UNITED
STATES
 SECURITIES
AND EXCHANGE COMMISSION
 Washington,
D.C. 20549
 ________________
 
 FORM
10-K
 _____________
 
 (Mark
One)
 
 x
                ANNUAL
      REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
      1934
 
 For
      the fiscal year ended December
      31, 2008
 
 or
 
  ̈
                TRANSITION
      REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
      1934
 
 For
      the transition period from _______________
      to
      ___________________
 
 Commission
      File Number: 000-53517
 
 Dynamic
Acquisition Inc.
 
 Delaware
                  80-0260679(State
      or other jurisdiction of
                    incorporation
      or organization)
                  (I.R.S.
      Employer Identification No.)24
      Scarsdale Avenue
                    Scarsdale,
      NY
                    (Address
      of principal executive offices)
                  10583
                    (Zip
      Code)
 
 Registrant’s
      telephone number, including area code914-672-0285
 
 Title
      of each class
                
                Name
      of each exchange on which registered___________________________________________________
                
                _____________________________________________________________________________________________________
                
                __________________________________________________
 
 Securities
registered pursuant to section 12(g) of the Act:
 Common
Stock, $.0001 par value per share
 (Title of
Class)
 
 Indicate
by check mark if the registrant is a well-known seasoned issuer, as defined in
Rule 405 of the Securities Act.
  ̈
Yes                      ý No
 Indicate
by check mark if the registrant is not required to file reports pursuant to
Section 13 or Section 15(d) of the Act.
  ̈
Yes                      ý No
 
 Note – Checking the box above
will not relieve any registrant required to file reports pursuant to Section 13
or 15(d) of the Exchange Act from their obligations under those
Sections.
 Indicate
by check mark whether the registrant (1) has filed all reports required to be
filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the
preceding 12 months (or for such shorter period that the registrant was required
to file such reports), and (2) has been subject to such filing requirements for
the past 90 days.
 ý
Yes                       ̈ No
   
 
 Indicate
by check mark if disclosure of delinquent filers pursuant to Item 405 of
Regulation S-K(§229.405 of this chapter) is not contained herein, and will not
be contained, to the best of registrant’s knowledge, in definitive proxy or
information statements incorporated by reference in Part III of this Form 10-K
or any amendment to this Form 10-K.
 ý
Yes                       ̈ No
 
 Indicate
by check mark whether the registrant is a large accelerated filer, an
accelerated filer, a non-accelerated filer, or a smaller reporting company. See
the definitions of “large accelerated filer,” “accelerated filer” and “smaller
reporting company” in Rule 12b-2 of the Exchange Act.
 
 Large
      accelerated
      filer
                 ̈
                
                Accelerated
      filer
                 ̈Non-accelerated
      filer
                  (Do
      not check if a smaller reporting company)
                 ̈
                
                Smaller
      reporting company
                ý
 
 Indicate
by check mark whether the registrant is a shell company (as defined in Rule
12b-2 of the Exchange Act).
 ý
Yes                       ̈ No
 
 State the
aggregate market value of the voting and non-voting common equity held by
non-affiliates computed by reference to the price at which the common equity was
last sold, or the average bid and asked price of such common equity, as of the
last business day of the registrant’s most recently completed second fiscal
quarter Not Applicable
 
  PROCEEDINGS
DURING THE PRECEDING FIVE YEARS:
 
 Indicate
by check mark whether the registrant has filed all documents and reports
required to be filed by Sections 12, 13 or 15(d) of the Securities Exchange Act
of 1934 subsequent to the distribution of securities under a plan confirmed by a
court.
 ý
Yes                       ̈ No
 APPLICABLE
ONLY TO CORPORATE ISSUERS:
 
 As of
December 31, 2008, 1,000,000 shares of the Registrant's Common Stock and no
shares of the Registrant's Preferred Stock were issued and
outstanding.
 
 DOCUMENTS
INCORPORATED BY REFERENCE
 
 None
   
  
 PART
I—FINANCIAL INFORMATION
 
 [See
General Instruction G(2)]
 
 Item
1. Business.
 
 (A)  BUSINESS
DEVELOPMENT
 
 Dynamic Acquisition Inc. ("we", "us", "our","Issuer," the "Company" or the
"Registrant") was incorporated in the State of Delaware on August 28, 2008. The
Company has been in the developmental stage since inception and has conducted
virtually no business operations, other than organizational activities. The
Company has no full-time employees and owns no real estate or personal property.
The Company was formed as a vehicle to pursue a business combination and has
made no efforts to identify a possible business combination. As a result, the
Company has not conducted negotiations or entered into a letter of intent
concerning any target business. The business purpose of the Company is to seek
the acquisition of or merger with, an existing company.
 
 (B)  BUSINESS
OF ISSUER
 
 The Company, based on proposed business activities, is a "blank check" company.
The U.S. Securities and Exchange Commission (the "SEC") defines those companies
as "any development stage company that is issuing a penny stock, within the
meaning of Section 3 (a)(51) of the Exchange Act of 1934, as amended, (the
"Exchange Act") and that has no specific business plan or purpose, or has
indicated that its business plan is to merge with an unidentified company or
companies." Under SEC Rule 12b-2 under the Exchange Act, as amended, the Company
also qualifies as a "shell company," because it has no or nominal assets (other
than cash) and no or nominal operations. Many states have enacted statutes,
rules and regulations limiting the sale of securities of "blank check" companies
in their respective jurisdictions. Management does not intend to undertake any
efforts to cause a market to develop in our securities, either debt or equity,
until we have successfully concluded a business combination. The Company intends
to comply with the periodic reporting requirements of the Exchange Act for so
long as we are subject to those requirements.
 
 The Company was organized to provide a method for a foreign or domestic private
company to become a reporting ("public") company whose securities are qualified
for trading in the United States secondary market such as the New York Stock
Exchange (or NYSE), NASDAQ, FINRA, American Stock Exchange (or AMEX), and the
OTC Bulletin Board, and, as a vehicle to investigate and, if such investigation
warrants, acquire a target company or business seeking the perceived advantages
of being a publicly held corporation. The Company's principal business objective
for the next twelve (12) months and beyond such time will be to achieve
long-term growth potential through a combination with a business rather than
immediate, short-term earnings. The Company will not restrict its potential
candidate target companies to any specific business, industry or geographical
location and, thus, may acquire any type of business.
  We intend to either retain an equity interest (common stock) in any
private company we engage in a business combination or we may receive cash
and/or a combination of cash and common stock from any private company we
complete a business combination with. Our desire is that the value of such
consideration paid to us would be beneficial economically to our shareholders
though there is no assurance of that happening .
  Item
1B. Unresolved Staff Comments.
 
 N/A
 
 Item
2. Properties.
 
 The
Company does not own any properties. The Company currently occupies space at 24
Scarsdale Avenue, Scarsdale, NY 10583; office space used by the Company
President and Sole Shareholder to conduct day to day business. This space is
equal to approximately 400 square feet of the total 2,000 square feet at that
location. Since October 2008, the rent is $250 per month. We have no lease and
have an oral month-to-month agreement with the leaseholder of the space. The
space is adequate for the current needs of the Company. If the month-to-month
tenancy was to end, we would be able to move our operations without a
significant disruption of operations.
 
 Item
3. Legal Proceedings.
 
 Presently,
there are not any material pending legal proceedings to which the Registrant is
a party or as to which any of its property is subject, and the Registrant does
not know nor is it aware of any legal proceedings threatened or contemplated
against it.
 
 Item
4. Submission of Matters to a Vote of Security Holders.
 
 None.
   -1-
  
 PART
II
 
 Item
5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer
Purchases of Equity Securities.
 
 The
Company's Common Stock is not trading on any stock exchange. The Company is not
aware of any market activity in its stock since its inception and through the
date of this filing.
 
 As of
September 30, 2008, there was 1 record holder of the Company's Common
Stock.
 
 The
Registrant has not paid any cash dividends to date and does not anticipate or
contemplate paying dividends in the foreseeable  future. It is the
present intention of management to utilize all available funds for the
development of the Registrant's business.
 
 Item
6. Selected Financial Data.
 
 There is
no selected financial data required to be filed for a smaller reporting
company.
 
 Item
7. Management’s Discussion and Analysis of Financial Condition and Results of
Operations.
 
 The
Company was incorporated on August 28, 2008. The Company, which is in the
development stage, has had no operations during the quarterly period ended
December 31, 2008, nor for the period August 28, 2008, (inception) to December
31, 2008 and has no operations as of the date of this filing.
 
 General
and administrative expenses were $8,184 for the three months ended December 31,
2008, and were $9,076 for the period August 28, 2008 (inception) to December 31,
2008. General and administrative expenses consist primarily of professional fees
and organization expenses. We had a net loss of $8,184 for the fourth fiscal
quarter, and a net loss of $9,076 for the period August 28, 2008 (inception) to
December 31, 2008.
 
 The
Company was organized as a vehicle to investigate and, if such investigation
warrants, acquire a target company or business seeking the perceived advantages
of being a publicly held corporation. Our principal business objective for the
next 12 months and beyond such time will be to achieve long-term growth
potential through a combination with an operating business. The Company will not
restrict our potential candidate target companies to any specific business,
industry or geographical location and, thus, may acquire any type of
business.
 
 The
Company does not currently engage in any business activities that provide cash
flow. The costs of investigating and analyzing business combinations for the
next 12 months and beyond such time will be paid with money in our treasury,
and/or through borrowings from our stockholders, management or other
investors.
 
 We expect
no significant changes in the number of our employees other than such changes,
if any, incident to a business combination.
 
 During
the next 12 months we anticipate incurring costs related to:
  a)    filing
of Exchange Act reports,
 
 b)    costs
relating to a private equity offering of shares of our Common Stock, and
 
 c)    costs
relating to consummating an acquisition.
 
 We have
financed our activities to date from loans from our sole Stockholder. We believe
we will be able to meet costs anticipated to be incurred in the next 12 months
through additional amounts as necessary to be loaned to or invested in us
by our stockholders, management or other investors. The report of our
independent registered public accounting firm, Stan J.H. Lee,
CPA, on our audited
financial statements contains a qualification regarding our ability to continue
as a going concern.
 
 Item
7A. Quantitative and Qualitative Disclosures About Market Risk.
 
 N/A
 
 Item
8. Financial Statements and Supplementary Data.
 
 The
financial statements required to be filed pursuant to this Item 7 begin on page
F-1 of this report.
   -2-
 
 Item
9. Changes in and Disagreements With Accountants on Accounting and Financial
Disclosure.
 
 None.
 
 Item
9A. Controls and Procedures.
 
 As of the
end of the fiscal period covered by this report ("Evaluation Date"), our
management concluded its evaluation of the effectiveness of the design and
operation of our disclosure controls and procedures. As of the Evaluation Date,
the Company’s President and sole shareholder concluded that we maintain
disclosure controls and procedures that are effective in providing reasonable
assurance that information required to be disclosed in our reports under the
Securities Act of 1934 (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 our President and sole
shareholder, as appropriate, to allow timely decisions regarding required
disclosure. Our management necessarily applied its judgment in assessing the
costs and benefits of such controls and procedures, which, by their nature, can
provide only reasonable assurance regarding management's control objectives.
There have been no significant changes in our internal controls or in other
factors that could significantly affect these controls subsequent to the
Evaluation Date.
 
 Item
9A(T). Controls and Procedures.
 
 Evaluation
of Disclosure Controls and Procedures
 
 Management
is responsible for establishing adequate internal controls and procedures
designed to ensure that information required to be disclosed in the reports that
we file or submit under the Securities Exchange Act of 1934 is recorded,
processed, summarized and reported within the time periods specified in the
rules and forms of the Securities and Exchange Commission.
 
 As of the
end of the period covered by this report, the Company carried out an evaluation,
under the supervision of the Company’s President and sole shareholder, of the
effectiveness of the design and operation of the Company's disclosure controls
and procedures (as defined
in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as
amended). Based on this evaluation, the Company's President and sole shareholder
concluded that the Company's disclosure controls and procedures were effective
in ensuring that (i) information required to be disclosed in the reports that
the Company files or submits under the
 
 Securities
Exchange Act of 1934, as amended, is recorded, processed, summarized and
reported, within the time periods specified in the rules and forms of the
Securities and Exchange Commission and (ii) information required to be disclosed
in the reports the Company files or submits under the Securities Exchange Act of
1934, as amended, is accumulated and communicated to management, including the
Company's chief executive officer and principal financial officer, or persons
performing similar functions, as appropriate to allow timely decisions regarding
required disclosure.
 
 This
annual report does not include an attestation report of the company's registered
public accounting firm regarding internal control over financial reporting.
Management's report was not subject to attestation by the company's registered
public accounting firm pursuant to temporary rules of the Securities and
Exchange Commission that permit the company to provide only
management's
 report in
this annual report.
 
 Changes
in Internal Controls Over Financial Reporting
 
 There
were no changes in our internal controls over financial reporting during or that
could significantly affect these controls subsequent to the date of the
evaluation of those controls by the chief executive officer and principal
financial officer.
 
 Item
9B. Other Information.
 
 None.
  PART
III
 
 [See
General Instruction G(3)]
 
 Item
10. Directors, Executive Officers and Corporate Governance.
 
 Our
officers and directors and additional information concerning them are as
follows:
 
 Name
              Age
              PositionJoseph
      Russo
              47
              President,
      Chief Financial Officer, Secretary, and
Director
  -3-
   Joseph
Russo, age 47, has been the President, Chief Financial Officer, Secretary and
Director of Dynamic Acquisition Inc., a Delaware corporation, since its
inception on August 28, 2008. From 2001 to 2009, Mr. Russo has been the
President of Dynamic Market Initiatives Inc., where he assists numerous
companies with their public relations campaigns. From 1999 to 2009, Mr. Russo
has been the Senior Project Manager for Cognotec Inc., where he planned all of
the software and hardware updates, deployed trading applications for some of the
largest banks in the United States. In 1985 and in 1997, Mr. Russo successfully
passed the National Association of Securities Dealers (NASD) Series 7 and Series
63, Registered Representative examinations.
  Code
of Ethics
  The
Company has adopted a Code of Ethics and is filed herewith as an
exhibit.
  Item
11. Executive Compensation.
 
 The
Company's President, Secretary and sole Director has not received any cash
remuneration since inception. Officers will not receive any remuneration until
the consummation of an acquisition. No remuneration of any nature has been paid
for or on account of services rendered by a Director in such capacity. The
Company's sole officer and Director intends to devote a limited amount of time
to our affairs.
 
 It is
possible that, after the Company successfully consummates a business combination
with an unaffiliated entity, that entity may  desire to employ or
retain our sole officer and Director for the purposes of providing services to
the surviving entity. However, the Company has adopted a policy whereby the
offer of any post-transaction employment to our management will not be a
consideration in our decision whether to undertake any proposed
transaction.
 
 No
retirement, pension, profit sharing, stock option or insurance programs or other
similar programs have been adopted by the  company for the benefit of
its employees.
 
 There are
no understandings or agreements regarding compensation our management will
receive after a business combination that is required to be included in this
item, or otherwise.
 
 Bonuses
and Deferred Compensation.
 
 None.
 
 Compensation
Pursuant to Plans.
 
 None.
 
 Director
Compensation.
 
 The
Company does not have any standard arrangements pursuant to which directors of
the Company are compensated for services provided as a director. All directors
are entitled to reimbursement for expenses reasonably incurred in attending
Board of Directors' meetings. There has been no compensation paid to the
Company's sole Director as of the end of December 31, 2008.
 
 Item
12. Security Ownership of Certain Beneficial Owners and Management and Related
Stockholder Matters.
 
 The
following table sets forth, as of December 31, 2008 the number of shares of
Common Stock owned of record and beneficially by executive officers, directors
and persons who hold 5% or more of the outstanding Common Stock of the
Company.
  Name
      and Address
                      Amount
      and Nature
                        of
      Beneficial Ownership (2)
                      Percentage
      of ClassJoseph
      Russo (1)
                      1,000,000
                      100%24
      Scarsdale AvenueScarsdale,
      New York 10583All
      Officers andDirectors
      as a group
                        (one individual)
                      1,000,000
                      100%
  (1)   Joseph
Russo is the CEO/President, CFO, Secretary and sole Director of the
Company.
 
 (2)   All
shares are owned directly and of record and such stockholder has sole voting,
investment, and dispositive power.
   -4-
 
 Item
13. Certain Relationships and Related Transactions, and Director
Independence.
 
 On
September 24, 2008, the Company issued 1,000,000 restricted shares of its common
stock to Joseph Russo in exchange for incorporation fees, annual resident agent
fees in the State of Delaware, and developing our business concept and plan. All
shares were considered issued at their par value ($.0001 per share). Mr. Russo,
the sole officer and director of the Company, is the sole shareholder of Dynamic
Acquisition Inc. With respect to the sales made to Mr. Russo, the Company relied
upon Section 4(2) of the Securities Act of 1933, as amended (the "Securities
Act").
  Joseph
Russo, the Company's sole officer and director (its original incorporator), has
paid all expenses incurred by the Company, which includes only resident agent
fees, basic state and local fees and taxes. On a going forward basis, Mr. Russo
has committed to taking responsibility for all expenses incurred by the Company
through the date of completion of a business transaction described in Item 1 of
this Form 10-12G. However, this may be subject to change moving forward as we
enter negotiations with various parties and/or entities who may become
responsible for some or all of the expenses of a business
transaction.
 
 We
utilize the office space and equipment of our stockholder on a month to month
basis at a rental rate of $250 per month. Management estimates such amounts to
be immaterial.
 
 During
the fiscal year ended December 31, 2008, Joseph Russo, the sole officer and sole
Director of the Company, has advanced funds in the aggregate amount of $8,326 to
the Company to cover cash requirements.
 
 Except as
otherwise indicated herein, there have been no related party transactions, or
any other transactions or relationships required to be disclosed pursuant to
Item 404 of Regulation S-B.
 
 The sole
Director of the Company would not be deemed independent under the independence
standards applicable to the Company. The Company does not have a separately
designated audit, nominating or compensation committee or committee performing
similar  functions.
 
 Item
14. Principal Accounting Fees and Services.
 
 Furnish
the information required by Item 9(e) of Schedule 14A (§240. 14a- 101 of this
chapter).
 
 1) Audit
Fees - The fees incurred for the fiscal year ending December 31, 2008 (the first
fiscal year of our Company's existence) for professional services rendered by
our principal accountant for the audit of our annual financial statements and
review of our quarterly financial statements is approximately
$1,250
 
 2)
Audit-Related Fees. $0
 
 3) Tax
Fees. $0
 
 4) All
Other Fees. $0.
 
 5) Not
applicable.
 
 6) Not
Applicable.
 
 
 -5-
 
 
  
 PART
IV
  ITEM
15.   EXHIBITS, FINANCIAL STATEMENT SCHEDULES.
  a)
Documents filed as part of this Annual Report
  3.
Exhibits
  14.1
                  Code
      of Ethics
  31.1
                Rule
      13a-14(a)/ 15d-14(a) Certification of Chief Executive Officer and Chief
      Financial Officer
  32.1
                Section
      1350 Certification of Chief Executive Officer and Chief Financial
      Officer
      -6-
 
 
 DYNAMIC
ACQUISITION INC.
 (A
Development Stage Company)
 Index
to Financial Statements
 
 
 PageReport
      of Independent Registered Public Accounting
    Firm
                            F-2Financial
      Statements:Balance
      Sheet as of December 31, 2008
                            F-3Statement
      of Operations for the periodAugust
      28, 2008 (date of inception) to December 31, 2008
                            F-4Statement
      of Changes in Stockholder’s Equity forthe
      period August 28, 2008 (date of inception) to December 31,
      2008
                            F-5Statement
      of Cash Flows for the periodAugust
      28, 2008 (date of inception) to December 31, 2008
                            F-6Notes
      to Financial Statements
                            F-7
      -
F-9
  
 
 F-1
 
   Stan
J.H. Lee, CPA
 2160
North Central Rd Suite 203 tFort Lee tNJ 07024
 P.O. Box
436402 tSan Ysidrot CA
92143-9402
 619-623-7799
tFax 619-564-3408 tstan2u@gmail.com
 
 
 REPORT
OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
 
 To the
Board of Directors and Stockholders of
 Dynamic
Acquisition Inc.
 
 We have
audited the accompanying balance sheet of Dynamic Acquisition Inc. (the
Company), a development stage company, as of December 31, 2008 and the related
statements of operations, changes in stockholder’s equity, and cash flows for
the period August 28, 2008 (date of inception) to December 31,
2008.  These financial statements are the responsibility of the
Company’s management.  Our responsibility is to express an opinion on
these financial statements based on my audit.
 
 We
conducted my audit in accordance with the standards of the Public Company
Accounting Oversight Board (United States).  Those standards require
that I plan and perform the audit to obtain reasonable assurance about whether
the financial statements are free of material misstatement.  An audit
includes examining, on a test basis, evidence supporting the amounts and
disclosures in the financial statements.  An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement
presentation.  We believe that my audit provides a reasonable basis
for my opinion.
 
 In our
opinion, the financial statements referred to above present fairly, in all
material respects, the financial position of Dynamic Acquisition Inc., a
development stage company, as of December 31, 2008 and the results of its
operations and its cash flows for the period August 28, 2008 (date of inception)
to December 31, 2008 in conformity with accounting principles generally accepted
in the United States.
 
 The
financial statements have been prepared assuming that the Company will continue
as a going concern. As discussed in Note 2 to the financial statements, the
Company has not established any source of revenue to cover its operating costs
and losses from operations raise substantial doubt about its ability to continue
as a going concern. The financial statements do not include any adjustments that
might result from the outcome of this uncertainty.
 
 
 /s/ Stan J.H. Lee,
CPA
 Stan J.H.
Lee, CPA
 
 February
7, 2009
 Fort Lee,
NJ
 
 
 Registered
with the Public Company Accounting Oversight Board
 Member of
New Jersey Society of Certified Public Accountants
 
 
 F-2
 
  
 
 DYNAMIC
ACQUISTION INC.
 (A
Development Stage Company)
 Balance
Sheet
 
 December
      31, 2008ASSETSCurrent
      assetsCash
      and cash equivalents
                                      
                                      $
                                      976Total
      current assets
                                      
                                      
                                      976Other
      assets
                                      
                                      
                                      -Total
      assets
                                      
                                      $
                                      976LIABILITIES AND STOCKHOLDER’S
      EQUITYCurrent
      liabilitiesPayable
      to shareholder
                                      
                                      $
                                      750Total
      current liabilities
                                      
                                      
                                      750Other
      liabilities
                                      
                                      
                                      -Total
      liabilities
                                      
                                      
                                      750Stockholder’s
      equityCommon
      stock, $.0001 par value: 100,000,000 sharesauthorized,
      1,000,000 shares issued and outstanding
                                      
                                      
                                      100Additional
      paid-in capital
                                      
                                      
                                      9,202Deficit
      accumulated during the development stage
                                      
                                      
                                      (9,076
                                      )Total
      stockholder’s equity
                                      
                                      
                                      226Total
      liabilities and stockholder’s equity
                                      
                                      $
                                      976
  See
notes to financial statements
 F-3
 
 DYNAMIC
ACQUISTION INC.
 (A
Development Stage Company)
 Statement
of Operations
 
 For
      the Period
                      August
      28, 2008 (Inception) to
                      December
      31, 2008Revenues$
                    -ExpensesGeneral
      and administrative
                    
                    
                    9,076Total
      expenses
                    
                    
                    9,076Net
      loss
                    
                    $
                    (9,076
                    )Net
      loss per common share, basic and diluted
                    
                    $
                    (0.01
                    )Weighted
      average number of sharesoutstanding,
      basic and diluted
                    
                    
                    785,714
  See
notes to financial statements
 F-4
 
 
 DYNAMIC
ACQUISITION INC.
 (A
Development Stage Company)
 Statement
of Changes in Stockholder’s Equity
 For
the Period August 28, 2008 (Inception) to December 31, 2008
 
 
 Common
      Stock
                
                
                Additional
                  Paid-In
                  Capital
                
                
                Deficit
      Accumulated During the Development Stage
                
                
                Total
                  Stockholder’s
                  EquityShares
                
                
                AmountIssuance
      of common stockfor
      cash in September 24,2008
                
                
                1,000,000
                
                
                $
                100
                
                
                $
                -
                
                
                $
                -
                
                
                $
                100Capital
      contributions
                
                
                -
                
                
                
                -
                
                
                
                9,202
                
                
                
                -
                
                
                
                9,202Net
      loss for the periodAugust
      28, 2008 toDecember
      31, 2008
                
                
                -
                
                
                
                -
                
                
                
                -
                
                
                
                (9,076
                )
                
                
                (9,076
                )Balance,
      December 31,2008
                
                
                1,000,000
                
                
                $
                100
                
                
                $
                9,202
                
                
                $
                (9,076
                )
                
                $
                226
  See
notes to financial statements
 F-5
 
 
 DYNAMIC
ACQUISTION INC.
 (A
Development Stage Company)
 Statement
of Cash Flows
 
 For
      the Period
                    August
      28, 2008 (Inception) to
                    December
      31, 2008Cash
      flows from operating activities:Net
      loss
                  
                  $
                  (9,076
                  )Net
      cash used in operating activities
                  
                  
                  (9,076
                  )Cash
      flows from investing activities:
                  
                  
                  -Cash
      flows from financing activities:Proceeds
      from sale of common stock
                  
                  
                  100Capital
      contributions
                  
                  
                  9,202Payable
      to shareholder
                  
                  
                  750Net
      cash provided by financing activities
                  
                  
                  10,052Net
      increase in cash
                  
                  
                  976Cash
      and cash equivalents, beginning of period
                  
                  
                  -Cash
      and cash equivalents, end of period
                  
                  $
                  976Supplemental
      disclosures of cash flow information:Interest
      paid
                  
                  $
                  -Income
      taxes paid
                  
                  $
                  -
 
 See
notes to financial statements
 F-6
 
 
 DYNAMIC
ACQUISTION INC.
 (A
Development Stage Company)
 Notes
to Financial Statements
 For
the Period August 28, 2008 (Inception) to December 31, 2008
 
 
 NOTE
1 – ORGANIZATION
 
 Dynamic
Acquisition Inc. (the “Company”) was incorporated in the State of Delaware on
August 28, 2008.  The Company has no products or services; the Company
is seeking a business to merge with or acquire.
 
 NOTE
2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
 
 Basis of
presentation – The Company has been presented as a “development stage
enterprise” in accordance with Statement of Financial Accounting Standards
(“SFAS”) No.7, “Accounting and Reporting by Development Stage
Enterprises”.  The Company has not commenced planned principal
operations.  Since inception, the Company’s activities have been
limited to organizational efforts, obtaining initial financing, and making
filings with the Securities and Exchange Commission.
 
 At
December 31, 2008, the Company had working capital and stockholder’s equity of
$226.  For the period August 28, 2008 (inception) to December 31,
2008, the Company incurred a net loss of $9,076.  These factors create
substantial doubt as to the Company’s ability to continue as a going
concern.  The Company is making efforts to acquire a business with
assets and operations.  However, there is no assurance that the
Company will be successful in accomplishing this objective.  The
financial statements do not include any adjustments that might be necessary
should the Company be unable to continue as a going concern.
 
 Cash and
cash equivalents – For purposes of the balance sheet and statement of cash
flows, the Company considers all highly liquid debt instruments purchased with a
maturity of three months or less to be cash equivalents.
 
 Use of
estimates – The preparation of financial statements in conformity with
accounting principles generally accepted in the United States 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.
 
 
 F-7
 
 
 DYNAMIC
ACQUISTION INC.
 (A
Development Stage Company)
 Notes
to Financial Statements
 For
the Period August 28, 2008 (Inception) to December 31, 2008
 
 
 NOTE
2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)
 
 Fair
value of financial instruments – The Company’s financial instruments consist of
cash and cash equivalents, which approximate fair value because of their short
maturity.
 
 Income
taxes – Income taxes are accounted for under the assets and liability
method.  Deferred tax assets and liabilities are recognized for the
estimated future tax consequences attributable to differences between the
financial statement carrying amounts of existing assets and liabilities and
their respective tax bases and operating loss and tax credit
carryforwards.   Deferred tax assets and liabilities are measured
using enacted tax rates in effect for the year in which those temporary
differences are expected to be recovered or settled.
 
 Net loss
per common share – Basic and diluted net loss per common share has been
calculated based upon the weighted average number of common shares
outstanding.
 
 Concentration
of credit risk – The Company has no off-balance-sheet concentrations of credit
risk such as foreign exchange contracts, options contracts or other foreign
hedging arrangements.  The Company maintains its cash balance with one
financial institution, in the form of a demand deposit account.
 
 NOTE
3 – RELATED PARTY TRANSACTIONS
 
 For the
period August 28, 2008 to December 31, 2008, rent payable to the Company’s
president and director (the “Stockholder”) was $750 for the use of his business
office.
 
 NOTE
4 – STOCKHOLDERS’ EQUITY
 
 The
Company is authorized to issue 100,000,000 shares of common stock. In September
24, 2008, the Company sold 1,000,000 shares of its common stock at a price of
$.0001 per share, or $100 total, to the Stockholder.  As of December
31, 2008, 1,000,000 common shares are issued and outstanding. Up to December 31,
2008, the Stockholder made additional capital contributions to the Company of
$9,202.  The Company is also authorized to issue 10,000,000 shares of
preferred stock and none is issued and outstanding as of December 31,
2008.
 
 
 F-8
 
 DYNAMIC
ACQUISTION INC.
 (A
Development Stage Company)
 Notes
to Financial Statements
 For
the Period August 28, 2008 (Inception) to December 31, 2008
 
 
 NOTE
5 – INCOME TAXES
 
 No
provision for income taxes has been recorded since the Company has incurred net
losses since inception.
 
 At
December 31, 2008, deferred tax assets consist of:
  Net
      operating loss carryforward
                            
                            $
                            3,086Less
      valuation allowance
                            
                            
                            (3,086
                            )Net
                            
                            $
                            -
 Based on
management‘s present assessment, the Company has not yet determined it to be
more likely than not that a deferred tax asset of $3,086 attributable to the
future utilization of the $9,076 net operating loss carryforward as of December
31, 2008 will be realized.  Accordingly, the Company has provided a
100% allowance against the deferred tax asset in the financial statements at
December 31, 2008.  The Company will continue to review this valuation
allowance and make adjustments as appropriate.  The net operating loss
carryforward of $9,076 expires in year 2028.
 
 Current
tax laws limit the amount of loss available to be offset against future taxable
income when a substantial change in ownership occurs.  Therefore, the
amount available to offset future taxable income may be limited.
 
 
 F-9
  
 SIGNATURES
 
 [See
General Instruction D]
 
 Pursuant
to the requirements of Section 13 or 15(d) of the Securities Exchange Act of
1934, the registrant has duly caused this report to be signed on its behalf by
the undersigned, thereunto duly authorized.
  Date: 
      April 15, 2009
                      Dynamic
      Acquisition Inc.By:
                      /s/
      Joseph RussoName:
      Joseph RussoTitle:  
      President,
                        Chief Financial Officer,
                        Secretary, and
Director
 Pursuant
to the requirements of theSecurities Exchange Actof1934, this report has been
signed below by the following persons on behalf of the registrant and in the
capacities and on the dates indicated.
  Signature
                            
                            Title
                            
                            Date/s/
      Joseph Russo
                            
                            President,
      Chief Financial Officer,
                            
                            April 15,
      2009Joseph
      Russo
                            
                            Secretary,
      and Director