UNITED
STATES
 SECURITIES
AND EXCHANGE COMMISSION
 WASHINGTON,
D.C. 20549
 _______________
  FORM
10-Q
 _______________
  x
              QUARTERLY
      REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
      1934
  For
the quarterly period ended June 30, 2009
  o
              TRANSITION
      REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
      1934
 
 For the transition period from
______to______.
  ARTCRAFT
V, INC.
 (Exact
name of registrant as specified in Charter
  Delaware
                  
                  000-50818
                  
                  26-0744863(State
      or other jurisdiction of
                    incorporation
      or organization)
                  
                  (Commission
      File No.)
                  
                  (IRS
      Employee Identification
No.)
 
 Room
1131, XianKeJiDian Building
 BaGuaSi
Road Futian District
 Shenzhen
City, China 518029
 (Address
of Principal Executive Offices)(Zip Code)
 _______________
  011-86775
23990959
 (Registrant
Telephone number, including area code)
 _______________
  (Former
Name or Former Address if Changed Since Last Report)
  Indicate
by check mark whether the issuer (1) has filed all reports required to be filed
by Section 13 or 15(d) of the Exchange Act during the preceding 12 months (or
for such shorter period that the issuer was required to file such reports), and
(2)has been subject to such filing requirements for the past 90 days.
Yes x  No o
  Indicate
by check mark whether the registrant has submitted electronically and posted on
its corporate Web site, if any, every Interactive Data File required to be
submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this
chapter) during the preceding 12 months (or for such shorter period that the
registrant was required to submit and post such files).
  Yes o        No
o
  Indicate
by check mark whether the registrant is a large accelerated filer, an
accelerated filer, a non-accelerated filer or a smaller reporting company
filer.  See definition of “accelerated filer” and “large accelerated
filer” in Rule 12b-2 of the Exchange Act (Check one):
 
 Large
Accelerated Filer        £                          Accelerated
Filer                                 £
 Non-Accelerated
Filer          o                          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
August 4, 2009, the Company had 10,250,000 shares of common stock
outstanding.
  1
  ARTCRAFT
V, INC.
 FORM
10-Q
 June
30, 2009
 INDEX
  PART
I-- FINANCIAL INFORMATION
  Item
      1.
              Financial
      StatementsItem
      2.
              Management’s
      Discussion and Analysis of Financial Condition and Results of
      OperationsItem
      3
              Quantitative
      and Qualitative Disclosures About Market RiskItem
      4T.
              Control
      and Procedures
  PART
II-- OTHER INFORMATION
  Item
      1
              Legal
      ProceedingsItem
      1A.
              Risk
      FactorsItem
      2.
              Unregistered
      Sales of Equity Securities and Use of ProceedsItem
      3.
              Defaults
      Upon Senior SecuritiesItem
      4.
              Submission
      of Matters to a Vote of Security HoldersItem
      5.
              Other
      InformationItem
      6.
              Exhibits
  SIGNATURE
  2
  ITEM
1. FINANCIAL INFORMATION
 
 The
financial statements of the Company are included following the signature page of
this Form 10-Q.
 
 ITEM
2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION.
 
 BUSINESS
OVERVIEW
  Artcraft
V, Inc. was incorporated under the laws of the State of Delaware on June 7,
2004. On November 7, 2005, the Company entered into a Stock Purchase and Share
Exchange Agreement (“Share Exchange”) with Top Interest International Limited
(“Top Interest”). Top Interest owned 70% equity interest of Shenzhen Xin Kai
Yuan Info Consult Co., Ltd. (“188info.com”) which operates 188info.com, a
professional information searching platform that is engaged in the business of
providing information search engine, online web application and image designing,
digital network service, online market research, online promotion and
advertising services, and query searches for both individuals and businesses.
Top Interest was incorporated under the laws of the British Virgin Islands.
188info.com was legally established under the laws of the People’s Republic of
China (“PRC”). When used in these notes, the terms “Company”, “we”, “our” or
“us” mean Artcraft V, Inc. and its subsidiaries.
  Pursuant
to the Share Exchange, the Company purchased all of the issued and outstanding
shares of Top Interest from the shareholders for issuance of a total of
10,000,000 shares of the Company’s common stock, or approximately 99% of the
total issued and outstanding shares. This transaction closed on November 7, 2005
and has been accounted for as a reverse acquisition.
  We
operated our business through our wholly owned subsidiary, Top Interest
International Limited, which owned a 70% interest in 188info.com, which operates
"188Info" service in the PRC.
  On
September 22, 2008 the Company’s board of directors agreed to sell the Company’s
70% interest in 188info.com in order to protect their shareholders, as
“188info.com” continued to generate operating losses and negative cash flow. The
Company entered into an agreement with Shenzhen Dingyi Investment Consulting
Company Co., Ltd on September 22, 2008 to sell them its 70% interest in
188info.com for $0.15 (Chinese Renminbi 1) and the assumption of all assets and
liabilities of 188info.com. The transaction was completed and approved by the
PRC on October 17, 2008.
  Due to
the sale of 188info.com we do not expect to generate any revenues over the next
twelve months. Our principal business objective for the next twelve months will
be to seek, investigate and, if such investigation warrants, engage in a
business combination with a private entity whose business presents an
opportunity for our shareholders.
  During
the next twelve months we anticipate incurring costs related to filing of
Exchange Act reports, general administrative costs and costs relating to
consummating an acquisition, if an acquisition is to be pursued. We believe we
will be able to meet these costs through loans by  our
stockholders, management or other outside investors. We have no specific plans,
understandings or agreements with respect to the raising of such funds, and we
may seek to raise the required capital by the issuance of equity or debt
securities or by other means. Since we have no such arrangements or plans
currently in effect, our inability to raise funds for the consummation of an
acquisition may have a severe negative impact on our ability to become a viable
company.
  In the
future, we will attempt to acquire other assets or business operations that will
maximize shareholder value. No specific assets or businesses have been
definitively identified and there is no certainty that any such assets or
business will be identified or any transactions will be
consummated.
  We expect
that we will need to raise funds in order to effectuate our business plan. We
will seek to establish or acquire businesses or assets with funds raised either
via the issuance of shares or debt. There can be no assurance that additional
capital will be available to us. We may seek to raise the required capital by
other means. We may have to issue debt or equity or enter into a strategic
arrangement with a third party. We currently have no agreements, arrangements or
understandings with any person to obtain funds through bank loans, lines of
credit or any other sources. Since we have no such arrangements or plans
currently in effect, our inability to raise funds will have a severe negative
impact on our ability to remain a viable company. In pursuing the foregoing
goals, we may seek to expand or change the composition of the Board or make
changes to our current capital structure, including issuing additional shares or
debt and adopting a stock option plan.
 
 3
 
 RESULTS
OF OPERATIONS FOR THE THREE MONTHS PERIODS ENDED JUNE 30, 2009 AND
2008
 
 The
following table presents certain consolidated statement of operations
information for the three month periods ended June 30, 2009 and 2008. The
discussion following the table is based on these results.
 
 Three
      Months Ended June 30,2009
                                
                                
                                2008Revenue,
      net
                                
                                $
                                -
                                
                                
                                $
                                -Operating
      expenses:General
      and administrative expenses
                                
                                
                                10,373
                                
                                
                                
                                12,804Loss
      from continuing operations
                                
                                
                                (10,373
                                )
                                
                                
                                (12,804
                                )Discontinued
      operation:Loss
      from operations of entity disposed
                                
                                
                                -
                                
                                
                                
                                (931
                                )Net
      loss
                                
                                
                                (10,373
                                )
                                
                                
                                (13,735
                                )Other
      comprehensive income:Foreign
      currency translation
                                
                                
                                -
                                
                                
                                
                                288Comprehensive
      loss
                                
                                $
                                (10,373
                                )
                                
                                $
                                (13,447
                                )
 
 Net
Revenue
 
 Net
revenue for the three months ended June 30, 2009 totaled $0 compared to $0
(after reclassification of $9,003 revenue related to the discontinued entity)
for the three months ended June 30, 2008. The decrease in revenue is due to the
fact that the Company became dormant after the sale of the subsidiary
188info.com.
 
 Operating
Expense
 
 General
and administrative expenses for the three month period ended June 30, 2009
totaled $10,373 compared to $12,804 (after reclassification of $9,802 expenses
related to the discontinued entity) for the three month ended June 30,
2008.  The decrease in operating expense of $2,431 after
reclassification of the expenses related to discontinued operations was due to
the decrease in SEC filing and accounting fees.
 
 Loss
from Continuing Operations
 
 Loss from
continuing operations for the three months period ended June 30, 2009 totaled
$10,373 compared to $12,804 for the three months period ended June 30, 2008
(after reclassification of discontinued operations).  The decrease in
loss from continuing operations of $2,431 or approximately 18.9% was due to the
decrease in SEC filing and accounting fees.
 
 4
 Net
Loss
 
 Net loss
for the three months period ended June 30, 2009 totaled $10,373 compared to
$13,735 for the three months period ended June 30, 2008, a decrease of $3,362.
The decrease in net loss was primarily due to the decrease in professional fees
related to SEC filing.
 
 RESULTS
OF OPERATIONS FOR THE SIX MONTHS PERIODS ENDED JUNE 30, 2009 AND
2008
 
 The
following table presents certain consolidated statement of operations
information for the six months periods ended June 30, 2009 and 2008. The
discussion following the table is based on these results.
  Six
      Months Ended June 30,2009
                                
                                
                                2008Revenue,
      net
                                
                                $
                                -
                                
                                
                                $
                                -Operating
      expenses:General
      and administrative expenses
                                
                                
                                20,886
                                
                                
                                
                                20,790Loss
      from continuing operations
                                
                                
                                (20,886
                                )
                                
                                
                                (20,790
                                )Discontinued
      operation:Loss
      from operations of entity disposed
                                
                                
                                -
                                
                                
                                
                                (1,834
                                )Net
      loss
                                
                                
                                (20,886
                                )
                                
                                
                                (22,624
                                )Other
      comprehensive income:Foreign
      currency translation
                                
                                
                                -
                                
                                
                                
                                818Comprehensive
      loss
                                
                                $
                                (20,886
                                )
                                
                                $
                                (21,806
                                )
 Net
Revenue
  Net
revenue for the six months ended June 30, 2009 totaled $0 compared to $0 (after
reclassification of $16,392 revenue related to the discontinued entity) for the
six months ended June 30, 2008. The decrease in revenue is due to the fact that
the Company became dormant after the sale of the subsidiary,
188info.com.
 
 Operating
Expense
 
 General
and administrative expenses for the six months period ended June 30, 2009
totaled $20,886 are consistent with the same period in 2008 which was amounted
to $20,790 (after reclassification of $17,986 expenses related to the
discontinued entity).
 
 Loss
from Continuing Operations
 
 Loss from
continuing operations for the six months periods ended June 30, 2009 totaled
$20,886 are consistent with the same period in 2008 which was amounted to
$20,790.
 
 5
 Net
Loss
 
 Net
losses for the six months periods ended June 30, 2009 and 2008 are $20,886 and
$22,624, respectively. The decrease of $1,738 is primarily from the reduction at
accounting fees.
 
 LIQUIDTY
AND CAPITAL RESOURCES
  Cash and
cash equivalents were $3,212 at June 30, 2009, as well as the total current
assets. The Company's total current liabilities were $267,136 at June 30, 2009.
Working capital at June 30, 2009 was $(263,924).
 
 During
the next 12 months we anticipate incurring costs related to filing of financial
reports. We believe we will be able to meet these costs through use of funds in
our treasury and additional amounts, as necessary, to be loaned by or invested
in us by our stockholder, management or other investors. We will continue to
evaluate alternative sources of capital to meet our growth requirements,
including other asset or debt financing, issuing equity securities and entering
into other financing arrangements. There can be no assurance, however, that any
of the contemplated financing arrangements described herein will be available
and, if available, can be obtained on terms favorable to us.
  WORKING
CAPITAL REQUIREMENTS
  Our
auditor's going concern opinion for prior years ended indicates that we do not
have significant cash or other material assets and we are relying on advances
from stockholders officers and directors to meet limited operating expenses. We
do not have sufficient cash or other material assets nor do we have sufficient
operations or an established source of revenue to cover our operational costs
that would allow us to continue as a going concern.
 
 We are
dependent upon our principal stockholder and officer to meet any costs that we
may incur.
 
 OFF-BALANCE
SHEET ARRANGEMENTS
  We do not
have any off-balance sheet arrangements, financings, or other relationships with
unconsolidated entities or other persons, also known as “special purpose
entities” (SPEs).
 
 ITEM
3.     QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT
MARKET RISK.
  Not
required for smaller reporting companies.
 
 ITEM
4T.       CONTROLS AND
PROCEDURES.
 
 Evaluation of Disclosure
Controls and Procedures
 
 Pursuant
to Rule 13a-15(b) under the Securities Exchange Act of 1934 (“Exchange Act”),
the Company carried out an evaluation, with the participation of the Company’s
management, including the Company’s Chief Executive Officer (“CEO”) and Chief
Financial Officer (“CFO”),of the effectiveness of the Company’s disclosure
controls and procedures (as defined under Rule 13a-15(e) under the Exchange Act)
as of the end of the period covered by this report. Based upon that evaluation,
the Company’s CEO and CFO concluded that the Company’s disclosure controls and
procedures are effective to ensure that information required to be disclosed by
the Company in the reports that the Company files or submits under the Exchange
Act, is recorded, processed, summarized and reported, within the time periods
specified in the SEC’s rules and forms, and that such information is accumulated
and communicated to the Company’s management, including the Company’s CEO and
CFO, as appropriate, to allow timely decisions regarding required
disclosure.
 
 Changes in Internal
Controls
 
 There
have been no changes in the Company’s internal control over financial reporting
during the latest fiscal quarter that have materially affected, or are
reasonably likely to materially affect, the Company's internal control over
financial reporting.
  6
  PART
II - OTHER INFORMATION
  Item
1. Legal Proceedings.
  We are
currently not involved in any litigation that we believe could have a material
adverse effect on our financial condition or results of operations. There is no
action, suit, proceeding, inquiry or investigation before or by any court,
public board, government agency, self-regulatory organization or body pending
or, to the knowledge of the executive officers of our company or any of our
subsidiaries, threatened against or affecting our company, our common stock, any
of our subsidiaries or of our companies or our subsidiaries’ officers or
directors in their capacities as such, in which an adverse decision could have a
material adverse effect .
 
 Item
1A. Risk Factors.
 
 Not
Applicable because we are a smaller reporting company.
  Item
2. Unregistered Sales of Equity Securities and Use of Proceeds
  None.
  Item
3. Defaults Upon Senior Securities.
  None
  Item
4. Submission of Matters to a Vote of Security Holders.
  None.
  Item
5. Other Information.
  None.
  Item
6. Exhibits.
  31.1
Certifications pursuant to Section 302 of Sarbanes Oxley Act of
2002
  32.1
Certifications pursuant to Section 906 of Sarbanes Oxley Act of
2002
  7
 
 SIGNATURES
  Pursuant
to the requirements of the Securities Exchange Act of 1934, as amended, the
registrant caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.
  ARTCRAFT
      V, INCDate:
      August 10, 2009
              By:
              By:
      /s/ Li Te
      XiaoLi
      Te XiaoPresident,
      Chief Executive Officer,Chief
      Financial Officer and Director
 
  
 8
  ARTCRAFT
V, INC. AND SUBSIDIARIES
  NOTES
TO CONSOLIDATED FINANCIAL STATEMENTS
 (Unaudited)
 
 
 TABLE
OF CONTENTS
 
 
 
 
 Consolidated
      Balance Sheets (Unaudited)
                              F-2Consolidated
      Statements of Operations (Unaudited)
                              F-3Consolidated
      Statements of Cash Flows (Unaudited)
                              F-4Notes
      to Consolidated Financial Statements
                              F-5
      -
F-8
 
 F-1
 
  ARTCRAFT
      V, INC. AND SUBSIDIARIESConsolidated
      Balance Sheets
  June
      30,
                                
                                
                                December
      31,2009
                                
                                
                                2008(Unaudited)ASSETSCurrent
      Assets:Cash
      and cash equivalents
                                
                                $
                                3,212
                                
                                
                                $
                                91LIABILITIES
      AND STOCKHOLDERS' DEFICITCurrent
      Liabilities:Accounts
      payable and accrued expenses
                                
                                $
                                15,693
                                
                                
                                $
                                41,001Loan
      payable to related parties
                                
                                
                                251,443
                                
                                
                                
                                370,128Total
      current liabilities
                                
                                
                                267,136
                                
                                
                                
                                411,129Stockholders'
      Deficit:Common
      stock ($0.001 par value, 100,000,000 shares authorized,10,250,000
      issued and outstanding)
                                
                                
                                10,250
                                
                                
                                
                                10,250Additional
      paid-in capital
                                
                                
                                233,159
                                
                                
                                
                                115,159Subscription
      receivable
                                
                                
                                -
                                
                                
                                
                                (50,000
                                )Accumulated
      deficit
                                
                                
                                (507,333
                                )
                                
                                
                                (486,447
                                )Total
      stockholders' deficit
                                
                                
                                (263,924
                                )
                                
                                
                                (411,038
                                )Total
      Liabilities and Stockholders' Deficit
                                
                                $
                                3,212
                                
                                
                                $
                                91The
      accompanying notes are an integral part of these unaudited consolidated
      financial statements
  F-2
 ARTCRAFT
      V, INC. AND SUBSIDIARIESConsolidated
      Statements of Operations(Unaudited)
  For
      the Three Months
                                                                    
                                                                    
                                                                    For
      the Six MonthsEnded
      June 30,
                                                                    
                                                                    
                                                                    Ended
      June 30,2009
                                                                    
                                                                    
                                                                    2008
                                                                    
                                                                    
                                                                    2009
                                                                    
                                                                    
                                                                    2008Revenues,
      net
                                                                    $
                                                                    -
                                                                    
                                                                    
                                                                    $
                                                                    -
                                                                    
                                                                    
                                                                    $
                                                                    -
                                                                    
                                                                    
                                                                    $
                                                                    -Operating
      Expenses:General
      and administrative expenses
                                                                    
                                                                    10,373
                                                                    
                                                                    
                                                                    
                                                                    12,804
                                                                    
                                                                    
                                                                    
                                                                    20,886
                                                                    
                                                                    
                                                                    
                                                                    20,790Operating
      Loss
                                                                    
                                                                    (10,373
                                                                    )
                                                                    
                                                                    
                                                                    (12,804
                                                                    )
                                                                    
                                                                    
                                                                    (20,886
                                                                    )
                                                                    
                                                                    
                                                                    (20,790
                                                                    )Interest
      income
                                                                    
                                                                    -
                                                                    
                                                                    
                                                                    
                                                                    -
                                                                    
                                                                    
                                                                    
                                                                    -
                                                                    
                                                                    
                                                                    
                                                                    -Income
      From Continuing Operation Before Income Taxes
                                                                    
                                                                    (10,373
                                                                    )
                                                                    
                                                                    
                                                                    (12,804
                                                                    )
                                                                    
                                                                    
                                                                    (20,886
                                                                    )
                                                                    
                                                                    
                                                                    (20,790
                                                                    )Provision
      for Income Taxes
                                                                    
                                                                    -
                                                                    
                                                                    
                                                                    
                                                                    -
                                                                    
                                                                    
                                                                    
                                                                    -
                                                                    
                                                                    
                                                                    
                                                                    -Loss
      From Continuing Operation
                                                                    
                                                                    (10,373
                                                                    )
                                                                    
                                                                    
                                                                    (12,804
                                                                    )
                                                                    
                                                                    
                                                                    (20,886
                                                                    )
                                                                    
                                                                    
                                                                    (20,790
                                                                    )Discontinued
      Operations:Loss
      from discontinued operation
                                                                    
                                                                    -
                                                                    
                                                                    
                                                                    
                                                                    (931
                                                                    )
                                                                    
                                                                    
                                                                    -
                                                                    
                                                                    
                                                                    
                                                                    (1,834
                                                                    )Net
      Loss
                                                                    $
                                                                    (10,373
                                                                    )
                                                                    
                                                                    $
                                                                    (13,735
                                                                    )
                                                                    
                                                                    $
                                                                    (20,886
                                                                    )
                                                                    
                                                                    $
                                                                    (22,624
                                                                    )Net
      Loss Per Share:Basic
      & diluted from continuing operation
                                                                    $
                                                                    (0.001
                                                                    )
                                                                    
                                                                    $
                                                                    (0.001
                                                                    )
                                                                    
                                                                    $
                                                                    (0.002
                                                                    )
                                                                    
                                                                    $
                                                                    (0.002
                                                                    )Basic
      & diluted including discontinued operation
                                                                    $
                                                                    (0.001
                                                                    )
                                                                    
                                                                    $
                                                                    (0.001
                                                                    )
                                                                    
                                                                    $
                                                                    (0.002
                                                                    )
                                                                    
                                                                    $
                                                                    (0.002
                                                                    )Weighted
      Average Shares OutstandingBasic
      & diluted
                                                                    
                                                                    10,250,000
                                                                    
                                                                    
                                                                    
                                                                    10,250,000
                                                                    
                                                                    
                                                                    
                                                                    10,250,000
                                                                    
                                                                    
                                                                    
                                                                    10,250,000The
      Components of Other Comprehensive Income:Net
      Loss
                                                                    $
                                                                    (10,373
                                                                    )
                                                                    
                                                                    $
                                                                    (13,735
                                                                    )
                                                                    
                                                                    $
                                                                    (20,886
                                                                    )
                                                                    
                                                                    $
                                                                    (22,624
                                                                    )Foreign
      currency translation adjustment
                                                                    
                                                                    -
                                                                    
                                                                    
                                                                    
                                                                    288
                                                                    
                                                                    
                                                                    
                                                                    -
                                                                    
                                                                    
                                                                    
                                                                    818Comprehensive
      Loss
                                                                    $
                                                                    (10,373
                                                                    )
                                                                    
                                                                    $
                                                                    (13,447
                                                                    )
                                                                    
                                                                    $
                                                                    (20,886
                                                                    )
                                                                    
                                                                    $
                                                                    (21,806
                                                                    )
  The
      accompanying notes are an integral part of these unaudited consolidated
      financial
statements
  F-3
 ARTCRAFT
      V, INC. AND SUBSIDIARIESConsolidated
      Statements of Cash Flows(Unaudited)
  For
      Six MonthsEnded
      June 30,2009
                                            
                                            
                                            2008Cash
      flows from operating activities:Net
      loss
                                            
                                            $
                                            (20,886
                                            )
                                            
                                            $
                                            (22,624
                                            )Net
      change in operating assets and liabilities:Other
      receivables
                                            
                                            
                                            -
                                            
                                            
                                            
                                            26,250Accounts
      payable and accrued expenses
                                            
                                            
                                            (25,308
                                            )
                                            
                                            
                                            (13,667
                                            )Net
      cash used in continuing operations
                                            
                                            
                                            (46,194
                                            )
                                            
                                            
                                            (10,041
                                            )Changes
      in assets of discontinued operations
                                            
                                            
                                            -
                                            
                                            
                                            
                                            9,135Net
      cash used in operating activities
                                            
                                            
                                            (46,194
                                            )
                                            
                                            
                                            (906
                                            )Cash
      flows from financing activities:Loan
      from related party
                                            
                                            
                                            49,315
                                            
                                            
                                            
                                            97,907Effect
      of exchange rate on cash
                                            
                                            
                                            -
                                            
                                            
                                            
                                            425Net
      increase in cash
                                            
                                            
                                            3,121
                                            
                                            
                                            
                                            97,426Cash
      and cash equivalents, beginning of year
                                            
                                            
                                            91
                                            
                                            
                                            
                                            18,070Cash
      and cash equivalents, end of period
                                            
                                            $
                                            3,212
                                            
                                            
                                            $
                                            115,496Non-cash
      investing and financing activities:Cancelation
      of subscription receivable
                                            
                                            $
                                            50,000
                                            
                                            
                                            $
                                            -Debt
      forgiven by the major shareholder-
      deemed a capital contribution
                                            
                                            $
                                            168,000
                                            
                                            
                                            $
                                            -The
      accompanying notes are an integral part of these unaudited consolidated
      financial statements
   F-4
   ARTCRAFT
V, INC. AND SUBSIDIARIES
  NOTES
TO CONSOLIDATED FINANCIAL STATEMENTS
 (Unaudited)
 
 Note
1 – ORGANIZATION
 
 Artcraft
V, Inc. (the “Company”) was incorporated under the laws of the State of Delaware
on June 7, 2004.  On November 7, 2005, the Company entered into an
Exchange Agreement with Top Interest International Limited (“Top
Interest”).  Top Interest owns 70% equity interest of Shenzhen Xin Kai
Yuan Info Consult Co., Ltd. (“188info.com”) which operates 188info.com, a
professional information searching platform that is engaged in the business of
providing information search engine, online web application and image designing,
digital network service, online market research, online promotion and
advertising services, and query searches for both individuals and
businesses.  Top Interest was incorporated under the laws of the
British Virgin Islands.  188info.com was legally established under the
laws of the People’s Republic of China.
 
 Pursuant
to the Stock Purchase and Share Exchange Agreement, the Company purchased all of
the issued and outstanding shares of Top Interest from their shareholders for
issuance of a total of 10,000,000 shares of the Company’s common stock, or
approximately 99% of the total issued and outstanding shares.  This
transaction closed on November 7, 2005 and has been accounted for as a reverse
acquisition.
 
 On
September 22, 2008 the Company’s board of directors agreed to sell the Company’s
70% interest in 188info.com.  The Company entered into an agreement
with Shenzhen Dingyi Investment Consulting Company Co., Ltd on September
22, 2008 to sell our 70% interest in 188info.com for $0.15 (RMB1) and the
assumption of all assets and liabilities of 188info.com. The transaction was
completed and approved by the PRC on October 17, 2008.
 
 On June
21, 2009, the Company entered into a debt forgiveness transaction with Mr. Xu Zu
Da, the president of Top Interest International Ltd. and the Company’s major
shareholder, to forgive the Company from the repayment of a related party loan
of $168,000. This forgiven debt will be treated as additional paid-in capital
from Mr. Xu Zu Da.
 
 When used
in these notes, the terms “Company”, “we”, “our” or “us” mean Artcraft V, Inc.
and its subsidiaries.
 
 Note
2 – SUMMARY OF
SIGNIFICANT ACCOUNTING POLICIES
 
 Basis of
Presentation
 
 The
accompanying unaudited consolidated financial statements for the three months
and six months ended June 30, 2009 and 2008 have been prepared in conformity
with accounting principles generally accepted (“GAAP”) in the United States of
America for interim financial information and with the instructions to
Form 10-Q and Article 10 of Regulation S-X, as promulgated by the US
Securities and Exchange Commission. Accordingly, they do not include all of the
information and footnotes required by U.S. GAAP for complete financial
statements. The financial information as of December 31, 2008 is derived
from our Form 10-K for the year ended December 31, 2008 to be filed by
us with the Securities and Exchange Commission. Certain information or footnote
disclosures normally included in financial statements prepared in accordance
with GAAP in the United States of America have been condensed or omitted
pursuant to the rules and regulations of the Securities and Exchange Commission.
The financial statements for the three months and six months ended June 30, 2009
and 2008 are unaudited and include all adjustments considered necessary for a
fair presentation of the results of operations for the three months and six
months ended on June 30, 2009 and 2008. All such adjustments are of a normal
recurring nature. The results of the Company's operations for any interim period
are not necessarily indicative of the results of the Company's operations for a
full fiscal year.
 
 F-5
 ARTCRAFT
V, INC. AND SUBSIDIARIES
  NOTES
TO CONSOLIDATED FINANCIAL STATEMENTS
 (Unaudited)
 
 Principles
of Consolidation
 
 The
consolidated financial statements include the accounts of Artcraft V, Inc. and
its wholly owned subsidiary, collectively referred to within as the Company. All
material intercompany accounts, transactions and profits have been eliminated in
consolidation.
 
 Exchange
Gain (Loss)
 
 During
the three and six months ended June 30, 2008, the transactions of 188info.com
were denominated in foreign currency and were recorded in RMB at the rates of
exchange in effect when the transactions occur. Exchange gains and losses are
recognized for the different foreign exchange rates applied when the foreign
currency assets and liabilities are settled.
 
 Translation
Adjustment
 
 As of
June 30, 2008, the accounts of 188info.com were maintained, and its financial
statements were expressed, in RMB. Such financial statements were translated
into U.S. Dollars in accordance with Statement of Financial Accounts Standards
(“SFAS”) No. 52, “Foreign Currency Translation,” with the RMB as the functional
currency. According to the Statement, all assets and liabilities were translated
at the current exchange rate, stockholder’s equity are translated at the
historical rates and income statement items are translated at the average
exchange rate for the period. The resulting translation adjustments are reported
under other comprehensive income in accordance with SFAS No. 130, “Reporting
Comprehensive Income” as a component of shareholders’ equity.
  Use of
Estimates
 
 The
preparation of financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions that
affect the reported amounts of assets and liabilities and disclosure of
contingent assets and liabilities at the date of the financial statements and
the reported amounts of revenues and expenses during the reporting period.
Actual results could differ from those estimates.
 
 Cash and
Cash Equivalents
 
 Cash and
cash equivalents include cash in hand and cash in time deposits, certificates of
deposit and all highly liquid debt instruments with original maturities of three
months or less.
 
 Revenue
Recognition
 
 The
Company’s revenue recognition policies are in compliance with Staff Accounting
Bulletin (“SAB”) 104. Revenue from marketing services through the World Wide Web
is recognized when services are rendered. Payments received before all of the
relevant criteria for revenue recognition are satisfied are recorded as deferred
revenue. There was no revenue for the three and six months ended June 30, 2009
and 2008.
 
 
 F-6
  ARTCRAFT
V, INC. AND SUBSIDIARIES
  NOTES
TO CONSOLIDATED FINANCIAL STATEMENTS
 (Unaudited)
 
 Income
Taxes
 
 The
Company utilizes SFAS No. 109, “Accounting for Income Taxes”, which requires the
recognition of deferred tax assets and liabilities for the expected future tax
consequences of events that have been included in the financial statements or
tax returns. Under this method, deferred income taxes are recognized for the tax
consequences in future years of differences between the tax bases of assets and
liabilities and their financial reporting amounts at each period end based on
enacted tax laws and statutory tax rates applicable to the periods in which the
differences are expected to affect taxable income. Valuation allowances are
established, when necessary, to reduce deferred tax assets to the amount
expected to be realized.
 
 Basic and
Diluted Loss per Share
 
 Loss per
share is calculated in accordance with the Statement of financial accounting
standards No. 128 (“SFAS No. 128”), “Earnings per share”. SFAS No. 128
superseded Accounting Principles Board Opinion No.15 (“APB 15”). Net income
(loss) per share for all periods presented reflect the adoption of SFAS No. 128.
Basic net loss per share is based upon the weighted average number of common
shares outstanding. Diluted net loss per share is based on the assumption that
all dilutive convertible shares and stock options were converted or exercised.
Dilution is computed by applying the treasury stock method. Under this method,
options and warrants are assumed to be exercised at the beginning of the period
(or at the time of issuance, if later), and as if funds obtained thereby were
used to purchase common stock at the average market price during the period.
There were no dilutive shares for three and six months ended June 30, 2009 and
2008. Basic and diluted losses per share were $0.001 and $0.001 for the three
months periods ended June 30, 2009 and 2008 respectively.
 
 Recent
Accounting Pronouncements
  Management
does not believe that any recently issued, but not yet effective, accounting
standards, if currently adopted, would have a material effect on the
accompanying financial statements.
 
 Reclassification
 
 Certain
items in the financial statements have been reclassified to confirm to the
current period presentation.
 
 Note
3 – ACCOUNTS PAYABLE
AND ACCRUED EXPENSES
 
 As of
June 30, 2009 and December 31, 2008, account payable and accrued expenses were
$15,693 and $41,001, respectively, including accrued legal, audit, and
accounting expenses.
 
 Note
4 – LOAN PAYBLE TO
RELATED PARTIES
 
 As of
June 30, 2009, total loan payable to related party was $251,443, a non
interest-bearing, unsecured and due on demand note payable to a shareholder of
the Company.
 
 As of
December 31, 2008, total loans payable to related parties were $370,128,
including a non interest-bearing, unsecured and due on demand note payable to
Mr. Xu Zu Da, the president of Top Interest International Ltd. and the
major shareholder of the Company, amounting to $168,000 and a non
interest-bearing, unsecured and due on demand note payable to a shareholder of
the Company in the amount of $202,128.
  F-7
 ARTCRAFT
V, INC. AND SUBSIDIARIES
  NOTES
TO CONSOLIDATED FINANCIAL STATEMENTS
 (Unaudited)
 
 Note
5 – STOCKHOLDERS’
DEFICIT
 
 During
the six months period ended June 30, 2009, the Company forgave the subscription
receivable from the shareholder of Top Interest International Ltd. amounting to
$50,000 and recorded it as a reduction of additional paid-in
capital.
  No new
shares have been issued during the three months period ended June 30,
2009.
 
 Note
6 – GOING
CONCERN
 
 The
accompanying consolidated financial statements have been prepared in conformity
with generally accepted accounting principles which contemplate continuation of
the Company as a going concern.  The Company has an accumulated
deficit of $507,333 and $486,447 as of June 30, 2009 and December 31, 2008,
respectively, including losses of $10,373, $13,735, $20,886 and $22,624 for the
three and six months ended June 30, 2009 and 2008. The Company’s current
liabilities exceed its current assets by $263,924 and $411,038 as of June 30,
2009 and December 31, 2008, respectively. The Company disposed its operating
entity in China during the year ended December 31, 2008 and currently does not
have any operations. In view of the matters described above, recoverability of a
major portion of the recorded asset amounts shown in the accompanying
consolidated balance sheet is dependent upon continued operations of the
Company, which in turn is dependent upon the Company’s ability to raise
additional capital, obtain financing and succeeding in its future operations,
The financial statements do not include any adjustments relating to the
recoverability and classification of recorded asset amounts or amounts and
classification of liabilities that might be necessary should the Company be
unable to continue as a going concern.
 
 Management
has taken the steps to revise its operating and financial requirements, which it
believes are sufficient to provide the Company with the ability to continue as a
going concern.  Management has devoted considerable effort towards
obtaining additional equity and management of accrued expenses and accounts
payable.
 
 In the
future, we will attempt to acquire other assets or business operations that will
maximize shareholder value. No specific assets or businesses have been
definitively identified and there is no certainty that any such assets or
business will be identified or any transactions will be
consummated.
 
 We expect
that we will need to raise funds in order to effectuate our business plan. We
will seek to establish or acquire businesses or assets with funds raised either
via the issuance of shares or debt. There can be no assurance that additional
capital will be available to us. We may seek to raise the required capital by
other means. We may have to issue debt or equity or enter into a strategic
arrangement with a third party. We currently have no agreements, arrangements or
understandings with any person to obtain funds through bank loans, lines of
credit or any other sources. Since we have no such arrangements or plans
currently in effect, our inability to raise funds will have a severe negative
impact on our ability to remain a viable company. In pursuing the foregoing
goals, we may seek to expand or change the composition of the Board or make
changes to our current capital structure, including issuing additional shares or
debt and adopting a stock option plan.
 
 Management
believes that actions presently being taken to obtain additional funding to
implement its strategic plans provide the opportunity for the Company to
continue as a going concern.
 
  
 F-8