UNITED
STATES


SECURITIES AND
EXCHANGE COMMISSION


Washington,
D.C. 20549




FORM
10-Q









(Mark
One)




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




For the
quarterly period ended October
31, 2008




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




For the
transition period




Commission
file number 333-111696




YzApp International
Inc.




(Exact
name of registrant as specified in its charter)





Nevada
            80-0264950(State
      or other jurisdiction of incorporation or organization)
            (I.R.S.
      Employer Identification No.)




Suite
500-666 Burrard Street




Vancouver, British Columbia
CANADA V6C 3P6




(Address
of principal executive offices)




604-868-0264




(Issuer's
telephone number)




Check
whether the issuer: (1) filed all reports required to be filed by Section 13 or
15(d) of the Exchange Act during the past 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 whether the registrant is a large accelerated filer, an
accelerated filer, a non-accelerated filer, or a smaller reporting company. See
the definitions of “large accelerated filer,” “accelerated filer” and “smaller
reporting company” in Rule 12b-2 of the Exchange Act.





Large
      accelerated filer [ ]
            Accelerated
      filer [ ]Non-accelerated
      filer [ ]
            Smaller
      reporting company [ X ](Do
      not check if a smaller reporting company)


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




APPLICABLE
ONLY TO CORPORATE ISSUERS




There
were 11,746,041 shares of common stock issued and outstanding as of December 15,
2008.









1












YZAPP
      INTERNATIONAL, INC.
              REORT
      ON FORM 10-Q FOR THE
              PERIOD
      ENDED OCTOBER 31, 2008
              TABLE
      OF CONTENTS
            
            PAGEPART
      I
            
            FINANCIAL
      INFORMATION
            
            3Item
      1
            
            Balance
      Sheets at October 31, 2008 and October 31, 2008 (unaudited at July 31,
      2008)
            
            4Statements
      of Operations for the three months ended October 31, 2008 and 2007 and for
      the period August 24, 2000 (inception) to October 31, 2008
      (unaudited)
            
            5Statement
      of Changes in Stockholders’ Equity for the three months ended October 31,
      2008 and 2007 and for the period August 24, 2000 (inception) to October
      31, 2008 (unaudited)
            
            6Statements
      of Cash Flows for the three months ended October 31, 2008 and 2007 and for
      the period August 24, 2000 (inception) to October 31, 2008
      (unaudited)
            
            7Notes
      to Consolidated Financial Statements
            
            8Item
      2
            
            Management’s
      Discussion and Analysis or Plan of Operation
            
            11Item
      3
            
            Quantitative
      and Qualitative Disclosures About Market Risk
            
            11Item
      4T
            
            Controls
      and Procedures
            
            11PART
      II
            
            Other
      Information
            
            17Item
      1
            
            Legal
      Proceedings
            
            17Item
      2
            
            Unregistered
      Sales of Equity Securities and Use of Proceeds
            
            17Item
      3
            
            Defaults
      Upon Senior Securities
            
            17Item
      4
            
            Submission
      of Matters to a Vote of Security Holders
            
            17Item
      5
            
            Other
      Information
            
            17Item
      6
            
            Exhibits
            
            17Signatures
            
            
            
            18









2












PART
1 – FINANCIAL INFORMATION




ITEM
1. FINANCIAL STATEMENTS




The
accompanying interim condensed consolidated balance sheet of YzApp International
Inc. at October 31, 2008 and the interim condensed consolidated statements of
operations and interim condensed consolidated statements of cash flow for the
three month periods ended October 31, 2008 and 2007 and the condensed
consolidated statement of deficiency in stockholders’ equity for the period from
August 24, 2000 (inception) to October 31, 2008 have been prepared by our
management in conformity with United States accounting principles generally
accepted.




It is the
opinion of management that the interim condensed consolidated financial
statements for the quarter ended October 31, 2008 include all adjustments
necessary in order to ensure that the interim financial statements are not
misleading.




3





YzApp
International, Inc.


(A
Development Stage Company)


Condensed
Consolidated Balance Sheets


October 31,
2008 (Unaudited) and July 31, 2008


(Expressed
in U.S. Dollars)






October
      31,
                
                
                July
      31,2008
                
                
                2008Assets
                
                (Unaudited)Current
      assets:Cash
                
                $
                159
                
                
                $
                2,789Total
      assets
                
                $
                159
                
                
                $
                2,789Liabilities
      and deficiency in stockholders' equityCurrent
      liabilities:Accounts
      payable
                
                $
                8,925
                
                
                $
                33,874Accrued
      liabilities
                
                
                7,000
                
                
                
                2,246Loans
      payable
                
                
                71,087
                
                
                
                82,958Advances
      payable - stockholder
                
                
                4,892
                
                
                
                -Current
      liabilities of discontinued operations
                
                
                27,077
                
                
                
                32,718Total
      current liabilities
                
                
                118,981
                
                
                
                151,796Deficiency
      in stockholders' equity:Preferred
      stock, par value $.001 per share; 1,000,000 shares
    authorized,no
      shares issued and outstanding
                
                
                -
                
                
                
                -Common
      stock, par value $.001 per share; 50,000,000 shares
      authorized,11,746,041
      shares issued and outstanding, respectively
                
                
                11,746
                
                
                
                11,746Additional
      paid-in capital
                
                
                1,005,145
                
                
                
                973,758Accumulated
      other comprehensive loss
                
                
                (59,138
                )
                
                
                (59,138
                )Deficit
      accumulated during the development stage
                
                
                (1,076,575
                )
                
                
                (1,075,373
                )Total
      deficiency in stockholders' equity
                
                
                (118,822
                )
                
                
                (149,007
                )Total
      liabilities and deficiency in stockholders' equity
                
                $
                159
                
                
                $
                2,789
  See
Accompanying notes to these unaudited condensed consolidated financial
statements.




4




YzApp
International, Inc.
 (A
Development Stage Company)
 Condensed Consolidated
Statements Of Operations
 (Expressed in U.S.
Dollars)


(Unaudited)
 Cumulative
      Periodfrom
      August 24, 2000(Inception)
      toThree
      months ended October 31,
                    
                    
                    October
      31,2008
                    
                    
                    2007
                    
                    
                    2008Operating
      expenses:General
      and administrative expenses
                    
                    $
                    23,169
                    
                    
                    $
                    9,683
                    
                    
                    $
                    593,260Total
      operating expenses
                    
                    
                    23,169
                    
                    
                    
                    9,683
                    
                    
                    
                    593,260Loss
      from continuing operations beforeother
      income (expense)
                    
                    
                    (23,169
                    )
                    
                    
                    (9,683
                    )
                    
                    
                    (593,260
                    )Foreign
      exchange gain
                    
                    
                    18,165
                    
                    
                    
                    -
                    
                    
                    
                    12,726Gain
      on debt settlement
                    
                    
                    4,707
                    
                    
                    
                    -
                    
                    
                    
                    206,433Interest
      expense
                    
                    
                    (905
                    )
                    
                    
                    (584
                    )
                    
                    
                    (7,016
                    )Interest
      income
                    
                    
                    -
                    
                    
                    
                    -
                    
                    
                    
                    2,789Loss
      on disposal of property and equipment
                    
                    
                    -
                    
                    
                    
                    -
                    
                    
                    
                    (2,017
                    )Loss
      from continuing operationsbefore
      provision for income taxes
                    
                    
                    (1,202
                    )
                    
                    
                    (10,267
                    )
                    
                    
                    (380,345
                    )Provision
      for income taxes
                    
                    
                    -
                    
                    
                    
                    -
                    
                    
                    
                    -Net
      loss from continuing operations
                    
                    
                    (1,202
                    )
                    
                    
                    (10,267
                    )
                    
                    
                    (380,345
                    )Loss
      from discontinued operations, net of tax
                    
                    
                    -
                    
                    
                    
                    -
                    
                    
                    
                    (696,230
                    )Net
      loss
                    
                    $
                    (1,202
                    )
                    
                    $
                    (10,267
                    )
                    
                    $
                    (1,076,575
                    )Net
      loss per common share, basic and diluted:Continuing
      operations
                    
                    $
                    (0.00
                    )
                    
                    $
                    (0.00
                    )Discontinued
      operations
                    
                    
                    -
                    
                    
                    
                    -$
                    (0.00
                    )
                    
                    $
                    (0.00
                    )Weighted
      average shares outstanding, basic and diluted
                    
                    
                    11,746,041
                    
                    
                    
                    11,746,041Comprehensive
      loss:Net
      loss
                    
                    $
                    (1,202
                    )
                    
                    $
                    (10,267
                    )Foreign
      currency translation loss
                    
                    
                    -
                    
                    
                    
                    (3,695
                    )Comprehensive
      loss
                    
                    $
                    (1,202
                    )
                    
                    $
                    (13,962
                    )
   See
Accompanying notes to these unaudited condensed consolidated financial
statements.
    5
  YzApp
International, Inc.
 (A
Development Stage Company)
 Condensed
Consolidated Statment Of Deficiency In Stockholders' Equity
 (Expressed
in U.S. Dollars)
 (Unaudited)
  DeficitAccumulated
                
                
                AccumulatedAdditional
                
                
                During
      the
                
                
                Other
                
                
                TotalCommon
      Stock
                
                
                Paid-in
                
                
                Development
                
                
                Comprehensive
                
                
                Stockholders'Shares
                
                
                Amount
                
                
                Capital
                
                
                Stage
                
                
                Income
      (Loss)
                
                
                DeficiencyFounders
      shares issued for cash
                
                
                5,250,000
                
                
                $
                5,250
                
                
                $
                (5,108
                )
                
                $
                -
                
                
                $
                -
                
                
                $
                142Issuance
      of stock for cash - February 2001
                
                
                2,250,000
                
                
                
                2,250
                
                
                
                222,155
                
                
                
                -
                
                
                
                -
                
                
                
                224,405Currency
      translation adjustment
                
                
                -
                
                
                
                -
                
                
                
                -
                
                
                
                -
                
                
                
                (450
                )
                
                
                (450
                )Net
      loss
                
                
                -
                
                
                
                -
                
                
                
                -
                
                
                
                (193,231
                )
                
                
                -
                
                
                
                (193,231
                )Balance,
      July 31, 2001
                
                
                7,500,000
                
                
                
                7,500
                
                
                
                217,047
                
                
                
                (193,231
                )
                
                
                (450
                )
                
                
                30,866Issuance
      of stock for cash - October 2001
                
                
                150,000
                
                
                
                150
                
                
                
                95,319
                
                
                
                -
                
                
                
                -
                
                
                
                95,469Issuance
      of stock for cash - April 2002
                
                
                100,000
                
                
                
                100
                
                
                
                63,135
                
                
                
                -
                
                
                
                -
                
                
                
                63,235Issuance
      of stock for services - July 2002
                
                
                318,750
                
                
                
                319
                
                
                
                19,818
                
                
                
                -
                
                
                
                -
                
                
                
                20,137Currency
      translation adjustment
                
                
                -
                
                
                
                -
                
                
                
                -
                
                
                
                -
                
                
                
                708
                
                
                
                708Net
      loss
                
                
                -
                
                
                
                -
                
                
                
                -
                
                
                
                (303,764
                )
                
                
                -
                
                
                
                (303,764
                )Balance,
      July 31, 2002
                
                
                8,068,750
                
                
                
                8,069
                
                
                
                395,319
                
                
                
                (496,995
                )
                
                
                258
                
                
                
                (93,349
                )Issuance
      of stock for services - December 2002
                
                
                1,451,250
                
                
                
                1,451
                
                
                
                90,540
                
                
                
                -
                
                
                
                -
                
                
                
                91,991Issuance
      of stock for cash - March 2003
                
                
                1,152,500
                
                
                
                1,153
                
                
                
                114,097
                
                
                
                -
                
                
                
                -
                
                
                
                115,250Issuance
      of stock for cash - April 2003
                
                
                76,000
                
                
                
                76
                
                
                
                18,924
                
                
                
                -
                
                
                
                -
                
                
                
                19,000Donated
      services
                
                
                -
                
                
                
                -
                
                
                
                15,392
                
                
                
                -
                
                
                
                -
                
                
                
                15,392Currency
      translation adjustment
                
                
                -
                
                
                
                -
                
                
                
                -
                
                
                
                -
                
                
                
                (9,434
                )
                
                
                (9,434
                )Net
      loss
                
                
                -
                
                
                
                -
                
                
                
                -
                
                
                
                (260,141
                )
                
                
                -
                
                
                
                (260,141
                )Balance,
      July 31, 2003
                
                
                10,748,500
                
                
                
                10,749
                
                
                
                634,272
                
                
                
                (757,136
                )
                
                
                (9,176
                )
                
                
                (121,291
                )Issuance
      of stock for cash - November 24, 2003
                
                
                20,000
                
                
                
                20
                
                
                
                4,980
                
                
                
                -
                
                
                
                -
                
                
                
                5,000Issuance
      of stock for cash - November 2003
                
                
                14,286
                
                
                
                14
                
                
                
                4,986
                
                
                
                -
                
                
                
                -
                
                
                
                5,000Issuance
      of stock for cash - December 2003
                
                
                5,000
                
                
                
                5
                
                
                
                1,745
                
                
                
                -
                
                
                
                -
                
                
                
                1,750Issuance
      of stock for services - January 5, 2004
                
                
                588,255
                
                
                
                588
                
                
                
                58,238
                
                
                
                -
                
                
                
                -
                
                
                
                58,826Donated
      services
                
                
                -
                
                
                
                -
                
                
                
                44,260
                
                
                
                -
                
                
                
                -
                
                
                
                44,260Currency
      translation adjustment
                
                
                -
                
                
                
                -
                
                
                
                -
                
                
                
                -
                
                
                
                (10,216
                )
                
                
                (10,216
                )Net
      loss
                
                
                -
                
                
                
                -
                
                
                
                -
                
                
                
                (188,805
                )
                
                
                -
                
                
                
                (188,805
                )Balance,
      July 31, 2004
                
                
                11,376,041
                
                
                
                11,376
                
                
                
                748,481
                
                
                
                (945,941
                )
                
                
                (19,392
                )
                
                
                (205,476
                )Issuance
      of stock for debtsettlement
      - November 2004
                
                
                30,000
                
                
                
                30
                
                
                
                10,470
                
                
                
                -
                
                
                
                -
                
                
                
                10,500Donated
      services
                
                
                -
                
                
                
                -
                
                
                
                48,000
                
                
                
                -
                
                
                
                -
                
                
                
                48,000Currency
      translation adjustment
                
                
                -
                
                
                
                -
                
                
                
                -
                
                
                
                -
                
                
                
                (18,804
                )
                
                
                (18,804
                )Net
      loss
                
                
                -
                
                
                
                -
                
                
                
                -
                
                
                
                (113,985
                )
                
                
                -
                
                
                
                (113,985
                )Balance,
      July 31, 2005
                
                
                11,406,041
                
                
                
                11,406
                
                
                
                806,951
                
                
                
                (1,059,926
                )
                
                
                (38,196
                )
                
                
                (279,765
                )Issuance
      of stock for cash - February 2006
                
                
                140,000
                
                
                
                140
                
                
                
                69,860
                
                
                
                -
                
                
                
                -
                
                
                
                70,000Donated
      services
                
                
                -
                
                
                
                -
                
                
                
                34,500
                
                
                
                -
                
                
                
                -
                
                
                
                34,500Currency
      translation adjustment
                
                
                -
                
                
                
                -
                
                
                
                -
                
                
                
                -
                
                
                
                (21,838
                )
                
                
                (21,838
                )Net
      loss
                
                
                -
                
                
                
                -
                
                
                
                -
                
                
                
                (67,157
                )
                
                
                -
                
                
                
                (67,157
                )Balance,
      July 31, 2006
                
                
                11,546,041
                
                
                
                11,546
                
                
                
                911,311
                
                
                
                (1,127,083
                )
                
                
                (60,034
                )
                
                
                (264,260
                )Issuance
      of stock for debtsettlement
      - November 2004
                
                
                200,000
                
                
                
                200
                
                
                
                19,800
                
                
                
                -
                
                
                
                -
                
                
                
                20,000Donated
      services
                
                
                -
                
                
                
                -
                
                
                
                5,000
                
                
                
                -
                
                
                
                -
                
                
                
                5,000Foregiveness
      of related party debt
                
                
                -
                
                
                
                -
                
                
                
                32,647
                
                
                
                -
                
                
                
                -
                
                
                
                32,647Currency
      translation adjustment
                
                
                -
                
                
                
                -
                
                
                
                -
                
                
                
                -
                
                
                
                896
                
                
                
                896Net
      income
                
                
                -
                
                
                
                -
                
                
                
                -
                
                
                
                101,317
                
                
                
                -
                
                
                
                101,317Balance,
      July 31, 2007
                
                
                11,746,041
                
                
                
                11,746
                
                
                
                968,758
                
                
                
                (1,025,766
                )
                
                
                (59,138
                )
                
                
                (104,400
                )Donated
      services
                
                
                -
                
                
                
                -
                
                
                
                5,000
                
                
                
                -
                
                
                
                -
                
                
                
                5,000Net
      loss
                
                
                -
                
                
                
                -
                
                
                
                -
                
                
                
                (49,607
                )
                
                
                -
                
                
                
                (49,607
                )Balance,
      July 31, 2008
                
                
                11,746,041
                
                
                
                11,746
                
                
                
                973,758
                
                
                
                (1,075,373
                )
                
                
                (59,138
                )
                
                
                (149,007
                )Accounts
      payable paid by stockholder - unaudited
                
                
                -
                
                
                
                -
                
                
                
                31,387
                
                
                
                -
                
                
                
                -
                
                
                
                31,387Net
      loss - unaudited
                
                
                -
                
                
                
                -
                
                
                
                -
                
                
                
                (1,202
                )
                
                
                -
                
                
                
                (1,202
                )Balance,
      October 31, 2008 - unaudited
                
                
                11,746,041
                
                
                $
                11,746
                
                
                $
                1,005,145
                
                
                $
                (1,076,575
                )
                
                $
                (59,138
                )
                
                $
                (118,822
                )
   See
Accompanying notes to these unaudited condensed consolidated financial
statements.
  6
 YzApp
International, Inc.
 (A
Development Stage Company)
 Condensed
Consolidated Statements Of Cash Flows
 (Expressed
in U.S. Dollars)
 (Unaudited)
 Cumulative
      Periodfrom
      August 24, 2000(Inception)
      toThree
      Months ended October 31,
                    
                    
                    October
      31,2008
                    
                    
                    2007
                    
                    
                    2008Cash
      flows from operating activities:Net
      loss
                    
                    $
                    (1,202
                    )
                    
                    $
                    (10,267
                    )
                    
                    $
                    (1,076,575
                    )Adjustments
      to reconcile net loss to netcash
      used in operating activities:Donated
      services
                    
                    
                    -
                    
                    
                    
                    1,250
                    
                    
                    
                    152,152Gain
      on settlement of debt
                    
                    
                    (4,707
                    )
                    
                    
                    -
                    
                    
                    
                    (206,433
                    )Foreign
      exchange gain
                    
                    
                    (18,165
                    )
                    
                    
                    6,031
                    
                    
                    
                    (9,817
                    )Expenses
      paid by stockholder
                    
                    
                    4,892
                    
                    
                    
                    
                    
                    
                    
                    4,892Loss
      from discontinued operations
                    
                    
                    -
                    
                    
                    
                    -
                    
                    
                    
                    75,473Loss
      on disposal of property and equipment
                    
                    
                    -
                    
                    
                    
                    -
                    
                    
                    
                    2,017Stock
      based compensation
                    
                    
                    -
                    
                    
                    
                    -
                    
                    
                    
                    169,245Changes
      in operating assets and liabilitiesAccounts
      receivable
                    
                    
                    -
                    
                    
                    
                    -
                    
                    
                    
                    3,141Accounts
      payable and accrued liabilities
                    
                    
                    15,647
                    
                    
                    
                    (1,836
                    )
                    
                    
                    240,896Due
      to related parties
                    
                    
                    -
                    
                    
                    
                    -
                    
                    
                    
                    12,185Interest
      accrued on loans payable
                    
                    
                    905
                    
                    
                    
                    -
                    
                    
                    
                    4,858Cash
      used in operating activities
                    
                    
                    (2,630
                    )
                    
                    
                    (4,822
                    )
                    
                    
                    (627,966
                    )Cash
      flows from investing activities:Software
      development costs
                    
                    
                    -
                    
                    
                    
                    -
                    
                    
                    
                    (29,687
                    )Purchase
      of property and equipment
                    
                    
                    -
                    
                    
                    
                    -
                    
                    
                    
                    (34,420
                    )Cash
      used by financing activities
                    
                    
                    -
                    
                    
                    
                    -
                    
                    
                    
                    (64,107
                    )Cash
      flows from financing activities:Proceeds
      from loans payable
                    
                    
                    -
                    
                    
                    
                    12,702
                    
                    
                    
                    92,981Proceeds
      from sale of common stock
                    
                    
                    -
                    
                    
                    
                    -
                    
                    
                    
                    599,251Cash
      provided by financing activities
                    
                    
                    -
                    
                    
                    
                    12,702
                    
                    
                    
                    692,232Net
      (decrease) increase in cash
                    
                    
                    (2,630
                    )
                    
                    
                    7,880
                    
                    
                    
                    159Cash,
      beginning of period
                    
                    
                    2,789
                    
                    
                    
                    467
                    
                    
                    
                    -Cash,
      end of period
                    
                    $
                    159
                    
                    
                    $
                    8,347
                    
                    
                    $
                    159Supplemental
      disclosure of non-cash financing activities:Accounts
      payable paid by stockholder - contibution to capital
                    
                    $
                    31,387
                    
                    
                    $
                    -
   See
Accompanying notes to these unaudited condensed consolidated financial
statements.




7













YZAPP
INTERNATIONAL INC.


(A
DEVELOPMENT STAGE COMPANY)


NOTES TO
CONDENSED CONSOLIDATED FINANCIAL STATEMENTS


(EXPRESSED
IN U.S. DOLLARS)


OCTOBER
31, 2008


(UNAUDITED)




NOTE
1 - NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING
POLICIES




YzApp
International Inc. (the "Company") was incorporated in the State of Nevada on
December 26, 2002. Effective October 15, 2003, the Company acquired all the
outstanding common stock of YzApp Solutions Inc. ("Solutions"), a company under
common control, by issuing 9,520,000 common shares on a one share for two shares
owned basis. Solutions was originally incorporated in British Columbia on August
24, 2000 and continued into federal jurisdiction under the Canada Business
Corporations Act on October 15, 2001. The principal business of Solutions was
operating as an application service provider acting as a conduit between
retailers and financial institutions. Prior to the reverse acquisition, the
Company was a non-operating shell company with nominal net assets. Therefore,
this acquisition was a capital transaction in substance, rather than a business
combination, and was accounted for as a reverse acquisition using the purchase
method of accounting. Because Solutions was deemed to be the acquirer for
accounting purposes, the financial statements are presented as a continuation of
Solutions and include the results of operations of Solutions since its
incorporation on August 24, 2000, except that all share issuances of Solutions
were adjusted to reflect the 1 for 2 share exchange on the
acquisition.




Prior to
January 31, 2007 the Company’s principal business was the development of
software allowing the Company to act as an application service provider acting
as a conduit between retailers and financial institutions. As
of   January 31, 2007, the Company decided to discontinue its
business of developing software.




On August
5, 2008 the Company and two of its shareholders entered into a material
definitive agreement with Belmont Partners, LLC (“Belmont”) through which
Belmont acquired 5,990,481 common shares of the company for
$62,000.  On August 6, 2008 Belmont and the Company entered into a
material definitive agreement with Allied China Investments, LLC (then known as
BMC Acquisitions Corp. LLC) (“Allied China”) through which the Belmont sold to
Allied China 5,878,894 shares (comprising approximately 50.05% of our issued and
outstanding capital stock) for $300,000.  The closing of the
transactions occurred on August 12, 2008. The sale was accompanied by the
resignation and replacement of our officers and directors.





We are
pursuing an acquisition strategy whereby we will seek to acquire businesses with
a history of operating revenues in markets that provide room for growth. We are
engaged in identifying, investigating and, if warranted, acquiring companies
that will enhance revenues and increase shareholder value. In the event that our
limited financial resources prove to be insufficient to implement our
acquisition strategy, we will be required to seek additional financing, through
either equity or debt financing.





The
unaudited condensed consolidated financial statements include the accounts of
the Company and its wholly owned subsidiary. All significant intercompany
transactions and balances have been eliminated in the consolidated financial
statements.





Basis
of Presentation




The
accompanying unaudited condensed consolidated financial statements as of October
31, 2008 and for the three month periods ended October 31, 2008 and 2007 and
from date of inception (August 24, 2000) to October 31, 2008 have been prepared
by YzApp International Inc. pursuant to the rules and regulations of the
Securities and Exchange Commission, including Form 10-Q and Regulation S-X. The
information furnished herein reflects all adjustments (consisting of normal
recurring accruals and adjustments) which are, in the opinion of management,
necessary to fairly present the operating results for the respective periods.
Certain information and footnote disclosures normally present in annual
financial statements prepared in accordance with accounting principles generally
accepted in the United States of America have been omitted pursuant to such
rules and regulations. The company believes that the disclosures provided are
adequate to make the information presented not misleading. These financial
statements should be read in conjunction with the audited financial statements
and explanatory notes for the year ended July 31, 2008 as disclosed in the
company's 10-KSB for that year as filed with the SEC, as it may be
amended.










8







Our
financial condition and results of operations for the three-month interim period
ended October 31, 2008 are not necessarily indicative of our prospective
financial condition and results of operations for the pending full fiscal year
ended July 30, 2009.





Use
of Estimates





The
preparation of financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions that
affect the amounts reported in the financial statements and accompanying
disclosures. Although these estimates are based on management's best knowledge
of current events and actions the Company may undertake in the future, actual
results may differ from those estimates.





Going
Concern





The
unaudited condensed consolidated financial statements have been prepared on a
going concern basis, and do not reflect any adjustments related to the
uncertainty surrounding our recurring losses or accumulated deficit





We
currently have no revenue source and are incurring losses. These factors raise
substantial doubt about our ability to continue as a going concern.





We will
pursue an acquisition strategy whereby we will seek to acquire businesses with a
history of operating revenues in markets that provide room for growth. We are
engaged in identifying, investigating and, if warranted, acquiring companies
that will enhance revenues and increase shareholder value. In the event that our
limited financial resources prove to be insufficient to implement our
acquisition strategy, we will be required to seek additional financing, through
either equity or debt financing.




Earnings
(Loss) Per Share




We use
SFAS No. 128, “Earnings Per Share” for calculating the basic and diluted
loss per share. We compute basic loss per share by dividing net loss and net
loss attributable to common shareholders by the weighted average number of
common shares outstanding. Diluted loss per share is computed similar to basic
loss per share except that the denominator is increased to include the number of
additional common shares that would have been outstanding if the potential
shares had been issued and if the additional shares were dilutive. Common
equivalent shares are excluded from the computation of net loss per share if
their effect is anti-dilutive. There were no common share equivalents at October
31, 2008 and 2007.





Foreign
Currency Translation




The
operations of the Company's subsidiaries prior to January 31, 2007 were located
in Canada and their functional currency was the Canadian dollar. The financial
statements of those operations were translated into U.S. dollars using the
current rate method whereby the assets and liabilities are translated at the
rates of exchange in effect at the balance sheet date and revenue and expenses
are translated at the average rates of exchange during the year. The effect of
this translation is recorded accumulated other comprehensive loss in a separate
component of stockholders' equity. Subsequent to this period, the Company’s
functional currency is the U.S. dollar, the reporting currency is the U.S.
dollar.




Other
foreign currency denominated monetary balances are translated at rates of
exchange applicable at the balance sheet date and foreign currency denominated
operating transactions are translated at the rates of exchange in effect at the
time of the transaction with any resulting gains or losses being recognized in
the consolidated statement of operations.




The
Company has not, to the date of these condensed consolidated financial
statements, entered into derivative instruments to offset the impact of foreign
currency fluctuations.








9










NOTE
2 – STOCKHOLDERS’ EQUITY





During
the three months ended October 31, 2008 Belmont Partners, LLCpaid certain of our
accounts payable, aggregating $31,387. This amount has been credited to
additional paid-in capital.





NOTE 3 – ADVANCES PAYABLE -
STOCKHOLDER




During
the three months ended October 31, 2008 Allied China Investments, LLC paid
certain of our expenses, aggregating $4,892. These advances bear no interest and
are due upon demand.





NOTE
4 – SUBSEQUENT EVENTS





On
December 3, 2008 the Company sold its entire interest in its inactive
subsidiary, YzApp Solutions Inc., to Belmont Partners, LLC for $1.





A pro
forma balance sheet assuming the disposition occurred as of October 31, 2008 is
as follows:





AssetsCash
              
              $
              159Liabilities
      and deficiency in stockholders' equityAccounts
      payable and accrued expenses
              
              $
              15,925Loans
      payable
              
              
              71,087Advances
      payable - stockholder
              
              
              4,892Total
      liabilities
              
              
              91,904Deficiency
      in stockholders' equity
              
              
              (91,745)Total
      liabilities and deficiency in stockholders' equity
              
              $
              159


A pro
forma statement of operations assuming the disposition occurred as of August 1,
2008 is as follows (there was no pro forma effect on the October 31, 2007
statement of operations):





Period
      endedOctober
      31, 2008General
      and administrative expenses
              
              $
              (23,169)Foreign
      exchange gain
              
              
              12,524Gain
      on debt settlement
              
              
              4,707Interest
      expense
              
              
              (905)Loss
      from continuing operations
              
              $
              (6,843)








10






ITEM
2.  MANAGEMENT’S DISCUSSION AND ANALYSIS OR PLAN OF
OPERATION





FORWARD
LOOKING STATEMENTS





In this
quarterly report we make a number of statements, referred to as “forward-looking
statements”, within the meaning of Section 27A of the Securities Act of 1933 and
Section 21E of the Securities Exchange Act of 1934 (the "Exchange Act"), which
are intended to convey our expectations or predictions regarding the occurrence
of possible future events or the existence of trends and factors that may impact
our future plans and operating results. These forward-looking statements are
derived, in part, from various assumptions and analyses we have made in the
context of our current business plan and information currently available to use
and in light of our experience and perceptions of historical trends, current
conditions and expected future developments and other factors we believe are
appropriate in the circumstances. You can generally identify forward looking
statements through words and phrases such as “believe”, “expect”, “seek”,
“estimate”, “anticipate”, “intend”, “plan”, “budget”, “project”, “may likely
result”, “may be”, “may continue” and other similar
expressions.




Each
forward-looking statement should be read in context with and in understanding of
the various other disclosures concerning our company and our business made
elsewhere in this report as well as our public filings with the Securities and
Exchange Commission. You should not place undue reliance on any forward-looking
statement as a prediction of actual results or developments. We are not
obligated to update or revise any forward-looking statements contained in this
report or any other filing to reflect new events or circumstances unless and to
the extent required by applicable law.





Unless
the context requires otherwise, “YzApp International, Inc”,
“YzApp”, “the company”,
“we”, “us”, “our” and similar terms refer
YzApp International, Inc. Our common stock, par value $.001 per share is
commonly referred to in this quarterly report as our “common shares”.  The
information in this quarterly report is current as of the date of this quarterly
report (October 31, 2008), unless another date is specified.





We
prepare our interim financial statements in accordance with United States
generally accepted accounting principles.  Our financial condition and
results of operations for the three-month interim period ended October
31, 2008 are not necessarily indicative of our prospective financial
condition and results of operations for the pending full fiscal year ended July
30, 2009.  The interim financial statements presented in this quarterly
report as well as other information relating to our company contained in this
quarterly report should be read in conjunction and together with any reports,
statements and information filed with the SEC.




Business
Overview




We were
originally incorporated in the State of Nevada on December 26, 2002. Effective
October 15, 2003, we acquired all the outstanding common stock of YzApp
Solutions Inc., a company under common control. Prior to the acquisition, our
company was a non-operating shell corporation with nominal net assets. The
acquisition was a capital transaction in substance and therefore was accounted
for as a reverse acquisition. The principal business of the Company was
developing software and we acted as an application service provider as a conduit
between retailers and financial institutions.  We were not successful
in this business and operated at a loss.  We discontinued this
business on January 31, 2007 and returned to status as a non-operating shell
corporation.  Through the end of the fiscal year ended July 31, 2009,
our Company was headquartered in British Columbia, Canada.





On August 5, 2008, we entered into an
agreement with Belmont Partners, LLC, a Virginia limited liability company
(“Belmont”) by which Belmont purchased 5,990,481 shares of our common stock, a
majority (51 percent) of the issued and outstanding common stock and voting
control of the company.





On August
6, 2008, we entered into a joint agreement with Belmont where Belmont sold
5,878,894 shares (50.05 percent) of our company to Allied China Investments, LLC
(then known as BMC Acquisitions Corp. LLC).  .Our board and officers
were replaced with new appointees upon the sale to Allied China Investments
LLC.   This transaction closed on August 12, 2008.








11







On
December 3, 2008, we entered into a stock purchase agreement with Belmont where
we sold 19,040,000 shares of common stock of our wholly owned inactive
subsidiary, YzApp Solutions, Inc., which was one hundred percent of the issued
and outstanding common stock and voting control of the company.





Our
fiscal year end is July 31.




Critical
Accounting Policies




The
preparation of our financial statements in conformity with accounting principles
generally accepted in the United States requires us to make estimates and
judgments that affect our reported assets, liabilities, revenues, and expenses,
and the disclosure of contingent assets and liabilities. We base our estimates
and judgments on historical experience and on various other assumptions we
believe to be reasonable under the circumstances. Future events, however, may
differ markedly from our current expectations and assumptions. While there are a
number of significant accounting policies affecting our financial statements; we
believe the following critical accounting policies involve the most complex,
difficult and subjective estimates and judgments:




Use of
Estimates - These financial statements have been prepared in accordance with
accounting principles generally accepted in the United States of America and,
accordingly, require management to make estimates and assumptions that affect
the reported amounts of assets and liabilities at the date of the financial
statements and the reported amounts of revenues and expenses during the
reporting period. Specifically, our management has estimated the value of our
shares issued for compensation and our net operating loss for tax purposes.
Actual results could differ from those estimates.





Going
Concern-The financial
statements have been prepared on a going concern basis, and do not reflect any
adjustments related to the uncertainty surrounding our recurring losses or
accumulated deficit





We are
currently in the process of implementing our new business plan, focusing on our
acquisition strategy.  There can be no assurance that upon
implementing our new business plan, we will be successful or that we will start
producing sufficient revenues to maintain our operations. The foregoing matters
raise substantial doubt about our ability to continue as a going
concern.





Results
of Operations




Comparison
of the Three Month Period Ended October 31, 2008 to the Three Month Period Ended
October 31, 2007





Revenue


Revenues
from the three-months ended October 31, 2007 were $0, as compared to $0 in the
three-months ended October 31, 2008. We are operating as a shell company and
therefore have no active operations from which we would generate
revenue.





Operating
Expenses


Operating
expenses for the three-months ended October 31, 2007 were $9,683, as compared to
$23,169 for the three-months ended October 31, 2008.





Comprehensive
Loss


The comprehensive loss for the three
months ended October 31, 2007 was $13,962, which included $10,267 in net loss
and $3,695 in foreign currency translation loss.  The comprehensive
loss for the three-months ended October 31, 2008 was $1,202.









12







Plan
of Operation




We are
pursuing an acquisition strategy, whereby we will seek to acquire undervalued
businesses with a history of operating revenues in markets that provide room for
growth. We will primarily engage in identifying, investigating and, if
investigation warrants, acquiring companies that will enhance our revenues and
increase shareholder value. Our aqcquisition strategy is focused on pursuing a
strategy of growth by acquiring undervalued businesses with a history of
operating revenues. We will utilize several criteria to evaluate prospective
acquisitions including whether the business to be acquired (1) is an established
business with viable services or products, (2) has an experienced and qualified
management team, (3) has room for growth and/or expansion into other markets,
(4) is accretive to earnings, (5) offers the opportunity to achieve and/or
enhance profitability, and (6) increases shareholder value.





Liquidity
and Capital Resources




As of
October 31, 2008 we had a working capital deficit of $118,822.  Our
current liabilities of $118,981 includes $27,077 in current liabilities from
discontinued operations associated with YzApp Solutions, Inc., and $75,979 in
loans payable and advances payable.





We are
considered a “shell” or “blank check” company, purchasers of our securities
cannot currently rely on Rule 144 promulgated under the Securities Act with
regard to the resale of their shares. Accordingly, any financing in the form of
equity may be deeply discounted to compensate the investors for the added risk
and inability to rely on Rule 144.





RISK
FACTORS




Risks
Related to Our Business and Industry




We
will need significant additional capital, which we may be unable to
obtain




Our
capital requirements in connection with our promotional activities and
transition to commercial operations have been and will continue to be
significant. We cannot assure you that our business will generate sufficient
cash flow from operations or that future borrowings will be available to us in
an amount sufficient to enable us to continue our operations, and there can be
no assurance that financing will be available in amounts or on terms acceptable
to us, if at all.




We
have sustained net losses in most years since inception and may never become
consistently profitable




We have
sustained losses in most years since inception. These losses were attributable
to our lack of a consistent, revenue-producing operating business and our
inability to obtain adequate financing to develop our core business and maintain
the Company as a reporting company.  We expect to incur additional
losses and negative operating cash flow for the foreseeable future, and we may
never achieve or maintain profitability. Even if we succeed with our current
business plan, we may never become profitable. We also expect to experience
negative cash flow for the foreseeable future, as we continue to fund our
operating losses and capital expenditures. We may not be able to generate
sufficient revenues or achieve profitability in the future. The failure to
generate sufficient revenues or achieve profitability will require us to seek to
raise additional capital and, if we are unable to do so, we may have to curtail
or delay our business plan.





Our
operating results may fluctuate, which makes our results difficult to predict
and could cause our results to fall short of expectations.




Our
operating results may fluctuate as a result of a number of factors, many outside
of our control. As a result, comparing our operating results on a
period-to-period basis may not be meaningful, and you should not rely on our
past results as an indication of our future performance. Our quarterly,
year-to-date and annual expenses as a percentage of our revenues may differ
significantly from our historical or projected rates. Our operating results in
future quarters may fall below expectations. Any of these events could cause our
stock price to fall.




We
rely on highly skilled personnel and, if we are unable to retain or motivate key
personnel or hire qualified personnel, we may not be able to grow
effectively.




Our
performance largely depends on the talents and efforts of highly skilled
individuals. Our future success depends on our continuing ability to identify,
hire, develop, motivate and retain highly skilled personnel for all areas of our
organization. Our continued ability to compete effectively depends on our
ability to attract new technology developers and to retain and motivate our
existing contractors.






13






Government
regulations could adversely affect our business, financial condition or results
of operations.




Our
businesses are regulated by governmental authorities in the countries in which
we operate. Because of our international operations, we must comply with diverse
and evolving regulations. Regulation relates to, among other things, licensing,
promotions, commercial advertising, content, including standards of decency.
Changes in the regulation of our operations or changes in interpretations of
existing regulations by courts or regulators or our inability to comply with
current or future regulations could adversely affect us by reducing our
revenues, increasing our operating expenses and exposing us to significant
liabilities.




If
we engage in future acquisitions, we will incur a variety of costs and may never
realize the anticipated benefits of the acquisition.




If
appropriate opportunities become available, we may attempt to acquire a
businesses that wishes to become public. If we do undertake any transaction of
this sort, the process of integrating an acquired business may result in
unforeseen operating difficulties and expenditures and may absorb significant
management attention that would otherwise be available for ongoing development
of our business. Moreover, we may fail to realize the anticipated benefits of
any business combination.




The shares are an illiquid
investment and transferability of the shares is subject to significant
restriction.




There are
substantial restrictions on the transfer of the Shares. Therefore, the purchase
of the Shares must be considered a long-term investment acceptable only for
prospective investors who are willing and can afford to accept and bear the
substantial risk of the investment for an indefinite period of
time.  There is not a public market for the resale of the
Shares.  A prospective investor, therefore, may not be able to
liquidate its investment, even in the event of an emergency, and Shares may not
be acceptable as collateral for a loan.





Our
shares are subject to the U.S. “Penny Stock” Rules and investors who purchase
our shares may have difficulty re-selling their shares as the liquidity of the
market for our shares may be adversely affected by the impact of the “Penny
Stock” Rules.





Our stock
is subject to U.S. “Penny Stock” rules, which may make the stock more difficult
to trade on the open market. Our common shares are not currently traded on the
OTCBB, but it is the Company’s plan that the common shares be quoted on the
OTCBB. A “penny stock” is generally defined by regulations of the U.S.
Securities and Exchange Commission (“SEC”) as an equity security with a market
price of less than US$5.00 per share. However, an equity security with a market
price under US$5.00 will not be considered a penny stock if it fits within any
of the following exceptions:





(i) the
equity security is listed on NASDAQ or a national securities
exchange;


(ii) the
issuer of the equity security has been in continuous operation for less than
three years, and either has (a) net tangible assets of at least
US$5,000,000, or (b) average annual revenue of at least US$6,000,000;
or


(iii) the
issuer of the equity security has been in continuous operation for more than
three years, and has net tangible assets of at least US$2,000,000.





Our
common stock does not currently fit into any of the above
exceptions.





If an
investor buys or sells a penny stock, SEC regulations require that the investor
receive, prior to the transaction, a disclosure explaining the penny stock
market and associated risks. Furthermore, trading in our common stock will be
subject to Rule 15g-9 of the Exchange Act, which relates to non-NASDAQ and
non-exchange listed securities. Under this rule, broker/dealers who recommend
our securities to persons other than established customers and accredited
investors must make a special written suitability determination for the
purchaser and receive the purchaser’s written agreement to a transaction prior
to sale. Securities are exempt from this rule if their market price is at least
$5.00 per share.


Since our
common stock is currently deemed penny stock regulations, it may tend to reduce
market liquidity of our common stock, because they limit the broker/dealers’
ability to trade, and a purchaser’s ability to sell, the stock in the secondary
market.






14








The low
price of our common stock has a negative effect on the amount and percentage of
transaction costs paid by individual shareholders. The low price of our common
stock also limits our ability to raise additional capital by issuing additional
shares. There are several reasons for these effects. First, the internal
policies of certain institutional investors prohibit the purchase of low-priced
stocks. Second, many brokerage houses do not permit low-priced stocks to be used
as collateral for margin accounts or to be purchased on margin. Third, some
brokerage house policies and practices tend to discourage individual brokers
from dealing in low-priced stocks. Finally, broker’s commissions on low-priced
stocks usually represent a higher percentage of the stock price than commissions
on higher priced stocks. As a result, the Company’s shareholders may pay
transaction costs that are a higher percentage of their total share value than
if our share price were substantially higher.





Our independent auditors have expressed doubt about our ability to
continue as a going concern, and the amounts recorded in our financial
statements may require adjustments if the assumption that the entity is a going
concern proves untrue, which may hinder our ability to obtain future
financing





Our
independent auditors stated that our financial statements were prepared assuming
that we would continue as a going concern, As a result of the going concern
qualification, we may find it much more difficult to obtain financing in the
future, if required.  Further, any financing we do obtain may be on
less favorable terms.  Moreover, if the Company should fail to
continue as a going concern, there is a risk of total loss of any monies
invested in the Company, and it is also possible that, in such event, our
shares, including those registered hereby would be of little or no
value.





Risks
Relating to Our Common Stock





There
is currently no trading market for our common stock, and liquidity of shares of
our common stock is limited.





Our
shares of common stock are not registered under the securities laws of any state
or other jurisdiction, and accordingly there is no public trading market for our
common stock. Further, no public trading market is expected to develop in the
foreseeable future unless and until the Company completes a business combination
with an operating business and the Company thereafter files a registration
statement under the Securities Act. Therefore, outstanding shares of our common
stock cannot be offered, sold, pledged or otherwise transferred unless
subsequently registered pursuant to, or exempt from registration under, the
Securities Act and any other applicable federal or state securities laws or
regulations. Shares of our common stock cannot be sold under the exemptions from
registration provided by Rule 144 under or Section 4(1) of the Securities Act,
in accordance with the letter from Richard K. Wulff, Chief of the Office of
Small Business Policy of the Securities and Exchange Commission’s Division of
Corporation Finance, to Ken Worm of NASD Regulation, dated January 21, 2000.
This letter provides that certain private transfers of the shares of common
stock also may be prohibited without registration under federal securities laws.
Compliance with the criteria for securing exemptions under federal securities
laws and the securities laws of the various states is extremely complex,
especially in respect of those exemptions affording flexibility and the
elimination of trading restrictions in respect of securities received in exempt
transactions and subsequently disposed of without registration under the
Securities Act or state securities laws.





The
Company may be subject to certain tax consequences in our business, which may
increase our costs of doing business.





We may
not be able to structure our acquisition to result in tax-free treatment for the
companies or their stockholders, which could deter third parties from entering
into certain business combinations with us or result in being taxed on
consideration received in a transaction. Currently, a transaction may be
structured so as to result in tax-free treatment to both companies, as
prescribed by various federal and state tax provisions. We intend to structure
any business combination so as to minimize the federal and state tax
consequences to both us and the target entity; however, we cannot guarantee that
the business combination will meet the statutory requirements of a tax-free
reorganization or that the parties will obtain the intended tax-free treatment
upon a transfer of stock or assets. A non-qualifying reorganization could result
in the imposition of both federal and state taxes that may have an adverse
effect on both parties to the transaction.






15







There
is no public market for our common stock, nor have we ever paid dividends on our
common stock.





There is
no public trading market for our common stock and none is expected to develop in
the foreseeable future unless and until the Company completes a business
combination with an operating business and such business files a registration
statement under the Securities Act of 1933, as amended. Additionally, we have
never paid dividends on our Common Stock and do not presently intend to pay any
dividends in the foreseeable future. We anticipate that any funds available for
payment of dividends will be re-invested into the Company to further its
business strategy.





Authorization of
preferred stock.





Our
Certificate of Incorporation authorizes the issuance of up to 1,000,000 shares
of preferred stock with designations, rights and preferences determined from
time to time by its Board of Directors. Accordingly, our Board of Directors is
empowered, without stockholder approval, to issue preferred stock with dividend,
liquidation, conversion, voting, or other rights which could adversely affect
the voting power or other rights of the holders of the common stock. In the
event of issuance, the preferred stock could be utilized, under certain
circumstances, as a method of discouraging, delaying or preventing a change in
control of the Company. Although we have no present intention to issue any
shares of its authorized preferred stock, there can be no assurance that the
Company will not do so in the future.





Item 3.  Quantitative and Qualitative Disclosures
About Market Risk




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




Item 4T.  Controls and Procedures





Evaluation of Disclosure
Controls and Procedures




Disclosure
controls and procedures are controls and other procedures that are designed to
ensure that information required to be disclosed by us in the reports that we
file or submit under the Securities Exchange Act of 1934, as amended (the
“Exchange Act”) is recorded, processed, summarized and reported, within the time
periods specified in the Securities and Exchange Commission's rules and forms.
Disclosure controls and procedures include, without limitation, controls and
procedures designed to ensure that information required to be disclosed by us in
the reports that we file under the Exchange Act is accumulated and communicated
to our management, including our principal executive and financial officers, as
appropriate to allow timely decisions regarding required
disclosure.





The
Company’s management, under the supervision and with the participation of the
Company's Chief Executive Officer and Chief Financial (and principal accounting)
Officer, carried out an evaluation of the effectiveness of the design and
operation of the Company's disclosure controls and procedures (as defined in
Rule 13a-15(e) and 15d-15(e) of the Exchange Act) as of October 31,
2008.  Based upon that evaluation and the identification of the
material weakness in the Company’s internal control over financial reporting as
described below, the Chief Executive Officer and Chief Financial Officer
concluded that the Company’s disclosure controls and procedures were ineffective
as of the end of the period covered by this report.





The
Company has identified a material weakness in its internal control over
financial reporting.  A material weakness is a deficiency, or
combination of deficiencies, in internal control over financial reporting such
that there is a reasonable possibility that a material misstatement of our
annual or interim financial statements will not be prevented or detected on a
timely basis.  The identified material weakness consists of, as of the
end of the period covered by this report, limited resources and limited number
of employees, namely the lack of an audit committee, an understaffed financial
and accounting function, and the need for additional personnel to prepare and
analyze financial information in a timely manner and to allow review and
on-going monitoring and enhancement of our controls.








16







Notwithstanding
the material weakness in the Company’s internal control over financial reporting
and the Company’s consequently ineffective disclosure controls and procedures
discussed above, management believes that the financial statements included in
this Quarterly Report on Form 10-Q present fairly, in all material respects, our
financial position, results of operations, and cash flows for the periods
presented in accordance with the U. S. generally accepted accounting
principles.





Changes in Internal Control
over Financial Reporting





There was
no change in our internal controls over financial reporting identified in
connection with the requisite evaluation that occurred during our last fiscal
quarter that has materially affected, or is reasonably likely to materially
affect, our internal control over financial reporting.





PART
II


OTHER
INFORMATION




Item 1.   Legal Proceedings




None




Item 2.  Unregistered Sales of Equity
Securities




None





Item
3.  Defaults Upon Senior Securities




None




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





None.





Item
5.  Other Information




None




Item 6.   Exhibits


31.1
              
              Certification
      of the Chief Executive and the Chief Financial Officer pursuant to Section
      302 of the Sarbanes-Oxley Act of 200232.1
              
              Certification of the
      Chief Executive and the Chief Financial Officer pursuant to 18 U.S.C.
      Section 1350




17




SIGNATURES





In
accordance with Section 13 or 15(d) of the Exchange Act, the registrant caused
this report to be signed on its behalf by the undersigned, thereunto duly
authorized.





Date:  December
      15, 2008
            YZAPP
      INTERNATIONAL, INCBy: 
      /s/ Eugene M. WeissName:   Eugene
      M. WeissTitle:     President





Pursuant
to the requirements of the Securities Exchange Act of 1934, this report has been
signed by the following persons on behalf of the Registrant and in the
capacities and on the dates indicated.








/s/
      Eugene M. WeissEugene
      M. WeissPresident,
      (Principal Executive Officer
              and
      Principal Accounting Officer), Director
              December
      15, 2008










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