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, 2012



| |  ̈ | 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 incorporation |  | (I.R.S. Employer Identification No.)
|or organization)                              |  |                                     

1875 Century Park East, 6th
Floor Suite 73

Century City, CA 90067

(Address of Principal Executive Offices)

310-990-2590

(Registrant’s telephone number, including
area code)










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 ̈Noþ

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 ̈Noþ

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 companyþ

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

YesþNo ̈

The number of shares outstanding of each of the issuer’s
classes of common stock, as of August 14, 2012 is as follows:



|Class of Securities              |  | Shares Outstanding |           
|-------------------------------- |  | ------------------ | ----------
|Common 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, 2012














HOLLYWOOD ENTERTAINMENT EDU HOLDING,
INC.

(A DEVELOPMENT STAGE COMPANY)



TABLE OF CONTENTS

|Balance Sheets at June 30, 2012 and December 31, 2011 (Unaudited)                                                                                                                         |  | F-1       | 
|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- |  | --------- | 
|                                                                                                                                                                                          |  |           | 
|Statements of Operations for the Three and Six Months Ended June 30, 2012 and 2011 and for the Period from Date of
    Inception     (November 8, 2007) through June 30, 2012 (Unaudited) |  | F-2       | 
|                                                                                                                                                                                          |  |           | 
|Statement of Changes in Stockholders’ Deficit for the Period from Date of Inception (November 8, 2007) through June 30, 2012 (Unaudited)                                                  |  | F-3       | 
|                                                                                                                                                                                          |  |           | 
|Statements of Cash Flows for the Six Months Ended June 30, 2012 and 2011 and for the Period from Date of Inception (November 8, 2007) through June 30, 2012 (Unaudited)                   |  | F-4       | 
|                                                                                                                                                                                          |  |           | 
|Notes to Financial Statements                                                                                                                                                             |  | F-5 - F-6 | 



i









HOLLYWOOD ENTERTAINMENT EDU HOLDING,
INC.

(A Development Stage Company)

BALANCE SHEETS

(Unaudited)

As of June 30, 2012 and December 31,
2011



|                                                                            |  | June 30, |         |   | December 31, |  
|--------------------------------------------------------------------------- |  | -------- | ------- | - | ------------ | -
|                                                                            |  | 2012     |         |   | 2011         |  
|                                                                            |  |          |         |   |              |  
|ASSETS:                                                                     |  |          |         |   |              |  
|                                                                            |  |          |         |   |              |  
|Current Assets:                                                             |  |          |         |   |              |  
|Cash                                                                        |  | $        | 849     |   |              | $
|Due from Related Party                                                      |  |          | -       |   |              |  
|Total Current Assets                                                        |  |          | 849     |   |              |  
|TOTAL ASSETS                                                                |  | $        | 849     |   |              | $
|                                                                            |  |          |         |   |              |  
|LIABILITIES AND STOCKHOLDERS’ DEFICIT:                                      |  |          |         |   |              |  
|                                                                            |  |          |         |   |              |  
|Current Liabilities:                                                        |  |          |         |   |              |  
|Accounts payable and accrued expenses                                       |  | $        | 4,788   |   |              | $
|Advances from Officer, interest free                                        |  |          | 27,179  |   |              |  
|Total Current Liabilities                                                   |  |          | 31,967  |   |              |  
|TOTAL LIABILITIES                                                           |  |          | 31,967  |   |              |  
|                                                                            |  |          |         |   |              |  
|Stockholders’ Deficit:                                                      |  |          |         |   |              |  
|Common stock, $ .00001 par value, authorized 100,000,000 shares             |  |          |         |   |              |  
|52,000,000 issued and outstanding at June 30, 2012 and at December 31, 2011 |  |          | 520     |   |              |  
|Additional paid in capital                                                  |  |          | 3,000   |   |              |  
|Deficit accumulated                                                         |  |          | (34,638 | ) |              |  
|Total Stockholders’ Deficit                                                 |  |          | (31,118 | ) |              |  
|                                                                            |  |          |         |   |              |  
|TOTAL LIABILITIES AND STOCKHOLDERS’ DEFICIT                                 |  | $        | 849     |   |              | $





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 From        | 
|------------------------------------------ |  | ------------------------ | ---------- | - | -------------------------- | - | ---------- | ------------------ | 
|                                           |  |                          |            |   |                            |   |            | Date of Inception  | 
|                                           |  | For the Six Months Ended |            |   | For the Three Months Ended |   |            | (November 8, 2007) | 
|                                           |  | June 30,                 |            |   | June 30,                   |   |            | Through            | 
|                                           |  | 2012                     |            |   | 2011                       |   |            | 2012               | 
|                                           |  |                          |            |   |                            |   |            |                    | 
|Revenues                                   |  | $                        | —          |   |                            | $ | —          |                    | 
|                                           |  |                          |            |   |                            |   |            |                    | 
|Expenses                                   |  |                          |            |   |                            |   |            |                    | 
|General and Administrative                 |  |                          | 5,374      |   |                            |   | 2,069      |                    | 
|                                           |  |                          |            |   |                            |   |            |                    | 
|Total Expenses                             |  | $                        | 5,374      |   |                            | $ | 2,069      |                    | 
|                                           |  |                          |            |   |                            |   |            |                    | 
|Net Loss                                   |  | $                        | (5,374     | ) |                            | $ | (2,069     | )                  | 
|                                           |  |                          |            |   |                            |   |            |                    | 
|Loss per Share - Basic and Diluted         |  | $                        | (0.00      | ) |                            | $ | (0.00      | )                  | 
|                                           |  |                          |            |   |                            |   |            |                    | 
|Weighted Average Common Shares Outstanding |  |                          | 52,000,000 |   |                            |   | 52,000,000 |                    | 



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, 2012

(Unaudited)





|                              |  | Common Stock     |            |  |        |   |     |                            |  |   |                        | 
|----------------------------- |  | ---------------- | ---------- |  | ------ | - | --- | -------------------------- |  | - | ---------------------- | 
|                              |  | Number of Shares |            |  | Amount |   |     | Additional Paid in Capital |  |   | Accumulated
 (Deficit) | 
|                              |  |                  |            |  |        |   |     |                            |  |   |                        | 
|Inception  - November 8, 2007 |  |                  | -          |  |        | $ | -   |                            |  | $ | -                      | 
|                              |  |                  |            |  |        |   |     |                            |  |   |                        | 
|Issuance of  Stock to Officer |  |                  | 2,000,000  |  |        |   | 20  |                            |  |   | -                      | 
|Net Loss                      |  |                  | -          |  |        |   | -   |                            |  |   | -                      | 
|Additional Paid In Capital    |  |                  | -          |  |        |   | -   |                            |  |   | 3,000                  | 
|                              |  |                  |            |  |        |   |     |                            |  |   |                        | 
|Balance December 31, 2008     |  |                  | 2,000,000  |  |        |   | 20  |                            |  |   | 3,000                  | 
|Net Loss                      |  |                  | -          |  |        |   | -   |                            |  |   | -                      | 
|Issuance of Stock to officer  |  |                  | 50,000,000 |  |        |   | 500 |                            |  |   | -                      | 
|                              |  |                  |            |  |        |   |     |                            |  |   |                        | 
|Balance- December 31, 2009    |  |                  | 52,000,000 |  |        |   | 520 |                            |  |   | 3,000                  | 
|                              |  |                  |            |  |        |   |     |                            |  |   |                        | 
|Net Loss                      |  |                  | -          |  |        |   | -   |                            |  |   | -                      | 
|Balance- December 31 ,2010    |  |                  | 52,000,000 |  |        |   | 520 |                            |  |   | 3,000                  | 
|                              |  |                  |            |  |        |   |     |                            |  |   |                        | 
|Net Income                    |  |                  | -          |  |        |   | -   |                            |  |   | -                      | 
|Balance-December 31, 2011     |  |                  | 52,000,000 |  |        | $ | 520 |                            |  | $ | 3,000                  | 
|Net Loss                      |  |                  | -          |  |        |   | -   |                            |  |   | -                      | 
|Balance-June 30, 2012         |  |                  | 52,000,000 |  |        | $ | 520 |                            |  | $ | 3,000                  | 



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 Inception      |  
|----------------------------------------------- |  | ------------------------ | ------- | - | -------------------------- | -
|                                                |  | June 30,                 |         |   | (November 8, 2007) Through |  
|                                                |  | 2012                     |         |   | 2011                       |  
|Cash Flows from Operating Activities:           |  |                          |         |   |                            |  
|                                                |  |                          |         |   |                            |  
|Net Loss                                        |  | $                        | (5,374  | ) |                            | $
|                                                |  |                          |         |   |                            |  
|Non Cash Adjustments:                           |  |                          |         |   |                            |  
|Common Stock Issued in Lieu of Expenses Paid    |  |                          | -       |   |                            |  
|                                                |  |                          |         |   |                            |  
|Change in Due from Related Party                |  |                          | 20,000  |   |                            |  
|                                                |  |                          |         |   |                            |  
|Change in Accounts Payable and Accrued Expenses |  |                          | (2,831  | ) |                            |  
|                                                |  |                          |         |   |                            |  
|Net Cash Flows from Operating Activities        |  |                          | 11,795  |   |                            |  
|                                                |  |                          |         |   |                            |  
|Net Cash Flows From Investing Activities:       |  |                          | -       |   |                            |  
|                                                |  |                          |         |   |                            |  
|Cash Flows from (to) Financing Activities:      |  |                          |         |   |                            |  
|                                                |  |                          |         |   |                            |  
|Advances from Officer                           |  |                          | (10,946 | ) |                            |  
|Issuance of Stock to Officer                    |  |                          | -       |   |                            |  
|Additional Paid-in Capital                      |  |                          | -       |   |                            |  
|                                                |  |                          |         |   |                            |  
|Net Cash from Financing Activities              |  |                          | (10,946 | ) |                            |  
|                                                |  |                          |         |   |                            |  
|Net Change in Cash and Cash Equivalents         |  |                          | -       |   |                            |  
|                                                |  |                          |         |   |                            |  
|Cash and Cash Equivalents-Beginning of Period   |  |                          | -       |   |                            |  
|                                                |  |                          |         |   |                            |  
|Cash and Cash Equivalents-End of Period         |  | $                        | 849     |   |                            | $
|                                                |  |                          |         |   |                            |  
|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, 2012



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 intent is to pursue a business combination or a joint venture 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.

We intend to explore opportunities for the placement of Chinese
students with educational institutions in Los Angeles with the objective of receiving future revenue from this type of activity.
In addition, we are planning to organize training centers for Chinese students both in China and in the US, focusing on 3D animation
and video game instruction which we expect will commence to operate by the end of 2012.



On March 5, 2012, the Company entered into
a long term cooperation agreement with TOEIC English, Beijing, China which is a professional English Education Institution having
trained more than 6,000 Chinese students in high quality English. It has two large training centers, in the prime locations in
Beijing, which will now become Training Centers of the Company to teach such topics as Film and Animation, Pop Music, Acting and
other cultural arts, in addition to continuing English training. The Company plans to also invite selected TOEIC students to continue
their education in the US, in addition to working with TOEIC to expand training centers and educational branches to the other areas
of China outside Beijing.



On March 5, 2012 the Company concluded a letter of intent with
the International Academy of Film and Television (“IAFT”) by which each agreed to collaborate together to organize
and operate on going three week Certification and Training Courses in 3D Animation and Video Game Production, for up to 25 participants
at one time, at the new IAFT educational facility in Burbank, California. This will be primarily for applicants from the entertainment
industry in China who wish to gain hands on post graduate training and professional work enhancement with industry experts in the
U.S. The company and IAFT will share the net proceeds from these training courses after deducting operating costs, with the expectation
that this ongoing program will commence by the end of 2012.



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, and other reports 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.



F-5







HOLLYWOOD ENTERTAINMENT EDU HOLDING,
INC.

(A Development Stage Company)



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.



Note C - Equity Securities



Holders of shares of common stock shall be entitled to cast
one vote for each common share held at all stockholders 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 $ 34,638 at June 30, 2012.



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



F-6







HOLLYWOOD ENTERTAINMENT EDU HOLDING,
INC.

(A Development Stage Company)



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



Plan of Operation



While our original plan was solely to locate a suitable acquisition
or merger candidate and consummate a business combination, we also intend to act as a placement service in placing Chinese students
with educational institutions in Los Angeles. In addition, we are planning to organize and operate training centers for Chinese
students both in China and in the US, focusing on 3D animation and video game instruction. We may need additional cash advances
from our stockholders or loans from other parties to pay for operating expenses until we consummate a merger or business combination
with a privately-held operating company, or until we generate sufficient revenues from our placement services or from our training
centers. Although it is currently anticipated that we can satisfy our cash requirements with additional cash advances or loans
from our officers, if needed, for at least the next twelve months, we can provide no assurance that we can continue to satisfy
our cash requirements for such period.



Since our formation on November 8, 2007 through to date, our
main purpose has been to effect a business combination with an operating business which we believe has significant growth potential.
However, we currently have no definitive agreements or understanding with any prospective business combination candidates and have
not targeted any business for investigation and evaluation nor are there any assurances that we will find a suitable business with
which to combine.



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.



2







HOLLYWOOD ENTERTAINMENT EDU HOLDING,
INC.

(A Development Stage Company)



Results of Operations



The Company has conducted only limited operations since inception,
except for its efforts to locate suitable acquisition candidates and to enter into certain collaboration agreement. Only nominal
revenue has been generated by the Company from November 8, 2007(inception) to June 30, 2012. It is unlikely the Company will have
any significant revenues unless it is able to effect an acquisition or merger with an operating company or when the collaboration
agreements previously entered into create income, of which there can be no assurance. Expenses incurred since inception are primarily
due to legal, accounting, administrative and other professional service fees.



Liquidity and Capital Resources



At June 30, 2012, the Company had limited capital resources
and will rely upon additional advances from its Officer and/or 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.



3







HOLLYWOOD ENTERTAINMENT EDU HOLDING,
INC.

(A Development Stage Enterprise)



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, 2012, 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.



Change 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, 2012 that
has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting.



4







HOLLYWOOD ENTERTAINMENT EDU HOLDING,
INC.

(A Development Stage Enterprise)



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. | Mine Safety Disclosures
        Not applicable
|------- | ----------------------------------------------



|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



5







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 14, 2012 |  |                        
|---------------------- |  | -----------------------
|                       |  | HOLLYWOOD ENTERTAINMENT
|                       |  | EDU HOLDING, INC.      
|                       |  | (Registrant)           
|                       |  |                        
|                       |  | /s/ David Lau          
|                       |  | David Lau              
|                       |  | Chief Executive Officer



6