UNITED
STATES


SECURITIES
AND EXCHANGE COMMISSION


Washington,
D.C. 20549





FORM
10−Q


(Mark
One)





þ
            QUARTERLY
      REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
      1934





For the
quarterly period ended: June 30, 2010





 ̈
            TRANSITION
      REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
      1934




For the
transition period from ____________ to _____________





Commission
File Number: 000-53069





HOLLYWOOD ENTERTAINMENT EDU
HOLDING, INC.


(Exact
Name of Registrant as Specified in Its Charter)





Delaware
            
            26-1702585(State or other jurisdiction of
              incorporationor organization)
            
            (I.R.S. Employer
              Identification No.)





17755
Rowland Street


City of Industry, CA
91748


(Address
of principal executive offices, Zip Code)





310-990-2590


(Registrant’s
telephone number, including area code)


________________________________________________________________


(Former
name, former address and former fiscal year, if changed since last
report)





Indicate
by check mark whether the registrant (1) has filed all reports required to be
filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the
preceding 12 months (or for such shorter period that the registrant was required
to file such reports), and (2) has been subject to such filing requirements for
the past  90 days.


Yes  ̈ No  ̈





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


Yes  ̈ No  ̈




Indicate
by check mark whether the registrant is a large accelerated filer, an
accelerated filer, a non-accelerated filer, or a smaller reporting company. See
the definitions of “large accelerated filer”, “accelerated filer” and “smaller
reporting company” in Rule 12b-2 of the Exchange Act.





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





Indicate
by check mark whether the registrant is a shell company (as defined in Rule
12b-2 of the Exchange Act).


Yes þ No  ̈





The
number of shares outstanding of each of the issuer’s classes of common stock, as
of  August 16, 2010 is as follows:




Class of Securities
            
            Shares OutstandingCommon Stock, $0.00001 par value
            
            52,000,000









PART
I – FINANCIAL INFORMATION





Item
1. Financial Statements





HOLLYWOOD ENTERTAINMENT EDU HOLDING,
INC.


(A
DEVELOPMENT STAGE COMPANY)








FINANCIAL
REPORTS


AT


JUNE
30, 2010







HOLLYWOOD
ENTERTAINMENT EDU HOLDING, INC.


(A
DEVELOPMENT STAGE COMPANY)





TABLE
OF CONTENTS




Balance
      Sheets at June 30, 2010 (Unaudited) and December 31, 2009
            
            
            F-1Statements
      of Operations for the Six and Three Months Ended June 30, 2010 and 2009
      and for the Period from Date of Inception (November 8, 2007) through June
      30, 2010 (Unaudited)
            
            
            F-2Statement
      of Changes in Stockholders’ Deficit for the Period from Date of
      Inception (November 8, 2007) through June 30, 2010
    (Unaudited)
            
            
            F-3Statements
      of Cash Flows for the Six Months Ended June 30, 2010 and 2009 and for the
      Period from Date of Inception (November 8, 2007) through June 30, 2010
      (Unaudited)
            
            
            F-4Notes
      to Financial Statements
            
            
            F-5 - F-6




i




HOLLYWOOD
ENTERTAINMENT EDU HOLDING, INC.


(A
Development Stage Company)


BALANCE
SHEETS





June 30,
                  2010
                
                
                December 31,
                  2009(Unaudited)ASSETS:Current
      Assets:Cash
                
                $
                —
                
                
                $
                —Total
      Current Assets
                
                
                —
                
                
                
                —TOTAL
      ASSETS
                
                $
                —
                
                
                $
                —LIABILITIES
      AND STOCKHOLDER’S DEFICIT:Accrued
      Payable and Accrued Expenses
                
                $
                950
                
                
                $
                3,200Advances
      from Officer
                
                
                10,288
                
                
                
                5,565Total
      Current Liabilities
                
                
                11,238
                
                
                
                8,765TOTAL
      LIABILITIES
                
                
                11,238
                
                
                
                8,765STOCKHOLDERS’
      DEFICIT:Common
      stock,$.00001 par value, authorized 100,000,000 shares 52,000,000 issued
      and outstanding
                
                
                520
                
                
                
                520Additional
      paid in capital
                
                
                3,000
                
                
                
                3,000Deficit
      accumulated during the development stage
                
                
                (14,758
                )
                
                
                (12,285
                )Total
      Stockholders’ Deficit
                
                
                (11,238
                )
                
                
                (
      8,765
                )TOAL
      LIABILITIES AND STOCKHOLDERS’ DEFICIT
                
                $
                —
                
                
                $
                —





The
accompanying notes are an integral part of these financial
statements.





F-1




HOLLYWOOD
ENTERTAINMENT EDU HOLDING, INC.


(A
Development Stage Company)


STATEMENTS
OF OPERATIONS


(Unaudited)


Period
      FromDate of
      InceptionFor
      the Six Months Ended
                  
                  
                  For
      the Three Months Ended
                  
                  
                  (November 8,
      2007)June
      30,
                  
                  
                  June
      30,
                  
                  
                  Through2010
                  
                  
                  2009
                  
                  
                  2010
                  
                  
                  2009
                  
                  
                  June
      30, 2010Revenues
                  
                  $
                  —
                  
                  
                  $
                  —
                  
                  
                  $
                  —
                  
                  
                  $
                  —
                  
                  
                  $
                  —ExpensesGeneral
      and Administrative
                  
                  
                  2,473
                  
                  
                  
                  2,180
                  
                  
                  
                  1,273
                  
                  
                  
                  —
                  
                  
                  
                  14,758Total
      Expenses
                  
                  $
                  2,473
                  
                  
                  $
                  2,180
                  
                  
                  $
                  1,273
                  
                  
                  $
                  —
                  
                  
                  $
                  14,758Net
      Loss
                  
                  $
                  (2,473
                  )
                  
                  $
                  (2,180
                  )
                  
                  $
                  (1,273
                  )
                  
                  $
                  —
                  
                  
                  $
                  (14,758
                  )Loss
      per Share - Basic and Diluted
                  
                  $
                  (0.00
                  )
                  
                  $
                  (0.00
                  )
                  
                  $
                  (0.00
                  )
                  
                  $
                  (0.00
                  )
                  
                  $
                  (0.00
                  )Weighted
      Average Common Shares Outstanding
                  
                  
                  52,000,000
                  
                  
                  
                  7,602,888
                  
                  
                  
                  52,000,000
                  
                  
                  
                  20,000,000
                  
                  
                  
                  9,112,590





The
accompanying notes are an integral part of these financial
statements.





F-2




HOLLYWOOD ENTERTAINMENT EDU HOLDING,
INC.


(A
Development Stage Company)


Statements
of Changes in Stockholders’ Deficit


For
the Period November 8, 2007 (Inception) through June 30, 2010


(Unaudited)





Common Stock
            
            
            Additional
            
            
            Accumulated
              (Deficit)
              During the
            
            
            TotalNumber of
              Shares
            
            
            Amount
            
            
            Paid in
              Capital
            
            
            Development
              Stage
            
            
            Stockholders’
              DeficitInception  -
      November 8, 2007
            
            
            —
            
            
            $
            —
            
            
            $
            —
            
            
            $
            —
            
            
            $
            —Issuance
      of  Stock  to founder
            
            
            2,000,000
            
            
            
            20
            
            
            
            —
            
            
            
            —
            
            
            
            20Net
      Loss
            
            
            —
            
            
            
            —
            
            
            
            —
            
            
            
            (4,808
            )
            
            
            (4,808
            )Additional
      Paid In Capital
            
            
            —
            
            
            
            —
            
            
            
            3,000
            
            
            
            —
            
            
            
            3,000Balance:
      December 31, 2008
            
            
            2,000,000
            
            
            
            20
            
            
            
            3,000
            
            
            
            (4,808
            )
            
            
            (1,788
            )Net
      Loss
            
            
            —
            
            
            
            —
            
            
            
            —
            
            
            
            (7,477
            )
            
            
            (7,477
            )Issuance
      of Stock to Officers
            
            
            50,000,000
            
            
            
            500
            
            
            
            —
            
            
            
            —
            
            
            
            500Balance:  December
      31, 2009
            
            
            52,000,000
            
            
            
            520
            
            
            
            3,000
            
            
            
            (12,285
            )
            
            
            (8,765
            )Net
      Loss
            
            
            —
            
            
            
            —
            
            
            
            —
            
            
            
            (2,473
            )
            
            
            (2,473
            )Balance:
      June 30,2010
            
            
            52,000,000
            
            
            
            520
            
            
            
            3,000
            
            
            
            (14,758
            )
            
            
            (11,238
            )





The
accompanying notes are an integral part of these financial
statements.





F-3




HOLLYWOOD
ENTERTAINMENT EDU HOLDING, INC.


(A
Development Stage Company)


STATEMENTS
OF CASH FLOWS


(Unaudited)




For the Six
      Months Ended
                
                
                Period From
                        Date of Inception
                        (November 8, 2007)June
      30,
                
                
                Through2010
                
                
                2009
                
                
                June
      30, 2010Cash
      Flows from Operating ActivitiesNet
      Loss
                
                $
                (2,473
                )
                
                $
                (2,180
                )
                
                $
                (14,758
                )Non
      Cash Adjustments:Common
      Stock Issued in Lieu of Expenses paid
                
                
                —
                
                
                
                —
                
                
                
                20Change
      in Accrued Expenses
                
                
                (2,250)
                
                
                
                2,000
                
                
                
                950Net
      Cash Flows from Operating Activities
                
                
                (4,723
                )
                
                
                (180
                )
                
                
                (
      13,788
                )Net
      Cash Flows from Investing Activities
                
                
                —
                
                
                
                —
                
                
                
                —Cash
      Flows from Financing ActivitiesAdvances
      from Officer
                
                
                4,723
                
                
                
                180
                
                
                
                10,288Issuance
      of Stock to Officers
                
                
                —
                
                
                
                
                
                
                
                500Additional
      Paid—In Capital
                
                
                —
                
                
                
                —
                
                
                
                3,000Net
      Cash from Financing Activities
                
                
                4,723
                
                
                
                180
                
                
                
                13,788Net
      Change in Cash and Cash Equivalents
                
                
                —
                
                
                
                —
                
                
                
                —Cash
      and Cash Equivalents - Beginning of Period
                
                
                —
                
                
                
                —
                
                
                
                —Cash
      and Cash Equivalents - End of Period
                
                $
                —
                
                
                $
                —
                
                
                $
                —Cash
      Paid During the Period for:Interest
                
                $
                —
                
                
                $
                —
                
                
                $
                —Income
      Taxes
                
                $
                —
                
                
                $
                —
                
                
                $
                —




The
accompanying notes are an integral part of these financial
statements.





F-4




HOLLYWOOD
ENTERTAINMENT EDU HOLDING, INC.


(A
Development Stage Company)


Notes
to Financial Statements


June
30, 2010





NOTES TO FINANCIAL STATEMENTS





Note
      A -The
      Company




Hollywood
Entertainment EDU Holding, Inc., a development stage company (the “Company”),
was incorporated under the laws of the State of Delaware on November 8,
2007.  As a “blank check company”, the Company’s business is to pursue a
business combination through acquisition, or merger with, an existing
company.  Accordingly, the Company is looking to acquire an existing
company or acquire the technology or enter into cooperation and/or merger
agreements with learning and educational institutions, with entertainment media
related training programs, to begin operations.





On April
2, 2010 the company entered into an agreement with the Tellhow Group,
Nanchang,  Jiangxi, China, a leading designer and manufacturer of
autonomous intellectual property technology products (“Tellhow”) whereby the
company and Tellhow agreed to cooperate together to facilitate the merger of
Tellhow’s 3D Animation Institute ( which presently has approximately 1,000
students)  with the Company, and the Company’s intent to work with
Tellhow to establish a Hollywood-style training and educational center in
Nanchang. This merger is targeted to be completed by the end of third quarter
2010, although no assurances  can be given that the Company will be
successful in concluding this intent or will be successful in locating or
negotiating with any other target businesses.





On April
20, 2010 the Company entered into an agreement with the China Electronic Chamber
of Commerce  Beijing , China 3D Animation Creation Committee (“CECC”)
whereby the company and CECC agreed to cooperate together to establish advanced
training programs for 3D animation , games, film and television production in
Beijing.




The
Company expects to remunerate its Advisors with the future issuance of its stock
commiserate with  applicable degree of advice and other valuable services
provided to the Company.





The
condensed financial statements of Hollywood Entertainment EDU Holding, Inc.,
(the “Company”) included herein have been prepared by the Company, without
audit, pursuant to the rules and regulations of the Securities and Exchange
Commission (the “SEC”).  Certain information and footnote disclosures
normally included in financial statements prepared in conjunction with generally
accepted accounting principles have been condensed or omitted pursuant to such
rules and regulations, although the Company believes that the disclosures are
adequate to make the information presented not misleading. These condensed
financial statements should be read in conjunction with the annual audited
financial statements and the notes thereto included in the Company’s annual
report on Form 10-K  filed with the SEC.





The
accompanying unaudited interim financial statements reflect all adjustments of a
normal and recurring nature which are, in the opinion of management, necessary
to present fairly the financial position, results of operations and cash flows
of the Company for the interim periods presented.  The results of
operations for these periods are not necessarily comparable to, or indicative
of, results of any other interim period or for the fiscal year taken as a
whole.  Certain information that is not required for interim financial
reporting purposes has been omitted.





Note
      B -Summary
      of Significant Accounting Policies




Method
of Accounting and Recently Issued Accounting Policies




The
Company maintains its books and prepares its financial statements on the accrual
basis of accounting.


The
Company does not expect the adoption of recently issued accounting
pronouncements to have a significant impact on the Company’s results of
operations, financial position, or cash flow.





F-5




HOLLYWOOD ENTERTAINMENT EDU HOLDING,
INC.


(A
Development Stage Company)


Notes
to Financial Statements


June
30, 2010





Note
      C -Equity
      Securities




Holders
of shares of common stock shall be entitled to cast one vote for each common
share held at all stockholder’s meetings for all purposes, including the
election of directors.  The common stock does not have cumulative
voting rights.




Note
      D -Going
      Concern




The
Company’s financial statements have been presented on the basis that it is a
going concern, which contemplates the realization of assets and the satisfaction
of liabilities in the normal course of business. The Company has reported
recurring losses from operations.  As a result, there is an
accumulated deficit of $14,758 at June 30, 2010.





The
Company’s continued existence is dependent upon its ability to raise capital or
acquire a marketable company. The financial statements do not include any
adjustments that might be necessary should the Company be unable to continue as
a going concern.





Note
E – Subsequent Events




On April
20, 2010 the company entered into an agreement with the China Electronic Chamber
of Commerce Beijing, China 3D Animation Creation Committee (“CECC”) whereby the
company and CECC agreed to cooperate together to establish advanced training
programs for 3D animation , games, film and television production in Beijing. As
of June 30, 2010 this merger has not been completed, but is expected to be
completed by the end of third quarter 2010.




F-6




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





Plan of
Operation




The
Company has not restricted its search for any specific kind of businesses, and
it may acquire a business which is in its preliminary or development stage,
which is already in operation, or in essentially any stage of its business life.
It is impossible to predict the status of any business in which the Company may
become engaged, in that such business may need to seek additional capital, may
desire to have its shares publicly traded, or may seek other perceived
advantages which the Company may offer.




In
implementing a structure for a particular business acquisition, the Company may
become a party to a merger, consolidation, reorganization, joint venture, or
licensing agreement with another corporation or entity.




It is
anticipated that any securities issued in any such business combination would be
issued in reliance upon exemption from registration under applicable federal and
state securities laws. In some circumstances, however, as a negotiated element
of its transaction, the Company 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 the Company has entered into an agreement for a business
combination or has consummated a business combination. The issuance of
additional securities and their potential sale into any trading market which may
develop in the Company's securities may depress the market value of the
Company's securities in the future if such a market develops, of which there is
no assurance. However, if the Company cannot effect a non-cash acquisition, the
Company may have to raise funds from a private offering of its securities under
Rule 506 of Regulation D. There is no assurance the Company would obtain any
such equity funding.




The
Company will participate in a business combination only after the negotiation
and execution of appropriate agreements. Negotiations with a target company will
likely focus on the percentage of the Company which the target company
shareholders would acquire in exchange for their shareholdings.




Although
the terms of such agreements cannot be predicted, generally such agreements will
require certain representations and warranties of the parties thereto, will
specify certain events of default, will detail the terms of closing and the
conditions which must be satisfied by the parties prior to and after such
closing and will include miscellaneous other terms. Any merger or acquisition
effected by the Company can be expected to have a significant dilutive effect on
the percentage of shares held by the Company's shareholders at such
time.





1




Results
of Operations





The
Company has not conducted any active operations since inception, except for its
efforts to locate suitable acquisition candidates. No revenue has been generated
by the Company from November 8, 2007(inception) to June 30, 2010.  It
is unlikely the Company will have any revenues unless it is able to effect an
acquisition or merger with an operating company, of which there can be no
assurance.





Expenses
incurred since inception are primarily due to legal, accounting, and other
professional service fees.





Liquidity
and Capital Resources




At June
30, 2010, the Company had no capital resources and will rely upon the issuance
of common stock and additional capital contributions from shareholders to fund
administrative expenses pending acquisition of an operating
company.




Management
anticipates seeking out a target company through solicitation. Such solicitation
may include newspaper or magazine advertisements, mailings and other
distributions to law firms, accounting firms, investment bankers, financial
advisors and similar persons, the use of one or more World Wide Web sites and
similar methods. No estimate can be made as to the number of persons who will be
contacted or solicited. Management may engage in such solicitation directly or
may employ one or more other entities to conduct or assist in such solicitation.
Management and its affiliates will pay referral fees to consultants and others
who refer target businesses for mergers into public companies in which
management and its affiliates have an interest. Payments are made if a business
combination occurs, and may consist of cash or a portion of the stock in the
Company retained by management and its affiliates, or both.




The
Company and/or shareholders will supervise the search for target companies as
potential candidates for a business combination. The Company and/or shareholders
may pay as their own expenses any costs incurred in supervising the search for a
target company. The Company and/or shareholders may enter into agreements with
other consultants to assist in locating a target company and may share stock
received by it or cash resulting from the sale of its securities with such other
consultants.




Off-Balance
Sheet Arrangements




The
Company does not have any off-balance sheet arrangements that have or are
reasonably likely to have a current or future effect on the Company’s financial
condition, changes in financial condition, revenues or expenses, results of
operations, liquidity, capital expenditures or capital resources that is
material to investors.




Item
      3.Quantitative
      and qualitative Disclosures About Market
Risk





Not
applicable.





Item
      4.Controls
      and Procedures




Evaluation
of Controls and Procedures.




In
accordance with Exchange Act Rules 13a-15 and 15d-15, our management is required
to perform an evaluation under the supervision and with the participation of the
Company’s management, including the Company’s principal executive officer and
principal financial officer, of the effectiveness of the design and operation of
the Company’s disclosure controls and procedures as of the end of the
period.




2





Evaluation
of Disclosure Controls and Procedures




Based on
their evaluation of our disclosure controls and procedures (as defined in Rules
13a-15(e) and 15d-15(e) under the Exchange Act) as of  June 30, 2010,
our Principal Executive Officer and our  Principal Financial Officer
have concluded that our disclosure controls and procedures were effective
to ensure that the information required to be disclosed by us in this Report was
recorded, processed, summarized and reported within the time periods specified
in the SEC’s rules and instructions for Form 10-Q.





We will
also seek to expand our current board of directors to include additional
individuals willing to perform directorial functions.





Changes
in Internal Controls.




No
change in our internal control over financial reporting (as defined in Rules
13a-15(f) and 15d-15(f) under the Exchange Act) occurred during the fiscal
quarter ended June 30, 2010 that has materially affected, or is reasonably
likely to materially affect, the Company’s internal control over financial
reporting.




3





PART
II – OTHER INFORMATION




Item
      1.
            Legal
      Proceedings.




None





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




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
      by Chief Executive Officer pursuant to Sarbanes-Oxley Section
      302*





31.2
            Certification
      by Chief Financial Officer pursuant to Sarbanes-Oxley Section
      302*





32.1
            Certification
      by Chief Executive Officer and Chief Financial Officer pursuant to Section
      906 of Sarbanes Oxley Act of 2002*





* Filed
Herewith





4





SIGNATURES





In
accordance with the requirements of the Exchange Act, the registrant caused this
report to be signed on its behalf by the undersigned, there unto duly
authorized.





Dated:
August 16, 2010





HOLLYWOOD
      ENTERTAINMENT
              EDU
      HOLDING, INC.(Registrant)/s/
      Hollis LiuHollis
      Liu, President




5