UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 [f093011_10q002.gif] FORM 10-Q [f093011_10q004.gif]  X.QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2011  .TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT OF 1934 For the transition period from ______ to _______  Commission File Number 333-169818  PUB CRAWL HOLDINGS, INC. (Name of small business issuer in its charter)  Nevada27-2758155(State of incorporation)(I.R.S. Employer Identification No.)  802 Sunset Court San Diego, CA 92109 (Address of principal executive offices)  (619) 508-9000 (Registrants telephone number)   with a copy to: Carrillo Huettel, LLP 3033 Fifth Ave. Suite 400 San Diego, CA 92103 Telephone (619) 546-6100 Facsimile (619) 546-6060  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      . 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). .Yes    .No (Not required)  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 . Accelerated Filer .  Non-Accelerated Filer . 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  As of November 14, 2011, there were 5,000,000shares of the registrants $0.001 par value common stock issued and outstanding.   PUB CRAWL HOLDINGS, INC.  TABLE OF CONTENTS PagePART I.             FINANCIAL INFORMATIONITEM 1.FINANCIAL STATEMENTS3ITEM 2.MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS10ITEM 3.QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK13ITEM 4.CONTROLS AND PROCEDURES13PART II.            OTHER INFORMATIONITEM 1.LEGAL PROCEEDINGS13ITEM 1A.RISK FACTORS13ITEM 2.UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS13ITEM 3.DEFAULTS UPON SENIOR SECURITIES14ITEM 4.[REMOVED AND RESERVED]14ITEM 5.OTHER INFORMATION14ITEM 6.EXHIBITS14  Special Note Regarding Forward-Looking Statements  Information included in this Form 10-Q contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (Securities Act), and Section 21E of the Securities Exchange Act of 1934, as amended (Exchange Act). This information may involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of Pub Crawl Holdings, Inc. (the Company), to be materially different from future results, performance or achievements expressed or implied by any forward-looking statements. Forward-looking statements, which involve assumptions and describe future plans, strategies and expectations of the Company, are generally identifiable by use of the words may, will, should, expect, anticipate, estimate, believe, intend, or project or the negative of these words or other variations on these words or comparable terminology. These forward-looking statements are based on assumptions that may be incorrect, and there can be no assurance that these projections included in these forward-looking statements will come to pass. Actual results of the Company could differ materially from those expressed or implied by the forward-looking statements as a result of various factors. Except as required by applicable laws, the Company has no obligation to update publicly any forward-looking statements for any reason, even if new information becomes available or other events occur in the future.  *Please note that throughout this Quarterly Report, and unless otherwise noted, the words "we," "our," "us," the "Company," refers to Pub Crawl Holdings, Inc.   2    PART I - FINANCIAL INFORMATION  ITEM 1. FINANCIAL STATEMENTS          PUB CRAWL HOLDINGS INC. (A Development Stage Company)  Financial Statements  (Expressed in US dollars)  September 30, 2011 (unaudited) and June 30, 2011          Financial Statement Index  Consolidated Balance Sheets (unaudited) 4  Consolidated Statements of Operations (unaudited) 5  Consolidated Statements of Cash Flows (unaudited) 6  Notes to the Consolidated Financial Statements (unaudited) 7         3


Pub Crawl Holdings, Inc. (A Development Stage Company) Consolidated Balance Sheets (expressed in U.S. dollars) (unaudited)


|                                                                                                                                          |                      |                
|----------------------------------------------------------------------------------------------------------------------------------------- | -------------------- | ---------------
|                                                                                                                                          | September 30,
2011
$ | June 30,
2011
$
|                                                                                                                                          |                      |                
|ASSETS                                                                                                                                    |                      |                
|                                                                                                                                          |                      |                
|Cash                                                                                                                                      | 8,826                | 11,806         
|                                                                                                                                          |                      |                
|Total Assets                                                                                                                              | 8,826                | 11,806         
|                                                                                                                                          |                      |                
|LIABILITIES                                                                                                                               |                      |                
|                                                                                                                                          |                      |                
|Current Liabilities                                                                                                                       |                      |                
|                                                                                                                                          |                      |                
|Accounts Payable                                                                                                                          | 52,145               | 37,145         
|Accrued Liabilities                                                                                                                       | 4,209                | 1,184          
|Due to Related Parties                                                                                                                    | 6,000                | 3,000          
|Loan Payable                                                                                                                              | 120,000              | 120,000        
|Deferred Revenue                                                                                                                          | 971                  | 1,531          
|                                                                                                                                          |                      |                
|Total Liabilities                                                                                                                         | 183,325              | 162,860        
|                                                                                                                                          |                      |                
|STOCKHOLDERS DEFICIT                                                                                                                     |                      |                
|                                                                                                                                          |                      |                
|Preferred Stock
Authorized: 10,000,000 preferred shares with a par value of $0.001 per share Issued and outstanding: nil preferred shares |                     |               
|                                                                                                                                          |                      |                
|Common Stock
Authorized: 250,000,000 common shares with a par value of $0.001 per share Issued and outstanding: 5,000,000 common shares   | 5,000                | 5,000          
|                                                                                                                                          |                      |                
|Additional Paid-In Capital                                                                                                                | (1,183)              | (1,183)        
|                                                                                                                                          |                      |                
|Accumulated Deficit during the Development Stage                                                                                          | (178,316)            | (154,871)      
|                                                                                                                                          |                      |                
|Total Stockholders Deficit                                                                                                               | (174,499)            | (151,054)      
|                                                                                                                                          |                      |                
|Total Liabilities and Stockholders Deficit                                                                                               | 8,826                | 11,806         
|                                                                                                                                          |                      |                

(The accompanying notes are an integral part of these financial statements)


4


Pub Crawl Holdings, Inc. (A Development Stage Company) Consolidated Statements of Operations (expressed in U.S. dollars) (unaudited)


|                                                        |                                                 |                                                 |                                                                          
|------------------------------------------------------- | ----------------------------------------------- | ----------------------------------------------- | -------------------------------------------------------------------------
|                                                        | For the Three Months
Ended
September 30,
2011
$ | For the Three Months
Ended
September 30,
2010
$ | Accumulated from May 27, 2010 (Date of Inception) to September 30,
2011
$
|                                                        |                                                 |                                                 |                                                                          
|Revenues                                                | 880                                             | 335                                             | 2,129                                                                    
|                                                        |                                                 |                                                 |                                                                          
|Operating Expenses                                      |                                                 |                                                 |                                                                          
|                                                        |                                                 |                                                 |                                                                          
|Commissions                                             | 410                                             |                                                | 1,910                                                                    
|Consulting                                              |                                                | 15,000                                          | 20,000                                                                   
|General and administrative                              | 891                                             | 673                                             | 8,578                                                                    
|Management fees                                         | 3,000                                           | 3,000                                           | 41,000                                                                   
|Professional fees                                       | 17,000                                          | 24,000                                          | 97,250                                                                   
|                                                        |                                                 |                                                 |                                                                          
|Total Operating Expenses                                | 21,301                                          | 42,673                                          | 168,738                                                                  
|                                                        |                                                 |                                                 |                                                                          
|Loss Before Other Expense                               | (20,421)                                        | (42,338)                                        | (166,609)                                                                
|                                                        |                                                 |                                                 |                                                                          
|Other Expense                                           |                                                 |                                                 |                                                                          
|                                                        |                                                 |                                                 |                                                                          
|Interest Expense                                        | (3,024)                                         | (1,890)                                         | (11,707)                                                                 
|                                                        |                                                 |                                                 |                                                                          
|Net Loss                                                | (23,445)                                        | (44,228)                                        | (178,316)                                                                
|Net Earnings per Share  Basic and Diluted              |                                                | (0.01)                                          |                                                                          
|Weighted Average Shares Outstanding  Basic and Diluted | 5,000,000                                       | 5,000,000                                       |                                                                          
|                                                        |                                                 |                                                 |                                                                          

(The accompanying notes are an integral part of these financial statements)


5


Pub Crawl Holdings, Inc. (A Development Stage Company) Consolidated Statements of Cash Flows (expressed in U.S. dollars) (unaudited)


|                                             |                                                 |                                                 |                                                                          
|-------------------------------------------- | ----------------------------------------------- | ----------------------------------------------- | -------------------------------------------------------------------------
|                                             | For the Three Months
Ended
September 30,
2011
$ | For the Three Months
Ended
September 30,
2010
$ | Accumulated from May 27, 2010 (Date of Inception) to September 30,
2011
$
|                                             |                                                 |                                                 |                                                                          
|Operating Activities                         |                                                 |                                                 |                                                                          
|                                             |                                                 |                                                 |                                                                          
|Net loss for the period                      | (23,445)                                        | (44,228)                                        | (178,316)                                                                
|                                             |                                                 |                                                 |                                                                          
|Changes in operating assets and liabilities: |                                                 |                                                 |                                                                          
|                                             |                                                 |                                                 |                                                                          
|Accounts payable                             | 15,000                                          | 361                                             | 52,145                                                                   
|Accrued liabilities                          | 3,025                                           | 11,890                                          | 4,209                                                                    
|Due to related parties                       | 3,000                                           |                                                | 6,000                                                                    
|Deferred revenue                             | (560)                                           |                                                | 971                                                                      
|                                             |                                                 |                                                 |                                                                          
|Net Cash Used In Operating Activities        | (2,980)                                         | (31,977)                                        | (114,991)                                                                
|                                             |                                                 |                                                 |                                                                          
|Financing Activities                         |                                                 |                                                 |                                                                          
|                                             |                                                 |                                                 |                                                                          
|Repayment of loan                            |                                                |                                                | (75,000)                                                                 
|Proceeds from loan                           |                                                |                                                | 195,000                                                                  
|Capital contributions                        |                                                |                                                | 3,817                                                                    
|                                             |                                                 |                                                 |                                                                          
|Net Cash Provided by Financing Activities    |                                                |                                                | 123,817                                                                  
|                                             |                                                 |                                                 |                                                                          
|Increase (decrease)  in Cash                 | (2,980)                                         | (31,977)                                        | 8,826                                                                    
|                                             |                                                 |                                                 |                                                                          
|Cash  Beginning of Period                   | 11,806                                          | 67,155                                          |                                                                         
|                                             |                                                 |                                                 |                                                                          
|Cash  End of Period                         | 8,826                                           | 35,178                                          | 8,826                                                                    
|                                             |                                                 |                                                 |                                                                          
|                                             |                                                 |                                                 |                                                                          
|Supplemental Disclosures                     |                                                 |                                                 |                                                                          
|                                             |                                                 |                                                 |                                                                          
|Interest paid                                |                                                |                                                |                                                                         
|Income tax paid                              |                                                |                                                |                                                                         
|                                             |                                                 |                                                 |                                                                          
|                                             |                                                 |                                                 |                                                                          

(The accompanying notes are an integral part of these financial statements)


6


Pub Crawl Holdings, Inc. (A Development Stage Company) Notes to the Financial Statements (expressed in U.S. dollars) (unaudited)   1. Nature of Operations and Continuance of Business  Pub Crawl Holdings, Inc. (the Company) was incorporated in the state of Nevada on May 27, 2010. On June 14, 2010, the Company entered into an Assignment Agreement (the "Acquisition") with PB PubCrawl.com LLC (PubCrawl), a California limited liability company, whereby the Company acquired a 100% interest in the member shares of PubCrawl in exchange for 5,000,000 common shares of the Company.  The Acquisition was accounted for in accordance with ASC 805-50, Related Issues, as the companies were under common control prior to acquisition. The Company is a development stage company as defined by FASB guidelines  These financial statements have been prepared on a going concern basis, which implies that the Company will continue to realize its assets and discharge its liabilities in the normal course of business. During the period ended September 30, 2011, the Company has a working capital deficit of $174,499 and accumulated deficit of $178,316. The continuation of the Company as a going concern is dependent upon the continued financial support from its management, and its ability to identify future investment opportunities and obtain the necessary debt or equity financing, and generating profitable operations from the Companys future operations. These factors raise substantial doubt regarding the Companys ability to continue as a going concern.  These financial statements do not include any adjustments to the recoverability and classification of recorded asset amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern.  2. Summary of Significant Accounting Policies  a) Basis of Presentation and Principles of Consolidation  The consolidated financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States (US GAAP) and are expressed in U.S. dollars.  The financial statements include the accounts of the Company and its subsidiary, PubCrawl, a limited liability company in California.  All significant intercompany transactions have been eliminated as part of the consolidation.  The Companys fiscal year end is June 30.  b) Use of Estimates  The preparation of financial statements in conformity with US GAAP 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. The Company regularly evaluates estimates and assumptions related to the deferred income tax asset valuation allowances. The Company bases its estimates and assumptions on current facts, historical experience and various other factors that it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities and the accrual of costs and expenses that are not readily apparent from other sources. The actual results experienced by the Company may differ materially and adversely from the Companys estimates. To the extent there are material differences between the estimates and the actual results, future results of operations will be affected.  c) Interim Financial Statements  These interim unaudited financial statements have been prepared on the same basis as the annual financial statements and in the opinion of management, reflect all adjustments, which include only normal recurring adjustments, necessary to present fairly the Companys financial position, results of operations and cash flows for the periods shown. The results of operations for such periods are not necessarily indicative of the results expected for a full year or for any future period.  7   Pub Crawl Holdings, Inc. (A Development Stage Company) Notes to the Financial Statements (expressed in U.S. dollars) (unaudited)   2. Summary of Significant Accounting Policies (continued)  d) Cash and cash equivalents  The Company considers all highly liquid instruments with a maturity of three months or less at the time of issuance to be cash equivalents.  As at September 30, 2011 and June 30, 2011, the Company had no cash equivalents.  e) Revenue Recognition  The Company recognizes revenue from advertising sales through various bars and restaurants.  Revenue will be recognized only when the price is fixed and determinable, persuasive evidence of an arrangement exists, the service has been provided, and collectability is assured.  The Company is not exposed to any credit risks as amounts are prepaid prior to performance of services.  f) Basic and Diluted Net Loss per Share  The Company computes net loss per share in accordance with ASC 260, Earnings per Share. ASC 260 requires presentation of both basic and diluted earnings per share (EPS) on the face of the income statement. Basic EPS is computed by dividing net loss available to common shareholders (numerator) by the weighted average number of shares outstanding (denominator) during the period. Diluted EPS gives effect to all dilutive potential common shares outstanding during the period using the treasury stock method and convertible preferred stock using the if-converted method. In computing diluted EPS, the average stock price for the period is used in determining the number of shares assumed to be purchased from the exercise of stock options or warrants. Diluted EPS excludes all dilutive potential shares if their effect is anti dilutive. As at September 30, 2011, the Company had no potentially dilutive shares.  g) Financial Instruments  Pursuant to ASC 820, Fair Value Measurements and Disclosures, an entity is required to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. ASC 820 establishes a fair value hierarchy based on the level of independent, objective evidence surrounding the inputs used to measure fair value. A financial instruments categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. ASC 820 prioritizes the inputs into three levels that may be used to measure fair value:  Level 1  Level 1 applies to assets or liabilities for which there are quoted prices in active markets for identical assets or liabilities.  Level 2  Level 2 applies to assets or liabilities for which there are inputs other than quoted prices that are observable for the asset or liability such as quoted prices for similar assets or liabilities in active markets; quoted prices for identical assets or liabilities in markets with insufficient volume or infrequent transactions (less active markets); or model-derived valuations in which significant inputs are observable or can be derived principally from, or corroborated by, observable market data.  8   Pub Crawl Holdings, Inc. (A Development Stage Company) Notes to the Financial Statements (expressed in U.S. dollars) (unaudited)    2. Summary of Significant Accounting Policies (continued)  g) Financial Instruments (continued)  Level 3  Level 3 applies to assets or liabilities for which there are unobservable inputs to the valuation methodology that are significant to the measurement of the fair value of the assets or liabilities.  The Companys financial instruments consist principally of cash, accounts payable, accrued liabilities, and amounts due to related parties.  Pursuant to ASC 820, the fair value of our cash is determined based on Level 1 inputs, which consist of quoted prices in active markets for identical assets. We believe that the recorded values of all of our other financial instruments approximate their current fair values because of their nature and respective maturity dates or durations.  h) Recent Accounting Pronouncements  The Company has implemented all new accounting pronouncements that are in effect. These pronouncements did not have any material impact on the financial statements unless otherwise disclosed, and the Company does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations.  3. Loan Payable  As at September 30, 2011, the Company owed $120,000 (June 30, 2011 - $120,000) to a non-related company for financing of the Companys day-to-day operations.  The amounts owing are unsecured, due interest at 10% per annum, and due on demand.  As at September 30, 2011, the Company recorded accrued interest of $4,209, which has been recorded as accrued liabilities.  4. Related Party Transactions  During the period ended September 30, 2011, the Company incurred management fees of $3,000 (September 30, 2010 - $3,000) to the President and Director of the Company. As at September 30, 2011, the Company owes $6,000 (June 30, 2011 - $3,000) to the President and Director of the Company. The amounts owing are unsecured, non-interest bearing, and due on demand.  5. Subsequent Events  As at the date of filing, the Company has not entered into any material transactions.    9     ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION OR PLAN OF OPERATION  FORWARD-LOOKING STATEMENTS  This Management's Discussion and Analysis of Financial Condition and Results of Operations (MD&A) contains forward-looking statements that involve known and unknown risks, significant uncertainties and other factors that may cause our actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed, or implied, by those forward-looking statements.  You can identify forward-looking statements by the use of the words may, will, should, could, expects, plans, anticipates, believes, estimates, predicts, intends, potential, proposed, or continue or the negative of those terms.  These statements are only predictions. In evaluating these statements, you should consider various factors which may cause our actual results to differ materially from any forward-looking statements.  Although we believe that the exceptions reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance or achievements.  Therefore, actual results may differ materially and adversely from those expressed in any forward-looking statements.  We undertake no obligation to revise or update publicly any forward-looking statements for any reason.  RESULTS OF OPERATIONS  Working Capital  September 30, 2011
$June 30, 2011
$Current Assets8,82611,806Current Liabilities183,325162,860Working Capital (Deficit)(174,499)(151,054)  Cash Flows  September 30, 2011
$September 30, 2010
$Cash Flows from (used in) Operating Activities(2,980)(31,977)Cash Flows from (used in) Financing Activities--Net Increase (decrease) in Cash During Period(2,980)(31,977)  Operating Revenues  During the period ended September 30, 2011, the Company earned revenues of $880 from advertising sources compared with revenues of $335 for the period ended September 30, 2010.  Operating Expenses and Net Loss  During the three months ended September 30, 2011, the Company recorded operating expenses of $21,301 compared with operating expenses of $42,673 for the three months ended September 30, 2010.  The decrease in operating expenses was attributed to the fact that no new financing was received during the period which limited operating activity, including a decrease of $15,000 in consulting fees that were incurred in the prior year and an overall decrease of $7,000 in professional fees relating to lower legal costs as the Company incurred significant amounts related to its SEC registration process.  Net loss for the three months ended September 30, 2011 was $23,445 compared with a net loss of $44,228 for the three months ended September 30, 2010.   In addition to operating expenses, the Company also incurred $3,024 of interest expense for the period ended September 30, 2011 compared with $1,890 for the period ended September 30, 2010 relating to loans payable of $120,000 to non-related parties which incur interest at 10% per annum.  The increase in interest expense is due to the fact that only a partial period of interest was incurred in the prior year.  10       Liquidity and Capital Resources  As at September 30, 2011, the Company had a cash balance and asset total of $8,826 compared with $11,806 of cash and total assets as at June 30, 2011. The decrease is related to the fact that no new financing was received during the period.  As at September 30, 2011, the Company had total liabilities of $183,325 compared with $162,860 as at June 30, 2011.  The increase in total liabilities was attributed to lack of cash flow to repay outstanding obligations for the period, which increased overall accounts payable and accrued liabilities by $18,025 and amounts due to related parties by $3,000 for unpaid management fees incurred at $1,000 per month.  The overall working capital deficit increased from $151,054 at June 30, 2011 to $174,499 at September 30, 2011.  Cashflow from Operating Activities  During the period ended September 30, 2011, the Company used $2,980 of cash for operating activities compared to the use of $31,977 of cash for operating activities during the period ended September 30, 2010.  The decrease in the amounts of cash used for operating activities was due to the fact that the Company did not receive any new cash financing, so overall uses of cash was limited.  Cashflow from Investing Activities  During the period ended September 30, 2011 and 2010, the Company did not have any investing activities.  Cashflow from Financing Activities  During the period ended September 30, 2011 and 2010, the Company did not have any financing activities.  Going Concern  We have not attained profitable operations and are dependent upon obtaining financing to pursue any extensive acquisitions and activities. For these reasons, our auditors stated in their report on our audited financial statements that they have substantial doubt that we will be able to continue as a going concern without further financing.  Off-Balance Sheet Arrangements  We have no significant off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that are material to stockholders.  Future Financings  We will continue to rely on equity sales of our common shares in order to continue to fund our business operations. Issuances of additional shares will result in dilution to existing stockholders. There is no assurance that we will achieve any additional sales of the equity securities or arrange for debt or other financing to fund our operations and other activities.  Critical Accounting Policies  Our financial statements and accompanying notes have been prepared in accordance with United States generally accepted accounting principles applied on a consistent basis. The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods.  11     We regularly evaluate the accounting policies and estimates that we use to prepare our financial statements. A complete summary of these policies is included in the notes to our financial statements. In general, management's estimates are based on historical experience, on information from third party professionals, and on various other assumptions that are believed to be reasonable under the facts and circumstances. Actual results could differ from those estimates made by management.  Recently Issued Accounting Pronouncements  In March 2010, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2010-11 (ASU No. 2010-11), Derivatives and Hedging (ASC Topic 815): Scope Exception Related to Embedded Credit Derivatives. The amendments in this Update are effective for each reporting entity at the beginning of its first fiscal quarter beginning after June 15, 2010. Early adoption is permitted at the beginning of each entitys first fiscal quarter beginning after issuance of this Update. The Companys adoption of provisions of ASU No. 2010-11 did not have a material effect on the financial position, results of operations or cash flows of the Company.  In February 2010, the FASB issued ASU 2010-10 (ASU No. 2010-10), Consolidation (Topic 810): Amendments for Certain Investment Funds. The amendments in this Update are effective as of the beginning of a reporting entitys first annual period that begins after November 15, 2009 and for interim periods within that first reporting period. Early application is not permitted. The Companys adoption of provisions of ASU No. 2010-10 did not have a material effect on the financial position, results of operations or cash flows of the Company.  In February 2010, the FASB issued ASU 2010-09 (ASU No. 2010-09), Subsequent Events (ASC Topic 855): Amendments to Certain Recognition and Disclosure Requirements.  ASU No. 2010-09 requires an entity that is an SEC filer to evaluate subsequent events through the date that the financial statements are issued and removes the requirement for an SEC filer to disclose a date, in both issued and revised financial statements, through which the filer had evaluated subsequent events. The Companys adoption of provisions of ASU No. 2010-09 did not have a material effect on the financial position, results of operations or cash flows of the Company.  In January 2010, the FASB issued ASU 2010-06 (ASU No. 2010-06), Improving Disclosures about Fair Value Measurements. ASU No. 2010-06 amends FASB Accounting Standards Codification (ASC) 820 and clarifies and provides additional disclosure requirements related to recurring and non-recurring fair value measurements and employers disclosures about postretirement benefit plan assets. This ASU is effective for interim and annual reporting periods beginning after December 15, 2009. The Companys adoption of provisions of ASU No. 2010-06 did not have a material effect on the financial position, results of operations or cash flows of the Company.  In January 2010, the FASB issued an amendment to ASC Topic 505, Equity, where entities that declare dividends to shareholders that may be paid in cash or shares at the election of the shareholders are considered to be a share issuance that is reflected prospectively in EPS, and is not accounted for as a stock dividend. This standard is effective for interim and annual periods ending on or after December 15, 2009 and is to be applied on a retrospective basis. The Companys adoption of the amendment to ASC Topic 505 did not have a material effect on the financial position, results of operations or cash flows of the Company.  In January 2010, the FASB issued an amendment to ASC Topic 820, Fair Value Measurements and Disclosure, to require reporting entities to separately disclose the amounts and business rationale for significant transfers in and out of Level 1 and Level 2 fair value measurements and separately present information regarding purchase, sale, issuance, and settlement of Level 3 fair value measures on a gross basis. This standard, for which the Company is currently assessing the impact, is effective for interim and annual reporting periods beginning after December 15, 2009 with the exception of disclosures regarding the purchase, sale, issuance, and settlement of Level 3 fair value measures which are effective for fiscal years beginning after December 15, 2010. The Companys adoption of the amendment to ASC Topic 820 did not have a material effect on the financial position, results of operations or cash flows of the Company.  The Company has implemented all new accounting pronouncements that are in effect. These pronouncements did not have any material impact on the financial statements unless otherwise disclosed, and the Company does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations.  12     ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK  We are a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and are not required to provide the information under this item.  ITEM 4. CONTROLS AND PROCEDURES  Evaluation of Disclosure Controls and Procedures  Disclosure controls and procedures are controls and procedures that are designed to ensure that information required to be disclosed in our reports filed under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the SEC's rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by our company in the reports that it files or submits under the Exchange Act is accumulated and communicated to our management, including its principal executive and principal financial officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure. Our management carried out an evaluation under the supervision and with the participation of our Principal Executive Officer and Principal Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures pursuant to Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934 ("Exchange Act"). Based upon that evaluation, our Principal Executive Officer and Principal Financial Officer have concluded that our disclosure controls and procedures were not effective as of September 30, 2011, due to the material weaknesses resulting from the Board of Directors not currently having any independent members and no director qualifies as an audit committee financial expert as defined in Item 407(d)(5)(ii) of Regulation S-K, and controls were not designed and in place to ensure that all disclosures required were originally addressed in our financial statements. Please refer to our Annual Report on Form 10-K as filed with the SEC on October 12, 2011, for a complete discussion relating to the foregoing evaluation of Disclosures and Procedures.  Changes in Internal Control over Financial Reporting  Our management has also evaluated our internal control over financial reporting, and there have been no significant changes in our internal controls or in other factors that could significantly affect those controls subsequent to the date of our last evaluation.  The Company is not required by current SEC rules to include, and does not include, an auditor's attestation report. The Company's registered public accounting firm has not attested to Management's reports on the Company's internal control over financial reporting.  PART II - OTHER INFORMATION  ITEM 1. LEGAL PROCEEDINGS  We know of no material, existing or pending legal proceedings against our company, nor are we involved as a plaintiff in any material proceeding or pending litigation. There are no proceedings in which our director, officer or any affiliates, or any registered or beneficial shareholder, is an adverse party or has a material interest adverse to our interest.  ITEM 1A. RISK FACTORS  We are a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and are not required to provide the information under this item.  ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS  1. Quarterly Issuances:  During the quarter, we did not issue any unregistered securities other than as previously disclosed.  2. Subsequent Issuances:  Subsequent to the quarter, we did not issue any unregistered securities other than as previously disclosed.  13      ITEM 3. DEFAULTS UPON SENIOR SECURITIES  None.  ITEM 4. [REMOVED AND RESERVED]  ITEM 5. OTHER INFORMATION  None.  ITEM 6. EXHIBITS


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|-------------- | --------------------------------------------------------------------------------------------------- | ----------------------------------------------------------------------------------------
|Exhibit Number | Description of Exhibit                                                                              | Filing                                                                                  
|3.01           | Articles of Incorporation                                                                           | Filed with the SEC on October 7, 2010 as part of our Registration Statement on Form S-1.
|3.02           | Bylaws                                                                                              | Filed with the SEC on October 7, 2010 as part of our Registration Statement on Form S-1.
|10.01          | Assignment Agreement between the Company, Peter Kremer, and PBPubCrawl.com, LLC dated June 14, 2010 | Filed with the SEC on October 7, 2010 as part of our Registration Statement on Form S-1.
|10.02          | Form of Management Agreement between the Company and Peter Kremer dated June 22, 2010               | Filed with the SEC on October 7, 2010 as part of our Registration Statement on Form S-1.
|10.03          | Promissory Note between the Company and Sun Valley Investments dated August 5, 2010                 | Filed with the SEC on October 7, 2010 as part of our Registration Statement on Form S-1.
|10.04          | Consulting Agreement between the Company and Voltaire Gomez dated September 23, 2010                | Filed with the SEC on October 7, 2010 as part of our Registration Statement on Form S-1.
|10.05          | Settlement Agreement between the Company and Sun Valley Investments dated May 25, 2011              | Filed with the SEC on August 11, 2011 as part of our Current Report on Form 8-K         
|10.06          | Promissory Note between the Company and Deville Enterprises, Inc. dated June 1, 2011                | Filed with the SEC on August 11, 2011 as part of our Current Report on Form 8-K         
|14.01          | Code Of Ethics                                                                                      | Filed with the SEC on October 7, 2010 as part of our Registration Statement on Form S-1.
|21.01          | List of Subsidiaries                                                                                | Filed with the SEC on October 7, 2010 as part of our Registration Statement on Form S-1.
|31.01          | Certification of Principal Executive Officer Pursuant to Rule 13a-14                                | Filed herewith.                                                                         
|31.02          | Certification of Principal Financial Officer Pursuant to Rule 13a-14                                | Filed herewith.                                                                         
|32.01          | CEO and CFO Certification Pursuant to Section 906 of the Sarbanes-Oxley Act                         | Filed herewith.                                                                         
|101.INS*       | XBRL Instance Document                                                                              | Filed herewith.                                                                         
|101.SCH*       | XBRL Taxonomy Extension Schema Document                                                             | Filed herewith.                                                                         
|101.CAL*       | XBRL Taxonomy Extension Calculation Linkbase Document                                               | Filed herewith.                                                                         
|101.DEF*       | XBRL Taxonomy Extension Definition Linkbase Document                                                | Filed herewith.                                                                         
|101.LAB*       | XBRL Taxonomy Extension Labels Linkbase Document                                                    | Filed herewith.                                                                         
|101.PRE*       | XBRL Taxonomy Extension Presentation Linkbase Document                                              | Filed herewith.                                                                         

*Pursuant to Regulation S-T, this interactive data file is deemed not filed or part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, is deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, and otherwise is not subject to liability under these sections.  14       SIGNATURES  In accordance with Section 13 or 15(d) of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.  PUB CRAWL HOLDINGS, INC.Dated:     November 14, 2011/s/ Pete KremerPETE KREMERIts:   President, Chief Executive Officer, Chief Financial Officer, Secretary and Treasurer  In accordance with the Exchange Act, this report has been signed below by the following persons on behalf of the Company and in the capacities and on the dates indicated.  Dated:     November 14, 2011/s/ Pete KremerBy:  PETE KREMER
Its:  Director   15