UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549



FORM 10-Q



|[X]   | Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
|----- | ---------------------------------------------------------------------------------------
|      |                                                                                        
|      | For the quarterly period ended April 30, 2011                                          
|      |                                                                                        
|[   ] | Transition Report pursuant to 13 or 15(d) of the Securities Exchange Act of 1934       
|      |                                                                                        
|      | For the transition period from  to__________                                           
|      |                                                                                        
|      | Commission File Number: 000-53982                                                      



Rolling Technologies, Inc.(Exact name of registrant as specified in its charter)



|Nevada                                                         | N/A                              
|-------------------------------------------------------------- | ---------------------------------
|(State or other jurisdiction of incorporation or organization) | (IRS Employer Identification No.)



|Penthouse, Menara Antara No. 11, Jalan Bukit Ceylong, Kuala Lumpur 50200
|------------------------------------------------------------------------
|(Address of principal executive offices)                                



|012-377-0130                                                                              
|------------------------------------------------------------------------------------------
|(Registrant’s telephone number)                                                           
|_______________________________________________________________                           
|(Former name,
        former address and former fiscal year, if changed since last report)

Indicate by check mark whether the
registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject
to such filing requirements for the past 90 days [X] Yes [ ] No



Indicate by check mark whether the registrant has submitted
electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant
to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the
registrant was required to submit and post such files). [ ] Yes [X] 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.



|[ ] Large accelerated filer Accelerated filer | [ ] Non-accelerated filer
|--------------------------------------------- | -------------------------
|[X] Smaller reporting company                 |                          



Indicate by check mark whether the registrant is a shell
company (as defined in Rule 12b-2 of the Exchange Act). [X] Yes [ ] No



State the number of shares outstanding of each of the issuer’s
classes of common stock, as of the latest practicable date: 2,150,000 common shares as of June 2, 2011.




Table of Contents




|                               | TABLE OF CONTENTS                                                                     |     
|------------------------------ | ------------------------------------------------------------------------------------- | ----
|                               |                                                                                       | Page
|PART I – FINANCIAL INFORMATION
|Item 1:                        | Financial Statements                                                                  | 3   
|Item 2:                        | Management’s Discussion and Analysis of Financial Condition and Results of Operations | 4   
|Item 3:                        | Quantitative and Qualitative Disclosures About Market Risk                            | 8   
|Item 4:                        | Controls and Procedures                                                               | 8   
|PART II – OTHER INFORMATION   
|Item 1:                        | Legal Proceedings                                                                     | 9   
|Item 1A:                       | Risk Factors                                                                          | 9   
|Item 2:                        | Unregistered Sales of Equity Securities and Use of Proceeds                           | 9   
|Item 3:                        | Defaults Upon Senior Securities                                                       | 9   
|Item 4:                        | (Removed and Reserved)                                                                | 9   
|Item 5:                        | Other Information                                                                     | 9   
|Item 6:                        | Exhibits                                                                              | 9   

2


Table of Contents


PART I - FINANCIAL INFORMATION



Item 1. Financial Statements



|Our financial statements included in this Form 10-Q are as follows:
|-------------------------------------------------------------------
|F-1                                                                
|F-2                                                                
|F-3                                                                
|F-4                                                                
|F-5                                                                



These financial statements have been prepared
in accordance with accounting principles generally accepted in the United States of America for interim financial information and
the SEC instructions to Form 10-Q. In the opinion of management, all adjustments considered necessary for a fair presentation have
been included. Operating results for the interim period ended April 30, 2011 are not necessarily indicative of the results that
can be expected for the full year.





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ROLLING TECHNOLOGIES, INC.

(A DEVELOPMENT STAGE
COMPANY)

BALANCE SHEETS (unaudited)

AS OF APRIL 30, 2011 AND JULY 31, 2010





|                                                                                                      | April 30, 2011 |         | July 31, 2010
|----------------------------------------------------------------------------------------------------- | -------------- | ------- | -------------
|ASSETS                                                                                                |                |         |              
|Current Assets                                                                                        |                |         |              
|Cash and equivalents                                                                                  | $              | 0       |              
|Prepaid expenses                                                                                      |                | 2,000   |              
|                                                                                                      |                |         |              
|TOTAL ASSETS                                                                                          | $              | 2,000   |              
|                                                                                                      |                |         |              
|LIABILITIES AND STOCKHOLDERS’ DEFICIT                                                                 |                |         |              
|Liabilities                                                                                           |                |         |              
|Current Liabilities                                                                                   |                |         |              
|Accrued expenses                                                                                      | $              | 1,842   |              
|Loan payable – related party                                                                          |                | 47,158  |              
|Total Liabilities                                                                                     |                | 49,000  |              
|                                                                                                      |                |         |              
|Stockholders’ Deficit                                                                                 |                |         |              
|Common Stock, $.001 par value, 100,000,000 shares authorized, 2,150,000 shares issued and outstanding |                | 2,150   |              
|Additional paid-in capital                                                                            |                | 40,850  |              
|Deficit accumulated during the development stage                                                      |                | (90,000 | )            
|Total Stockholders’ Deficit                                                                           |                | (47,000 | )            
|                                                                                                      |                |         |              
|TOTAL LIABILITIES AND STOCKHOLDERS’ DEFICIT                                                           | $              | 2,000   |              



See accompanying notes to financial statements.

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ROLLING TECHNOLOGIES, INC.

(A DEVELOPMENT STAGE
COMPANY)

STATEMENTS OF OPERATIONS (unaudited)

FOR THE THREE AND NINE MONTHS ENDED APRIL
30, 2011 AND 2010

FOR THE PERIOD FROM JULY 27, 2007 (INCEPTION)
TO APRIL 30, 2011



|                                                                 | Three Months ended April 30, 2011 |           | Three Months ended  April 30, 2010 |  | Nine Months ended April 30, 2011 |           | Nine Months ended  April 30, 2010 |  | Period from July 27, 2007 (Inception) to April 30, 2011
|---------------------------------------------------------------- | --------------------------------- | --------- | ---------------------------------- |  | -------------------------------- | --------- | --------------------------------- |  | -------------------------------------------------------
|                                                                 |                                   |           |                                    |  |                                  |           |                                   |  |                                                        
|REVENUES                                                         | $                                 | 0         |                                    |  | $                                | 0         |                                   |  | $                                                      
|                                                                 |                                   |           |                                    |  |                                  |           |                                   |  |                                                        
|EXPENSES                                                         |                                   |           |                                    |  |                                  |           |                                   |  |                                                        
|Professional fees                                                |                                   | 2,000     |                                    |  |                                  | 2,000     |                                   |  |                                                        
|Filing fees                                                      |                                   | 0         |                                    |  |                                  | 0         |                                   |  |                                                        
|TOTAL EXPENSES                                                   |                                   | 2,000     |                                    |  |                                  | 2,000     |                                   |  |                                                        
|                                                                 |                                   |           |                                    |  |                                  |           |                                   |  |                                                        
|LOSS FROM OPERATIONS                                             |                                   | (2,000    | )                                  |  |                                  | (2,000    | )                                 |  |                                                        
|                                                                 |                                   |           |                                    |  |                                  |           |                                   |  |                                                        
|PROVISION FOR INCOME TAXES                                       |                                   | 0         |                                    |  |                                  | 0         |                                   |  |                                                        
|                                                                 |                                   |           |                                    |  |                                  |           |                                   |  |                                                        
|NET LOSS                                                         | $                                 | (2,000    | )                                  |  | $                                | (2,000    | )                                 |  | $                                                      
|                                                                 |                                   |           |                                    |  |                                  |           |                                   |  |                                                        
|NET LOSS PER SHARE: BASIC AND DILUTED                            | $                                 | (0.00     | )                                  |  | $                                | (0.00     | )                                 |  | $                                                      
|                                                                 |                                   |           |                                    |  |                                  |           |                                   |  |                                                        
|WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING: BASIC AND DILUTED |                                   | 2,150,000 |                                    |  |                                  | 2,150,000 |                                   |  |                                                        





See accompanying notes to financial statements.

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ROLLING TECHNOLOGIES, INC.

(A DEVELOPMENT STAGE COMPANY)

STATEMENT OF STOCKHOLDERS’ DEFICIT
(unaudited)

FOR THE PERIOD FROM JULY 27, 2007 (INCEPTION)
TO APRIL 30, 2011



|                                                     |              |           |  |         |   |        |             |  |            |         |  |            | Deficit accumulated |         |   |  |       |        
|---------------------------------------------------- | ------------ | --------- |  | ------- | - | ------ | ----------- |  | ---------- | ------- |  | ---------- | ------------------- | ------- | - |  | ----- | -------
|                                                     |              |           |  |         |   |        |             |  | Additional |         |  | during the |                     |         |   |  |      
|                                                     | Common Stock |           |  | paid-in |   |        | development |  |            |         |  |           
|                                                     |              | Shares    |  |         |   | Amount |             |  |            | capital |  |            | stage               |         |   |  | Total |        
|Inception, July 27, 2007                             |              | 0         |  |         | $ | 0      |             |  | $          | 0       |  |            | $                   | 0       |   |  | $     | 0      
|                                                     |              |           |  |         |   |        |             |  |            |         |  |            |                     |         |   |  |       |        
|Issuance of common stock for cash @ $0.001 per share |              | 2,150,000 |  |         |   | 2,150  |             |  |            | 40,850  |  |            |                     | —       |   |  |       | 43,000 
|                                                     |              |           |  |         |   |        |             |  |            |         |  |            |                     |         |   |  |       |        
|Net loss for the period ended July 31, 2007          |              | —         |  |         |   | —      |             |  |            | —       |  |            |                     | (4,000  | ) |  |       | (4,000 
|                                                     |              |           |  |         |   |        |             |  |            |         |  |            |                     |         |   |  |       |        
|Balance, July 31, 2007                               |              | 2,150,000 |  |         |   | 2,150  |             |  |            | 40,850  |  |            |                     | (4,000  | ) |  |       | 39,000 
|                                                     |              |           |  |         |   |        |             |  |            |         |  |            |                     |         |   |  |       |        
|Net loss for the year ended July 31, 2008            |              | —         |  |         |   | —      |             |  |            | —       |  |            |                     | (45,000 | ) |  |       | (45,000
|                                                     |              |           |  |         |   |        |             |  |            |         |  |            |                     |         |   |  |       |        
|Balance, July 31, 2008                               |              | 2,150,000 |  |         |   | 2,150  |             |  |            | 40,850  |  |            |                     | (49,000 | ) |  |       | (6,000 
|                                                     |              |           |  |         |   |        |             |  |            |         |  |            |                     |         |   |  |       |        
|Net loss for the year ended July 31, 2009            |              | —         |  |         |   | —      |             |  |            | —       |  |            |                     | (9,500  | ) |  |       | (9,500 
|                                                     |              |           |  |         |   |        |             |  |            |         |  |            |                     |         |   |  |       |        
|Balance, July 31, 2009                               |              | 2,150,000 |  |         |   | 2,150  |             |  |            | 40,850  |  |            |                     | (58,500 | ) |  |       | (15,500
|                                                     |              |           |  |         |   |        |             |  |            |         |  |            |                     |         |   |  |       |        
|Net loss for the year ended July 31, 2010            |              | —         |  |         |   | —      |             |  |            | —       |  |            |                     | (25,500 | ) |  |       | (25,500
|                                                     |              |           |  |         |   |        |             |  |            |         |  |            |                     |         |   |  |       |        
|Balance, July 31, 2010                               |              | 2,150,000 |  |         |   | 2,150  |             |  |            | 40,850  |  |            |                     | (84,000 | ) |  |       | (41,000
|                                                     |              |           |  |         |   |        |             |  |            |         |  |            |                     |         |   |  |       |        
|Net loss for the period ended April 30, 2011         |              | —         |  |         |   | —      |             |  |            | —       |  |            |                     | (6,000  | ) |  |       | (6,000 
|                                                     |              |           |  |         |   |        |             |  |            |         |  |            |                     |         |   |  |       |        
|Balance, April 30, 2011                              |              | 2,150,000 |  |         | $ | 2,150  |             |  | $          | 40,850  |  |            | $                   | (90,000 | ) |  | $     | (47,000



See accompanying notes to financial statements.

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ROLLING TECHNOLOGIES, INC.

(A DEVELOPMENT STAGE COMPANY)

STATEMENTS OF CASH FLOWS (unaudited)

FOR THE NINE MONTHS ENDED APRIL 30, 2011
AND 2010

FOR THE PERIOD FROM JULY 27, 2007 (INCEPTION)
TO APRIL 30, 2011



|                                          | Nine Months ended April 30, 2011 |        | Nine Months  ended  April 30, 2010 |  | Period from July 27, 2007 (Inception) to April 30, 2011
|----------------------------------------- | -------------------------------- | ------ | ---------------------------------- |  | -------------------------------------------------------
|CASH FLOWS FROM OPERATING ACTIVITIES      |                                  |        |                                    |  |                                                        
|Net loss for the period                   | $                                | (6,000 | )                                  |  | $                                                      
|Change in non-cash working capital items  |                                  |        |                                    |  |                                                        
|Changes in assets and liabilities:        |                                  |        |                                    |  |                                                        
|(Increase) in prepaid expenses            |                                  | 0      |                                    |  |                                                        
|Increase in accrued expenses              |                                  | 0      |                                    |  |                                                        
|CASH FLOWS USED BY OPERATING ACTIVITIES   |                                  | 6,000  |                                    |  |                                                        
|                                          |                                  |        |                                    |  |                                                        
|CASH FLOWS FROM FINANCING ACTIVITIES      |                                  |        |                                    |  |                                                        
|Proceeds from issuance of common stock    |                                  | 0      |                                    |  |                                                        
|Loan received from related party          |                                  | 6,000  |                                    |  |                                                        
|NET CASH PROVIDED BY FINANCING ACTIVITIES |                                  | 6,000  |                                    |  |                                                        
|                                          |                                  |        |                                    |  |                                                        
|NET INCREASE (DECREASE) IN CASH           |                                  | 0      |                                    |  |                                                        
|                                          |                                  |        |                                    |  |                                                        
|Cash, beginning of period                 |                                  | 0      |                                    |  |                                                        
|Cash, end of period                       | $                                | 0      |                                    |  | $                                                      
|                                          |                                  |        |                                    |  |                                                        
|SUPPLEMENTAL CASH FLOW INFORMATION:       |                                  |        |                                    |  |                                                        
|Interest paid                             | $                                | 0      |                                    |  | $                                                      
|Income taxes paid                         | $                                | 0      |                                    |  | $                                                      



See accompanying notes
to financial statements.

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ROLLING TECHNOLOGIES, INC.

(A DEVELOPMENT STAGE
COMPANY)

NOTES TO THE FINANCIAL STATEMENTS

APRIL 30, 2011



NOTE 1 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES



Nature of Business

Rolling Technologies, Inc. (“Rolling”
and the “Company”) was incorporated in Nevada on July 27, 2007. The Company is in the process of developing a portable,
light-weight car-top carrier that combines the strength of a box carrier with the convenience of a bag carrier for a retail price
of under $50.



Development Stage Company

The accompanying financial statements have
been prepared in accordance with generally accepted accounting principles related to development-stage companies. A development-stage
company is one in which planned principal operations have not commenced or if its operations have commenced, there has been no
significant revenues there from.



Basis of Presentation

The financial statements of the Company have
been prepared in accordance with generally accepted accounting principles in the United States of America and are presented in
US dollars. In the opinion of management, all adjustments (which include only normal recurring adjustments) necessary to present
fairly the financial position, results of operations, and cash flows at April 30, 2011 and for all periods presented herein, have
been made.



Certain information and footnote disclosures
normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States
of America have been condensed or omitted. It is suggested that these condensed financial statements be read in conjunction with
the financial statements and notes thereto included in the Company's July 31, 2010 audited financial statements. The results of
operations for the period ended April 30, 2011 is not necessarily indicative of the operating results for the full year.



Accounting Basis

The Company uses the accrual basis of accounting
and accounting principles generally accepted in the United States of America (“GAAP” accounting).  The Company
has adopted a July 31 fiscal year end.



Cash and Cash Equivalents

Rolling considers all highly liquid investments
with maturities of six months or less to be cash equivalents. At April 30, 2011 and July 31, 2010, the Company had $0 of cash.



Fair Value of Financial Instruments

The Company’s financial instruments consist
of cash and cash equivalents, prepaid expenses, accrued expenses and loans payable to a related party. The carrying amount of these
financial instruments approximates fair value due either to length of maturity or interest rates that approximate prevailing market
rates unless otherwise disclosed in these financial statements.



Income Taxes

Income taxes are computed using the asset and
liability method. Under the asset and liability method, deferred income tax assets and liabilities are determined based on the
differences between the financial reporting and tax bases of assets and liabilities and are measured using the currently enacted
tax rates and laws. A valuation allowance is provided for the amount of deferred tax assets that, based on available evidence,
are not expected to be realized.

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ROLLING TECHNOLOGIES, INC.

(A DEVELOPMENT STAGE
COMPANY)

NOTES TO THE FINANCIAL STATEMENTS

APRIL 30, 2011



NOTE 1 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
(CONTINUED)



Revenue Recognition

The Company recognizes revenue when products
are fully delivered or services have been provided and collection is reasonably assured.



Use of Estimates

The preparation of financial statements in
conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the
reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date the financial statements
and the reported amount of revenues and expenses during the reporting period. Actual results could differ from those estimates.



Basic Income (Loss) Per Share

Basic income (loss) per share is calculated
by dividing the Company’s net loss applicable to common shareholders by the weighted average number of common shares during
the period. Diluted earnings per share is calculated by dividing the Company’s net income available to common shareholders
by the diluted weighted average number of shares outstanding during the year. The diluted weighted average number of shares outstanding
is the basic weighted number of shares adjusted for any potentially dilutive debt or equity. There are no such common stock equivalents
outstanding as of April 30, 2011.



Stock-Based Compensation

Stock-based compensation is accounted for at
fair value in accordance with SFAS No. 123 and 123 (R) (ASC 718). To date, the Company has not adopted a stock option plan and
has not granted any stock options. As of April 30, 2011, the Company has not issued any stock-based
payments to its employees.



Recent Accounting Pronouncements

Rolling 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.



NOTE 2 – PREPAID EXPENSES



Prepaid expenses consisted of the balance of
a retainer paid for legal services during the period ended April 30, 2011. Prepaid expenses totaled $2,000 and $2,000 as of April
30, 2011 and July 31, 2010.



NOTE 3 – ACCRUED EXPENSES



Accrued expenses at April 30, 2011 consisted
of amounts owed to the Company’s attorneys. Accrued expenses totaled $1,842 as of April 30, 2011 and July 31, 2010.



NOTE 4 – LOAN PAYABLE – RELATED PARTY



The Company has received loans from a related
party to be used for working capital. The loans are due upon demand, non-interest bearing, and unsecured. The balances due on the
loan were $47,158 and $41,158 as of April 30, 2011 and July 31, 2010, respectively.



NOTE 5 – STOCKHOLDERS’ DEFICIT



The Company has 100,000,000 shares of $0.001
par value common stock authorized. As of April 30, 2011, Rolling had 2,150,000 shares of common stock issued and outstanding.

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ROLLING TECHNOLOGIES, INC.

(A DEVELOPMENT STAGE
COMPANY)

NOTES TO THE FINANCIAL STATEMENTS

APRIL 30, 2011



NOTE 6 – COMMITMENTS AND CONTINGENCIES



Rolling neither owns nor leases any real or
personal property. An office has provided office services without charge. There is no obligation for this arrangement to continue.
Such costs are immaterial to the financial statements and accordingly are not reflected herein. The officers and directors are
involved in other business activities and most likely will become involved in other business activities in the future.



NOTE 7 – INCOME TAXES



As of April 30, 2011, the Company had net operating
loss carry forwards of approximately $90,000 that may be available to reduce future years’ taxable income through 2030. Future
tax benefits which may arise as a result of these losses have not been recognized in these financial statements, as their realization
is determined not likely to occur and accordingly, the Company has recorded a valuation allowance for the deferred tax asset relating
to these tax loss carry-forwards.



The provision for Federal income tax consists of the following:



|                                            | 2011 |        | 2010
|------------------------------------------- | ---- | ------ | ----
|Federal income tax benefit attributable to: |      |        |     
|Current Operations                          | $    | 1,360  |     
|Less: valuation allowance                   |      | (1,360 | )   
|Net provision for Federal income taxes      | $    | 0      |     



The cumulative tax effect at the expected rate of 34% of significant
items comprising our net deferred tax amount is as follows:



|                                    | April 30, 2011 |         | July 31, 2010
|----------------------------------- | -------------- | ------- | -------------
|Deferred tax asset attributable to: |                |         |              
|Net operating loss carryover        | $              | 30,200  |              
|Less: valuation allowance           |                | (30,200 | )            
|Net deferred tax asset              | $              | 0       |              



Due to the change in ownership provisions of
the Tax Reform Act of 1986, net operating loss carry forwards of $90,000 for Federal income tax reporting purposes are subject
to annual limitations. Should a change in ownership occur net operating loss carry forwards may be limited as to use in future
years.



NOTE 8 – LIQUIDITY AND GOING CONCERN



Rolling has negative working capital, has incurred
losses since inception, and has not yet received revenues from sales of products or services. These factors create substantial
doubt about the Company’s ability to continue as a going concern. The financial statements do not include any adjustment
that might be necessary if the Company is unable to continue as a going concern.



The ability of Rolling to continue as a going
concern is dependent on the Company generating cash from the sale of its common stock and/or obtaining debt financing and attaining
future profitable operations. Management’s plans include selling its equity securities and obtaining debt financing to fund
its capital requirement and ongoing operations; however, there can be no assurance the Company will be successful in these efforts.

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ROLLING TECHNOLOGIES, INC.

(A DEVELOPMENT STAGE
COMPANY)

NOTES TO THE FINANCIAL STATEMENTS

APRIL 30, 2011



NOTE 9 – SUBSEQUENT EVENTS



Management has evaluated subsequent events
through June 8, 2011, the date these financial statements were issued, and has determined it does not have any material subsequent
events to disclose.





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



Forward-Looking Statements



Certain statements, other than purely historical
information, including estimates, projections, statements relating to our business plans, objectives, and expected operating results,
and the assumptions upon which those statements are based, are “forward-looking statements” within the meaning of the
Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933 and Section 21E of the Securities
Exchange Act of 1934. These forward-looking statements generally are identified by the words “believes,” “project,”
“expects,” “anticipates,” “estimates,” “intends,” “strategy,” “plan,”
“may,” “will,” “would,” “will be,” “will continue,” “will likely
result,” and similar expressions. We intend such forward-looking statements to be covered by the
safe-harbor provisions for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995, and are
including this statement for purposes of complying with those safe-harbor provisions.Forward-looking statements are based
on current expectations and assumptions that are subject to risks and uncertainties which may cause actual results to differ materially
from the forward-looking statements. Our ability to predict results or the actual effect of future plans
or strategies is inherently uncertain. Factors which could have a material adverse affect on our operations and future prospects
on a consolidated basis include, but are not limited to: changes in economic conditions, legislative/regulatory changes, availability
of capital, interest rates, competition, and generally accepted accounting principles. These risks and uncertainties should also
be considered in evaluating forward-looking statements and undue reliance should not be placed on such statements.We undertake
no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events
or otherwise. Further information concerning our business, including additional factors that could materially
affect our financial results, is included herein and in our other filings with the SEC.



Overview



We were formed as a Nevada corporation, “Rolling Technologies
Inc.,” on July 27, 2007. Our operations office in Malaysia is located at Penthouse, Menara Antara, No. 11, Jalan Bukit Ceylong,
Kuala Lumpur 50200, Kuala Lumpur Malaysia. Our phone number is (012) 377-0130.



We are a development stage company and have not generated any sales
to date. We are in the process of developing a portable, light-weight car-top carrier (our “Product”) that combines
the strength of a box carrier with the convenience of a bag carrier (See Figure 1) for a retail price of under $50. Our current
Product has two support frames (See Figure 2), an outer (1) and an inner frame (2), to provide the structure and strength of a
traditional box carrier. The outer frame has several cross-bars (3) and the inner frame has several bushings (4), which fit together
upon assembly and installation. This combines the structural support of the inner and outer frames to provide for maximum strength
and weight-bearing ability. The entire unit is attached to the car top by strong magnets (6), which are connected to the outer
frame. Ease of storage is enhanced by hinges in the middle of the frame (5), allowing users to fold the entire unit in half lengthwise
in lieu of, or in addition to, removing the outer frame cross-bars from the inner frame bushings. Upon disassembly, which we anticipate
will be quick, easy, and require no technical or mechanical sophistication, the Product can then be transported or stored in the
accompanying luggage bag, requiring very little space.



Our Product is being designed specifically for the Asian market.
One of the variables influential in the development of our Product is the fact that very few cars in Asia are equipped with roof
racks by the manufacturer, so we needed to design our Product for easily installation in the absence of a roof rack. Thus, our
Product can be attached to a vehicle using strong magnets, so no roof rack is necessary. We have not yet determined whether we
will use permanent magnets or electromagnets for this purpose, nor have we determined the magnetic field strength required to safely
and securely keep our Product attached to a car top while experiencing the drag associated with speeds up to 200 kph. These variables
are being addressed as we continue to develop the final model of our Product.



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Also, because our Product doesn’t rest directly on the roof
of the vehicle and the weight is distributed across several contact points, it can withstand a greater amount of weight than traditional
carriers that apply the force of their weight to the luggage rack, which determines the maximum load. Our current research and
development efforts include maximizing the carrying load of our Product. Another factor in the weight load is the material used
for the inner and outer frames. We are experimenting with different alloys and plastics to find the best combination of strength
and cost-effectiveness for our Product. Final Product weight will also be a factor in determining the material we use for the Product
frame.







Figure 1

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Figure 2

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Results of Operations for the three and
nine months ended April 30, 2011 and for the Period from July 27, 2007 (Date of Inception) until April 30, 2011



We generated no revenues since our inception.
We do not anticipate earning revenues until we procure additional financing to manufacture and market our products. There is no
assurance that we will earn any revenues or in amounts that will enable us to continue as a going concern.



We incurred $2,000 in operating expenses for
the three months ended April 30, 2011, as compared with $2,000 in operating expenses for the same period ended April 30, 2010.
We incurred $6,000 in operating expenses for the nine months ended April 30, 2011 as compared with $6,000 in operating expenses
for the same period ended April 30, 2010. Our operating expenses for the three and nine months ended April 30, 2011 consisted of
professional fees. Our operating expenses from July 27, 2007 (Date of Inception) until April 30, 2011 were 90,000.



We expect that our operating expenses will
increase as we are able to locate funds and pursue business operations. Until then, our operating expenses will include general
and administrative expenses for accounting fees, legal costs and other miscellaneous items.



We had a net loss of $2,000 for the three months
ended April 30, 2011, as compared with a net loss of $2,000 for the same period ended April 30, 2010. We had a net loss of $6,000
for the nine months ended April 30, 2011, as compared with a net loss of $6,000 for the same period ended April 30, 2010. We have
an accumulated net loss of $90,000 from July 27, 2007 (Date of Inception) until April 30, 2011.



Liquidity and Capital Resources



As of April 30, 2011, we had total current
assets of $2,000, consisting of prepaid expenses. Our total current liabilities as of April 30, 2011 were $49,000. Thus, we have
a working capital deficit of $47,000, as of April 30, 2011.



Operating Activities used $90,158 in net cash
for the period from July 27, 2007 (Date of Inception) until April 30, 2011. Financing Activities generated $90,159 in cash during
the period from July 27, 2007 (Date of Inception) until April 30, 2011, as a result of a private offering of equity securities
raising $43,000 and related party loans of $47,158.



Based upon our current financial condition,
we do not have sufficient cash to operate our business at the current level for the next twelve months. We intend to fund operations
through increased sales and debt and/or equity financing arrangements, which may be insufficient to fund expenditures or other
cash requirements. We plan to seek additional financing in a private equity offering to secure funding for operations. There can
be no assurance that we will be successful in raising additional funding. If we are not able to secure additional funding, the
implementation of our business plan will be impaired. There can be no assurance that such additional financing will be available
to us on acceptable terms or at all.



Off Balance Sheet Arrangements



As of April 30, 2011, there were no off balance
sheet arrangements.



Going Concern



Our financial statements are prepared using
generally accepted accounting principles in the United States of America applicable to a going concern which contemplates the realization
of assets and liquidation of liabilities in the normal course of business. We have not yet established an ongoing source of revenues
sufficient to cover our operating costs and allow us to continue as a going concern. Our auditors have indicated that our ability
to continue as a going concern is dependent on our obtaining adequate capital to fund operating losses until we become profitable.
If we are unable to obtain adequate capital, we could be forced to cease operations.



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In order to continue as a going concern, we
will need, among other things, additional capital resources. Management’s plan is to obtain such resources for the Company
by obtaining capital from management and significant shareholders sufficient to meet our minimal operating expenses and seeking
equity and/or debt financing. However management cannot provide any assurances that will be successful in accomplishing any of
our plans.



Our ability to continue as a going concern
is dependent upon our ability to successfully accomplish the plans described in the preceding paragraph and eventually secure other
sources of financing and attain profitable operations. The accompanying financial statements do not include any adjustments that
might be necessary if we are unable to continue as a going concern.



Critical Accounting Policies



In December 2001, the SEC requested that all
registrants list their most “critical accounting polices” in the Management Discussion and Analysis. The SEC indicated
that a “critical accounting policy” is one which is both important to the portrayal of a company’s financial
condition and results, and requires management’s most difficult, subjective or complex judgments, often as a result of the
need to make estimates about the effect of matters that are inherently uncertain. We do not believe that any accounting policies
currently fit this definition.



Recently Issued Accounting Pronouncements



We do not expect the adoption of recently issued
accounting pronouncements to have a significant impact on our results of operations, financial position or cash flow.



Item 3. Quantitative and Qualitative Disclosures
About Market Risk



A smaller reporting company is not required
to provide the information required by this Item.



Item 4.     Controls and Procedures

We carried out an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures (as defined
in Exchange Act Rules 13a-15(e) and 15d-15(e)) as of January 31, 2011. This evaluation was carried out under the supervision and
with the participation of our Chief Executive Officer and our Chief Financial Officer, Mr. Tee Kai Shen. Based upon that evaluation,
our Chief Executive Officer and Chief Financial Officer concluded that, as of April 30, 2011, our disclosure controls and procedures
are effective. There have been no changes in our internal controls over financial reporting during the quarter ended April 30,
2011.



Disclosure controls and procedures are controls and other procedures
that are designed to ensure that information required to be disclosed in our reports filed or submitted under the Exchange Act
are recorded, processed, summarized and reported, within the time periods specified in the SEC's rules and forms. Disclosure controls
and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed
in our reports filed under the Exchange Act is accumulated and communicated to management, including our Chief Executive Officer
and Chief Financial Officer, to allow timely decisions regarding required disclosure.

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Limitations on the Effectiveness of Internal Controls



Our management does not expect that our disclosure controls and
procedures or our internal control over financial reporting will necessarily prevent all fraud and material error. Our disclosure
controls and procedures are designed to provide reasonable assurance of achieving our objectives and our Chief Executive Officer
and Chief Financial Officer concluded that our disclosure controls and procedures are effective at that reasonable assurance level.
Further, the design of a control system must reflect the fact that there are resource constraints, and the benefits of controls
must be considered relative to their costs. Because of the inherent limitations in all control systems, no evaluation of controls
can provide absolute assurance that all control issues and instances of fraud, if any, within the Company have been detected. These
inherent limitations include the realities that judgments in decision-making can be faulty, and that breakdowns can occur because
of simple error or mistake. Additionally, controls can be circumvented by the individual acts of some persons, by collusion of
two or more people, or by management override of the internal control. The design of any system of controls also is based in part
upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving
its stated goals under all potential future conditions. Over time, control may become inadequate because of changes in conditions,
or the degree of compliance with the policies or procedures may deteriorate.



PART II – OTHER INFORMATION



Item 1. Legal Proceedings



We are not a party to any pending legal proceeding.
We are not aware of any pending legal proceeding to which any of our officers, directors, or any beneficial holders of 5% or more
of our voting securities are adverse to us or have a material interest adverse to us.



Item 1A:Risk Factors



A smaller reporting company is not required
to provide the information required by this Item.



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



None



Item 3. Defaults upon Senior Securities



None



Item 4. Removed and Reserved



Item 5. Other Information



None



Item 6. Exhibits



|Exhibit Number | Description of Exhibit                                                                                                                                                       
|-------------- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|31.1           | Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002                            
|31.2           | Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002                            
|32.1           | Certification of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

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SIGNATURES



In accordance with the requirements of the
Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.



|       | Rolling Technologies, Inc.          
|------ | ------------------------------------
|       |                                     
|Date:  | June 14, 2011                       
|       |                                     
|By:    | /s/ Tee Kai Shen                    
|       | Tee Kai Shen                        
|Title: | Chief Executive Officer and Director





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