUNE 30, 2010 (INCEPTION) TO MARCH 31, 2011 (UNAUDITED)PAGE
4
CONDENSED STATEMENTS OF CASH FLOWS FOR THE NINE MONTH PERIOD ENDED MARCH 31, 2011 (UNAUDITED) AND THE PERIOD JUNE 30, 2010 (INCEPTION) TO MARCH 31, 2011 (UNAUDITED)PAGES
5- 8
CONDENSED NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
   
  China inSure Holdings, Inc.(f/k/a Europa Acquisition III, Inc.)(A Development Stage Company)Condensed Balance SheetsMarch 31, 2011


June 30, 2010(Unaudited)ASSETSTotal Assets

$
-


$
-LIABILITIES AND STOCKHOLDERS' DEFICIENCYCurrent LiabilitiesAccounts Payable

$
756


$
1,250Loan Payable Related Party


2,975



-Total Liabilities


3,731



1,250Commitments and Contingencies


-



-Stockholders' DeficiencyPreferred stock, $0.001 par value; 10,000,000 shares authorized,none issued  and outstanding


-



-Common stock, $0.001 par value; 100,000,000 shares authorized, 100,000


100



100and 100,000 issued and outstanding respectivelyAdditional paid-in capital


9,897



900Deficit accumulated during the development stage


(13,728
)


(2,250
)Total Stockholders' Deficiency


(3,731
)


(1,250
)Total Liabilities and Stockholders' Deficiency

$
-


$
-
   See Accompanying Notes to Condensed Unaudited Financial Statements
 1
  China inSure Holdings, Inc.(f/k/a Europa Acquisition III, Inc.)(A Development Stage Company)Condensed Statements of Operations(Unaudited)For The Nine

Months Ended


For The Three

Months Ended


For the Period from

June 30, 2010

(Inception) toMarch 31, 2011


March 31, 2011


March 31, 2011Operating ExpensesProfessional fees

$
9,275


$
4,625


$
11,650General and administrative


2,203



1,078



2,078Total Operating Expenses


11,478



5,703



13,728LOSS FROM OPERATIONS BEFORE INCOME TAXES


(11,478
)


(5,703
)


(13,728
)Provision for Income Taxes


-



-



-NET LOSS

$
(11,478
)

$
(5,703
)

$
(13,728
)Net Loss Per Share  - Basic and Diluted

$
(0.11
)

$
(0.06
)Weighted average number of shares outstandingduring the period - Basic and Diluted


100,000



100,000
   See Accompanying Notes to Condensed Unaudited Financial Statements
 2
  China inSure Holdings, Inc.(f/k/a Europa Acquisition III, Inc.)(A Development Stage Company)Condensed Statement of Changes in Stockholders' DeficiencyFor the Period from June 30, 2010 (Inception) to March 31, 2011(Unaudited)DeficitPreferred Stock


Common stock


Additional


accumulated during


Totalpaid-in


development


Stockholders'Shares


Amount


Shares


Amount


capital


stage


DeficiencyCommon stock issued for services to founder ($0.01/share)


-


$
-



100,000


$
100


$
900


$
-


$
1,000Net loss for the one day period ending June 30, 2010


-



-



-



-



-



(2,250
)


(2,250
)Balance, June 30, 2010


-



-



100,000



100



900



(2,250
)


(1,250
)Payment of accounts payable and debt forgiveness by a related party on Company's behalf


-



-



-



-



8,997



-



8,997Net loss for the nine months ending March 31, 2011


-



-



-



-



-



(11,478
)


(11,478
)Balance, March 31, 2011


-


$
-



100,000


$
100


$
9,897


$
(13,728
)

$
(3,731
)
   See Accompanying Notes to Condensed Unaudited Financial Statements
 3
  China inSure Holdings, Inc.(f/k/a Europa Acquisition III, Inc.)(A Development Stage Company)Condensed Statements of Cash Flows(Unaudited)For the Period fromFor The Nine

Months Ended


June 30, 2010

(Inception) toMarch 31, 2011


March 31, 2011Cash Flows From Operating Activities:Net Loss

$
(11,478
)

$
(13,728
)Adjustments to reconcile net loss to net cash used in operationsCommon stock issued for services


-



1,000Changes in operating assets and liabilities:Increase (Decrease) in accounts payable and accrued expenses


(494
)


756Net Cash Used In Operating Activities


(11,972
)


(11,972
)Cash Flows From Financing Activities:Proceeds from loan payable - related party


5,087



5,087Payment of loan payable - related party


(2,112
)


(2,112
)Contribution of capital by principal stockholder


8,997



8,997Net Cash Provided by Financing Activities


11,972



11,972Net Increase in Cash


-



-Cash at Beginning of Period


-



-Cash at End of Period

$
-


$
-Supplemental disclosure of cash flow information:Cash paid for interest

$
-


$
-Cash paid for taxes

$
-


$
-
   See Accompanying Notes to Condensed Unaudited Financial Statements
 4
 
  CHINA inSURE HOLDINGS, INC.
 (f/k/aEUROPA ACQUISITION III, INC.)
 (A DEVELOPMENT STAGE COMPANY)
 CONDENSED NOTES TO FINANCIAL STATEMENTS
 AS OF MARCH 31, 2011
 (UNAUDITED)
 
 NOTE 1 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND ORGANIZATION
 
 (A) Basis of Presentation
 
 The accompanying unaudited condensed financial statements have been prepared in accordance with accounting principles generally accepted in The United States of America and the rules and regulations of the Securities and Exchange Commission for interim financial information.  Accordingly, they do not include all the information necessary for a comprehensive presentation of financial position and results of operations.
 
 It is management's opinion, however that all material adjustments (consisting of normal recurring adjustments) have been made which are necessary for a fair financial statements presentation.  The results for the interim period are not necessarily indicative of the results to be expected for the year.
 
 (B) Organization
 
 Europa Acquisition III, Inc. (a development stage company) (the "Company") was incorporated under the laws of the State of Nevada on June 30, 2010.  The Company was organized to provide business services and financing to emerging growth entities.
 
 The Company was formed to engage in any lawful corporate undertaking, including, but not limited to, selected mergers and acquisitions. It has been in the developmental stage since inception and has no operations to date. It will attempt to locate and negotiate with a business entity for the combination of that target company with us. The combination will normally take the form of a merger, stock- for-stock exchange or stock-for-assets exchange. In most instances, the target company will wish to structure the business combination to be within the definition of a tax-free reorganization under Section 351 or Section 368 of the Internal Revenue Code of 1986, as amended. No assurances can be given that it will be successful in locating or negotiating with any target company.
 
 Activities during the development stage include developing the business plan and raising capital.
  Effective January 13, 2011, the Company filed with the State of Nevada Certificate of Amendment of Certificate of Incorporation changing our name from Europa Acquisition III, Inc., to China inSure Holdings, Inc (See Note 3(B)).
  5
 
 CHINA inSURE HOLDINGS, INC.
 (f/k/aEUROPA ACQUISITION III, INC.)
 (A DEVELOPMENT STAGE COMPANY)
 CONDENSED NOTES TO FINANCIAL STATEMENTS
 AS OF MARCH 31, 2011
 (UNAUDITED)
 
 
 (C) Use of Estimates
 
 In preparing financial statements in conformity with generally accepted accounting principles, management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and revenues and expenses during the reported period.  Actual results could differ from those estimates.
 
 (D) Cash and Cash Equivalents
 
 The Company considers all highly liquid temporary cash investments with an original maturity of three months or less to be cash equivalents.  At March 31, 2011 and June 30, 2010, the Company had no cash equivalents.
 
 (E) Loss Per Share
 
 Basic and diluted net loss per common share is computed based upon the weighted average common shares outstanding as defined by FASB Accounting Standards Codification Topic 260, “Earnings Per Share.” As of March 31, 2011, there were no common share equivalents outstanding.
 
 (F) Income Taxes
 
 The Company accounts for income taxes under FASB Codification Topic 740-10-25 (“ASC 740-10-25”).  Under ASC 740-10-25, 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 ASC 740-10-25, 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.
 
 (G) Business Segments
 
 The Company operates in one segment and therefore segment information is not presented.
 
 (H) Revenue Recognition
 
 The Company will recognize revenue on arrangements in accordance with FASB ASC No. 605, “Revenue Recognition”.  In all cases, revenue is recognized only when the price is fixed and determinable, persuasive evidence of an arrangement exists, the service is performed and collectability of the resulting receivable is reasonably assured.
   6
 
 CHINA inSURE HOLDINGS, INC.
 (f/k/aEUROPA ACQUISITION III, INC.)
 (A DEVELOPMENT STAGE COMPANY)
 CONDENSED NOTES TO FINANCIAL STATEMENTS
 AS OF MARCH 31, 2011
 (UNAUDITED)
 
 (I)Fair Value of Financial Instruments
 
 The carrying amount reported in the balance sheet for accounts payable and loan payable related party approximate fair value based on the short-term maturity of these instruments.
 
 NOTE 2 LOAN PAYABLE - RELATED PARTY
 
 During the nine months ended March 31, 2011, the principal stockholder loaned the Company $2,975 to pay expenses.  The note is non interest bearing, unsecured and due on demand. (See Note 4).
 
 NOTE 3 STOCKHOLDERS’ DEFICIENCY
 
 (A) Stock Issued for Services
 
 On  June 30, 2010, the Company issued 100,000 shares of common stock to its founders having a fair value of $1,000 ($0.01/share) in exchange for services provided (See Note 4).
 
 (B) Amendment to Articles of Incorporation
 
 On January 13, 2011, the Company emended its Articles of Incorporation to change its name to China inSure Holdings Inc.
  (C) Expenses paid on Company’s’ behalf
 
 During the nine months ended March 31, 2011, the principal stockholder paid $6,885 of accounts payable on the Company’s behalf, which was recorded as an in kind contribution of capital (See Note 4).
  7
 CHINA inSURE HOLDINGS, INC.
 (f/k/aEUROPA ACQUISITION III, INC.)
 (A DEVELOPMENT STAGE COMPANY)
 CONDENSED NOTES TO FINANCIAL STATEMENTS
 AS OF MARCH 31, 2011
 (UNAUDITED)
 
 NOTE 4         RELATED PARTY TRANSACTIONS
 
 On June 30, 2010, the Company issued 100,000 shares of common stock to its founders having a fair value of $1,000 ($0.01/share) in exchange for services provided (See Note 3(A)).
 
 During the nine month ending March 31, 2011, Europa Capital (a related party) paid $2,112 in legal expenses and filing fees on behalf of the Company. These amounts are recorded as a related party loan payable. The amounts are unsecured, non interest bearing and due on demand.   As of March 31, 2011, the principal stockholder forgave loans of $2,112 and this was recorded by the Company as contributed capital (See note 3(C)).
 
 During the nine months ended March 31, 2011, the principal stockholder paid $6,885 of accounts payable on the Company’s behalf, which was recorded as an in kind contribution of capital (See Note 3(C)).
 
 During the nine months ended March 31, 2011, the principal stockholder loaned the Company $2,975 to pay expenses (See Note 2).
 
 NOTE 5         GOING CONCERN
 
 As reflected in the accompanying condensed unaudited financial statements, the Company is in the development stage with limited operations.  The Company has a net loss of $13,728 from inception and a working capital and stockholders’ deficiency of $3,731 at March 31, 2011 and used $11,972 of cash in operations from inception. This raises substantial doubt about its ability to continue as a going concern.  The ability of the Company to continue as a going concern is dependent on the Company’s ability to raise additional capital and implement its business plan.  The financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.  Management intends to provide the Company with additional loans as needed and is seeking a merger target to implement its strategic plans. Management feels these actions provide the opportunity for the Company to continue as a going concern.
  NOTE 6         SUBSEQUENT EVENT
 
 On May 18, 2011, the Company entered into a loan agreement with the principal shareholder to pay up to $15,000 on behalf of the Company for current and future operating costs. The loan is non-interest bearing and due on demand.
 8
 
  Item 2.     Management’s Discussion and Analysis of Financial Condition and Results of Operations
 
 The following plan of operation provides information which management believes is relevant to an assessment and understanding of our results of operations and financial condition. The discussion should be read along with our financial statements and notes thereto. The following discussion and analysis contains forward-looking statements, which involve risks and uncertainties. Our actual results may differ significantly from the results, expectations and plans discussed in these forward-looking statements.
 
 Plan of Operation
 
 We were organized as a vehicle to investigate and, if such investigation warrants, acquire a target company or business seeking the perceived advantages of being a publicly held corporation. Our principal business objective for the next 12 months and beyond such time will be to achieve long-term growth potential through a combination with a business rather than immediate, short-term earnings.  We will not restrict our potential candidate target companies to any specific business, industry or geographical location and, thus, may acquire any type of business.
 
 We do not currently engage in any business activities that provide cash flow. The costs of investigating and analyzing business combinations for the next 12 months and beyond such time will be paid with money in our treasury or with additional amounts, as necessary, to be loaned to or invested in us by our stockholders, management or other investors.
 
 During the next 12 months we anticipate incurring costs related to:
 
 (i)
filing of Exchange Act reports, and
 
 (ii)
consummating an acquisition.
 
 We believe we will be able to meet these costs through use of funds in our treasury and additional amounts, as necessary, to be loaned by or invested in us by our stockholders, management or other investors.
 
 We are in the development stage and have negative working capital, negative stockholders’ equity and have not earned any revenues from operations to date. These conditions raise substantial doubt about our ability to continue as a going concern. We are currently devoting our efforts to locating merger candidates. Our ability to continue as a going concern is dependent upon our ability to develop additional sources of capital, locate and complete a merger with another company, and ultimately, achieve profitable operations.
 
 We may consider a business which has recently commenced operations, is a developing company in need of additional funds for expansion into new products or markets, is seeking to develop a new product or service, or is an established business which may be experiencing financial or operating difficulties and is in need of additional capital. In the alternative, a business combination may involve the acquisition of, or merger with, a company which does not need substantial additional capital, but which desires to establish a public trading market for its shares, while avoiding, among other things, the time delays, significant expense, and loss of voting control which may occur in a public offering.
 
 Our officers and directors have not had any preliminary contact or discussions with any representative of any other entity regarding a business combination with us. Any target business that is selected may be a financially unstable company or an entity in its early stages of development or growth, including entities without established records of sales or earnings. In that event, we will be subject to numerous risks inherent in the business and operations of financially unstable and early stage or potential emerging growth companies. In addition, we may effect a business combination with an entity in an industry characterized by a high level of risk, and, although our management will endeavor to evaluate the risks inherent in a particular target business, there can be no assurance that we will properly ascertain or assess all significant risks.
 
 Our management anticipates that it will likely be able to effect only one business combination, due primarily to our limited financing and the dilution of interest for present and prospective stockholders, which is likely to occur as a result of our management’s plan to offer a controlling interest to a target business in order to achieve a tax-free reorganization. This lack of diversification should be considered a substantial risk in investing in us, because it will not permit us to offset potential losses from one venture against gains from another.
 
 We anticipate that the selection of a business combination will be complex and extremely risky. Because of general economic conditions, rapid technological advances being made in some industries and shortages of available capital, our management believes that there are numerous firms seeking even the limited additional capital which we will have and/or the perceived benefits of becoming a publicly traded corporation. Such perceived benefits of becoming a publicly traded corporation include, among other things, facilitating or improving the terms on which additional equity financing may be obtained, providing liquidity for the principals of and investors in a business, creating a means for providing incentive stock options or similar benefits to key employees, and offering greater flexibility in structuring acquisitions, joint ventures and the like through the issuance of stock. Potentially available business combinations may occur in many different industries and at various stages of development, all of which will make the task of comparative investigation and analysis of such business opportunities extremely difficult and complex.
 
  9
  Results of Operation
 
 We have not had any operating income since inception.  For the three and nine months ended March 31, 2011 we incurred a net loss of $5,703 and $11,478 and since inception we have incurred a net loss of $13,728. Expenses from inception were comprised of costs mainly associated with legal, accounting and office expense.
 
 Liquidity and Capital Resources
 
 At March 31, 2011, we had no capital resources and we will need additional capital to continue operations for the next twelve months.  We intend to rely upon the issuance of common stock and loans from shareholders to fund administrative expenses pending acquisition of an operating company.  However, our shareholders are under no obligation to provide such funding.
 
 Management anticipates seeking out a target company through solicitation. Such solicitation may include newspaper or magazine advertisements, mailings and other distributions to law firms, accounting firms, investment bankers, financial advisors and similar persons, the use of one or more World Wide Web sites and similar methods. No estimate can be made as to the number of persons who will be contacted or solicited. Management may engage in such solicitation directly or may employ one or more other entities to conduct or assist in such solicitation. Management and its affiliates will pay referral fees to consultants and others who refer target businesses for mergers into public companies in which management and its affiliates have an interest. Payments are made if a business combination occurs, and may consist of cash or a portion of the stock in the Company retained by management and its affiliates, or both.
 
 As reflected in the accompanying unaudited condensed financial statements, the Company has a net loss of $13,728 from inception and a working capital and stockholders’ deficiency of $3,731 at March 31, 2011 and used $11,972 of cash in operations from inception. This raises substantial doubt about its ability to continue as a going concern. The ability of the Company to continue as a going concern is dependent on the Company's ability to raise additional capital and implement its business plan. The financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.
 
 Management believes that actions presently being taken to obtain additional funding and implement its strategic plans provide the opportunity for the Company to continue as a going concern
 
 During the nine months ended March 31, 2011, Europa Capital (a related party) paid $2,112 in legal expenses and filing fees on behalf of the Company. These amounts are recorded as a related party loan payable. The amounts are unsecured, non interest bearing and due on demand.   As of March 31, 2011, the principal stockholder forgave loans of $2,112 and this was recorded by the Company as contributed capital.
 
 During the nine months ended March 31, 2011, the principal stockholder paid $6,885 of accounts payable on the Company’s behalf, which was recorded as an in kind contribution of capital.  During the nine months ended March 31, 2011, the principal stockholder loaned the Company $2,975 to pay expenses.  This is recorded as a related party loan payable on the financial statements.
 
 Subsequent Event
 
 On May 18, 2011, the Company entered into a loan agreement with the principal shareholder to pay up to $15,000 on behalf of the Company for current and future operating costs. The loan is non-interest bearing and due on demand.
 
 Critical Accounting Policies
 
 We have identified the policies outlined below as critical to our business operations and an understanding of our results of operations. The list is not intended to be a comprehensive list of all of our accounting policies. In many cases, the accounting treatment of a particular transaction is specifically dictated by accounting principles generally accepted in the United States, with no need for management's judgment in their application.
 
 The Company accounts for income taxes under FASB Codification Topic 740-10-25 (“ASC 740-10-25”).  Under ASC 740-10-25, 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 ASC 740-10-25, 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.
 
 10
 
 Off Balance Sheet Transactions
 
 None.
 
 Item 3.     Quantitative and Qualitative Disclosures About Market Risk
 
 The Company is subject to certain market risks, including changes in interest rates and currency exchange rates.  The Company does not undertake any specific actions to limit those exposures.
 
 Item 4.  Controls and Procedures
  Pursuant to Rule 13a-15(b) under the Securities Exchange Act of 1934 ("Exchange Act"), the Company carried out an evaluation, with the participation of the Company's management, including the Company's Chief Executive Officer ("CEO") and Chief Financial Officer ("CFO"),of the effectiveness of the Company's disclosure controls and procedures (as defined under Rule 13a-15(e) under the Exchange Act) as of the end of the period covered by this report. Based upon that evaluation, the Company's CEO and CFO concluded that the Company's disclosure controls and procedures were not effective to ensure that information required to be disclosed by the Company in the reports that the Company files or submits 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 the Company's management, including the Company's CEO and CFO, as appropriate, to allow timely decisions regarding required disclosure as a result of continuing material weaknesses in its internal control over financial reporting.
  During the assessment of the effectiveness of internal control over financial reporting as of March 31, 2011, our management identified material weaknesses related to the lack of requisite U.S. generally accepted accounting principles (GAAP) expertise of our Chief Financial Officer and our internal bookkeeper. This lack of expertise to prepare our financial statements in accordance with U.S. GAAP without the assistance of the outside accounting consultant hired to ensure that our financial statements are prepared in accordance with U.S. GAAP constitutes a material weakness in our internal control over financial reporting. In order to mitigate the material weakness, we engaged an outside accounting consultant to assist us in the preparation of our financial statements to ensure that these financial statements are prepared in conformity to U.S. GAAP. This outside accounting consultant is a certified public accountant in the U.S. and has significant experience in the preparation of financial statements in conformity with U.S. GAAP. We believe that the engagement of this consultant will lessen the possibility that a material misstatement of our annual or interim financial statements will not be prevented or detected on a timely basis, and we will continue to monitor the effectiveness of this action and make any changes that our management deems appropriate. We expect to continue to rely on thisoutside consulting arrangement to supplement our internal accounting staff for the foreseeable future. Until such time as we hire the proper internal accounting staff with the requisite U.S. GAAP experience, however, it is unlikely we will be able to remediate the material weakness in our internal control over financial reporting.
 Changes in Internal Control over Financial Reporting
 
 There were no changes that occurred to our internal control over financial reporting during our most recently completed fiscal quarter that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
 
 11
 
 PART II - OTHER INFORMATION
 
 Item 1. Legal Proceedings.
 
 Currently we are not aware of any litigation pending or threatened by or against the Company.
 
 Item 1A. Risk Factors
 
 Not applicable.
 
 Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
 
 None.
 
 Item 3. Defaults Upon Senior Securities.
 
 None
 
 Item 4. (Removed and Reserved).
 
 None.
 
 Item 5. Other Information.
 
 None
 
 Item 6. Exhibits
 
 31.1 Certification of Chief Executive Officer and Principal Financial Officer pursuant to Section 302 of Sarbanes Oxley Act of 2002
 
 32.1 Certification of Chief Executive Officer and Principal Financial Officer pursuant to Section 906 of Sarbanes Oxley Act of 2002
 
 12
 
 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.
 
 Signature

Title
Date/s/ Hua Zhang

President and Chief Executive Officer
May 23, 2011Hua Zhang