----

----

| Delaware                                                    |   | 26-1364883                              |
|-------------------------------------------------------------|--------|-----------------------------------------|
| (State or other jurisdiction of incorporation or formation) |   | (I.R.S. employer identification number) |

|   | Large accelerated filer   |  ̈ |   | Accelerated filer                     |  ̈ |   |
|--------|-------------------------------------|--------|--------|---------------------------------------|--------|--------|
|   | Non-accelerated filer               |  ̈ |   | Smaller reporting company   | x      |   |

----

|   |              |   |
|--------|-------------------|--------|
|   | FINANCIAL REPORTS |   |
|   | AT                |   |
|   | MARCH 31, 2010    |   |

----

----

| Balance Sheets at March 31, 2010 (Unaudited) and December 31, 2009           | F-2       |
|------------------------------------------------------------------------------|-----------|
|                                                                         |      |
| Statements of Changes in Stockholders’ Deficit for the Period          |      |
| from Date of Inception (April 16, 2007) through March 31, 2010 (Unaudited)   | F-3       |
|                                                                         |      |
| Statements of Operations for the Three Months Ended March 31, 2010 and 2009, |      |
| and for the Period from Date of Inception (April 16, 2007) through           |      |
| March 31, 2010 (Unaudited)                                                   | F-4       |
|                                                                         |      |
| Statements of Cash Flows for the Three Months Ended March 31, 2010 and 2009, |      |
| and for the Period from Date of Inception (April 16, 2007) through           |      |
| March 31, 2010 (Unaudited)                                                   | F-5       |
|                                                                         |      |
| Notes to Financial Statements                                                | F-6 - F-8 |

----

AFH

| BALANCE SHEETS                                    |                                       |        |    |    |         |   |
|---------------------------------------------------|--------------------------------------------|-------------|---------|---------|--------------|--------|
|                                              |                                       |        |    |    |         |   |
|                                              |                                       | (Unaudited) |    |    |         |   |
|                                              |                                       | March 31,   |    |    | December 31, |   |
|                                              |                                       | 2010        |    |    | 2009         |   |
|                                              |                                       |        |    |    |         |   |
| ASSETS                                            |                                       | $           | — |    |         | $      | — |   |
|                                              |                                       |        |    |    |         |   |   |   |
|                                              |                                       |        |    |    |         |   |   |   |
| LIABILITIES AND STOCKHOLDERS' DEFICIT             |                                       |        |    |    |         |   |   |   |
|                                              |                                       |        |    |    |         |   |   |   |
| Liabilities                                       |                                       |        |    |    |         |   |   |   |
| Accrued Expenses                                  |                                       | $           | 1,331   |    |         | $      | 4,733 |   |
| Due to Parent                                     |                                       |        | 6,608   |    |         |   | 1,750 |   |
|                                              |                                       |        |    |    |         |   |   |   |
| Total Liabilities                                 |                                       |        | 7,939   |    |         |   | 6,483 |   |
|                                              |                                       |        |    |    |         |   |   |   |
| Stockholders' Deficit                             |                                       |        |    |    |         |   |   |   |
| Preferred Stock:                        | $.001 Par; 20,000,000 Shares Authorized,   |        |    |    |         |   |   |   |   |
|                                              | -0- Issued and Outstanding                 |        |    | — |         |   |   | — |   |
| Common Stock:                           | $.001 Par; 100,000,000 Shares Authorized;  |        |    |    |         |   |   |   |   |
|                                              | 5,000,000 Issued and 1,500,000 Outstanding |        |    | 5,000   |         |   |   | 5,000 |   |
| Additional Paid-In-Capital                        |                                       |        | 11,021  |    |         |   | 11,021 |   |
| Deficit Accumulated During Development Stage      |                                       |        | (15,210 | )       |         |   | (13,754 | ) |
| Treasury Stock - 3,500,000 Shares at Cost, $.0025 |                                       |        | (8,750  | )       |         |   | (8,750 | ) |
|                                              |                                       |        |    |    |         |   |   |   |
| Total Stockholders' Deficit                       |                                       |        | (7,939  | )       |         |   | (6,483 | ) |
|                                              |                                       |        |    |    |         |   |   |   |
| Total Liabilities and Stockholders' Deficit       |                                       | $           | — |    |         | $      | — |   |

----

AFH

| STATEMENTS OF CHANGES IN STOCKHOLDERS' DEFICIT FOR THE PERIOD FROM    |   |   |   |   |   |   |
|-----------------------------------------------------------------------|--------|--------|--------|--------|--------|--------|
| DATE OF INCEPTION (APRIL 16, 2007) THROUGH MARCH 31, 2010 (UNAUDITED) |   |   |   |   |   |   |

|                                    |   |         |      |   |       |   |    |    |   |   | Deficit     |   |   |     |    |   |          |   |
|-----------------------------------------|--------|--------------|-----------|--------|------------|--------|---------|---------|--------|--------|-------------|--------|--------|----------|---------|--------|---------------|--------|
|                                    |   |         |      |   |       |   |    |    |   |   | Accumulated |   |   |     |    |   |          |   |
|                                    |   | Common Stock |      |   | Additional |   |    | During  |   |   |        |   |   | Total    |    |
|                                    |   | Number       |      |   |       |   |    | Paid-In |   |   | Development |   |   | Treasury |    |   | Stockholder's |   |
|                                    |   | of Shares    |      |   | Value      |   |    | Capital |   |   | Stage       |   |   | Stock    |    |   | Deficit       |   |
|                                    |   |         |      |   |       |   |    |    |   |   |        |   |   |     |    |   |          |   |
| Balance - April 16, 2007                |   |         | —   |   |       | $      | — |    |   | $      | —     |   |   | $        | — |   |          | $      | — |   |   | $ | — |   |
|                                    |   |         |      |   |       |   |    |    |   |   |        |   |   |     |    |   |          |   |   |   |   |   |   |   |
| Common Stock Issued in Lieu of Services |   |         | 5,000,000 |   |       |   | 5,000   |    |   |   | —     |   |   |     | — |   |          |   | — |   |   |   | 5,000 |   |
|                                    |   |         |      |   |       |   |    |    |   |   |        |   |   |     |    |   |          |   |   |   |   |   |   |   |
| Contributed Capital for Services        |   |         | —   |   |       |   | — |    |   |   | 2,271       |   |   |     | — |   |          |   | — |   |   |   | 2,271 |   |
|                                    |   |         |      |   |       |   |    |    |   |   |        |   |   |     |    |   |          |   |   |   |   |   |   |   |
| Purchase of Treasury Stock              |   |         | —   |   |       |   | — |    |   |   | —     |   |   |     | — |   |          |   | (12,500 | ) |   |   | (12,500 | ) |
|                                    |   |         |      |   |       |   |    |    |   |   |        |   |   |     |    |   |          |   |   |   |   |   |   |   |
| Sale of Treasury Stock                  |   |         | —   |   |       |   | — |    |   |   | 8,750       |   |   |     | — |   |          |   | 3,750 |   |   |   | 12,500 |   |
|                                    |   |         |      |   |       |   |    |    |   |   |        |   |   |     |    |   |          |   |   |   |   |   |   |   |
| Net Loss                                |   |         | —   |   |       |   | — |    |   |   | —     |   |   |     | (7,271  | )      |          |   | — |   |   |   | (7,271 | ) |
|                                    |   |         |      |   |       |   |    |    |   |   |        |   |   |     |    |   |          |   |   |   |   |   |   |   |
| Balance - December 31, 2007             |   |         | 5,000,000 |   |       |   | 5,000   |    |   |   | 11,021      |   |   |     | (7,271  | )      |          |   | (8,750 | ) |   |   | — |   |
|                                    |   |         |      |   |       |   |    |    |   |   |        |   |   |     |    |   |          |   |   |   |   |   |   |   |
| Net Loss                                |   |         | —   |   |       |   | — |    |   |   | —     |   |   |     | (2,750  | )      |          |   | — |   |   |   | (2,750 | ) |
|                                    |   |         |      |   |       |   |    |    |   |   |        |   |   |     |    |   |          |   |   |   |   |   |   |   |
| Balance - December 31, 2008             |   |         | 5,000,000 |   |       |   | 5,000   |    |   |   | 11,021      |   |   |     | (10,021 | )      |          |   | (8,750 | ) |   |   | (2,750 | ) |
|                                    |   |         |      |   |       |   |    |    |   |   |        |   |   |     |    |   |          |   |   |   |   |   |   |   |
| Net Loss                                |   |         | —   |   |       |   | — |    |   |   | —     |   |   |     | (3,733  | )      |          |   | — |   |   |   | (3,733 | ) |
|                                    |   |         |      |   |       |   |    |    |   |   |        |   |   |     |    |   |          |   |   |   |   |   |   |   |
| Balance - December 31, 2009             |   |         | 5,000,000 |   |       |   | 5,000   |    |   |   | 11,021      |   |   |     | (13,754 | )      |          |   | (8,750 | ) |   |   | (6,483 | ) |
|                                    |   |         |      |   |       |   |    |    |   |   |        |   |   |     |    |   |          |   |   |   |   |   |   |   |
| Net Loss                                |   |         | —   |   |       |   | — |    |   |   | —     |   |   |     | (1,456  | )      |          |   | — |   |   |   | (1,456 | ) |
|                                    |   |         |      |   |       |   |    |    |   |   |        |   |   |     |    |   |          |   |   |   |   |   |   |   |
| Balance - March 31, 2010                |   |         | 5,000,000 |   |       | $      | 5,000   |    |   | $      | 11,021      |   |   | $        | (15,210 | )      |          | $      | (8,750 | ) |   | $ | (7,939 | ) |

----

AFH

| STATEMENTS OF OPERATIONS (UNAUDITED)       |   |                       |      |   |             |   |      |              |   |
|--------------------------------------------|--------|----------------------------|-----------|--------|------------------|--------|-----------|-------------------|--------|
|                                       |   |                       |      |   |             |   |      |              |   |
|                                       |   |                       |      |   |             |   |      | Period From       |   |
|                                       |   |                       |      |   |             |   |      | Date of Inception |   |
|                                       |   | For the Three Months Ended |      |   | (April 16, 2007) |   |
|                                       |   | March 31,                  |      |   | Through          |   |
|                                       |   | 2010                       |      |   | 2009             |   |      | March 31, 2010    |   |
|                                       |   |                       |      |   |             |   |      |              |   |
|                                       |   |                       |      |   |             |   |      |              |   |
| Revenues                                   |   | $                          | —   |   |             | $      | —   |              |   | $ | — |   |
|                                       |   |                       |      |   |             |   |      |              |   |   |   |   |
| Expenses                                   |   |                       |      |   |             |   |      |              |   |   |   |   |
| General and Administrative                 |   |                       | 1,331     |   |             |   | 1,250     |              |   |   | 14,995 |   |
| Interest                                   |   |                       | —   |   |             |   | —   |              |   |   | 15 |   |
|                                       |   |                       |      |   |             |   |      |              |   |   |   |   |
| Total Expenses                             |   |                       | 1,331     |   |             |   | 1,250     |              |   |   | 15,010 |   |
|                                       |   |                       |      |   |             |   |      |              |   |   |   |   |
| Net Loss for the Period Before Taxes       |   |                       | (1,331    | )      |             |   | (1,250    | )                 |   |   | (15,010 | ) |
|                                       |   |                       |      |   |             |   |      |              |   |   |   |   |
| Franchise Tax                              |   |                       | 125       |   |             |   | —   |              |   |   | 200 |   |
|                                       |   |                       |      |   |             |   |      |              |   |   |   |   |
| Net Loss for the Period After Taxes        |   | $                          | (1,456    | )      |             | $      | (1,250    | )                 |   | $ | (15,210 | ) |
|                                       |   |                       |      |   |             |   |      |              |   |   |   |   |
| Loss per Share - Basic and Diluted         |   | $                          | (0.00     | )      |             | $      | (0.00     | )                 |   | $ | (0.01 | ) |
|                                       |   |                       |      |   |             |   |      |              |   |   |   |   |
| Weighted Average Common Shares Outstanding |   |                       | 1,500,000 |   |             |   | 1,500,000 |              |   |   | 2,181,186 |   |

----

AFH

| STATEMENTS OF CASH FLOWS (UNAUDITED)            |   |                       |    |   |             |   |    |              |   |
|-------------------------------------------------|--------|----------------------------|---------|--------|------------------|--------|---------|-------------------|--------|
|                                            |   |                       |    |   |             |   |    |              |   |
|                                            |   |                       |    |   |             |   |    | Period From       |   |
|                                            |   |                       |    |   |             |   |    | Date of Inception |   |
|                                            |   | For the Three Months Ended |    |   | (April 16, 2007) |   |
|                                            |   | March 31,                  |    |   | Through          |   |
|                                            |   | 2010                       |    |   | 2009             |   |    | March 31, 2010    |   |
|                                            |   |                       |    |   |             |   |    |              |   |
| Cash Flows from Operating Activities            |   |                       |    |   |             |   |    |              |   |
|                                            |   |                       |    |   |             |   |    |              |   |
| Net Loss                                        |   | $                          | (1,456  | )      |             | $      | (1,250  | )                 |   | $ | (15,210 | ) |
|                                            |   |                       |    |   |             |   |    |              |   |   |   |   |
| Non Cash Adjustments:                           |   |                       |    |   |             |   |    |              |   |   |   |   |
| Common Stock Issued in Lieu of Services         |   |                       | — |   |             |   | — |              |   |   | 5,000 |   |
| Contributed Capital for Services                |   |                       | — |   |             |   | — |              |   |   | 2,271 |   |
|                                            |   |                       |    |   |             |   |    |              |   |   |   |   |
| Changes in Assets and Liabilities:              |   |                       |    |   |             |   |    |              |   |   |   |   |
| Accrued Expenses                                |   |                       | (3,402  | )      |             |   | 1,250   |              |   |   | 1,331 |   |
|                                            |   |                       |    |   |             |   |    |              |   |   |   |   |
| Net Cash Flows from Operating Activities        |   |                       | (4,858  | )      |             |   | — |              |   |   | (6,608 | ) |
|                                            |   |                       |    |   |             |   |    |              |   |   |   |   |
| Net Cash Flows from Investing Activities        |   |                       | — |   |             |   | — |              |   |   | — |   |
|                                            |   |                       |    |   |             |   |    |              |   |   |   |   |
| Cash Flows from Financing Activities            |   |                       |    |   |             |   |    |              |   |   |   |   |
| Cash Advance by Parent                          |   |                       | 4,858   |   |             |   | — |              |   |   | 6,608 |   |
|                                            |   |                       |    |   |             |   |    |              |   |   |   |   |
| Net Change in Cash and Cash Equivalents         |   |                       | — |   |             |   | — |              |   |   | — |   |
|                                            |   |                       |    |   |             |   |    |              |   |   |   |   |
| Cash and Cash Equivalents - Beginning of Period |   |                       | — |   |             |   | — |              |   |   | — |   |
|                                            |   |                       |    |   |             |   |    |              |   |   |   |   |
| Cash and Cash Equivalents - End of Period       |   | $                          | — |   |             | $      | — |              |   | $ | — |   |
|                                            |   |                       |    |   |             |   |    |              |   |   |   |   |
| Cash Paid During the Period for:                |   |                       |    |   |             |   |    |              |   |   |   |   |
| Interest                                        |   | $                          | — |   |             | $      | — |              |   | $ | — |   |
| Franchise Tax                                   |   | $                          | — |   |             | $      | — |              |   | $ | — |   |

----

AFH

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| Note A - | The Company                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               |
|----------|---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|     | AFH Holding II, Inc., a development stage company (the “Company”), was incorporated under the laws of the State of Delaware on April 16, 2007.  The Company is 100% owned by AFH Holding & Advisory, LLC (the “Parent”).  The financial statements presented represent only those transactions of AFH Holding II, Inc.  The Company is looking to acquire an existing company or acquire the technology to begin operations.                                                                                                                                                                                                                                                                                                                                                                                    |
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      |
|     | As a blank check company, the Company’s business is to pursue a business combinationthrough acquisition, or merger with, an existing company. Subsequent to March 31, 2010, the Company entered into a binding letter of intent with a target company. See Note F for additional details.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           |
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      |
|     | Since inception, the Company has been engaged in organizational efforts.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  |
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      |
|     | The condensed financial statements of AFH Holding II, Inc., (the “Company”) included herein have been prepared by the Company, without audit, pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”). Certain information and footnote disclosures normally included in financial statements prepared in conjunction with generally accepted accounting principles have been condensed or omitted pursuant to such rules and regulations, although the Company believes that the disclosures are adequate to make the information presented not misleading. These condensed financial statements should be read in conjunction with the annual audited financial statements and the notes thereto included in the Company’s registration statement on Form 10-K, and other reports filed with the SEC. |
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      |
|     | The accompanying unaudited interim financial statements reflect all adjustments of a normal and recurring nature which are, in the opinion of management, necessary to present fairly the financial position, results of operations and cash flows of the Company for the interim periods presented.  The results of operations for these periods are not necessarily comparable to, or indicative of, results of any other interim period or for the fiscal year taken as a whole. Certain information that is not required for interim financial reporting purposes has been omitted.                                                                                                                                                                                                                                                                              |
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      |
| Note B - | Summary of Significant Accounting Policies                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                |
|     | Method of Accounting                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      |
|     | The Company maintains its books and prepares its financial statements on the accrual basis of accounting.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 |
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      |
|     | Development Stage                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         |
|     | The Company has operated as a development stage enterprise since its inception by devoting substantially all of its efforts to financial planning, raising capital, research and development, and developing markets for its services.  The Company prepares its financial statements in accordance with the requirements of FASB ASC 915 (prior authoritative literature, FAS No. 7 “Accounting and Reporting by Development Stage Enterprises”).                                                                                                                                                                                                                                                                                                                                                                                                  |
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      |
|     | Cash and Cash Equivalents                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 |
|     | Cash and cash equivalents include time deposits, certificates of deposit, and all highly liquid debt instruments with original maturities of three months or less.  The Company maintains cash and cash equivalents at financial institutions, which periodically may exceed federally insured amounts.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         |
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      |
|     | - continued -                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             |

----

----

| Note B - | Summary of Significant Accounting Policies – continued                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 |
|----------|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|     | Loss Per Common Share                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        |
|     | Loss per common share is computed in accordance with FASB ASC 260-10 (prior authoritative literature, FAS No. 128 “Earnings Per Share”) by dividing income (loss) available to common stockholders by weighted average number of common shares outstanding for each period.  The calculations of diluted net loss per share gives effect to common stock equivalents, however, potential common shares are excluded if their effect is anti-dilutive.                                                                                                                                                                                                                                                                                                                                                                                                                                                  |
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         |
|     | Use of Estimates                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             |
|     | The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities 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 can differ from those estimates.                                                                                                                                                                                                                                                                                                                                                                                                                                                              |
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         |
|     | Income Taxes                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 |
|     | The Company accounts for income taxes in accordance with FASB ASC 740 (prior authoritative literature, FAS No. 109, “Accounting for Income Taxes”) using the asset and liability approach, which requires recognition of deferred tax liabilities and assets for the expected future tax consequences of temporary differences between the carrying amounts and the tax basis of such assets and liabilities.  This method utilizes enacted statutory tax rates in effect for the year in which the temporary differences are expected to reverse and gives immediate effect to changes in income tax rates upon enactment.  Deferred tax assets are recognized, net of any valuation allowance, for temporary differences and net operating loss and tax credit carry forwards.  Deferred income tax expense represents the change in net deferred assets and liability balances. |
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         |
|     | Financial Instruments                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        |
|     | The Company’s financial instruments consist of cash and due to parent. Unless otherwise noted, it is management’s opinion that the Company is not exposed to significant interest, currency or credit risks arising from these financial instruments.  The fair value of these financial instruments approximates their carrying value, unless otherwise noted.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        |
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         |
|     | Recent Pronouncements                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        |
|     | The Company does not expect the adoption of recently issued accounting pronouncements to have a significant impact on the Company’s results of operations, financial position, or cash flow.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           |

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| Note C - | Equity Securities                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       |
|----------|-----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|     | Holders of shares of common stock shall be entitled to cast one vote for each common share held at all stockholder’s meetings for all purposes, including the election of directors.  The common stock does not have cumulative voting rights.                                                                                                                                                                                                                                                                                                                                                                                                                                                                          |
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    |
|     | The preferred stock of the Company shall be issued by the Board of Directors of the Company in one or more classes or one or more series within any class and such classes or series shall have such voting powers, full or limited, or no voting powers, and such designations, preferences, limitations or restrictions as the Board of Directors of the Company may determine, from time to time.                                                                                                                                                                                                                                                                                                                                    |
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    |
|     | No holder of shares of stock of any class shall be entitled as a matter of right to subscribe for or purchase or receive any part of any new or additional issue of shares of stock of any class, or of securities convertible into shares of stock or any class, whether now hereafter authorized or whether issued for money, for consideration other than money, or by way of dividend.                                                                                                                                                                                                                                                                                                                                              |
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    |
| Note D - | Going Concern                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           |
|     | The Company’s financial statements have been presented on the basis that it is a going concern, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The Company has reported recurring losses from operations.  As a result, there is an accumulated deficit of $15,210 at March 31, 2010.                                                                                                                                                                                                                                                                                                                                                               |
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    |
|     | The Company’s continued existence is dependent upon its ability to raise capital or acquire a marketable company. The financial statements do not include any adjustments that might be necessary should the Company be unable to continue as a going concern.                                                                                                                                                                                                                                                                                                                                                                                                                                                                    |
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    |
| Note E - | Due to Parent                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           |
|     | Due to parent represents cash advances from AFH Holding & Advisory LLC.  AFH Holding & Advisory LLC is related to the Company through common ownership. There are no repayment terms.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 |
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    |
| Note F - | Subsequent Events                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       |
|     | On April 1, 2010, the Company’s sole shareholder, AFH Holding & Advisory, LLC, entered into a non-binding letter of intent with an operating company with respect to a potential business combination pursuant to a merger, share exchange or otherwise agreed to transaction.  This transaction contemplates AFH Holding & Advisory will retain 10% of the combined entities resulting in a change in control and receive a cash fee of $250,000.  As this transaction has not been finalized, we do not know what its ultimate impact, nor the ultimate impact of the Company’s intentions, will be on our financial statements or our ability to continue as a going concern. |

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| Item 2. | Management’s Discussion and Analysis or Plan of Operation. |
|---------|------------------------------------------------------------------|

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| Item 3. | Quantitative and qualitative Disclosures About Market Risk |
|---------|------------------------------------------------------------|

| Item 4T. | Controls and Procedures |
|----------|-------------------------|

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| Item 1. | Legal Proceedings. |
|---------|--------------------|

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

| Item 3. | Defaults Upon Senior Securities. |
|---------|----------------------------------|

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

| Item 5. | Other Information. |
|---------|--------------------|

| Item 6. | Exhibits. |
|---------|-----------|

| 3.1    |   | Certificate of Incorporation, as filed with the Delaware Secretary of State on April 16, 2007 (1)                                                                                       |
|--------|--------|-----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|   |   |                                                                                                                                                                                    |
| 3.2    |   | By-Laws (1)                                                                                                                                                                             |
|   |   |                                                                                                                                                                                    |
| 10.1   |   | Stock Redemption Agreement dated November 13, 2007 by and between AFH Holding II, Inc., a Delaware Corporation, and Lauren Scott (2)                                                    |
|   |   |                                                                                                                                                                                    |
| 10.2   |   | Stock Purchase Agreement dated November 13, 2007 by and between AFH Holding II, Inc., a Delaware corporation, and AFH Holding and Advisory, LLC, a Nevada limited liability company (2) |
|   |   |                                                                                                                                                                                    |
| 31.1   |   | Certification by Chief Executive and Financial Officer pursuant to Sarbanes-Oxley Section 302*                                                                                     |
|   |   |                                                                                                                                                                                    |
| 32.1   |   | Certification pursuant to Section 906 of Sarbanes Oxley Act of 2002*                                                                                                                    |

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|   |   |   | AFH HOLDING II, INC.           |   |
|--------|--------|--------|--------------------------------|--------|
|   |   |   | (Registrant)                   |   |
|   |   |   |                           |   |
|   |   |   | /s/ Amir F. Heshmatpour        |   |
|   |   |   | Amir F. Heshmatpour, President |   |
|   |   |   |                           |   |