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, 2010 OR

[ ]      TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
         ACT OF 1934

                          COMMISSION FILE NO. 000-27055

                            GOLDEN DRAGON HOLDING CO.
                           ---------------------------
             (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)

                 DELAWARE                                 27-4635140
                ----------                               ------------
       (STATE OR OTHER JURISDICTION                    (I.R.S. EMPLOYER
     OF INCORPORATION OR ORGANIZATION)              IDENTIFICATION NUMBER)

           2460 WEST 26th AVENUE, SUITE 380-C, DENVER, COLORADO 80211
           ----------------------------------------------------------
                    (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)

                                 (303) 704 4623
                                 --------------
                     (TELEPHONE NUMBER, INCLUDING AREA CODE)

Securities registered pursuant to Section 12(b) of the Act: NONE

Securities to be registered  pursuant to Section 12(g) of the Act: COMMON STOCK,
$0.0001 PAR VALUE

Indicate by check mark if the  registrant is a well-known  seasoned  issuer,  as
defined in Rule 405 of the Securities Act. Yes |_| No |X|

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 |_| No |X|

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

Indicate by check mark if disclosure of delinquent  filers  pursuant to Item 405
of Regulation  S-K 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. |_|

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
definition of "accelerated  filer and large accelerated  filer" in Rule 12b-2 of
the Exchange Act. (check one):

Large accelerated filer  |_|    Accelerated filer  |_|
Non-accelerated filer  |_|    Smaller reporting company  |X|

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

As of June  20,  2011  there  were  2,384,407  shares  of  Common  Stock  of the
registrant  issued and outstanding of which 838,287 were held by  non-affiliates
of the registrant

The  aggregate  market  value of  common  stock  held by  non-affiliates  of the
registrant as of June 20, 2011 was approximately $259,869.

<PAGE>

               GOLDEN DRAGON HOLDING CO. AND PREDECCESSOR COMPANY
                         2010 ANNUAL REPORT ON FORM 10-K
                                TABLE OF CONTENTS

   ITEM                               DESCRIPTION                           PAGE

     Part I.

Item 1.     Business                                                           3

Item 1A.    Risk Factors                                                       7

Item 1B.    Unresolved Staff Comments                                         10

Item 2.     Description of Properties                                         11

Item 3      Legal Proceedings                                                 11

Item 4.     Removed and Reserved                                              11

    Part II.

Item 5.     Market for Registrant's Common Equity, Related Stockholder
            Matters, and Issuer Purchases of Equity Securities                11

Item 6.     Selected Financial Data                                           12

Item 7.     Management's Discussion and Analysis of Financial Condition and   13
            Results of Operation

Item7A      Quantative and Qualitative Disclosures About Market Risk          17

Item 8.     Financial Statements and Supplementary Data                       17

Item 9      Changes in and Disagreements With Accountants on Accounting and
            Financial Disclosure                                              17

Item 9A.    Controls and Procedures.                                          18

Item 9B.    Other Information.                                                19

    Part III.

Item 10.    Directors, Executive Officers and Corporate Governance            19

Item 11.    Executive Compensation                                            21

Item 12.    Security Ownership of Certain Beneficial Owners and Management
            and Related Stockholder Matters                                   22

Item 13.    Certain Relationships and Related Transactions and Director
            Independence                                                      22

Item 14.    Principal Accountant Fees and Services.                           23

    Part IV.

Item 15.    Exhibits and Financial Statement Schedules.                       23

SIGNATURES                                                                    36
                                       2
<PAGE>


                           FORWARD-LOOKING STATEMENTS

    In addition to historical information,  some of the information presented in
this Annual Report on Form 10-K contains "forward-looking statements" within the
meaning of the  Private  Securities  Litigation  Reform Act of 1995  (the"Reform
Act").  Although  Golden Dragon Holding Co.  ("Golden  Dragon" or the "Company,"
which  may  also be  referred  to as  "we,"  "us" or  "our")  believes  that its
expectations  are  based on  reasonable  assumptions  within  the  bounds of its
knowledge of its business and operations:  there can be no assurance that actual
results will not differ materially from our expectations.  Such  forward-looking
statements  are  subject  to risks and  uncertainties  that could  cause  actual
results to differ materially from those  anticipated,  including but not limited
to,  our  ability to raise debt an,  or,  equity to meet our  ongoing  operating
expenses  and  merge  with  another  entity  with  experienced   management  and
opportunities  for growth in return  for  shares of our  common  stock to create
value  for  our  shareholders.   Cautionary   statements  regarding  the  risks,
uncertainties and other factors associated with these forward-looking statements
are  discussed  on page 7 below.  You are  urged  to  carefully  consider  these
factors,  as well as other  information  contained in this Annual Report on Form
10-K and in our other periodic reports and documents filed with the SEC.

                                     PART I

ITEM 1. BUSINESS

Introduction

In April 2010,  Concord  Ventures,  Inc.  ("Concord"),  a Colorado  corporation,
incorporated  three new subsidiary  companies,  CCVG, Inc.  ("CCVG"),  CCAPS Co.
("CCAPS") and Golden Dragon Holding Co. ("Golden Dragon").  All three of the new
subsidiary companies were domiciled in Delaware.

Re-domicile in Delaware

In order for Concord to re-domicile in Delaware from Colorado,  on September 29,
2010,  Concord  entered  into an  Agreement  and  Plan of  Merger  ("the  Merger
Agreement")  with its  wholly  owned  subsidiary,  CCVG.  Under the terms of the
Merger Agreement, Concord shares of common stock converted automatically to CCVG
shares, without change or necessity to reissue. Also under the Merger Agreement,
CCVG became the surviving company domiciled in Delaware.

Reorganization into a Holding Company Structure

Effective December 31, 2010,  pursuant to the Delaware Holding Company formation
statute,  under  Delaware  General  Corporate Law (DGCL)  Section  251(g),  CCVG
completed  an  Agreement  and Plan of Merger and  Reorganization  into a Holding
Company ("the  Reorganization")  with CCAPS and Golden Dragon, both wholly-owned
subsidiaries  of CCVG. The  Reorganization  provided for the merger of CCVG with
and into  CCAPS,  with CCAPS being the  surviving  corporation  in that  merger.
Contemporaneously  with CCVG's merger with and into CCAPS,  the  shareholders of
CCVG were  converted into  shareholders  of Golden Dragon on a one share for one
share basis.

As a result of this  reorganization  into a Holding  Company  structure,  Golden
Dragon became the surviving  publicly  quoted parent holding company with CCAPS,
the surviving  corporation  of the merger  between CCVG and CCAPS,  becoming the
sole remaining wholly-owned subsidiary of Golden Dragon.

The  Reorganization  has been  accounted for so as to reflect the fact that both
CCVG  and  Golden  Dragon  were  under  common   control  at  the  date  of  the
Reorganization,  similar  to a reverse  acquisition  of CCVG and its  subsidiary
company, CCAPS, by Golden Dragon.






                                       3
<PAGE>



Sale of CCAPS

On December 31, 2010, Golden Dragon entered into a Share Purchase Agreement with
an  unrelated  third  party.  Under the terms of the Share  Purchase  Agreement,
Golden  Dragon  sold  100% of the  issued  and  outstanding  shares  of its sole
remaining wholly owned subsidiary, CCAPS for $100 cash consideration, subject to
its debts,  and issued 25,000  restricted  shares of Golden Dragon common stock,
valued  at  $1,000,  to  CCAPS  pursuant  to the  terms  of the  Share  Purchase
Agreement.  At the time of the sale,  CCAPS had no ongoing  operations or assets
and outstanding liabilities of approximately $678,000.

Following  the  merger  of CCVG with and into  CCAPS,  CCAPS,  as the  surviving
corporation in that merger,  retained all outstanding liabilities of CCVG in the
divestiture.

As a result of the sale of 100% of the issued and  outstanding  shares of CCAPS,
Golden Dragon,  the surviving  publicly quoted holding  company,  will no longer
consolidate the liabilities of CCAPS or CCVG.

Historical Operations

Concord was  incorporated  in August 1998 in the State of Colorado.  On February
16, 2001, we sold our entire business, and all of our assets, for the benefit of
our creditors under a Chapter 11 reorganization.  We were subsequently dismissed
from the Chapter 11 reorganization,  effective March 13, 2001, at which time the
last of our remaining directors resigned.  On March 13, 2001, we had no business
or other source of income,  no assets,  no employees or  directors,  outstanding
liabilities  of  approximately  $8.4 million and had terminated our duty to file
reports under securities law.

In February  2008,  we were  re-listed on the OTC Bulletin  Board and so are now
listed on both the Pink Sheets  OTCQB and the OTC  Bulletin  Board and  continue
trade under the symbol "CCVR"

PLAN OF OPERATIONS

Our plan of  operation  is to obtain debt and,  or,  equity  finance to meet our
ongoing  operating  expenses  and  attempt to merge  with  another  entity  with
experienced  management and opportunities for growth in return for shares of our
common stock to create value for our shareholders.  There is can be no assurance
that these  events can be  successfully  completed.  In  particular  there is no
assurance  that any such business will be located or that any  stockholder  will
realize  any  return on their  shares  after such a  transaction.  Any merger or
acquisition  completed  by us can be  expected  to have a  significant  dilutive
effect on the percentage of shares held by our current stockholders.  We believe
we  are an  insignificant  participant  among  the  firms  which  engage  in the
acquisition  of  business  opportunities.  There  are many  established  venture
capital and financial  concerns that have  significantly  greater  financial and
personnel resources and technical expertise than we have. In view of our limited
financial resources and limited management availability,  we will continue to be
at a significant competitive disadvantage compared to our competitors.

General Business Plan

We intend to seek, investigate and, if such investigation  warrants,  acquire an
interest in  business  opportunities  presented  to us by persons or firms which
desire to seek the  advantages of an issuer who has complied with the Securities
Act of 1934 (the "1934  Act").  We will not  restrict our search to any specific
business,  industry or geographical location, and we may participate in business
ventures of virtually any nature.  This  discussion of our proposed  business is
purposefully  general  and is  not  meant  to be  restrictive  of our  unlimited
discretion to search for and enter into  potential  business  opportunities.  We
anticipate  that we may be able to  participate  in only one potential  business
venture because of our lack of financial resources.

We may seek a business  opportunity with entities which have recently  commenced
operations,  or that desire to utilize the public  marketplace in order to raise
additional capital in order to expand into new products or markets, to develop a
new product or service, or for other corporate  purposes.  We may acquire assets
and  establish  wholly  owned  subsidiaries  in  various  businesses  or acquire
existing businesses as subsidiaries.

                                       4
<PAGE>

We expect that the selection of a business  opportunity will be complex.  Due to
general economic  conditions,  rapid  technological  advances being made in some
industries  and  shortages  of  available  capital,  we  believe  that there are
numerous  firms seeking the benefits of an issuer who has complied with the 1934
Act.  Such  benefits may include  facilitating  or improving  the terms on which
additional  equity  financing may be sought,  providing  liquidity for incentive
stock options or similar benefits to key employees, providing liquidity (subject
to restrictions of applicable  statutes) for all stockholders and other factors.
Potentially,  available  business  opportunities  may  occur  in many  different
industries and at various stages of development, all of which will make the task
of  comparative  investigation  and  analysis  of  such  business  opportunities
extremely difficult and complex. We have, and will continue to have, essentially
no assets to provide the owners of business  opportunities.  However, we will be
able to offer owners of  acquisition  candidates  the  opportunity  to acquire a
controlling  ownership  interest in an issuer who has complied with the 1934 Act
without  incurring  the cost and time  required  to conduct  an  initial  public
offering.

The analysis of new business  opportunities  will be undertaken by, or under the
supervision of, our Board of Directors.  We intend to concentrate on identifying
preliminary  prospective  business  opportunities  which may be  brought  to our
attention through present associations of our director, professional advisors or
by our stockholders.  In analyzing prospective business  opportunities,  we will
consider  such matters as (i)  available  technical,  financial  and  managerial
resources; (ii) working capital and other financial requirements;  (iii) history
of operations,  if any, and prospects for the future; (iv) nature of present and
expected competition;  (v) quality, experience and depth of management services;
(vi) potential for further research,  development or exploration; (vii) specific
risk  factors  not now  foreseeable  but that may be  anticipated  to impact the
proposed  activities of the company;  (viii)  potential for growth or expansion;
(ix) potential for profit;  (x) public  recognition  and acceptance of products,
services or trades;  (xi) name  identification;  and (xii) other factors that we
consider relevant. As part of our investigation of the business opportunity,  we
expect to meet  personally  with  management  and key  personnel.  To the extent
possible,  we intend to utilize  written reports and personal  investigation  to
evaluate the above factors.

We will not  acquire  or merge  with any  company  for which  audited  financial
statements  cannot be obtained within a reasonable  period of time after closing
of the proposed transaction.

Acquisition Opportunities

In implementing a structure for a particular business acquisition, we may become
a party to a merger, consolidation,  reorganization, joint venture, or licensing
agreement with another company or entity. We may also acquire stock or assets of
an existing  business.  Upon consummation of a transaction,  it is probable that
our present  management and stockholders  will no longer be in control of us. In
addition,  our current  directors  may, as part of the terms of the  acquisition
transaction,  resign  and be  replaced  by new  directors  without a vote of our
stockholders,  or our controlling shareholder may sell his stock in us. Any such
sale will only be made in  compliance  with the  securities  laws of the  United
States and any applicable state.

It is anticipated that any securities issued in any such reorganization would be
issued in reliance upon exemption from registration  under  application  federal
and state securities laws. In some circumstances, as a negotiated element of the
transaction,  we  may  agree  to  register  all  or a part  of  such  securities
immediately   after  the  transaction  is  consummated  or  at  specified  times
thereafter.  If such registration occurs, it will be undertaken by the surviving
entity after it has  successfully  consummated a merger or acquisition and is no
longer  considered  a shell  company.  The  issuance of  substantial  additional
securities and their potential sale into any trading market which may develop in
our  securities  may have a depressive  effect on the value of our securities in
the future. There is no assurance that such a trading market will develop.

While the actual terms of a transaction cannot be predicted, it is expected that
the parties to any  business  transaction  will find it  desirable  to avoid the
creation of a taxable event and thereby structure the business  transaction in a
so-called  "tax-free"  reorganization  under  Sections  368(a)(1)  or 351 of the
Internal Revenue Code (the "Code").  In order to obtain tax-free treatment under
the Code, it may be necessary for the owner of the acquired  business to own 80%
or more of the  voting  stock  of the  surviving  entity.  In  such  event,  our
stockholders  would retain less than 20% of the issued and outstanding shares of
the surviving entity. This would result in significant dilution in the equity of
our stockholders.

                                       5
<PAGE>

As part of our  investigation,  we expect to meet personally with management and
key  personnel,  visit  and  inspect  material  facilities,  obtain  independent
analysis of verification of certain  information  provided,  check references of
management and key personnel,  and take other reasonable investigative measures,
to the extent of our limited financial resources and management  expertise.  The
manner in which we participate  in an  opportunity  will depend on the nature of
the  opportunity,  the  respective  needs and desires of both  parties,  and the
management of the opportunity.

With  respect to any merger or  acquisition,  and  depending  upon,  among other
things,  the target company's assets and liabilities,  our stockholders  will in
all likelihood hold a substantially  lesser percentage  ownership interest in us
following any merger or acquisition.  The percentage ownership may be subject to
significant  reduction in the event we acquire a target  company with assets and
expectations  of growth.  Any merger or  acquisition  can be  expected to have a
significant   dilutive   effect  on  the   percentage  of  shares  held  by  our
stockholders.

We will  participate in a business  opportunity  only after the  negotiation and
execution of appropriate written business agreements. Although the terms of such
agreements  cannot be predicted,  generally we anticipate  that such  agreements
will (i) require specific  representations and warranties by all of the parties;
(ii) specify  certain  events of default;  (iii) detail the terms of closing and
the conditions which must be satisfied by each of the parties prior to and after
such  closing;  (iv)  outline  the  manner of  bearing  costs,  including  costs
associated with the Company's attorneys and accountants;  (v) set forth remedies
on defaults; and (vi) include miscellaneous other terms.

As stated  above,  we will not  acquire or merge with any  entity  which  cannot
provide independent  audited financial  statements within a reasonable period of
time after  closing  of the  proposed  transaction.  If such  audited  financial
statements are not available at closing, or within time parameters  necessary to
insure our compliance within the requirements of the 1934 Act, or if the audited
financial statements provided do not conform to the representations made by that
business to be acquired,  the definitive closing documents will provide that the
proposed  transaction  will  be  voidable,  at the  discretion  of  our  present
management. If such transaction is voided, the definitive closing documents will
also contain a provision  providing for  reimbursement  for our costs associated
with the proposed transaction.

Competition

We believe we are an insignificant  participant  among the firms which engage in
the acquisition of business  opportunities.  There are many established  venture
capital and financial  concerns that have  significantly  greater  financial and
personnel resources and technical expertise than we have. In view of our limited
financial resources and limited management availability,  we will continue to be
at a significant competitive disadvantage compared to our competitors.

Investment Company Act 1940

Although we will be subject to regulation  under the  Securities Act of 1933, as
amended, and the 1934 Act, we believe we will not be subject to regulation under
the  Investment  Company Act of 1940 (the "1940 Act")  insofar as we will not be
engaged in the business of investing or trading in  securities.  In the event we
engage in business  combinations  that result in us holding  passive  investment
interests in a number of entities,  we could be subject to regulation  under the
1940 Act.  In such event,  we would be  required  to  register as an  investment
company  and  incur  significant  registration  and  compliance  costs.  We have
obtained no formal  determination  from the SEC as to our status  under the 1940
Act  and,  consequently,  any  violation  of the 1940 Act  would  subject  us to
material adverse consequences.  We believe that, currently,  we are exempt under
Regulation 3a-2 of the 1940 Act.

INTELLECTUAL PROPERTY

We do not hold any patents or patent applications.

EMPLOYEES

As of December 31, 2010,  Mr. Cutler serves as our Chief  Executive  Officer and
Chief Financial Officer. We do not have an employment agreement with Mr. Cutler.
We have no other employees.


                                       6
<PAGE>

ITEM 1A. RISK FACTORS

WE HAD APPROXIMATELY $8.4 MILLION OF LIABILITIES OUTSTANDING

The  legal  advice  we  have  received  is  that  these  liabilities  have  been
extinguished  through the passage of time under the  statute of  limitations  or
ceased to be our liabilities following the Reorganization and the sale of CCAPS.
It is possible  that  creditors  may  dispute  this and could seek to take legal
action  against us to collect their alleged  debts.  The costs of defending such
legal  action  could be  significant  and would hinder our ability to complete a
reverse merger.

WE HAVE INCURRED SIGNIFICANT LOSSES AND ANTICIPATE FUTURE LOSSES

As of December 31,  20010,  we had an  accumulated  deficit of  $16,874,781  and
stockholders' equity just of $100.

Future losses are likely to occur as and until we are able to merge with another
entity with experienced  management and  opportunities  for growth in return for
shares of our common  stock to create value for our  shareholders  as we have no
sources of income to meet our operating  expenses.  As a result of these,  among
other factors, we received from our registered independent public accountants in
their report for the financial  statements for the years ended December 31, 2010
and 2009, an explanatory paragraph stating that there is substantial doubt about
our ability to continue as a going concern.

OUR EXISTING FINANCIAL  RESOURCES ARE INSUFFICIENT TO MEET OUR ONGOING OPERATING
EXPENSES

We have no  sources of income at this time and  insufficient  assets to meet our
ongoing  operating  expenses.  In the  short  term,  unless we are able to raise
additional debt and, or, equity we shall be unable to meet our ongoing operating
expenses.  On a longer term basis,  we intend to merge with another  entity with
experienced  management and opportunities for growth in return for shares of our
common  stock to create  value for our  shareholders.  There can be no assurance
that these events will be successfully completed.

WE INTEND TO PURSUE THE ACQUISITION OF AN OPERATING BUSINESS

Our sole strategy is to acquire an operating business. Successful implementation
of this  strategy  depends  on our  ability to  identify a suitable  acquisition
candidate,   acquire  such  company  on  acceptable   terms  and  integrate  its
operations.  In  pursuing  acquisition  opportunities,  we  compete  with  other
companies  with similar  strategies.  Competition  for  acquisition  targets may
result in  increased  prices of  acquisition  targets and a  diminished  pool of
companies  available  for  acquisition.  Acquisitions  involve a number of other
risks,  including  risks of  acquiring  undisclosed  or  undesired  liabilities,
acquired  in-process  technology,   stock  compensation  expense,  diversion  of
management attention, potential disputes with the seller of one or more acquired
entities and possible  failure to retain key  acquired  personnel.  Any acquired
entity or assets may not perform  relative to our  expectations.  Our ability to
meet these challenges has not been established.

SCARCITY OF, AND COMPETITION FOR, BUSINESS OPPORTUNITIES AND COMBINATIONS

We believe we are an insignificant  participant  among the firms which engage in
the acquisition of business  opportunities.  There are many established  venture
capital and financial  concerns that have  significantly  greater  financial and
personnel  resources  and  technical  expertise  than we have.  Nearly  all such
entities have significantly greater financial resources, technical expertise and
managerial  capabilities than us and, consequently,  we will be at a competitive
disadvantage in identifying  possible  business  opportunities  and successfully
completing  a business  combination.  Moreover,  we will also compete in seeking
merger or acquisition candidates with numerous other small public companies.  In
view of our limited financial resources and limited management availability,  we
will continue to be at a significant  competitive  disadvantage  compared to our
competitors.



                                       7
<PAGE>


WE HAVE NOT EXECUTED ANY FORMAL  AGREEMENT FOR A BUSINESS  COMBINATION  OR OTHER
TRANSACTION AND HAVE ESTABLISHED NO STANDARDS FOR BUSINESS COMBINATIONS

We have not executed any formal  arrangement,  agreement or  understanding  with
respect to engaging in a merger with,  joint  venture with or  acquisition  of a
private or public  entity.  There can be no assurance that we will be successful
in identifying and evaluating suitable business opportunities or in concluding a
business combination. We have not identified any particular industry or specific
business  within an industry  for  evaluation.  There is no assurance we will be
able to negotiate a business combination on terms favorable,  if at all. We have
not  established a specific  length of operating  history or specified  level of
earnings,  assets,  net worth or other  criteria  which we will require a target
business opportunity to have achieved, and without which we would not consider a
business combination. Accordingly, we may enter into a business combination with
a business opportunity having no significant operating history,  losses, limited
or no  potential  for  earnings,  limited  assets,  negative  net worth or other
negative characteristics.

REDUCTION OF PERCENTAGE  SHARE  OWNERSHIP  FOLLOWING  BUSINESS  COMBINATION  AND
DILUTION TO STOCKHOLDERS

Our  primary  plan of  operation  is based  upon a business  combination  with a
private concern which, in all likelihood,  would result in us issuing securities
to stockholders of such private company.  The issuance of previously  authorized
and unissued  shares of our common stock would result in reduction in percentage
of shares  owned by present  and  prospective  stockholders  and may result in a
change in control or management.  In addition,  any merger or acquisition can be
expected to have a significant  dilutive  effect on the percentage of the shares
held our stockholders.

BECAUSE  INSIDERS  CONTROL OUR ACTIVITIES,  THET MAY CAUSE US TO ACT IN A MANNER
THAT IS MOST  BENEFICIAL  TO THEM AND NOT TO OUTSIDE  SHAREHOLDERS  WHICH  COULD
CAUSE US NOT TO TAKE ACTIONS THAT OUTSIDE INVESTORS MIGHT VIEW FAVORABLY

Our sole executive officer,  directors,  and holders of 5% or more of our issued
and outstanding  common stock  beneficially own  approximately 65% of our issued
and outstanding common stock. As a result,  they effectively control all matters
requiring  director  and  stockholder   approval,   including  the  election  of
directors,  the approval of significant corporate transactions,  such as mergers
and related party transaction.  These insiders also have the ability to delay or
perhaps even block,  by their  ownership  of our stock,  an  unsolicited  tender
offer.  This  concentration  of  ownership  could have the  effect of  delaying,
deterring  or  preventing a change in control of our company that you might view
favorably.

OUR DIRECTORS MAY HAVE CONFLICTS OF INTEREST WHICH MAY NOT BE RESOLVED FAVORABLY
TO US.

Certain  conflicts  of  interest  may exist  between our  directors  and us. Our
Directors  have other business  interests to which they devote their  attention,
and may be expected to  continue  to do so  although  management  time should be
devoted to our business.  As a result,  conflicts of interest may arise that can
be resolved  only  through  exercise  of such  judgment  as is  consistent  with
fiduciary  duties to us.  See  "Directors,  Executive  Officers,  Promoters  and
Control Persons" (page 20), and "Conflicts of Interest." (page 20).

WE MAY DEPEND UPON OUTSIDE  ADVISORS,  WHO MAY NOT BE  AVAILABLE  ON  REASONABLE
TERMS AND AS NEEDED.

To supplement the business  experience of our officers and directors,  we may be
required to employ accountants,  technical experts,  appraisers,  attorneys,  or
other  consultants  or advisors.  Our Board without any input from  stockholders
will make the selection of any such  advisors.  Furthermore,  it is  anticipated
that such  persons may be engaged on an "as needed"  basis  without a continuing
fiduciary  or other  obligation  to us. In the event we consider it necessary to
hire outside advisors, we may elect to hire persons who are affiliates,  if they
are able to provide the required services.


                                       8
<PAGE>

THE  REGULATION  OF PENNY  STOCKS  BY SEC AND  FINRA  MAY HAVE AN  EFFECT ON THE
TRADABILITY OF OUR SECURITIES.

Our securities are currently  listed on the Over the Counter  Bulletin Board and
the Pink  Sheets'  OTCQB.  Our shares are subject to a  Securities  and Exchange
Commission   rule  that  imposes  special  sales  practice   requirements   upon
broker-dealers  who sell such  securities  to  persons  other  than  established
customers  or  accredited  investors.  For  purposes  of the  rule,  the  phrase
"accredited  investors"  means,  in general terms,  institutions  with assets in
excess of $5,000,000,  or individuals having a net worth in excess of $1,000,000
or having an annual income that exceeds  $200,000 (or that, when combined with a
spouse's income,  exceeds $300,000).  For transactions  covered by the rule, the
broker-dealer  must make a special  suitability  determination for the purchaser
and receive the purchaser's  written  agreement to the transaction  prior to the
sale.  Consequently,  the rule may affect the ability of  broker-dealers to sell
our securities and also may affect the ability of purchasers in this offering to
sell their securities in any market that might develop therefore.

In addition,  the  Securities  and Exchange  Commission  has adopted a number of
rules to regulate "penny stocks." Such rules include Rules 3a51-1, 15g-1, 15g-2,
15g-3,  15g-4,  15g-5, 15g-6, 15g-7, and 15g-9 under the Securities and Exchange
Act of 1934, as amended. Because our securities constitute "penny stocks" within
the meaning of the rules, the rules would apply to us and to our securities. The
rules may further  affect the ability of owners of Shares to sell our securities
in any market that might develop for them.

Shareholders  should  be  aware  that,  according  to  Securities  and  Exchange
Commission,  the  market  for penny  stocks has  suffered  in recent  years from
patterns of fraud and abuse. Such patterns include (i) control of the market for
the  security  by one or a few  broker-dealers  that are  often  related  to the
promoter or issuer; (ii) manipulation of prices through prearranged  matching of
purchases and sales and false and misleading press releases; (iii) "boiler room"
practices   involving   high-pressure   sales  tactics  and  unrealistic   price
projections  by  inexperienced  sales persons;  (iv)  excessive and  undisclosed
bid-ask  differentials  and  markups  by  selling  broker-dealers;  and  (v) the
wholesale dumping of the same securities by promoters and  broker-dealers  after
prices  have been  manipulated  to a desired  consequent  investor  losses.  Our
management is aware of the abuses that have occurred  historically  in the penny
stock  market.  Although  we do not  expect to be in a position  to dictate  the
behavior  of the market or of  broker-dealers  who  participate  in the  market,
management  will strive within the confines of practical  limitations to prevent
the described patterns from being established with respect to our securities.

OUR STOCK  WILL IN ALL  LIKELIHOOD  BE THINLY  TRADED AND AS A RESULT YOU MAY BE
UNABLE  TO SELL AT OR NEAR ASK  PRICES OR AT ALL IF YOU NEED TO  LIQUIDATE  YOUR
SHARES.

The shares of our common stock may be  thinly-traded  on the OTC Bulletin  Board
and the Pink Sheets'  OTCQB,  meaning that the number of persons  interested  in
purchasing  our  shares of common  stock at or near ask prices at any given time
may be relatively  small or  non-existent.  This situation is  attributable to a
number  of  factors,  including  the fact that we are a small  company  which is
relatively unknown to stock analysts, stock brokers, institutional investors and
others in the investment  community that generate or influence sales volume, and
that  even  if we  came  to the  attention  of  such  persons,  they  tend to be
risk-averse  and would be reluctant to follow an unproven,  early stage  company
such as ours or purchase or recommend the purchase of our shares of common stock
until such time as we became more seasoned and viable.  As a consequence,  there
may be periods of several  days or more when  trading  activity in our shares of
common stock is minimal or non-existent,  as compared to a seasoned issuer which
has a large and steady volume of trading  activity that will  generally  support
continuous  sales without an adverse effect on Securities  price. We cannot give
you any assurance  that a broader or more active public  trading  market for our
shares of Common Stock will develop or be sustained,  or that any trading levels
will be sustained.  Due to these conditions,  we can give investors no assurance
that they  will be able to sell  their  shares  of  common  stock at or near ask
prices or at all if you need money or otherwise  desire to liquidate your shares
of common stock of our Company.




                                       9
<PAGE>



OUR CHIEF EXECUTIVE OFFICER HAS THE ABILITY TO EFFECTIVELY CONTROL SUBSTANTIALLY
ALL ACTIONS TAKEN BY STOCKHOLDERS

Mr. Cutler,  an officer and director of the Company owns in excess of our 50% of
our issued  and  outstanding  common  stock and is able to  effectively  control
substantially all actions taken by our  stockholders,  including the election of
directors.  Such  concentration  of  ownership  could  also  have the  effect of
delaying,  deterring or  preventing a change in control that might  otherwise be
beneficial to stockholders  and may also discourage  acquisition bids for us and
limit the amount  certain  investors  may be willing to pay for shares of common
stock.

LOSS OF  CONTROL  BY OUR  PRESENT  MANAGEMENT  AND  STOCKHOLDERS  MAY OCCUR UPON
ISSUANCE OF ADDITIONAL SHARES.

We may issue further Shares as consideration  for the cash or assets or services
out of our  authorized  but  unissued  Common Stock that would,  upon  issuance,
represent  a majority  of our  voting  power and  equity.  The result of such an
issuance would be those new  stockholders  and management  would control us, and
persons  unknown could replace our  management at this time.  Such an occurrence
would result in a greatly  reduced  percentage of ownership of us by our current
Shareholders.

RULE 144 SALES IN THE FUTURE MAY HAVE A DEPRESSIVE EFFECT ON OUR STOCK PRICE.

All of the  outstanding  shares of common  stock held by our  present  officers,
directors,  and affiliate  stockholders are "restricted  securities"  within the
meaning of Rule 144 under the Securities Act of 1933, as amended.  As restricted
Shares,  these Shares may be resold only  pursuant to an effective  registration
statement or under the requirements of Rule 144 or other  applicable  exemptions
from  registration  under  the  Act  and  as  required  under  applicable  state
securities  laws. We are registering all of our outstanding  Shares so officers,
directors and affiliates will be able to sell their Shares if this  Registration
Statement becomes effective.  Rule 144 provides in essence that a person who has
held restricted  securities for six months may, under certain  conditions,  sell
every three months, in brokerage transactions,  a number of Shares that does not
exceed  the  greater  of 1.0% of a  company's  outstanding  common  stock or the
average  weekly trading volume during the four calendar weeks prior to the sale.
There is no limit on the amount of restricted  securities  that may be sold by a
non-affiliate after the owner has held the restricted securities for a period of
one year. A sale under Rule 144 or under any other  exemption  from the Act, may
have a  depressive  effect upon the price of the common stock in any market that
may develop.

THE PRICE OF OUR COMMON STOCK COULD BE HIGHLY VOLATILE

It is likely  that our common  stock will be  subject to price  volatility,  low
volumes  of trades  and large  spreads  in bid and ask  prices  quoted by market
makers.  Due to the low  volume of shares  traded on any  trading  day,  persons
buying or selling in relatively  small quantities may easily influence prices of
our common  stock.  This low volume of trades  could also cause the price of our
stock to fluctuate greatly,  with large percentage changes in price occurring in
any trading  day  session.  Holders of our common  stock may also not be able to
readily  liquidate their investment or may be forced to sell at depressed prices
due to low volume trading. If high spreads between the bid and ask prices of our
common stock exist at the time of a purchase, the stock would have to appreciate
substantially  on a relative  percentage  basis for an investor to recoup  their
investment.  Broad  market  fluctuations  and  general  economic  and  political
conditions  may also adversely  affect the market price of our common stock.  No
assurance can be given that an active market in our common stock will develop or
be sustained. If an active market does not develop,  holders of our common stock
may be unable to readily  sell the  shares  they hold or may not be able to sell
their shares at all.

WE DO NOT ANTICIPATE PAYING CASH DIVIDENDS ON OUR COMMON STOCK

We do not  anticipate  paying  any cash  dividends  on our  common  stock in the
foreseeable future.

ITEM 1B. UNRESOLVED STAFF COMMENTS

None.


                                       10
<PAGE>

ITEM 2. DESCRIPTION OF PROPERTIES

Our mailing  address is 2460 West 26th Avenue,  Suite 380-C,  Denver,  Colorado,
80211. We do not pay rent for the use of this mailing address. We do not believe
it will be necessary to maintain an office at any time in the foreseeable future
in order to carry out our plan of operations described herein.

ITEM 3.LEGAL PROCEEDINGS

No legal  proceedings  are  currently  pending or  threatened to the best of our
knowledge.

ITEM 4. REMOVED AND RESERVED.

                                     PART II

ITEM 5. MARKET FOR REGISTRANT'S  COMMON EQUITY,  RELATED STOCKHOLDER MATTERS AND
ISSUER PURCHASES OF EQUITY SECURITIES

Market Information.

Shares of our Common Stock are presently traded on the  over-the-counter  market
on the OTC  Bulletin  Board  maintained  by the  Financial  Industry  Regulatory
Authority  ("FINRA")  and are listed on the Pink Sheets' OTCQB under the trading
symbol "CCVR."

The  following  table sets forth the range of high and low sales  prices for the
Company's common stock for each of the fiscal quarters for the past two years as
reported on the Pink  Sheets  OTCQB and the OTC  Bulletin  Board.  These  prices
represent  inter-dealer  prices without adjustments for mark-up,  mark-down,  or
commission and do not necessarily reflect actual transactions.

                                                   High              Low


         Year Ended December 31, 2010:
                  First quarter                    $0.101            $0.10
                  Second quarter                     0.12              0.10
                  Third quarter                      1.01              0.12
                  Fourth quarter                     0.125             0.0125
         Year Ended December 31, 2009:
                  First quarter                    $1.25             $0.01
                  Second quarter                     1.15              0.10
                  Third quarter                      0.17              0.10
                  Fourth quarter                     0.101             0.10

Record Holders.

There were 104  holders of record as of June 20,  2011. However, we believe  the
number of beneficial  holders of our shares of common stock to be  approximately
430. In many  instances,  a registered  stockholder  is a broker or other entity
holding shares in street name for one or more customers who beneficially own the
shares.

Our  transfer  agent is Mountain  Share  Transfer,  Inc.,  1625  Abilene  Drive,
Broomfield, Colorado, 80020. The telephone number is 303-460-1149.

Dividends.

We have not paid or declared  cash  distributions  or dividends on our shares of
common stock and do not intend to pay cash dividends in the foreseeable future.

                                       11
<PAGE>

Future cash  dividends  will be determined by our board of directors  based upon
our earnings,  financial  condition,  capital  requirements  and other  relevant
factors.

Penny Stock.

Penny Stock Regulation  Broker-dealer  practices in connection with transactions
in "penny  stocks" are  regulated  by certain  penny stock rules  adopted by the
Securities and Exchange Commission. Penny stocks generally are equity securities
with a price of less than $5.00.  Excluded from the penny stock  designation are
securities  registered  on certain  national  securities  exchanges or quoted on
NASDAQ,  provided  that  current  price and volume  information  with respect to
transactions  in such securities is provided by the  exchange/system  or sold to
established customers or accredited investors.

The penny stock rules require a broker-dealer, prior to a transaction in a penny
stock not  otherwise  exempt  from the  rules,  to deliver a  standardized  risk
disclosure  document that provides  information about penny stocks and the risks
in the penny stock market. The broker-dealer also must provide the customer with
current bid and offer  quotations for the penny stock,  the  compensation of the
broker-dealer  and its salesperson in connection with the  transaction,  and the
monthly account  statements showing the market value of each penny stock held in
the customer's  account.  In addition,  the penny stock rules generally  require
that prior to a  transaction  in a penny stock,  the  broker-dealer  must make a
special written  determination that the penny stock is a suitable investment for
the purchaser and receive the purchaser's written agreement to the transaction.

These  disclosure  requirements  may have the  effect of  reducing  the level of
trading activity in the secondary market for a stock that becomes subject to the
penny stock  rules.  As our  securities  have become  subject to the penny stock
rules, investors may find it more difficult to sell their securities.

Recent Sales of Unregistered Securities

We made the following  unregistered  sales of securities  during the years ended
December 31, 2010 and 2009:

<TABLE>
<CAPTION>

     Date of Issuance     Title of Securities   Number of           Consideration       Holder
                                                Shares
<S>                       <C>                   <C>                 <C>                 <C>

    December 31, 2010        Common Stock         25,000            Sale of CCAPS       CCAPS
</TABLE>

Exemption from Registration Claimed

All of the sales by us of our unregistered securities were made in reliance upon
Section 4(2) of the  Securities  Act of 1933,  as amended (the "1933 Act").  The
above entity was provided access to all material information which it requested,
all information  necessary to verify such information and was afforded access to
our  management  in  connection  with  the  purchases.   The  purchaser  of  the
unregistered   securities  acquired  such  securities  for  investment  with  no
intention of distribution,  acknowledging such intent to us. All certificates or
agreements  representing such securities that were issued contained  restrictive
legends,   prohibiting  further  transfer  of  the  certificates  or  agreements
representing  such  securities,  without  such  securities  either  being  first
registered  or  otherwise  exempt from  registration  in any  further  resale or
disposition.

 Stock  Incentive  Plans -- details  concerning the activities and status of our
stock  incentive  plans during the period are set out in Note 10.  Stockholders'
Deficit of our Financial Statements on page 35 below.


ITEM 6.  SELECTED FINANCIAL AND OPERATING DATA

As a "smaller reporting company" as defined by Item 10 of Regulation S-K, we are
not required to provide information required by this Item.

                                       12
<PAGE>

ITEM 7. MANAGEMENT'S  DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATION

The following  discussion  should be read in conjunction  with the  consolidated
financial  statements  and notes  thereto  and the other  financial  information
included  elsewhere in this report.  This  discussion  contains  forward-looking
statements that involve risks and uncertainties. Our actual results could differ
materially  from those  anticipated  in these  forward  looking  statements as a
result of any number of factors,  including those set forth under "Risk Factors"
on page 7 and elsewhere in this report.

OVERVIEW

Reorganization into a Holding Company Structure

Effective December 31, 2010,  pursuant to the Delaware Holding Company formation
statute, DGCL Section 251(g), CCVG completed an Agreement and Plan of Merger and
Reorganization  into a Holding  Company  ("the  Reorganization")  with CCAPS and
Golden  Dragon,  both  wholly-owned  subsidiaries  of CCVG.  The  Reorganization
provided  for the  merger  of CCVG with and into  CCAPS,  with  CCAPS  being the
surviving corporation in that merger.  Contemporaneously with CCVG's merger with
and into CCAPS,  the  shareholders  of CCVG were converted into  shareholders of
Golden Dragon on a one share for one share basis.

As a result of this  reorganization  into a Holding  Company  structure,  Golden
Dragon became the surviving  publicly  quoted parent holding company with CCAPS,
the surviving  corporation  of the merger  between CCVG and CCAPS,  becoming the
sole remaining wholly-owned subsidiary of Golden Dragon.

The  Reorganization  has been  accounted for so as to reflect the fact that both
CCVG  and  Golden  Dragon  were  under  common   control  at  the  date  of  the
Reorganization,  similar  to a reverse  acquisition  of CCVG and its  subsidiary
company, CCAPS, by Golden Dragon.

Sale of CCAPS

On December 31, 2010, Golden Dragon entered into a Share Purchase Agreement with
James Clark. Under the terms of the Share Purchase Agreement, Golden Dragon sold
100% of the issued and  outstanding  shares of its sole  remaining  wholly owned
subsidiary,  CCAPS, to James Clark for $100 cash  consideration,  subject to its
debts, and issued 25,000 shares of Golden Dragon common stock, valued at $1,000,
to CCAPS pursuant to the terms of the Share Purchase  Agreement.  At the time of
the sale, CCAPS had no ongoing operations or assets and outstanding  liabilities
of approximately $678,000.

Following  the  merger  of CCVG with and into  CCAPS,  CCAPS,  as the  surviving
corporation in that merger,  retained all outstanding liabilities of CCVG in the
divestiture.

As a result of the sale of 100% of the issued and  outstanding  shares of CCAPS,
Golden Dragon,  the surviving  publicly  quoted  holding  company will no longer
consolidate the liabilities of CCAPS or CCVG.

PLAN OF OPERATIONS

Our plan of  operations  is to raise debt and,  or,  equity to meet our  ongoing
operating  expenses  and attempt to merge with another  entity with  experienced
management and opportunities for growth in return for shares of our common stock
to create value for our  shareholders.  There can be no  assurance  that we will
successfully  complete these  transactions.  In particular there is no assurance
that any such business will be located or that any stockholder  will realize any
return on their  shares  after such a  transaction.  Any  merger or  acquisition
completed  by us can be expected to have a  significant  dilutive  effect on the
percentage  of shares  held by our  current  stockholders.  We believe we are an
insignificant  participant  among the firms which engage in the  acquisition  of
business opportunities. There are many established venture capital and financial
concerns that have significantly  greater financial and personnel  resources and
technical expertise than we have. In view of our limited financial resources and
limited  management  availability,  we  will  continue  to be  at a  significant
competitive disadvantage compared to our competitors.

                                       13
<PAGE>

We intend to seek, investigate and, if such investigation  warrants,  acquire an
interest in  business  opportunities  presented  to us by persons or firms which
desire to seek the  advantages of an issuer who has complied with the Securities
Act of 1934 (the "1934  Act").  We will not  restrict our search to any specific
business,  industry or geographical location, and we may participate in business
ventures of virtually any nature.  This  discussion of our proposed  business is
purposefully  general  and is  not  meant  to be  restrictive  of our  virtually
unlimited   discretion  to  search  for  and  enter  into   potential   business
opportunities.  We  anticipate  that we may be able to  participate  in only one
potential business venture because of our lack of financial resources.

We may seek a business  opportunity with entities which have recently  commenced
operations,  or that desire to utilize the public  marketplace in order to raise
additional capital in order to expand into new products or markets, to develop a
new product or service, or for other corporate  purposes.  We may acquire assets
and  establish  wholly  owned  subsidiaries  in  various  businesses  or acquire
existing  businesses as  subsidiaries.  Though no such  opportunities  have been
identified at the time of this filing.

We expect  that the  selection  of a business  opportunity  will be complex  and
risky. Due to general economic  conditions,  rapid technological  advances being
made in some  industries  and  shortages of available  capital,  we believe that
there are numerous firms seeking the benefits of an issuer who has complied with
the 1934 Act. Such benefits may include  facilitating  or improving the terms on
which  additional  equity  financing  may be  sought,  providing  liquidity  for
incentive  stock  options  or  similar  benefits  to  key  employees,  providing
liquidity (subject to restrictions of applicable  statutes) for all stockholders
and other factors.  Potentially,  available business  opportunities may occur in
many different  industries and at various  stages of  development,  all of which
will make the task of  comparative  investigation  and analysis of such business
opportunities  extremely  difficult and complex.  We have,  and will continue to
have,  essentially  no assets to provide the owners of  business  opportunities.
However,  we  will be  able  to  offer  owners  of  acquisition  candidates  the
opportunity  to acquire a  controlling  ownership  interest in an issuer who has
complied  with the 1934 Act  without  incurring  the cost and time  required  to
conduct an initial public offering.

The analysis of new business  opportunities  will be undertaken by, or under the
supervision of, our Board of Directors.  We intend to concentrate on identifying
preliminary  prospective  business  opportunities  which may be  brought  to our
attention through present associations of our director, professional advisors or
by our stockholders.  In analyzing prospective business  opportunities,  we will
consider  such matters as (i)  available  technical,  financial  and  managerial
resources; (ii) working capital and other financial requirements;  (iii) history
of operations,  if any, and prospects for the future; (iv) nature of present and
expected competition;  (v) quality, experience and depth of management services;
(vi) potential for further research,  development or exploration; (vii) specific
risk  factors  not now  foreseeable  but that may be  anticipated  to impact the
proposed  activities of the company;  (viii)  potential for growth or expansion;
(ix) potential for profit;  (x) public  recognition  and acceptance of products,
services or trades;  (xi) name  identification;  and (xii) other factors that we
consider relevant. As part of our investigation of the business opportunity,  we
expect to meet  personally  with  management  and key  personnel.  To the extent
possible,  we intend to utilize  written reports and personal  investigation  to
evaluate the above factors.

We will not  acquire  or merge  with any  company  for which  audited  financial
statements  cannot be obtained within a reasonable  period of time after closing
of the proposed transaction.

Liquidity and Capital Resources

As at December 31, 2010, we had assets of $100,  no operating  business or other
source of income, no outstanding liabilities and a stockholders' equity of $100.

In our  financial  statements  for the fiscal years ended  December 31, 2010 and
2009, the Report of the Independent  Registered  Public Accounting Firm includes
an explanatory  paragraph that describes  substantial doubt about our ability to
continue as a going concern. Our financial statements for the fiscal years ended
December 31, 2010 and 2009 have been  prepared on a going concern  basis,  which
contemplates  the  realization of assets and the  settlement of liabilities  and
commitments in the normal course of business.  We had a working  capital of $100
and reported an accumulated deficit of $16,874,781 as at December 31, 2010.


                                       14
<PAGE>

It is our current intention to seek raise debt and, or, equity financing to fund
ongoing  operating  expenses  and  attempt to merge  with  another  entity  with
experienced  management and opportunities for growth in return for shares of our
common stock to create value for our  shareholders.  There is no assurance  that
these events will be satisfactorily completed.

RESULTS OF OPERATIONS

FISCAL YEAR ENDED  DECEMBER 31, 2010 COMPARED TO THE FISCAL YEAR ENDED  DECEMBER
31, 2009

Gain on Sale of Subsidiary

During the year ended  December 31, 2010 we recognized a gain of $676,989 on the
sale of our subsidiary  CCAPS,  compared to no gain on sale of subsidiary in the
year ended December 31, 2009, an increase of $676,989. This was a one-time event
and the Company does not expect to recognize such a gain in the future.

 As at December  31,  2010,  when we sold CCAPS,  CCAPS had net  liabilities  of
$677,889 and we sold 100% of the issued and  outstanding  share capital of CCAPS
for cash  consideration  of $100 and issued  25,000  shares of our common stock,
valued at $1,000, to CCAPS as part of the sales agreement.

Gain on Debt Relief

During the year ended  December 31, 2010,  we recognized no gain on debt relief,
compared to a gain of $207,300  on debt  relief in the year ended  December  31,
2009, a decrease of $207,300.

During the year ended December 31, 2009, outstanding liabilities, which had been
incurred,  prior to our  dismissal  from our  Chapter  11  reorganization,  were
statute  barred under the state laws of Texas and we  recognized a gain on these
this debt relief of $207,300.

General and Administrative Expenses

During the year ended  December  31,  2010,  we incurred  $91,389 in general and
administrative expenses, broadly in line with the $93,562 we incurred in general
and  administrative  expenses in the year ended  December 31, 2009.  General and
administrative expenses consist mainly of legal and accounting expenses incurred
with  maintaining  our public  reporting  status and associated  with our recent
reorganization activities.

Operating Income (Loss)

In the year ended December 31, 20010, we recognized operating income of $586,600
compared to operating  income of $113,748 in the year ended December 31, 200, an
increase of $472,852 due to the factors as discussed above.

Interest and Other Income / (Expenses) Net

In the year ended December 31, 2010, we incurred  interest expense of $10,196 in
interest and other income / (expenses)  net compared to $4,874 in the year ended
December  31, 2009,  an increase of $5,322.  The  interest  expense  represented
accrued  interest  at 8% on the loan made to us by Mr.  Cutler,  an officer  and
director,  in respect of expenses  incurred  settling certain of our outstanding
liabilities and bringing our books and records up to date which he paid directly
on our behalf.  The increase in interest  expense in the year ended December 31,
2010 as compared to the year ended  December 31, 2009  reflected the increase in
the principal  balance of the loan provided to us by Mr. Cutler  between the two
periods.

We have accrued no interest  expense  during the fiscal years ended December 31,
2010 and 2009, in respect to our outstanding  liabilities from March 2001, as we
believe  that these  liabilities  will be  settled  for their  current  carrying
values,  or  less,  and,  consequently,  no  additional  interest  provision  is
required.


                                       15
<PAGE>

Profit before Income Tax

In the year ended December 31, 2010, we recognized income before income taxes of
$575,404  compared to a $108,863 in the year ended December 31, 2009, a variance
of $466,541, due to the factors discussed above.

Provision for Income Taxes

No provision for income taxes was recorded in either the year ended  December 31
2010 or 2009. We had sufficient brought forward tax losses to offset the profits
arising the twelve months ended December 31, 2010 and 2009.

Net Income (Loss)

In the year ended December 31, 2010, we realized net income of $575,404 compared
to $108,863 in the year ended December 31, 2009, a variance of $466,541,  due to
the factors set out above.

CASH FLOW INFORMATION FOR THE FISCAL YEARS ENDED DECEMBER 31, 2010 AND 2009

As at December 31, 2010, we had total current assets of $100,  consisting solely
of cash,  no  operating  business  or other  source of  income,  no  outstanding
liabilities and a stockholders' equity of $100.

It is our current intention to seek raise debt and, or, equity financing to fund
ongoing  operating  expenses  and  attempt to merge  with  another  entity  with
experienced  management and opportunities for growth in return for shares of our
common stock to create value for our  shareholders.  There is no assurance  that
these events will be  satisfactorily  completed.  At the time of this filing, we
have not identified any such opportunities.

During the years ended  December  31, 2010 and 2009,  we had no  corporate  bank
account and all our expenses we paid for on our behalf by one of our directors.

For the year  ended  December  31,  2010,  we used net  cash of  $60,000  in our
operations, compared to $69,123 for the year ended December 31, 2009, a decrease
of $9,123.  During the year ended December 31, 2010, the net income of $575,404,
after an  adjustment  of $676,989 for non-cash  items,  resulted in cash used in
operations  of $101,585,  which was partially  offset by a positive  movement of
$41,585 in operating  assets and  liabilities.  This  compares to the year ended
December  31,  2009,  where the net  income of  $108,863,  after  adjustment  of
$207,300 for non-cash  items,  resulted in a cash used in operations of $98,437,
partially  offset by a positive  movement  of $29,314  in  operating  assets and
liabilities.

During the fiscal year ended  December 31, 2010,  we received $100 from the sale
of our  subsidiary  company.  No cash was  provided  by,  or used in,  investing
activities during the fiscal year ended December 31, 2009.

During the fiscal  year ended  December  31,  2010,  we  received  $60,000  from
financing activities, compared to $69,123 in the year ended December 31, 2009, a
decrease  of $9,123.  The  decrease  represented  the  reduced  level of funding
required to be provided to us by Mr. Cutler, one of our officers and directors.

Critical Accounting Policies

All  companies  are  required to include a  discussion  of  critical  accounting
policies and estimates used in the preparation of their financial statements. On
an on-going basis, we evaluate our critical  accounting  policies and estimates.
We base our estimates on historical  experience and on various other assumptions
that we believe to be reasonable under the  circumstances,  the results of which
form our basis for  making  judgments  about the  carrying  values of assets and
liabilities that are not readily apparent from other sources. Actual results may
differ from these estimates under different assumptions or conditions.



                                       16
<PAGE>


Our  significant  accounting  policies are  described in Note 1 to the financial
statements on page 31 below. These policies were selected because they represent
the more significant accounting policies and methods that are broadly applied in
the preparation of our financial statements. However, it should be noted that we
intend to acquire a new operating business. The critical accounting policies and
estimates for such new  operations  will, in all  likelihood,  be  significantly
different from our current policies and estimates.

Off  Balance  Sheet   Arrangements,   Contractual   Obligations  and  Commercial
Commitments

All  companies  are  required to include a  discussion  to address,  among other
things, liquidity,  off-balance sheet arrangements,  contractual obligations and
commercial commitments. Details of the arrangements, contractual obligations and
commercial  commitments are described in Note. 8 to the financial  statements on
page 34 below.

ACCOUNTING PRONOUNCEMENTS

We  have  reviewed  all  recently  issued,  but not  yet  effective,  accounting
pronouncements and do not believe the future adoption of any such pronouncements
may be expected to cause a material  impact on our  financial  condition  or the
results of our operations.

EFFECTS OF INFLATION

Although  we  cannot  accurately  anticipate  the  effect  of  inflation  on our
operations, we do not believe that inflation has had, or is likely in the future
to have, a material effect on our results or financial condition.

ITEM 7A. QUANTATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

As a "smaller reporting company" as defined by Item 10 of Regulation S-K, we are
not required to provide information required by this Item.

ITEM 8. FINANCIAL STATEMENTS

Our financial statements are included herein commencing on page 24.

ITEM  9.  CHANGES  IN AND  DISAGREEMENTS  WITH  ACCOUNTANTS  ON  ACCOUNTING  AND
FINANCIAL DISCLOSURE

We dismissed  Larry  O'Donnell,  CPA, PC as our  independent  registered  public
accountant  on  October  26,  2010.  Effective  December  14,  2010,  the Public
Accounting  Oversight  Board  ("PCAOB")  revoked Larry  O'Donnell,  CPA,  P.C.'s
registration as a registered public accountant.

On November 10,  2010,  our Board of Directors  approved the  engagement  of new
auditors,  Ronald  Chadwick,  PC, of Aurora,  Colorado to be our new independent
registered public accountant.  No audit committee exists, other than the members
of the Board of Directors.

In  connection  with audit of fiscal years ended  December 31, 2009 and 2008 and
the  cumulative  period of January 1, 2010 through June 30, 2010 and through the
date of termination of the accountants,  no disagreements  exist with the former
independent  registered public accountant on any matter of accounting principles
or practices,  financial statement disclosure,  internal control assessment,  or
auditing  scope  of  procedure,  which  disagreements  if  not  resolved  to the
satisfaction of the former  accountant  would have caused them to make reference
in connection with their report to the subject of the disagreement(s).

The Independent Auditor Report by Larry O'Donnell,  CPA, PC for the fiscal years
ended  December  31,  2009 and 2008,  contained  an  opinion  which  included  a
paragraph  discussing  uncertainties  related  to our  continuation  as a  going
concern.



                                       17
<PAGE>

ITEM 9A. CONTROLS AND PROCEDURES

EVALUATION OF DISCLOSURE CONTROLS AND PROCEDURES

We  maintain a system of  disclosure  controls  and  procedures  (as  defined in
Securities  Exchange  Act Rule  15d-15(e))  that are  designed  to  ensure  that
information  required to be disclosed in our reports  under the Exchange Act, is
recorded,  processed,  summarized and reported within the time periods  required
under  the  SEC's  rules and forms  and that the  information  is  gathered  and
communicated to our management, including our Chief Executive Officer (Principal
Executive Officer) and Chief Financial Officer (Principal Financial Officer), as
appropriate, to allow for timely decisions regarding required disclosure.

As  required  by SEC Rule  15d-15(b),  our  Chief  Executive  Officer  and Chief
Financial Officer,  Mr. Cutler,  carried out an evaluation under the supervision
and with the participation of our management, of the effectiveness of the design
and operation of our disclosure controls and procedures pursuant to Exchange Act
Rule  15d-14 as of the end of the period  covered by this  report.  Based on the
foregoing evaluation,  Mr. Cutler has concluded that our disclosure controls and
procedures are effective in timely alerting  management to material  information
required  to be  included  in  our  periodic  SEC  filings  and to  ensure  that
information  required to be disclosed in our periodic SEC filings is accumulated
and  communicated to our management,  including our Chief Executive  Officer and
Chief  Financial   Officer,   to  allow  timely  decisions   regarding  required
disclosure.

MANAGEMENT'S ANNUAL REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING

Our management is responsible for establishing and maintaining adequate internal
control over financial reporting.  Internal control over financial reporting, as
defined in Exchange Act Rule 13a-15(f) and 15d-15(f),  is a process designed by,
or under the  supervision  of, our principal  executive and principal  financial
officers and effected by our Board of Directors, management and other personnel,
to provide reasonable assurance regarding the reliability of financial reporting
and the preparation of financial  statements for external purposes in accordance
with generally accepted accounting principles,  based on criteria established in
Internal  Control--Integrated  Framework  issued by the  Committee of Sponsoring
Organizations  of the  Treadway  Commission  and  includes  those  policies  and
procedures that:

     -    Pertain  to the  maintenance  of  records  that in  reasonable  detail
          accurately and fairly reflect the transactions and dispositions of our
          assets;

     -    Provide  reasonable   assurance  that  transactions  are  recorded  as
          necessary  to  permit   preparation  of  o  financial   statements  in
          accordance with generally accepted accounting principles, and that our
          receipts  and  expenditures  are being  made only in  accordance  with
          authorizations of our management and directors; and

     -    Provide reasonable  assurance regarding prevention or timely detection
          of  unauthorized  acquisition,  use of  disposition of our assets that
          could have a material effect on the financial statements.

Because of its inherent  limitations,  internal control over financial reporting
may not  prevent  or detect  misstatements.  Projections  of any  evaluation  of
effectiveness to future periods are subject to the risk that controls may become
inadequate  because of changes in  conditions,  or that the degree of compliance
with the policies or procedures may  deteriorate.  All internal control systems,
no matter how well designed,  have inherent limitations.  Therefore,  even those
systems  determined to be effective can provide only  reasonable  assurance with
respect to financial statement preparation and presentation.

Our management assessed the effectiveness of our internal control over financial
reporting as of December 31, 2010. Based on this assessment, management believes
that as of December 31, 2010, our internal  control over financial  reporting is
effective based on those criteria.

                                       18
<PAGE>

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 SEC to
provide only management's report in this annual report.

CHANGES IN INTERNAL CONTROL OVER FINANCIAL REPORTING

There were no changes during our last fiscal quarter that  materially  affected,
or are  reasonably  likely to  materially  affect,  our  internal  control  over
financial reporting.

Item 9B.       OTHER INFORMATION
None.

                                    PART III

ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE

Effective December 31, 2010, our directors and officers were:

              NAME               AGE             POSITION

       David J. Cutler           54      President, Chief Executive Officer,
                                         Chief Financial Officer and Director.

       Redgie Green              58      Director

David J. Cutler - President, Chief Executive Officer, Chief Financial Office and
Director.  Mr. Cutler became our director and officer in March 2006.  Mr. Cutler
has more than 30 years of experience in  international  finance,  accounting and
business administration. Mr. Cutler was Chief Financial Officer and subsequently
Chief  Executive  Officer of  Multi-Link  Telecommunications,  Inc.,  a publicly
quoted voice messaging  business,  from 1999 to 2005,  Chief Executive  Officer,
Chief  Financial  Officer and a director of Aspeon,  Inc.  (nka Aspi,  Inc.),  a
publicly  listed  shell  company  from  April  2005 until  October  2009,  Chief
Executive  Officer,  Chief Financial Officer and a director of Atomic Paintball,
Inc., a development stage owner and operator of paintball parks from August 2006
until December 2009 and was appointed as the sole director of Southwestern Water
Exploration Co., a public shell company,  in March 2011.  Atomic Paintball filed
for  Chapter 7 in 2009.  Mr.  Cutler  has a Masters  degree  from St.  Catherine
College in Cambridge,  England and qualified as a British  Chartered  Accountant
and as  Chartered  Tax  Advisor  with  Arthur  Andersen & Co. in London.  He was
subsequently admitted as a Fellow of the UK Institute of Chartered  Accountants.
Since  arriving in the United  States,  Mr.  Cutler has qualified as a Certified
Public Accountant,  a Certified Valuation Analyst of the National Association of
Certified  Valuation  Analysts and obtained an executive MBA from Colorado State
University.

Redgie Green - Director.  Mr.  Green became a director in March 2006.  Mr. Green
served as the  President of Sun River Energy Inc. from January 2009 through July
2010. Mr. Green served as a Director of Sun River Energy, Inc. from 1998 through
July 2010. Mr. Green has been co-owner and operator of Green's B&R  Enterprises,
a wholesale  donut baker  since  1983.  He has been an active  investor in small
capital and high-tech  ventures since 1987. Mr. Green was a director of Colorado
Gold & Silver, Inc. in 2000. He was Secretary, Treasurer and Director of Baymark
Technologies,  Inc. and was  appointed as a director of Aspeon,  Inc. (now Aspi,
Inc.) from March 2006 until  October  2009.  Mr.  Green  serves as a director of
IntreOrg Systems, Inc. and International Paintball,  Inc. In addition, Mr. Green
in  November  2010 was  appointed  the  sole  director  and  officer  of  Legacy
Technology Holdings, Inc.






                                       19
<PAGE>


CONFLICTS OF INTEREST - GENERAL.

Our directors and officers are, or may become,  in their individual  capacities,
officers,  directors,  controlling shareholder and/or partners of other entities
engaged in a variety of businesses.  Thus,  there exist  potential  conflicts of
interest   including,   among  other  things,   time,  efforts  and  corporation
opportunity,  involved in participation with such other business entities. While
each  officer  and  director of our  business is engaged in business  activities
outside of our  business,  they devote to our business such time as they believe
to be necessary.

CONFLICTS OF INTEREST - CORPORATE OPPORTUNITIES

Presently no requirement contained in our Articles of Incorporation,  Bylaws, or
minutes which requires  officers and directors of our business to disclose to us
business opportunities which come to their attention. Our officers and directors
do,  however,  have a  fiduciary  duty of  loyalty to us to  disclose  to us any
business  opportunities  which come to their attention,  in their capacity as an
officer  and/or  director  or  otherwise.  Excluded  from  this  duty  would  be
opportunities  which the person  learns  about  through  his  involvement  as an
officer and director of another company. We have no intention of merging with or
acquiring  an  affiliate,  associate  person or  business  opportunity  from any
affiliate or any client of any such person.

COMMITTEES OF THE BOARD OF DIRECTORS

In the  ordinary  course  of  business,  the  board  of  directors  maintains  a
compensation  committee and an audit  committee.  We do not have a  compensation
committee or audit committee.

The  primary  function  of the  compensation  committee  is to  review  and make
recommendations  to the board of  directors  with  respect to the  compensation,
including bonuses,  of our officers and to administer the grants under our stock
option plan.

The  functions  of the  audit  committee  are to  review  the scope of the audit
procedures employed by our independent  auditors, to review with the independent
auditors our  accounting  practices  and policies and  recommend to whom reports
should be submitted,  to review with the independent  auditors their final audit
reports,  to review  with our  internal  and  independent  auditors  our overall
accounting and financial controls,  to be available to the independent  auditors
during  the year for  consultation,  to  approve  the audit fee  charged  by the
independent  auditors,  to report to the board of directors with respect to such
matters and to recommend the selection of the independent auditors.

In the absence of a separate audit committee our board of directors functions as
audit  committee and performs some of the same functions of an audit  committee,
such as recommending a firm of independent certified public accountants to audit
the  annual   financial   statements;   reviewing   the   independent   auditors
independence,  the financial  statements  and their audit report;  and reviewing
management's administration of the system of internal accounting controls.

SECTION 16(a) BENEFICIAL OWNERSHIP REPORTING COMPLIANCE

Section  16(a)  of  the  Securities  Exchange  Act  requires  our  Officers  and
Directors, and persons who own more than 10% of a registered class of our equity
securities,  to file reports of ownership and changes in ownership with the SEC.
Officers,  directors  and  greater  than 10%  shareholders  are  required by SEC
regulation to furnish us with copies of all Section 16(a) forms they file. Based
solely on our review of copies of such  reports  received,  and  representations
from certain  reporting  persons,  we believe that, during the fiscal year ended
December  31, 2009,  all Section  16(a) filing  requirements  applicable  to our
officers,  directors  and  greater  than 10%  beneficial  owners  were  filed in
compliance with all applicable requirements






                                       20
<PAGE>


CODE OF ETHICS

A code of ethics relates to written  standards  that are reasonably  designed to
deter wrongdoing and to promote;

-    Honest and ethical  conduct,  including  the ethical  handling of actual or
     apparent   conflicts  of  interest   between   personal  and   professional
     relationships;

-    Full, fair, accurate,  timely and understandable  disclosure in reports and
     documents that are filed with, or submitted to, the SEC and in other public
     communications made by an issuer;

-    Compliance with applicable governmental laws, rules and regulations;

-    The prompt  internal  reporting of violations of the code to an appropriate
     person or persons identified in the code; and

-    Accountability for adherence to the code.

Due to the  limited  scope of our  current  operations,  we have not  adopted  a
corporate  code of ethics  that  applies  to our  principal  executive  officer,
principal accounting officer, or persons performing similar functions

ITEM 11. EXECUTIVE COMPENSATION

The following table sets forth certain information concerning  compensation paid
by the  Company to the  President  and the  Company's  most  highly  compensated
executive  officers for the fiscal year ended  December 31, 2010,  2009 and 2008
(the "Named Executive Officers"):

<TABLE>
<CAPTION>

                              SUMMARY EXECUTIVE COMPENSATION TABLE


-------------------- -------- -------- ------- -------- -------- ------------ -------------- ------------- --------
                                                                 Non-equity   Non-qualified
                                                                  incentive     deferred
                                               Stock    Option      plan      compensation    All other
                              Salary   Bonus   awards   awards   compensation   earnings     compensation   Total
Name & Position      Year       ($)     ($)      ($)    ($)          ($)           ($)           ($)         ($)
-------------------- -------- -------- ------- -------- -------- ------------ -------------- ------------- --------
<S>                  <C>      <C>      <C>     <C>      <C>      <C>          <C>            <C>           <C>

David  J.   Cutler,
President,     CEO,  2010     60,000     0        0     0             0             0             0        60,000
CFO  and   Director  2009     60,000     0        0     0             0             0             0        60,000
(1)                  2008     60,000     0        0     0             0             0             0        60,000
-------------------- -------- -------- ------- -------- -------- ------------ -------------- ------------- --------

(1) Mr. Cutler's  remuneration  was paid to Burlingham Corporate  Finance,  Inc. ("Burlingham") in the form of consulting  fees. Mr.
Cutler is the  principal  shareholder of Burlingham.  Mr. Cutler is both a director  and  officer of the  Company  and its  majority
shareholder and as such he has the ability to significantly influence the terms and payment of such compensation.

</TABLE>


                                      DIRECTOR COMPENSATION

The following table sets forth certain information concerning  compensation paid
to our  directors for services as directors  during the year ended  December 31,
2010:

<TABLE>
<CAPTION>

----------------------- ------------- --------- ---------- ----------------- ---------------------- ----------------- --------------
Name                    Fees Earned   Stock     Options    Non-Equity        Nonqualified           All Other         Total
                        Or   Paid-in  Awards    Awards     Incentive Plan    Deferred Compensation  Compensation      ($)
                        Cash ($)                ($)        Compensation      ($)                    ($)
                                                           ($)
<S>                     <C>           <C>       <C>        <C>               <C>                    <C>               <C>

----------------------- ------------- --------- ---------- ----------------- ---------------------- ----------------- --------------
David J. Cutler,
director (1)            0             0         0          0                 0                      60,000            60,000
----------------------- ------------- --------- ---------- ----------------- ---------------------- ----------------- --------------
Redgie Green,
director                0             0         0          0                 0                      0                 0
----------------------- ------------- --------- ---------- ----------------- ---------------------- ----------------- --------------

(1)   Mr. Cutler serves as the Company's Chief Executive Officer and Chief Financial Officer and as such receives consulting fees
      through the firm of Burlingham Corporation Finance, Inc. of which he is the principal shareholder.
</TABLE>


                                       21
<PAGE>

The Company does not pay any Directors fees for meeting attendance.

All of the Company's  officers  and/or  directors  will continue to be active in
other  companies.  All officers and directors have retained the right to conduct
their own independent business interests.

                      EQUITY COMPENSATION PLAN INFORMATION

The Company has not established an equity  compensation  plan or Incentive Stock
Option Plan.

ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

The  following  tables  set  forth  certain  information   regarding  beneficial
ownership of our common stock, as of December 31, 2010 by:

     o    each person who is known by us to own beneficially more than 5% of our
          outstanding common stock,

     o    each of our named executive officers and directors, and

     o    all executive officers and directors as a group.

<TABLE>
<CAPTION>

                                                           NUMBER OF      PERCENT OF
        NAME AND ADDRESS OF BENEFICIAL OWNER               SHARES       OUTSTANDING (2)
     ------------------------------------------------   -------------     ------------
<S>                                                     <C>             <C>

     David J. Cutler (1)                                  1,521,120          63.8%

     Redgie Green (1)
                                                             25,000           1.0%

                                                        ------------      ------------
     All executive officers and directors as a group.     1,546,120          64.8%
                                                        ============      ============
</TABLE>

(1)  c/o 2460 West 26th Avenue, Suite 380-C, Denver, Colorado, 80211.

(2)  Based  upon  2,384,407  shares of the  Company's  common  stock  issued and
     outstanding on December 31, 2010.

ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

During the year ended December 31, 2010, we paid $60,000 (2009 - $60,000) of Mr.
Cutler's  remuneration to Burlingham Corporate Finance,  Inc.  ("Burlingham") in
the  form of  consulting  fees.  Mr.  Cutler  is the  principal  shareholder  of
Burlingham.  Mr.  Cutler is both a director  and  officer of the Company and its
majority  shareholder and as such he has the ability to significantly  influence
the terms and payment of such compensation.

As at December 31, 2010, we had no outstanding  liability with Mr. Cutler (2009-
$99,809) and no accrued interest outstanding (2009 - $5,749).






                                       22
<PAGE>


ITEM 14.   PRINCIPAL ACCOUNTANT FEES AND SERVICES

Audit Fees

We incurred $2,800 audit fees with our former auditor, Larry O'Donnell, CPA, PC,
in the years  ended  December  31, 2010 (2009 - $2,800 ) in respect of the audit
for the fiscal year ended  December 31, 2009. We incurred no audit fees with our
new auditor, Ronald Chadwick, PC, in the years ended December 31, 2010 or 2009.

Tax Fees

We did not incur any tax fees with our former auditor, Larry O'Donnell, CPA, PC,
or our new auditor, Ronald Chadwick, PC, in the years ended December 31, 2010 or
2009

We incurred $0 tax fees with any unconnected third party tax advisor in the year
ended December 31, 2010 (2009 - $275).

All Other Fees

We incurred $800 (2009 - $1,110) in other fees with our previous auditor,  Larry
O'Donnell,  CPA,  PC,  and  $1,500  (2009 - $0)  with  our new  auditor,  Ronald
Chadwick,  PC, in the year ended  December 31, 2010 in respect the review of our
quarterly financial statements.

It is the role of the Audit Committee,  or in the absence of an audit committee,
the Board of Directors,  to consider whether,  and determine that, the auditor's
provision  of  non-audit  services  would be  compatible  with  maintaining  the
auditor's independence.

                                     PART IV

ITEM 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES

The  following  exhibits are filed as part of this Annual Report on Form 10-K in
accordance with Item 601 of Regulation S-K:

<TABLE>
<CAPTION>

   EXHIBIT
   NUMBER                    DESCRIPTION AND METHOD OF FILING

<S>    <C>

2.1    Agreement and Plan of Merger (1)

2.2    Agreement and Plan of Merger and Reorganization Into Holding Company (2)

3(i).1    Articles of Incorporation of Golden Dragon Holding Co.*

3(ii).1    Bylaws of Golden Dragon Holding Co.*

31.1  Certification of Chief Executive Officer pursuant to Section 302 of  the Sarbanes-Oxley Act*

32.1  Certification of Principal Executive Officer pursuant to Section 906  of the Sarbanes-Oxley Act *

101.INS  XBRL Instance Document (1)

101.SCH  XBRL Taxonomy Extension Schema Document (1)

101.CAL  XBRL Taxonomy Extension Calculation Linkbase Document (1)

101.DEF  XBRL Taxonomy Extension Definition Linkbase Document (1)

101.LAB  XBRL Taxonomy Extension Label Linkbase Document (1)

101.PRE  XBRL Taxonomy Extension Presentation Linkbase Document (1)

(1) Pursuant to Rule 406T of Regulation S-T, this interactive data file is deemed not filed or part
of a registration statement or prospectus for purposes of sections 11 or 12 of the Securities Act
of 1933, is deemed not filed for purposes of section 18 of the Securities Exchange Act of 1934, and
otherwise is not subject to liability under these sections.
</TABLE>

* Filed herewith.

(1)  Filed as an exhibit to the Company'  Current Report on Form 8-K, filed with
     the SEC on October 14, 2010.

(2)  Filed as an exhibit to the Company's Current Report on Form 8-K, filed with
     the SEC on January 28, 2011.



                                       23
<PAGE>


                          INDEX TO FINANCIAL STATEMENTS

                                                                            PAGE

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM...............       25

BALANCE SHEETS

 As of December 31, 2010 and 2009.....................................       26

STATEMENTS OF OPERATIONS

 For the Years Ended December 31, 2010 and 2009.......................       27

STATEMENTS OF CHANGES IN STOCKHOLDERS' DEFICIT

 For the Years Ended December 31, 2010 and 2009.......................       28

STATEMENTS OF CASH FLOWS

 For the Years Ended December 31, 2010 and 2009.......................       29

NOTES TO FINANCIAL STATEMENTS.........................................       30














                                       24
<PAGE>

                            RONALD R. CHADWICK, P.C.
                           Certified Public Accountant
                        2851 South Parker Road, Suite 720
                             Aurora, Colorado 80014
                             Telephone (303)306-1967
                                Fax (303)306-1944




             REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM


Board of Directors
Golden Dragon Holding Co.
Denver, Colorado

I have audited the  accompanying  balance sheets of Golden Dragon Holding Co. as
of  December  31,  2010 and 2009,  and the  related  statements  of  operations,
stockholders'  equity  (deficit) and cash flows for the years then ended.  These
financial  statements are the  responsibility  of the Company's  management.  My
responsibility  is to express an opinion on these financial  statements based on
my audit.

I 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.  I believe that my audit provides a reasonable
basis for my opinion.

In my opinion, the financial statements referred to above present fairly, in all
material  respects,  the financial  position of Golden Dragon  Holding Co. as of
December 31, 2010 and 2009, and the results of its operations and its cash flows
for the years then ended in  conformity  with  accounting  principles  generally
accepted in the United States of America.

The  accompanying  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 suffered a loss from operations and has a
working  capital  deficit and  stockholders'  deficit.  These  conditions  raise
substantial doubt about its ability to continue as a going concern. Management's
plans in regard to these  matters are also  described  in Note 2. The  financial
statements do not include any adjustments  that might result from the outcome of
this uncertainty.

Aurora, Colorado                                    /s/ Ronald R. Chadwick, P.C.
June 20, 2011                                       RONALD R. CHADWICK, P.C.


                                       25
<PAGE>

<TABLE>
<CAPTION>

                       GOLDEN DRAGON HOLDING CO. AND PREDECESSOR COMPANY
                                         BALANCE SHEETS


                                                                                  DECEMBER 31,
                                                                             2010             2009

                                                                         --------------  ---------------
<S>                                                                    <C>             <C>
                            ASSETS

CURRENT ASSETS

      Cash and Cash Equivalents                                        $           100 $              -

                                                                         --------------  ---------------
                 Total Current Assets                                              100                -

                                                                         --------------  ---------------
      TOTAL ASSETS                                                     $           100 $              -
                                                                         ==============  ===============

                 LIABILITIES & STOCKHOLDERS' EQUITY / (DEFICIT)

CURRENT LIABILITIES

      Accounts Payable                                                 $             - $        174,830
      Accrued Expenses                                                               -          101,789
      Capital Leases                                                                 -            3,660
      Operating Leases                                                               -          196,216
      Related Party Loans                                                            -           99,809

                                                                         --------------  ---------------
                 Total Current Liabilities                                           -          576,304
                                                                         --------------  ---------------

COMMITMENTS AND CONTINGENCIES (Note. 8)

STOCKHOLDERS' EQUITY / (DEFICIT)

      Preferred Stock; $0.0001 par value, 10,000,000 shares authorized               -                -
      no shares issued and outstanding
      Class A Common Stock; $0.0001 par value, 100,000,000,                        239              236
      shares authorized, 2,384,407 and 2,359,407 shares issued and
      outstanding respectively
      Additional Paid In Capital                                            16,874,642       16,873,645
      Accumulated Deficit                                                  (16,874,781)     (17,450,185)
                                                                         --------------  ---------------
                 Total Stockholders' Equity / (Deficit)                            100         (576,304)

                                                                         --------------  ---------------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY / (DEFICIT)                 $           100 $              -
                                                                         ==============  ===============


                         See Accompanying Notes to Financial Statements.

                                       26
</TABLE>

<PAGE>

<TABLE>
<CAPTION>

                        GOLDEN DRAGON HOLDING CO. AND PREDECESOR COMPANY
                                    STATEMENTS OF OPERATIONS


                                                                                FOR THE YEARS
                                                                                     ENDED
                                                                                 DECEMBER 31,
                                                                             2010           2009

                                                                         -------------  -------------
<S>                                                                    <C>            <C>

OPERATING (INCOME) / EXPENSES

      Gain on Sale of Subsidiary Company                               $     (676,989)$            -
      Gain on Debt Relief                                                           -       (207,300)
      General & Administrative Expenses                                        91,389         93,562
                                                                         -------------  -------------
      Total Operating (Income) / Expenses                                    (585,600)      (113,738)

OPERATING INCOME (LOSS)                                                       585,600        113,738

Interest and Other Income / (Expenses) Net                                    (10,196)        (4,875)
                                                                         -------------  -------------
Income / (Loss) before Income Taxes                                           575,404        108,863

Provision for Income Taxes                                                          -              -
                                                                         -------------  -------------
NET INCOME (LOSS)                                                      $      575,404 $      108,863
                                                                         =============  =============

NET INCOME (LOSS) PER COMMON SHARE

      Basic & Diluted                                                  $         0.24 $         0.05
                                                                         =============  =============

WEIGHTED AVERAGE COMMON SHARES OUTSTANDING

      Basic & Diluted                                                       2,359,475      2,359,407
                                                                         =============  =============


                         See Accompanying Notes to Financial Statements.

                                             27
</TABLE>

<PAGE>

<TABLE>
<CAPTION>

                        GOLDEN DRAGON HOLDING CO. AND PREDECESSOR COMPANY
                         STATEMENTS OF STOCKHOLDERS' EQUITY / (DEFICIT)
                           THE YEARS ENDED DECEMBER 31, 2010 AND 2009


                                                   Class A Common Stock      Additional
                                                                              Paid - in       Accumulated
                                                  Shares        Amount         Capital      Equity / (Deficit)   Total

                                                     #             $              $               $                $
<S>                                             <C>           <C>           <C>             <C>              <C>

Balance, December 31, 2008                        2,359,407           236      16,873,645      (17,559,048)        (685,167)

Net Income                                           -             -              -                108,863          108,863
                                                ------------  ------------  --------------  ---------------  ---------------
Balance, December 31, 2009                        2,359,407           236      16,873,645      (17,450,185)        (576,304)

Stock Issued on Sale of Subsidiary                   25,000             3             997         -                   1,000

Net Income                                           -             -              -                575,404          575,404
                                                ------------  ------------  --------------  ---------------  ---------------
Balance, December 31, 2010                        2,384,407           239      16,874,642      (16,874,781)             100
                                                ============  ============  ==============  ===============  ===============


                         See Accompanying Notes to Financial Statements.

                                               28
</TABLE>

<PAGE>

<TABLE>
<CAPTION>

                       GOLDEN DRAGON HOLDING CO. AND PREDECESSOR COMPANY
                                    STATEMENT OF CASH FLOWS

                                                                               FOR THE YEARS ENDED
                                                                                   DECEMBER 31,
                                                                                2010          2009

                                                                           ----------------------------
<S>                                                                        <C>           <C>

CASH FLOW PROVIDED BY  (USED IN) OPERATING ACTIVITIES

NET INCOME (LOSS)                                                          $     575,404 $     108,863

ADJUSTMENTS TO RECONCILE NET INCOME / (LOSS) TO NET CASH
PROVIDED BY (USED IN) OPERATING ACTIVITIES

      Gain on Sale of Subsidiary                                                (676,989)            -
      Gain on Debt Relief                                                              -      (207,300)

CHANGES IN OPERATING ASSETS & LIABILITIES

      Increase (Decrease) in Accounts Payable                                     31,389        24,440
      Increase (Decrease) in Accrued Expenses                                     10,196         4,874
                                                                             ------------  ------------
      Total Cash Flow used in Operating Activities                               (60,000)      (69,123)
                                                                             ------------  ------------

CASH FLOW PROVIDED BY  (USED IN) INVESTING ACTIVITIES

      Proceeds on Sale of Subsidiary Company                                         100             -
                                                                             ------------  ------------
      Total Cash Flow provided by / (used in)  Investing Activities                  100             -
                                                                             ------------  ------------

CASH FLOW PROVIDED BY  (USED IN) FINANCING ACTIVITIES

      Funds from Related Party Loans                                              60,000        69,123
                                                                             ------------  ------------
      Total Cash Flow provided by / (used in)  Financing Activities               60,000        69,123
                                                                             ------------  ------------

NET INCREASE (DECREASE) IN CASH & CASH EQUIVALENTS                                   100            (0)

Cash and Cash Equivalents at the beginning of the period                               -             -
                                                                             ============  ============
Cash and Cash Equivalents at the end of the period                         $         100 $           -
                                                                             ============  ============

SUPPLEMENTAL SCHEDULE OF CASH FLOW INFORMATION
Cash paid for interest                                                     $           - $           -
                                                                             ------------  ------------
Cash paid for income tax                                                   $           - $           -
                                                                             ------------  ------------


                         See Accompanying Notes to Financial Statements.

                                               29
</TABLE>

<PAGE>


                GOLDEN DRAGON HOLDING CO AND PREDECESSOR COMPANY
                          NOTES TO FINANCIAL STATEMENTS
                                DECEMBER 31, 2010

1.       NATURE OF OPERATIONS AND SIGNIFICANT ACCOUNTING POLICIES:

Nature of Operations - In April 2010,  Concord  Ventures,  Inc.  ("Concord"),  a
Colorado corporation,  incorporated three new subsidiary  companies,  CCVG, Inc.
("CCVG"),  CCAPS Co. ("CCAPS") and Golden Dragon Holding Co. ("Golden  Dragon").
All three of the new subsidiary companies were domiciled in Delaware.

Re-domicile in Delaware

In order for Concord to re-domicile in Delaware from Colorado,  on September 29,
2010,  Concord  entered  into an  Agreement  and  Plan of  Merger  ("the  Merger
Agreement")  with its  wholly  owned  subsidiary,  CCVG.  Under the terms of the
Merger Agreement, Concord shares of common stock converted automatically to CCVG
shares, without change or necessity to reissue. Also under the Merger Agreement,
CCVG became the surviving company domiciled in Delaware

Reorganization into a Holding Company Structure

Effective  December  31,  2010,  under  an  Agreement  and  Plan of  Merger  and
Reorganization  into a Holding  Company  ("the  Reorganization")  filed with the
Secretary of State of Delaware:

     -    Golden  Dragon  acquired 100% of the issued share capital of CCVG in a
          share for share  exchange of Golden Dragon shares for CCVG shares with
          CCVG's existing shareholders, and

     -    CCVG merged with CCAPS, one of CCVG's former subsidiary companies.

As a result of this  reorganization  into a Holding  Company  structure,  Golden
Dragon became the surviving  publicly  quoted parent holding company with CCAPS,
the surviving  corporation  of the merger  between CCVG and CCAPS,  becoming the
sole remaining wholly-owned subsidiary of Golden Dragon.

The  Reorganization  has been  accounted for so as to reflect the fact that both
CCVG  and  Golden  Dragon  were  under  common   control  at  the  date  of  the
Reorganization,  similar  to a reverse  acquisition  of CCVG and its  subsidiary
company, CCAPS, by Golden Dragon.

Sale of CCAPS

On December 31, 2010, Golden Dragon entered into a Share Purchase Agreement with
James Clark. Under the terms of the Share Purchase Agreement, Golden Dragon sold
100% of the issued and  outstanding  shares of its sole  remaining  wholly owned
subsidiary,  CCAPS, to James Clark for $100 cash  consideration,  subject to its
debts, and issued 25,000 shares of Golden Dragon Common Stock, valued at $1,000,
to CCAPS pursuant to the terms of the Share Purchase  Agreement.  At the time of
the sale, CCAPS had no ongoing operations or assets and outstanding  liabilities
of approximately $678,000.

Following  the  merger  of CCVG with and into  CCAPS,  CCAPS,  as the  surviving
corporation in that merger,  retained all outstanding liabilities of CCVG in the
divestiture.

As a result of the sale of 100% of the issued and  outstanding  shares of CCAPS,
Golden Dragon,  the surviving  publicly  quoted  holding  company will no longer
consolidate the liabilities of CCAPS or CCVG.



                                       30
<PAGE>


Cash and Cash  Equivalents  -- Cash and  cash  equivalents  consist  of cash and
highly  liquid debt  instruments  with  original  maturities  of less than three
months.

Property and Equipment- We sold all of our fixed assets  effective  February 16,
2001 for the benefit of our creditors as part of our Chapter 11  reorganization.
Accordingly,  we had no property and  equipment as of December 31, 2010 and 2009
and we recorded no depreciation expense in the years ended December 31, 2010 and
2009.

Deferred  Costs and Other --  Offering  costs  with  respect  to issue of common
stock,  warrants or options by us were initially  deferred and ultimately offset
against the proceeds from these equity transactions if successful or expensed if
the proposed equity  transaction is  unsuccessful.  We had no deferred costs and
other as at December 31, 2010 and 2009.

Impairment of Long-Lived  and  Intangible  Assets -- In the event that facts and
circumstances indicated that the cost of long-lived and intangible assets may be
impaired,  an evaluation of recoverability  was performed.  If an evaluation was
required, the estimated future undiscounted cash flows associated with the asset
were  compared to the asset's  carrying  amount to determine if a write-down  to
market value or discounted cash flow value was required.

Financial Instruments -- The estimated fair values for financial instruments was
determined  at  discrete  points in time based on relevant  market  information.
These  estimates  involved  uncertainties  and  could  not  be  determined  with
precision.  The  carrying  amounts  of notes  receivable,  accounts  receivable,
accounts payable and accrued liabilities  approximated fair value because of the
short-term  maturities  of these  instruments.  The fair value of notes  payable
approximated to their carrying value as generally their interest rates reflected
our effective annual borrowing rate.

Income Taxes -- We account for income taxes under the  liability  method,  which
requires  recognition  of deferred tax assets and  liabilities  for the expected
future tax  consequences  of events  that have been  included  in the  financial
statements  or  tax  returns.  Under  this  method,   deferred  tax  assets  and
liabilities  are  determined  based  on the  difference  between  the  financial
statements  and tax bases of assets and  liabilities  using enacted tax rates in
effect for the year in which the differences are expected to reverse.

Advertising cost -- Advertising costs were expensed as incurred.  No advertising
costs were incurred in the years ended December 31, 2010 and 2009.

Comprehensive Income (Loss) -- Comprehensive income is defined as all changes in
stockholders'  equity (deficit),  exclusive of transactions with owners, such as
capital  investments.  Comprehensive income includes net income or loss, changes
in certain assets and liabilities  that are reported  directly in equity such as
translation  adjustments on investments in foreign  subsidiaries  and unrealized
gains (losses) on available-for-sale  securities.  From our inception there were
no differences between our comprehensive loss and net loss.

Our comprehensive income / (loss) for the years ended December 31, 2010 and 2009
was  identical to our net income / (loss) for the years ended  December 31, 2010
and 2009.

Income  (Loss) Per Share --.  Income (loss) per share is presented in accordance
with Accounting  Standards  Update ("ASU"),  Earning Per Share (Topic 260) which
requires the  presentation of both basic and diluted  earnings per share ("EPS")
on the  consolidated  income  statements.  Basic EPS would  exclude any dilutive
effects of options,  warrants and  convertible  securities  but does include the
restricted  shares  of common  stock  issued.  Diluted  EPS  would  reflect  the
potential  dilution that would occur if  securities of other  contracts to issue
common stock were exercised or converted to common stock. Basic EPS calculations
are  determined by dividing net income by the weighted  average number of shares
of common  stock  outstanding  during the year.  Diluted  EPS  calculations  are
determined  by  dividing  net income by the  weighted  average  number of common
shares and dilutive common share equivalents outstanding.  Basic and diluted EPS
were  identical  for the years ended  December 31, 2010 and 2009 as the exercise
price of our outstanding  stock options was substantially in excess of our share
price throughout these periods.



                                       31
<PAGE>


Stock-Based  Compensation  - We have adopted ASC Topic 718 (formerly SFAS 123R),
"Accounting for Stock-Based Compensation", which establishes a fair value method
of accounting for  stock-based  compensation  plans. In accordance with guidance
now incorporated in ASC Topic 718, the cost of stock options and warrants issued
to employees and  non-employees  is measured on the grant date based on the fair
value.  The fair value is  determined  using the  Black-Scholes  option  pricing
model.  The resulting  amount is charged to expense on the  straight-line  basis
over the period in which we expect to receive the  benefit,  which is  generally
the vesting period.  The fair value of stock warrants was determined at the date
of grant using the Black-Scholes  option pricing model. The Black-Scholes option
model requires  management to make various estimates and assumptions,  including
expected term, expected volatility, risk-free rate, and dividend yield.

Use of Estimates -- The preparation of our consolidated  financial statements in
conformity with generally accepted accounting  principles requires management to
make  estimates  and  assumptions  that  affect the  amounts  reported  in these
financial  statements and accompanying  notes.  Actual results could differ from
those estimates.  Due to uncertainties inherent in the estimation process, it is
possible that these estimates could be materially revised within the next year.

Business  Segments -- We consider our ongoing  activities to constitute a single
segment.

Recently  Issued  Accounting  Pronouncements--  We have  reviewed  all  recently
issued, but not yet effective,  accounting pronouncements and do not believe the
future adoption of any such  pronouncements  may be expected to cause a material
impact on our financial condition or the results of our operations.

Gain on debt  relief - The  Company  recorded a gain on debt  relief in the year
ended December 13, 2009 of $207,300 based on its interpretation of and estimates
from various state statutes of limitation.

2. GOING CONCERN AND LIQUIDITY

As at December 31, 2010, we had assets of $100,  no operating  business or other
source of income, no outstanding liabilities and a stockholders' equity of $100.

In our  financial  statements  for the fiscal years ended  December 31, 2010 and
2009, the Report of the Independent  Registered  Public Accounting Firm includes
an explanatory  paragraph that describes  substantial doubt about our ability to
continue as a going concern. Our financial statements for the fiscal years ended
December 31, 2010 and 2009 have been  prepared on a going concern  basis,  which
contemplates  the  realization of assets and the  settlement of liabilities  and
commitments in the normal course of business.  We had a working  capital of $100
and reported an accumulated deficit of $16,874,781 as at December 31, 2010.

It is our current intention to seek raise debt and, or, equity financing to fund
ongoing  operating  expenses  and  attempt to merge  with  another  entity  with
experienced  management and opportunities for growth in return for shares of our
common stock to create value for our  shareholders.  There is no assurance  that
these events will be satisfactorily completed.

3. ASSETS

As at December 31, 2010,  our sole asset was Cash and Cash  Equivalents  of $100
relating  to the sales  consideration  arising  from the sale of our  subsidiary
company, CCAPS. We had no assets as at December 31, 2009.

4. ACCOUNTS PAYABLE

Following the sale of all of our subsidiary company,  CCAPS,  effective December
31, 2010, we had no liabilities outstanding.

Of the  outstanding  accounts  payable at December 31, 2009,  $92,226 related to
liabilities outstanding in December 2000 when we filed for Chapter 11 bankruptcy
protections  which have not been settled or statute barred as yet. The remaining
balance of $82,604 accounts payable related to current  liabilities  incurred in
bringing our financial and SEC filings up to date.

                                       32
<PAGE>

5. ACCRUED EXPENSES

Following the sale of all of our subsidiary company,  CCAPS,  effective December
31, 2000, we had no accrued expenses outstanding.

Of the  expenses  accrued at December  31,  2009,  $89,040  relates to potential
liabilities to creditors of the December 2010 Chapter11  including a reserve for
potential  disputes in respect of liabilities  believed to be statute barred and
potential interest at default rates and penalties on capital leases. The balance
of $12,749 relates to expenses incurred in 2009 relating to share transfer agent
fees and interest on our related party loan.

6. CAPITAL AND OPERATING LEASES

Following the sale of all of our subsidiary company,  CCAPS,  effective December
31, 2010, we had no liabilities under capital and operating outstanding.

These  balances of payable  under capital and operating  leases  outstanding  at
December 31, 2009  represented  an estimate of the  outstanding  liabilities  on
capital  and  operating  leases  remaining  from the  December  2000  Chapter 11
bankruptcy.

7. RELATED PARTY LOANS

Following the sale of all of our subsidiary company,  CCAPS,  effective December
31, 2010, we had no liabilities under related party loans outstanding.

As at December 31, 2009,  related  party loans  represent the loan made to us by
one of our directors, Mr. David J Cutler. Interest is accrued on the loan at 8%.

8. COMMITMENTS AND CONTINGENCIES

Capital and Operating Leases

Following the sale of all of our subsidiary company,  CCAPS,  effective December
31, 2010, we had no liabilities under capital and operating outstanding.

The  balances of payable  under  capital and  operating  leases  outstanding  at
December 31, 2009  represented  an estimate of the  outstanding  liabilities  on
capital  and  operating  leases  remaining  from the  December  2000  Chapter 11
bankruptcy.

We have not entered into any further capital or operating  leases since December
2006.

Litigation

No legal  proceedings  are  currently  pending or  threatened to the best of our
knowledge.

9. RELATED PARTY TRANSACTIONS

During the year ended December 31, 2010, we paid $60,000 (2009 - $60,000) of Mr.
Cutler's  remuneration to Burlingham Corporate Finance,  Inc.  ("Burlingham") in
the  form of  consulting  fees.  Mr.  Cutler  is the  principal  shareholder  of
Burlingham.

As at December 31, 2010, we had no outstanding liability with Mr. Cutler (2009 -
$99,809) and no accrued interest outstanding (2009 - $5,749).




                                       33
<PAGE>


10.  STOCKHOLDERS' EQUITY (DEFICIT):

Preferred Stock

We were  authorized,  without  further  action  by the  shareholders,  to  issue
10,000,000  shares of one or more  series of  preferred  stock at a par value of
$0.0001,  all of  which  is  nonvoting.  The  Board of  Directors  may,  without
shareholder   approval,   determine  the  dividend  rates,   redemption  prices,
preferences on liquidation or dissolution,  conversion rights, voting rights and
any other preferences.

No shares of preferred  stock were issued or  outstanding  during the  financial
years ended December 31, 2010 and 2009.

Common Stock

We were  authorized  to issue  100,000,000  shares  of common  stock,  par value
$0.0001 per share.

Effective December 31, 2010 we issued 25,000 shares of our common stock,  valued
at  $1,000,  under the  terms of the  agreement  for the sale of our  subsidiary
company, CCAPS.

Warrants

No warrants were issued or outstanding  during the years ended December 31, 2010
and 2009.

Stock Options

Effective March 19, 1999, we adopted a stock option plan (the "Plan").  The Plan
provides for grants of incentive stock options,  nonqualified  stock options and
restricted  stock to designated  employees,  officers,  directors,  advisors and
independent contractors. The Plan authorized the issuance of up to 75,000 shares
of Common Stock. Under the Plan, the exercise price per share of a non-qualified
stock  option  must be  equal to at least  50% of the fair  market  value of the
common stock at the grant date, and the exercise price per share of an incentive
stock  option must equal the fair market  value of the common stock at the grant
date.

The following table summarizes stock option activity under the Plan:

<TABLE>
<CAPTION>

                                  Under the Stock Option Plan:                  Other Grants:
                            -------------------------------------------     --------------------
                                           Granted to                            Granted to
                                         Non- Employees                         Non-Employees
                                     --------------------                    -------------------
<S>                                 <C>         <C>                         <C>         <C>

                                                Weighted                                Weighted
                                                Average                                 Average
                                                Exercise                                Exercise
                                      Shares    Price                       Shares      Price
                                      -------   --------                    --------    --------
 Outstanding at December 31, 2008     2,000     $45.00                           -          -
       Granted                            -          -                           -          -
       Exercised                          -          -                           -          -
       Canceled                      (2,000)    (45.00)                          -          -
                                    ---------  ---------                    --------    --------
  Outstanding at December 31, 2009        -          -                           -          -
                                    =========  =========                    ========    ========

Our remaining options expired, un-exercised,  during the year ended December 31, 2009.
</TABLE>


                                       34
<PAGE>

11. INCOME TAXES:

We have had losses since our Inception, and therefore are not subject to federal
or state income taxes. We have accumulated tax losses available for carryforward
in excess $16 million.  The  carryforward  is subject to  examination by the tax
authorities  and expires at various dates through the year 2022.  The Tax Reform
Act of 1986 contains  provisions that may limit the NOL carryforwards  available
for use in any given  year upon the  occurrence  of  certain  events,  including
significant changes in ownership interest. Consequently following the issue more
than 50% of our total  authorized  and issued share capital in September 2006 to
Mr.  Cutler,  one  of  our  directors,  our  ability  to  use  these  losses  is
substantially  restricted  by the impact of section 382 of the Internal  Revenue
Code.

12. SEGMENT INFORMATION:

We consider our ongoing business activities to constitute a single segment.

13. SUBSEQUENT EVENTS:

We have evaluated  subsequent  events through June 20, 2011.  There have been no
subsequent events after December 31, 2010 for which disclosure is required.














                                       35
<PAGE>

                                   SIGNATURES

In accordance with the requirements of Section 12 of the Securities Exchange Act
of 1934, the Registrant has duly caused this Registration Statement to be signed
on its behalf by the undersigned, thereunto duly authorized.

                                                 GOLDEN DRAGON HOLDING CO.
..

Date: June 27, 2011                              By: /s/ DAVID J. CUTLER
                                                     --------------------------
                                                 David J Cutler
                                                 Chief Executive Officer, &
                                                 Chief Financial Officer

In accordance  with the  Securities  Exchange Act of 1924,  this report has been
signed  by  the  following  persons  on  behalf  of  the  Registrant  and in the
capacities and on the dates indicated.

            SIGNATURE                TITLE                            DATE


    /s/ David J. Cutler       Chief Executive Officer          June 27, 2011
          David  J. Cutler    &
                              Chief Financial Officer
                              (Principal Financial and
                              Accounting Officer)

    /s/ Redgie Green          Director                         June 27, 2011
          Redgie Green




                                       36