UNITED
STATES

SECURITIES
AND EXCHANGE COMMISSION

Washington,
D.C. 20549



FORM
10-Q



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



For
the quarterly period ended June 30, 2012



☐
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: 333-174240



Development
Capital Group, Inc.

(Exact
name of Registrant as specified in its charter)

|Florida                      |  | 27-3746561                  
|---------------------------- |  | ----------------------------
|(State
    of incorporation) |  | (IRS
    Employer ID Number)

6029
Paseo Acampo Carlsbad, California 92009

(Address
of principal executive offices)



(760)
840-9409

(Registrant’s
telephone number)

Not
Applicable

(Former
name, former address and former fiscal year, if changed since last report)



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

Yes
☑ 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 | ☑
|(Do
    not check if a smaller reporting company) |   |                               |  



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

Yes
☐ No ☑



As
of June 30, 2012 there were 12,328,000 shares of common stock, par value $0.001 per share outstanding.

















TABLE
OF CONTENTS



|                                                                                                  | Page
|------------------------------------------------------------------------------------------------- | ----
|PART
    I                                                                                        |     
|                                                                                                  |     
|Item 1. Financial
    Statements Unaudited June 30, 2012 and Audited March 31, 2012               | F-1 
|                                                                                                  |     
|Item 2. Management’s
    Discussion and Analysis of Financial Condition and Results of Operations | 3   
|                                                                                                  |     
|Item 3. Quantitative
    and Qualitative Disclosures About Market Risk                            | 4   
|                                                                                                  |     
|Item 4(T). Controls
    and Procedures                                                            | 4   





|         |                                                                 |  |  |   | 
|-------- | --------------------------------------------------------------- |  |  | - | 
|         | PART
    II                                                     |  |  |   | 
|         |                                                                 |  |  |   | 
|Item 1.  | Legal Proceedings                                               |  |  | 5 | 
|         |                                                                 |  |  |   | 
|Item 1A. | Risk Factors                                                    |  |  | 5 | 
|         |                                                                 |  |  |   | 
|Item 2.  | Unregistered Sales
    of Equity Securities and Use of Proceeds |  |  | 5 | 
|         |                                                                 |  |  |   | 
|Item 3.  | Defaults Upon
    Senior Securities                             |  |  | 5 | 
|         |                                                                 |  |  |   | 
|Item 4.  | Submission of
    Matters to a Vote of Security Holders         |  |  | 5 | 
|         |                                                                 |  |  |   | 
|Item 5.  | Other Information                                               |  |  | 5 | 
|         |                                                                 |  |  |   | 
|Item 6.  | Exhibits                                                        |  |  | 5 | 
|         |                                                                 |  |  |   | 
|         | Signatures                                                      |  |  | 6 | 



















PART
I



FINANCIAL
INFORMATION



Item
1. Financial Statements.



TABLE
OF CONTENTS





Financial
Statements: PAGE



|
|
|



Balance Sheets
for the three month periods ended June 30, 2012 (unaudited) and March 31, 2012 (audited) ...... F3



Statements
of Operations for the Three Months period ended June 30, 2012 and June 30, 2011 ........... F4



Statements
of Stockholders’ Equity from September 27, 2010 (Inception) to June 30, 2012 .................
F5



Condensed
Statements of Cash Flows for the Three Months ended June 30, 2012 and June 30, 2011.....F6





Notes to Financial
Statements......................................................................................................
F7-F8













|                                                          |  |                |         |             
|--------------------------------------------------------- |  | -------------- | ------- | ------------
|DEVELOPMENTCAPITALGROUP, INC. (A DEVELOPMENTSTAGECOMPANY)
|BALANCESHEETS                                             |  |                |         |             
|ATMARCH31, 2012AND JUNE30, 2012                           |  |                |         |             
|                                                          |  |                |         |             
|ASSETS                                                    |  |               
|                                                          |  | March 31, 2012 |         | June 30,2012
|                                                          |  |                |         |             
|Current assets:                                           |  |                |         |             
|Cash and cash equivalents                                 |  | $              | 17,537  |             
|Deposits                                                  |  |                | —       |             
|Total assets                                              |  | $              | 17,537  |             
|                                                          |  |                |         |             
|                                                          |  |                |         |             
|LIABILITIES AND STOCKHOLDERS' EQUITY                      |  |                |         |             
|                                                          |  |                |         |             
|Commitments and contingencies                             |  |                |         |             
|                                                          |  |                |         |             
|Stockholders' equity:                                     |  |                |         |             
|Common stock, $0.001 par value; 490,000,000 shares        |  |                |         |             
|authorized; 12,328,000 shares issued and outstanding      |  | $              | 11,328  |             
|Additional paid in capital                                |  | $              | 44,880  |             
|Deficit accumulated during the development stage          |  | $              | (38,671 | )           
|Total stockholders' equity                                |  | $              | 17,537  |             
|                                                          |  |                |         |             
|Total liabilities and stockholders' equity                |  | $              | 17,537  |             

























|DEVELOPMENT CAPITAL GROUP, INC. (A DEVELOPMENT STAGE COMPANY)
|-------------------------------------------------------------
|STATEMENTS OF OPERATIONS                                     
|FOR THE THREE MONTHS ENDED JUNE  30, 2012                    
|AND  JUNE 30, 2011                                           
|                                                             
|                                                             
|                                                             
|                                                             
|                                                             
|Commissions revenue                                          
|                                                             
|Operating expenses:                                          
|Compensation expense                                         
|Professional fees                                            
|General and administrative include bank fee                  
|Total operating expenses                                     
|                                                             
|Net income (loss) from operations before income taxes        
|Share-based compensation                                     
|Income tax                                                   
|                                                             
|Net income (loss)                                            
|                                                             
|Loss per common share                                        
|                                                             
|Weights average of shares outstanding                        































|DEVELOPMENTCAPITALGROUP, INC. (A DEVELOPMENTSTAGECOMPANY) |                                       |            |              |       
|--------------------------------------------------------- | ------------------------------------- | ---------- | ------------ | ------
|STATEMENTSOFSTOCKHOLDERS' EQUITY                          |                                       |            |              |       
|FROMSEPTEMBER27, 2010 (INCEPTION)TOJUNE30, 2012           |                                       |            |              |       
|                                                          |                                       |            |              |       
|                                                          |                                       |            |              |       
|                                                          |                                       |            |              |       
|                                                          |                                       |            |              |       
|                                                          |                                       |            | Common Stock |       
|                                                          |                                       |            | Shares       |       
|                                                          |                                       |            |              |       
|Balance, September 27, 2010 (Inception)                   | $                                     | -          | $            | -     
|                                                          |                                       |            |              |       
|                                                          | Sale of common stock                  |            | 10,208,000   |       
|                                                          |                                       |            |              |       
|                                                          | Share-based compensation              |            | -            |       
|                                                          |                                       |            |              |       
|                                                          | Issuance of common stock for services |            | 1,020,000    |       
|                                                          |                                       |            |              |       
|                                                          | Net loss                              |            | -            |       
|                                                          |                                       |            |              |       
|Balance, March 31, 2011                                   |                                       | 11,228,000 |              | 11,228
|                                                          |                                       |            |              |       
|                                                          | Share-based compensation              |            | 100,000      |       
|                                                          |                                       |            |              |       
|                                                          | Net income                            |            |              |       
|                                                          |                                       |            |              |       
|                                                          | Balance, March 31, 2012               | $          | 11,328,000   | $     
|                                                          |                                       |            |              |       
|                                                          | Share-based compensation              |            | 1,000,000    |       
|                                                          |                                       |            |              |       
|                                                          | Net loss                              |            |              |       
|                                                          |                                       |            |              |       
|                                                          | Balance,June 30,2012                  |            | 12,328,000   |       































|DEVELOPMENTCAPITALGROUP, INC. (A DEVELOPMENTSTAGECOMPANY) |  |                                                                     
|--------------------------------------------------------- |  | --------------------------------------------------------------------
|STATEMENTSOFCASHFLOWS                                     |  |                                                                     
|for the three month ended June30, 2012                    |  |                                                                     
|ANDJUNE 30, 2011                                          |  |                                                                     
|                                                          |  |                                                                     
|                                                          |  |                                                                     
|                                                          |  | Three
    months
    ended                       
    June  30, 2012
|                                                          |  |                                                                     
|                                                          |  |                                                                     
|Cash flows from operating activities:                     |  |                                                                     
|Net income (loss)                                         |  | $                                                                   
|Adjustments to reconcile net income (loss) to             |  |                                                                     
|net cash provided by (used in) operating activities       |  |                                                                     
|Issuance of stock for services                            |  |                                                                     
|Share-based compensation                                  |  |                                                                     
|Increase in deposits                                      |  |                                                                     
|Net cash provided by operating activities                 |  |                                                                     
|                                                          |  |                                                                     
|Cash flows from investing activities:                     |  |                                                                     
|                                                          |  |                                                                     
|Cash flows from financing activities:                     |  |                                                                     
|Proceeds from sale of common stock                        |  |                                                                     
|Net cash provided by financing activities                 |  |                                                                     
|                                                          |  |                                                                     
|Net increase in cash and cash equivalents                 |  |                                                                     
|                                                          |  |                                                                     
|Cash and cash equivalents, beginning of period            |  |                                                                     
|                                                          |  |                                                                     
|Cash and cash equivalents, end of period                  |  | $                                                                   
|                                                          |  |                                                                     
|Supplemental disclosure of cash flow information:         |  |                                                                     
|Cash paid for interest                                    |  | $                                                                   
|Cash paid for taxes                                       |  | $                                                                   

















F6











DEVELOPMENT
CAPITAL GROUP, INC.



NOTES TO CONDENSED FINANCIAL STATEMENTS







NOTE 1 – DESCRIPTION OF BUSINESS





Development Capital Group, Inc. (the "Company") was incorporated
under the laws of the State of Florida on September 27, 2010. The Company provides transportation and logistics services for a
wide range of manufacturing, industrial and retail customers. The Company is a development-stage enterprise company and its planned
principal activities are to provide freight, logistics, truckload and other services for investors and truck owners.







As a development-stage enterprise, the Company had limited operating
revenues of $314,505 through June 30, 2012. Recorded revenues were generated from commissions earned through contracted freight
services. The Company is currently devoting substantially all of its present efforts to securing and establishing a new business.







NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES





Useof estimates



The
preparation of thefinancial statementsin conformitywithgenerallyaccepted accountingprinciplesrequiresmanagement
to make estimatesand assumptions that
affect certain reported
amounts and disclosures.Accordingly,actual results could differ
from these estimates.



Revenue
recognition



The
Company recognizes revenue when it is realized or realizable and earned. Revenue is considered realized and earned when persuasive
evidence of an arrangement exists; delivery has occurred or services have been rendered; fees to the customer are fixed or determinable;
and collection of the resulting receivable is reasonably assured.



Cash
equivalents



The
Company considersall highly liquid instruments
purchased with maturity
ofthree months or less from the time of purchase to becash equivalents.



IncomeTaxes



Incometaxesareprovided
for thetax effectsoftransactions reported
in the financial statementsand consist oftaxes currentlydueplus deferred
taxesrelated
primarilyto differencesbetweentherecorded book basis
and tax basisof assetsand liabilities
for financialand
incometaxreporting.
The deferred tax assetsand
liabilities representthe future taxreturn consequences ofthose differences, which will either be taxable or deductible
whentheassets
and liabilities arerecovered orsettle.Deferred taxes are
also recognized for operatinglossesthat are availableto offsetfuture
taxable income and tax
creditsthat are availableto offsetfuture
federal income taxes.



Long-Lived
Assets



The
Company will review its long-lived assets and certain identifiable intangibles held and used for possible impairment whenever
events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. In evaluating the fair
value and future benefits of its intangible assets, management will perform an analysis of the anticipated undiscounted future
net cash flow of the individual assets over the remaining amortization period. The Company will recognize an impairment loss if
the carrying value of the asset exceeds the expected future cash flows.



Revenues

Revenue
from inception to June 30, 2012 is $314,505.







F7

















DEVELOPMENT
CAPITAL GROUP, INC.



NOTES
TO CONDENSED FINANCIAL STATEMENTS





NOTE
3 – FAIR VALUE OF FINANCIAL INSTRUMENTS



The
carrying amounts of cash and cash equivalents approximate their fair values due to their short-term nature.





NOTE
4 – CONCENTRATION OF CREDIT RISK



The
Company maintains cash balances at a financial institution in Florida. The balance, at any given time, may exceed Federal Deposit
Insurance Corporation (“FDIC”) insurance limits of $250,000 per institution. The Company’s cash balances at
June 30, 2012were within FDIC insured limits.



NOTE
5 – COMMITMENTS AND CONTINGENCIES



From
time to time, the Company may become subject to legal proceedings, claims and litigation arising in the ordinary course of its
business. The Company is not currently a party to any material legal proceedings, nor is the Company aware of any other pending
or threatened litigation that would have a material adverse effect on the Company’s business, operating results, cash flows
or financial condition should such litigation be resolved unfavorably.



NOTE
6 – STOCKHOLDERS’ EQUITY



From the Company’s inception on
September 27, 2010 throughJune 30, 2012, the Company has issued 12,328,000 shares of common stock with a $0.001 par value,
inclusive of 9,000,000 shares issued to the Company founders and 1,120,000 shares issued to third parties for services. The Company
is authorized to issue 1,000,000 shares of common stock with a par value of $0.001 for Andriy Korobkin for services he rendered
to the Corporation as the Chief Executive Officer at April 24, 2012. Shares were issued and outstanding. The financial statements
include a non-cash compensation charge of $31,900, representing the difference between the market price of the shares and the price
paid by the founders.











F8















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



As used
in this Form 10-Q, references to the Company,” “we,” “our” or “us” refer to Development
Capital Group, Inc. a Florida Corporation unless the context otherwise indicates.



Forward-Looking
Statements



The following
discussion should be read in conjunction with our financial statements, which are included elsewhere in this Form 10-Q (the “Report”).
This Report contains forward-looking statements which relate to future events or our future financial performance. In some cases,
you can identify forward-looking statements by terminology such as “may,” “should,” “expects,”
“plans,” “anticipates,” “believes,” “estimates,” “predicts,” “potential”
or “continue” or the negative of these terms or other comparable terminology. These statements are only predictions
and involve known and unknown risks, uncertainties, and other factors that may cause our or our industry’s 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 these forward-looking statements.

For a description
of such risks and uncertainties, refer to Registration Statement on Form S-1 filed with the Securities and Exchange Commission
on August 29, 2011, and declared effective on

September
2, 2011. While these forward-looking statements, and any assumptions upon which they are based, are made in good faith and reflect
our current judgment regarding the direction of our business, actual results will almost always vary, sometimes materially, from
any estimates, predictions, projections, assumptions or other future performance suggested herein.

Except as
required by applicable law, including the securities laws of the United States, we do not intend to update any of the forward-looking
statements to conform these statements to actual results.



Business
Overview



We are a
liaison between our customers who are in need of transportation services for their cargo and transportation needs and providers
who will deliver our customers’ cargo. We match our customers

with transportation
providers who provide shipping by truckload and less than truckload within the United States based upon delivery requirements,
transportation routes, type of shipment, equipment

requirements,
shipment size and price. Our prices are determined on a shipment-by-shipment basis to accommodate our customers’ needs based
on the transportation provider selection, size and type of

shipment,
distance and route. We do not own transportation vehicles or equipment used to transport freight, including trucks and trailers.



Results
of Operations For the three months ending June 30, 2012 compared to the three months ending June 30, 2011.



Revenues

Since our
September 27, 2010 inception through June 30, 2012, we generated revenues of $ 314,505. We generated revenues for the three month
period ending June 30, 2012 of $38,000 and $26,043 for the three-month periods ending June 30, 2011.





3











Total
operating expenses

During the
three month periods ending June 30, 2012 and June 30, 2011, total operating expenses were $55,849 and $11,641. From our September
27, 2010 inception through June 30, 2012, our operating expenses were $371,024 include share-based compensation $31,900. We increased
the general and administrative expenses between the periods March 31, 2012 and June 30, 2012 to $4,706. In a previous year 2011
for the same period these expenses were $3,391. Also we increased our compensation expense from $ 0 for the first quarter 2011
to $ 48,700 in the first quarter 2012 . Since our inception through June 30, 2012 our compensation expense was $299,980.



Net Profit/Loss

During the
three-month periods ending June 30, 2012 we had a loss $17,849 and June 30, 2011 we had profit $14,402.



Going
Concern Consideration

Our auditor's
report in March 31, 2012 consolidated financial statements for fiscal year ending March 31, 2012 expressed an opinion that our
capital resources were insufficient to sustain operations. Our last three months reflect net loss and our capital resources are
reduced.



Liquidity
and Capital Resources

As of June
30, 2012 and June 30, 2011, we had cash of $688 and $22,132 respectively. Cash provided by financing activities for the three-month
periods ending June 30, 2012 and June 30, 2011.



Off Balance
Sheet Arrangements

We do not
have any 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 investors.



Item
3. Quantitative and Qualitative Disclosures About Market Risk

A smaller
reporting company, as defined by Item 10 of Regulation S-K, is not required to provide the information required by this item.



Item
4. Controls and Procedures.

Evaluation
of Disclosure Controls and Procedures.

As of the
end of the period covered by this Report, we conducted an evaluation, under the supervision and with the participation of our
Chief Executive Officer and Chief Financial Officer, of our disclosure controls and procedures (as defined in Rules 13a-15(e)
and 15d-15(e) under the 1934 Act). Based on this evaluation, the Chief Executive Officer and Chief Financial Officer concluded
that our

disclosure
controls and procedures are not effective to ensure that information required to be disclosed by us in reports that we file or
submit under the 1934 Act is recorded, processed, summarized and

reported
within the time periods specified in the Securities and Exchange Commission rules and forms.



Changes
in Internal Control Over Financial Reporting.

There have
been no changes in the Company’s internal control over financial reporting identified in connection with the evaluation
required by paragraph (d) of Rule 240.15d-15 that occurred during

the Company’s
last fiscal quarter that has materially affected, or is reasonable likely to materially

affect,
the Company internal control over financial reporting., affect, the Company internal control over financial reporting., affect,
the Company internal control over financial reporting.,





4







PART
II



OTHER
INFORMATION



Item
1. Legal Proceedings.



There
are no pending legal proceedings in which we are a party or in which any of our directors, officers or affiliates, any owner of
record or beneficiary of more than 5% of any class of our voting securities is a party adverse to us or has a material interest
adverse to us. Our property is not the subject of any pending legal proceedings.



Item
1A. Risk Factors



Because
we are classified as a Smaller Reporting Company under the federal securities laws, we are not required to include risk factors
in this Form 10-Q; however, please note risk factors included in our S-1 Registration Statement.



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

We did not
issue unregistered securities during the quarter ending June 30, 2012.



Purchases
of equity securities by the issuer and affiliated purchasers

During the
quarter ending June 30, 2012, there were no purchases of equity securities by us or affiliated purchasers.



Use of
Proceeds



None



Item
3. Defaults Upon Senior Securities.



We
have no senior securities outstanding.



Item
4. Submission of Matters to a Vote of Security Holders.



We did
not submit any matters to a vote of our security holders during the quarter ending June 30, 2012.



Item
5. Other Information.



None.



Item
6. Exhibits



|ExhibitNo. |  | Description                                                                                                                         
|---------- |  | ------------------------------------------------------------------------------------------------------------------------------------
|1.4        |  | Rule 13a-14(a)/15d14(a)
    Certifications of Andriy Korobkin, the President, Chief Executive Officer and Director (attached hereto)
|           |  |                                                                                                                                     
|1.5        |  | Rule 13a-14(a)/15d14(a)
    Certifications of Viktoriya Korobkin, the Chief Financial Officer (attached hereto)                     
|           |  |                                                                                                                                     
|1.6        |  | Section 1350 Certifications
    of Andriy Korobkin, the President, Chief Executive Officer and Director(attached hereto)            
|           |  |                                                                                                                                     
|1.7        |  | Section 1350 Certifications
    of Vikoriya Korobkin Chief Financial Officer, (attached hereto)                                     







5

















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.







|                           | Development
    Capital Group, Inc. |                                                        
|-------------------------- | ----------------------------------- | -------------------------------------------------------
|                           |                                     |                                                        
|Dated:
    August 17, 2012 | By:                                 |                                                        
|                           |                                     | Andriy
        Korobkin,
        President,
        CEO
|                           |                                     |                                                        































6