FORM 10-Q

U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

[x] QUARTERLY REPORT PURSUANT TO SECTION
13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended April
30, 2011

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: 000-54224



BRIDGEWAY
ACQUISITION CORP.(Exact name of registrant as specified in its charter)

|                                  |  |                                        
|--------------------------------- |  | ---------------------------------------
|Delaware                          |  | 80-0654192                             
|(State or other jurisdiction      |  | (I.R.S. Employer Identification Number)
|of incorporation or organization) |  |                                        



76 Lagoon Road,
Belvedere, California, 94920

(Address of principal executive offices)



415-939-5056

(Registrant’s telephone
number, including area code)



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 [  ].

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 [  ]

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. (Check one):

| |                         |      |  |                           |     
| | ----------------------- | ---- |  | ------------------------- | ----
| | 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 [ ].

APPLICABLE ONLY TO CORPORATE ISSUERS:

Indicate the number of
shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date: 800,000 shares of
common stock, par value $0.0001 per share, outstanding as of June 13, 2011.







BRIDGEWAY ACQUISITION CORP.

(A Development Stage Company)

- INDEX -

|                               |                                                                                                                                                                                | Page
|------------------------------ | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------ | ----
|PART I – FINANCIAL INFORMATION | 3                                                                                                                                                                             
|                               |                                                                                                                                                                                |     
|Item 1.                        | Financial Statements.                                                                                                                                                          | 3   
|                               |                                                                                                                                                                                |     
|                               | Balance Sheets as of April 30, 2011 (Unaudited) and October 31, 2010                                                                                                           | 3   
|                               |                                                                                                                                                                                |     
|                               | Statements of Operations (Unaudited) for the Three and Six Months Ended April 30, 2011 and for the Cumulative Period from October 22, 2010  (Inception) through April 30, 2011 | 4   
|                               |                                                                                                                                                                                |     
|                               | Statements of Cash Flows (Unaudited) for the Six Months Ended April 30, 2011 and for the Cumulative Period from October 22, 2010 (Inception) through April 30, 2011            | 5   
|                               |                                                                                                                                                                                |     
|                               | Notes to Financial Statements                                                                                                                                                  | 6   
|                               |                                                                                                                                                                                |     
|Item 2.                        | Management’s Discussion and Analysis of Financial Condition and Results of Operations                                                                                          | 8   
|                               |                                                                                                                                                                                |     
|Item 3.                        | Quantitative and Qualitative Disclosures About Market Risk                                                                                                                     | 10  
|                               |                                                                                                                                                                                |     
|Item 4.                        | Controls and Procedures                                                                                                                                                        | 11  
|                               |                                                                                                                                                                                |     
|PART II – OTHER INFORMATION:   | 11                                                                                                                                                                            
|                               |                                                                                                                                                                                |     
|Item 1.                        | Legal Proceedings                                                                                                                                                              | 11  
|                               |                                                                                                                                                                                |     
|Item 1A.                       | Risk Factors                                                                                                                                                                   | 11  
|                               |                                                                                                                                                                                |     
|Item 2.                        | Unregistered Sales of Equity Securities and Use of Proceeds                                                                                                                    | 11  
|                               |                                                                                                                                                                                |     
|Item 3.                        | Defaults Upon Senior Securities                                                                                                                                                | 11  
|                               |                                                                                                                                                                                |     
|Item 4.                        | Removed and Reserved                                                                                                                                                           | 11  
|                               |                                                                                                                                                                                |     
|Item 5.                        | Other Information                                                                                                                                                              | 11  
|                               |                                                                                                                                                                                |     
|Item 6.                        | Exhibits                                                                                                                                                                       | 12  
|                               |                                                                                                                                                                                |     
|Signatures                     | 13                                                                                                                                                                            







Item 1. Financial Statements

BRIDGEWAY ACQUISITION CORP.

(A Development Stage
Enterprise)



CONDENSED BALANCE SHEETS



|                                                                                                     |  | April 30, 2011 (Unaudited) |         | October 31, 2010 (Audited)
|---------------------------------------------------------------------------------------------------- |  | -------------------------- | ------- | --------------------------
|                                                                                                     |  |                            |         |                           
|ASSETS                                                                                               |  |                            |         |                           
|Prepaid assets                                                                                       |  | $                          | —       |                           
|Total Assets                                                                                         |  | $                          | —       |                           
|                                                                                                     |  |                            |         |                           
|LIABILITIES AND STOCKHOLDER’S DEFICIENCY                                                             |  |                            |         |                           
|Current Liabilities                                                                                  |  |                            |         |                           
|Accrued expenses                                                                                     |  | $                          | 2,470   |                           
|Total Current Liabilities                                                                            |  |                            | 2,470   |                           
|                                                                                                     |  |                            |         |                           
|Stockholder’s Equity                                                                                 |  |                            |         |                           
|Common Stock,$0.0001 par value; 300,000,000 shares authorized; 800,000 shares issued and outstanding |  |                            | 80      |                           
|Additional paid-in capital                                                                           |  |                            | 7,920   |                           
|Deficit accumulated during development stage                                                         |  |                            | (10,470 | )                         
|                                                                                                     |  |                            |         |                           
|Total Stockholder’s Equity                                                                           |  |                            | (2,470  | )                         
|                                                                                                     |  |                            |         |                           
|Total Liabilities and Stockholder’s Equity                                                           |  | $                          | —       |                           





See accompanying notes to condensed unaudited
financial statements





3





BRIDGEWAY ACQUISITION CORP.

(A Development Stage Enterprise)



CONDENSED STATEMENTS
OF OPERATIONS
(Unaudited)

|                                           |  | Three Months Ended April 30, 2011 |         | Six Months Ended April 30, 2011 |  | Period
    from October 22, 2010 (Inception) to April 30, 2011
|------------------------------------------ |  | --------------------------------- | ------- | ------------------------------- |  | --------------------------------------------------------------
|Operating Expenses                         |  |                                   |         |                                 |  |                                                               
|Professional fees                          |  | $                                 | 2,270   |                                 |  | $                                                             
|General and administrative                 |  |                                   | —       |                                 |  |                                                               
|Total Operating Expenses                   |  |                                   | 2,270   |                                 |  |                                                               
|                                           |  |                                   |         |                                 |  |                                                               
|Loss from Operations Before Income Taxes   |  |                                   | (2,270  | )                               |  |                                                               
|                                           |  |                                   |         |                                 |  |                                                               
|Provision for Income Taxes                 |  |                                   | —       |                                 |  |                                                               
|                                           |  |                                   |         |                                 |  |                                                               
|Net Loss                                   |  | $                                 | (2,270  | )                               |  |                                                               
|                                           |  |                                   |         |                                 |  |                                                               
|Basic and diluted net loss per share       |  | $                                 | (0.00   | )                               |  |                                                               
|Weighted-Average Common Shares Outstanding |  |                                   | 800,000 |                                 |  |                                                               





See accompanying notes to condensed unaudited
financial statements





4





BRIDGEWAY ACQUISITION CORP.

(A Development Stage
Enterprise)



CONDENSED STATEMENTS
OF CASH FLOWS
(Unaudited)

|                                                                         |  | For
    the Six Months EndedApril 30, 2011 |        | For the
Period from October 22, 2010 (Inception) to April 30, 2011
|------------------------------------------------------------------------ |  | ------------------------------------------ | ------ | ------------------------------------------------------------------
|                                                                         |  |                                            |        |                                                                   
|Cash Flows from Operating Activities:                                    |  |                                            |        |                                                                   
|Net loss                                                                 |  | $                                          | (5,970 | )                                                                 
|Adjustments to reconcile net loss to net cash from operating activities: |  |                                            |        |                                                                   
|Changes in prepaid assets                                                |  |                                            | 3,500  |                                                                   
|Changes in accrued expenses                                              |  |                                            | 2,470  |                                                                   
|Net Cash Used In Operating Activities                                    |  |                                            | —      |                                                                   
|                                                                         |  |                                            |        |                                                                   
|Cash Flow from Financing Activities                                      |  |                                            |        |                                                                   
|Sale of Common Stock                                                     |  |                                            | —      |                                                                   
|Net   Cash Provided By Financing Activities                              |  |                                            | —      |                                                                   
|                                                                         |  |                                            |        |                                                                   
|Net Change in Cash                                                       |  |                                            | —      |                                                                   
|Cash at Beginning of Period                                              |  |                                            | —      |                                                                   
|Cash at End of Period                                                    |  | $                                          | —      |                                                                   
|                                                                         |  |                                            |        |                                                                   
|Supplemental disclosures of cash flow information:                       |  |                                            |        |                                                                   
|                                                                         |  |                                            |        |                                                                   
|Cash paid for interest                                                   |  | $                                          | —      |                                                                   
|Cash paid for taxes                                                      |  | $                                          | —      |                                                                   





See accompanying notes to condensed unaudited
financial statements



5





BRIDGEWAY ACQUISITION CORP.

(A Development Stage Enterprise)



NOTES TO FINANCIAL STATEMENTS

As
of April 30, 2011 (UNAUDITED)



1.    ORGANIZATIONS AND DESCRIPTION
OF BUSINESS:

Bridgeway Acquisition Corp. (a development
stage company) (the “Company”) was incorporated in the State of Delaware on October 22, 2010. Since inception, the
Company has been engaged primarily in organization efforts. The Company was formed as a vehicle to pursue a business combination.
The business purpose of the Company is to seek the acquisition of, or merger with, an operating company.

2.     SUMMARY OF SIGNIFICANT
ACCOUNTING POLICIES

Basis
of Presentation

The accompanying unaudited condensed
financial statements have been prepared in accordance with U.S. generally accepted accounting principles for interim financial
information and pursuant to the requirements for reporting on Form 10-Q. Accordingly, they do not include all the information and
footnotes required by accounting principles generally accepted in the United States of America for annual financial statements.
However, the information included in these interim financial statements reflects all adjustments (consisting solely of normal recurring
adjustments) which are, in the opinion of management, necessary for the fair presentation of the consolidated financial position
and the consolidated results of operations. Results shown for interim periods are not necessarily indicative of the results to
be obtained for a full year. These interim financial statements should be read in conjunction with the audited financial statement
in the Company’s Form 10 filed on December 15, 2010.

Development Stage Enterprise

The Company is considered to be in the
development stage as defined by Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”)
915-10-05. This standard requires companies to report their operations, shareholders equity and cash flows from inception through
the reporting date. The Company will continue to be reported as a development stage entity until, among other factors, revenues
are generated from management’s intended operations. Management has provided financial data since inception (October 22,
2010).

Fiscal Year

The Company’s fiscal year ends
on October 31.

Cash and Cash Equivalents

The Company considers all highly liquid
investments purchased with an original maturity of three months or less to be cash equivalents.

Use of Estimates and Assumptions

The preparation of financial statements
in conformity with accounting principles generally accepted in the United States of America requires management to make estimates
and assumptions that affect certain 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.

6





Income Taxes

The Company uses the asset and liability
method of accounting for income taxes in accordance with ASC 740-10, “Accounting for Income Taxes.” Under this method,
income tax expense is recognized for the amount of: (i) taxes payable or refundable for the current year; and, (ii) deferred tax
consequences of temporary differences resulting from matters that have been recognized in an entity’s financial statements
or tax returns. 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. The effect on deferred tax assets and liabilities
of a change in tax rates is recognized in the results of operations in the period that includes the enactment date. A valuation
allowance is provided to reduce the deferred tax assets reported if, based on the weight of available positive and negative evidence,
it is more likely than not that some portion or all of the deferred tax assets will not be realized.

ASC 740-10 prescribes a recognition threshold
and measurement attribute for the financial statement recognition of a tax position taken or expected to be taken on a tax return.
Under ASC 740-10, a tax benefit from an uncertain tax position taken or expected to be taken may be recognized only if it is “more
likely than not” that the position is sustainable upon examination, based on its technical merits. The tax benefit of a qualifying
position under ASC 740-10 would equal the largest amount of tax benefit that is greater than 50% likely of being realized upon
ultimate settlement with a taxing authority having full knowledge of all the relevant information. A liability (including interest
and penalties, if applicable) is established to the extent a current benefit has been recognized on a tax return for matters that
are considered contingent upon the outcome of an uncertain tax position. Related interest and penalties, if any, are included as
components of income tax expense and income taxes payable.

Net Loss Per Share

Basic and diluted loss per common share
is computed on the basis of the weighted-average number of common shares outstanding during the period. There were no potentially
issuable common stock equivalents outstanding from inception (October 22, 2010) to April 30, 2011.

Fair Value of Financial Instruments

The carrying amounts reported in the
financial statements for current assets and current liabilities approximate fair value due to the short-term nature of these financial
instruments.

The Company follows the provisions of
ASC 820-10, “Fair Value Measurements and Disclosures”, which establishes a single authoritative definition of fair
value and a framework for measuring fair value and expands disclosure of fair value measurements for both financial and nonfinancial
assets and liabilities. This standard defines fair value, provides guidance for measuring fair value and requires certain disclosures.
This standard does not require any new fair value measurements, but discusses valuation techniques, such as the market approach
(comparable market prices), the income approach (present value of future income or cash flows) and the cost approach (cost to replace
the service capacity of an asset or replacement cost).

Recently issued accounting standards

We do not believe that any recently issued,
but not yet effective accounting pronouncements, if adopted, would have a material effect on the accompanying financial statements.

3.     GOING
CONCERN

The Company is a development stage enterprise
with no operating history. It has not yet been able to develop and execute its business plan. The Company has no significant assets
or financial resources. The Company will sustain expenses without corresponding revenues until the consummation of a merger or
other business combination with a private company. The Company may not be able to identify a suitable business opportunity or consummate
a business combination, and any such business may not be profitable at the time of its acquisition by us or ever. This raises substantial
doubt about the Company’s ability to continue as a going concern.

7





The accompanying financial statements
have been prepared assuming that we will continue as a going concern.  As reflected in the accompanying financial statements,
we had a deficit accumulated during the development stage of $10,470 on April 30, 2011 and a net loss from operations of $5,970
for the six months ended April 30, 2011.

While we attempt to commence operations
and generate revenues, our cash position may not be sufficient enough to support our daily operations. Management believes that
the actions presently being taken to further implement our business plan and generate revenues provide the opportunity for us to
continue as a going concern.  While we believe in the viability of our strategy to generate revenues and in our ability
to raise additional funds, there can be no assurances to that effect.  Our ability to continue as a going concern is
dependent upon our ability to further implement our business plan and generate revenues.

The financial statements do not include
any adjustments that might result from the outcome of any uncertainty as to the Company’s ability to continue as a going
concern.

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

Forward Looking Statement Notice

Certain statements made in this Quarterly
Report on Form 10-Q are “forward-looking statements” (within the meaning of the Private Securities Litigation Reform
Act of 1995) in regard to the plans and objectives of management for future operations. Such statements involve known and unknown
risks, uncertainties and other factors that may cause actual results, performance or achievements of Bridgeway Acquisition Corp.
(“we”, “us”, “our” or the “Company”) to be materially different from any future
results, performance or achievements expressed or implied by such forward-looking statements. The forward-looking statements included
herein are based on current expectations that involve numerous risks and uncertainties. The Company’s plans and objectives
are based, in part, on assumptions involving the continued expansion of business. Assumptions relating to the foregoing involve
judgments with respect to, among other things, future economic, competitive and market conditions and future business decisions,
all of which are difficult or impossible to predict accurately and many of which are beyond the control of the Company. Although
the Company believes its assumptions underlying the forward-looking statements are reasonable, any of the assumptions could prove
inaccurate and, therefore, there can be no assurance the forward-looking statements included in this Quarterly Report will prove
to be accurate. In light of the significant uncertainties inherent in the forward-looking statements included herein, the inclusion
of such information should not be regarded as a representation by the Company or any other person that the objectives and plans
of the Company will be achieved.

Description of Business

The Company was incorporated in the State
of Delaware on October 22, 2010 and maintains its principal executive office at 76 Lagoon Road, Belvedere,
California. Since inception, the Company has been engaged in organizational efforts and obtaining initial financing. The
Company was formed as a vehicle to pursue a business combination through the acquisition of, or merger with, an operating business.
The Company filed a Registration Statement on Form 10 with the U.S. Securities and Exchange Commission (the “SEC”)
on December 15, 2010. The Company, based on proposed business activities, is a “blank check” company. The SEC defines
those companies as “any development stage company that is issuing a penny stock, within the meaning of Section 3(a)(51) of
the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and that has no specific business plan or purpose,
or has indicated that its business plan is to merge with an unidentified company or companies.” Many states have enacted
statutes, rules and regulations limiting the sale of securities of “blank check” companies in their respective jurisdictions.
The Company is also a “shell company,” defined in Rule 12b-2 under the Exchange Act as a company with no or nominal
assets (other than cash) and no or nominal operations. Management does not intend to undertake any efforts to cause a market to
develop in our securities, either debt or equity, until we have successfully concluded a business combination. The Company intends
to comply with the periodic reporting requirements of the Exchange Act for so long as we are subject to those requirements.

The Company was 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. The Company’s 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. The
Company intends to seek a target company that is located in China. However, it will not restrict its potential candidate target
company to this geographic location or any other specific business or geographic location and, thus, may acquire any type of business
in any location.

8





Plan of Operations

The Company currently does not engage
in any business activities that provide cash flow. During the next twelve months we anticipate incurring costs related to:

| |      |                                                          
| | ---- | ---------------------------------------------------------
| | (i)  | filing Exchange Act reports, and                         
| | (ii) | investigating, analyzing and consummating an acquisition.



As of the date of this filing we have
no funds in our treasury. The Company is in the development stage and has not earned any revenues from operations to date. These
conditions raise substantial doubt about our ability to continue as a going concern. We believe we will be able to meet the costs
we expect to incur, through deferral of fees by certain service providers and additional amounts, as necessary, to be loaned to,
invested in us or advanced to us by other investors and other third parties. Currently, however our ability to continue as a going
concern is dependent upon our ability to generate future profitable operations and/or to obtain the necessary financing to meet
our obligations and repay our liabilities arising from normal business operations when they come due. Our ability to continue as
a going concern is also dependant on our ability to find a suitable target company and enter into a possible reverse merger with
such company. Management’s plan includes obtaining additional funds by equity financing through a reverse merger transaction
and/or third party advances, however there is no assurance of additional funding being available.

Our sole officer and director has not
had any preliminary contact with any representative of any other entity. 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.

The Company anticipates that the selection
of a business combination will be complex and extremely risky. Through industry publications our management believes that there
are numerous firms seeking 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.

Results of Operations

For the three
months and six months ending April 30, 2011, the Company had no revenues and incurred a net loss of $2,270 and $5,970, respectively,
comprised of legal, accounting and other fees incurred in relation tothe filing of the Company’s Registration Statement
on Form 10 filed in December 2010 and other SEC-related compliance matters. .  There is no
comparable data for the prior fiscal year.

For the period from October 22, 2010
(inception) through April 30, 2011, the Company had no activities that produced revenues from operations and had a net loss of
$(10,470), due to legal, accounting, audit and other professional service fees incurred in relation to the formation of the Company
and the filing of the Company’s Registration Statement on Form 10 filed in December 2010 and other SEC-related compliance
matters.

9





Liquidity and Capital Resources

As of April 30, 2011, the Company had
no assets and had $2,470 current liabilities.

The following is a summary of the Company's
cash flows from operating, investing, and financing activities:

For the six months ended April 30, 2011

|Operating activities |  | $ | - | 
|-------------------- |  | - | - | 
|Investing activities |  |   | - | 
|Financing activities |  | $ | - | 
|                     |  |   |   | 
|Net effect on cash   |  | $ | - | 



For the Cumulative Period from October
22, 2010 (Inception) through April 30, 2011



|Operating activities |  | $ | (8,000 | )
|-------------------- |  | - | ------ | -
|Investing activities |  |   | -      |  
|Financing activities |  | $ | 8,000  |  
|                     |  |   |        |  
|Net effect on cash   |  | $ | -      |  



The Company has nominal assets and has
generated no revenues since inception. The Company is also dependent upon the receipt of capital investment or other financing
to fund its ongoing operations and to execute its business plan of seeking a combination with a private operating company. If continued
funding and capital resources are unavailable at reasonable terms, the Company may not be able to implement its plan of operations.

As reflected in the accompanying financial
statements, the Company is in the development stage with no operations have a net loss of $10,470 from inception, and used $8,000
cash in operations for the period from October 22, 2010 (inception) to April 30, 2011. 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.

Off-Balance Sheet Arrangements

The Company does not have any off-balance
sheet arrangements that have or are reasonably likely to have a current or future effect on the Company’s financial condition,
changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources
that is material to investors.

Contractual Obligations

As a “smaller reporting company”
as defined by Item 10 of Regulation S-K, the Company is not required to provide this information.

Item 3. Quantitative and Qualitative Disclosures About
Market Risk.

As a “smaller reporting company”
as defined by Item 10 of Regulation S-K, the Company is not required to provide information required by this Item.

10





Item 4. Controls and Procedures.

Evaluation of Disclosure Controls and Procedures

We maintain disclosure controls and procedures
that are designed to ensure that information required to be disclosed in our reports filed pursuant to the Exchange Act is recorded,
processed, summarized and reported within the time periods specified in the SEC’s rules, regulations and related forms, and
that such information is accumulated and communicated to our principal executive officer and principal financial officer, as appropriate,
to allow timely decisions regarding required disclosure.

As of April 30, 2011, we carried out
an evaluation, under the supervision and with the participation of our principal executive officer and our principal financial
officer of the effectiveness of the design and operation of our disclosure controls and procedures. Based on this evaluation, our
principal executive officer and our principal financial officer concluded that our disclosure controls and procedures were effective
as of the end of the period covered by this report.

Changes in Internal Controls

There have been no changes in our internal
controls over financial reporting during the quarter ended April 30, 2011 that have materially affected or are reasonably likely
to materially affect our internal controls.

PART II — OTHER INFORMATION

Item 1. Legal Proceedings.

To the best knowledge of our sole officer
and director, there are presently no material pending legal proceedings to which the Company, any executive officer, any owner
of record or beneficially of more than five percent of any class of voting securities is a party or as to which any of its property
is subject, and no such proceedings are known to the Company to be threatened or contemplated against it.

Item 1A. Risk Factors.

As a “smaller reporting company”
as defined by Item 10 of Regulation S-K, the Company is not required to provide information required by this Item.

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

None.

Item 3. Defaults Upon Senior Securities.

None.

Item 4. Removed and Reserved.

Item 5. Other Information.

None.

11





Item 6. Exhibits.

(a) Exhibits required by Item 601 of Regulation S-K.

|Exhibit |  | Description                                                                                                                                                                                                               
|------- |  | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|        |  |                                                                                                                                                                                                                           
|*3.1    |  | Certificate of Incorporation, as filed with the Delaware Secretary of State on October 22, 2010.                                                                                                                          
|        |  |                                                                                                                                                                                                                           
|*3.2    |  | By-Laws.                                                                                                                                                                                                                  
|        |  |                                                                                                                                                                                                                           
|31.1    |  | Certification of the Company’s Principal Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, with respect to the registrant’s Quarterly Report on Form 10-Q for the quarter ended April 30, 2011.
|        |  |                                                                                                                                                                                                                           
|31.2    |  | Certification of the Company’s Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, with respect to the registrant’s Quarterly Report on Form 10-Q for the quarter ended April 30, 2011.
|        |  |                                                                                                                                                                                                                           
|32.1    |  | Certification of the Company’s Principal Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.                                                      
|        |  |                                                                                                                                                                                                                           
|32.2    |  | Certification of the Company’s Principal Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.                                                      



|  |                                                                                                                                                              
|- | -------------------------------------------------------------------------------------------------------------------------------------------------------------
|* | Filed as an exhibit to the Company’s Registration Statement on Form 10, as filed with the SEC on December 15, 2010 and incorporated herein by this reference.

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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.

|                    | BRIDGEWAY ACQUISITION CORP.                                                          
|------------------- | -------------------------------------------------------------------------------------
|                    |                                                                                      
|Date: June 13, 2011 | By:                                                                                  
|                    | Name: Keri B. Bosch
        Title: President, Secretary, Treasurer, and Sole Director

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