UNITED
STATES


SECURITIES
AND EXCHANGE COMMISSION


WASHINGTON,
D.C. 20549







AMENDMENT
NO. 1 TO FORM
10-Q










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




For
the quarterly period ended June 30, 2009




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





For the transition period from
______ to  ______.




FormulaWon,
Inc.


(Exact
name of registrant as specified in its charter)




Delaware
              
              333-150424(State
      or other jurisdiction of
                incorporation
      or organization)
              
              (Commission
      File No.)
              
              (IRS
      Employee Identification No.)





2800
Neilson Way #910


Santa
Monica, CA 90405


(Address
of Principal Executive Offices)


_______________




(310)
403-4319


(Issuer
Telephone number)


_______________




(Former
Name or Former Address if Changed Since Last Report)




Check
whether the issuer (1) has filed all reports required to be filed by Section 13
or 15(d) of the Exchange Act during the preceding 12 months (or for such shorter
period that the issuer was required to file such reports), and (2)has been
subject to such filing requirements for the past 90 days. Yes x No o




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 o No o





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





Large
Accelerated Filer  o   Accelerated
Filer  o       Non-Accelerated
Filer o       Smaller
Reporting Company x




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




State the
number of shares outstanding of each of the issuer’s classes of common equity,
as of August 3, 2009: 10,686,759 shares of common stock.













FORMULAWON,
INC.


(a
development stage company)


FORM
10-Q


June 30,
2009


INDEX






PART
I-- FINANCIAL INFORMATION




Item
      1.
            Financial
      StatementsItem
      2.
            Management’s
      Discussion and Analysis of Financial ConditionItem
      3.
            Quantitative
      and Qualitative Disclosures About Market RiskItem
      4T.
            Control
      and Procedures




PART
II-- OTHER INFORMATION




Item
      1
            Legal
      ProceedingsItem
      1A
            Risk
      FactorsItem
      2.
            Unregistered
      Sales of Equity Securities and Use of ProceedsItem
      3.
            Defaults
      Upon Senior SecuritiesItem
      4.
            Submission
      of Matters to a Vote of Security HoldersItem
      5.
            Other
      InformationItem
      6.
            Exhibits
      and Reports on Form 8-K




SIGNATURE















ITEM
1. Financial Information




FORMULAWON,
INC.


(a
development stage company)


June 30,
2009 and 2008






FINANCIAL
      STATEMENTS
              Page
      #Balance
      Sheets as of June 30, 2009 (Unaudited) and December 31,
    2008
              F-1Statements
      of Operations for the Three Months Ended June 30, 2009 and 2008
      (Unaudited)
              F-2Statements
      of Operations for the Six Months Ended June 30, 2009 and 2008, and the
      Period from  July 19, 2007 (Inception) through June 30, 2009
      (Unaudited)
              F-3Statement
      of Stockholders’ Equity (Deficit) from  July 19, 2007
      (Inception) through June 30, 2009 (Unaudited)
              F-4Statements
      of Cash Flows for the Six Months Ended June 30, 2009 and 2008 and the
      Period from  July 19, 2007 (Inception) through June 30, 2009
      (Unaudited)
              F-5Notes
      to the Financial Statements (Unaudited)
              F-6
















FORMULAWON, INC.


(a
development stage company)


Balance
Sheets





ASSETSJune30,
                                  2009
                                  (Unaudited)
                                
                                
                                December 31,
                                  2008Current
      Assets:Cash
                                
                                $
                                4,042
                                
                                
                                $
                                11,892Prepaid
      expenses
                                
                                
                                -
                                
                                
                                
                                10,937Total
      current assets
                                
                                
                                4,042
                                
                                
                                
                                22,829TOTAL
      ASSETS
                                
                                $
                                4,042
                                
                                
                                $
                                22,829LIABILITIES
      AND STOCKHOLDERS' EQUITY (DEFICIT)Current
      Liabilities:Accrued
      expenses
                                
                                $
                                18,911
                                
                                
                                $
                                11,695Total
      Current Liabilities
                                
                                
                                18,911
                                
                                
                                
                                11,695Stockholders'
      Equity (Deficit):Preferred stock: $0.001 par value; authorized, 10,000,000 shares; no
      shares issued or outstanding
                                
                                
                                -
                                
                                
                                
                                -Common stock: $0.001 par value; authorized 500,000,000 shares; 10,686,759
      shares issued and outstanding
                                
                                
                                10,687
                                
                                
                                
                                10,687Additional
      paid-in capital
                                
                                
                                69,526
                                
                                
                                
                                69,526Deficit
      accumulated  during the development stage
                                
                                
                                (95,082
                                )
                                
                                
                                (69,079
                                )Total
      Stockholders’ Equity (Deficit)
                                
                                
                                (14,869
                                )
                                
                                
                                11,134TOTAL
      LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT)
                                
                                $
                                4,042
                                
                                
                                $
                                22,829




See
accompanying notes to the financial statements.




F-1






FORMULAWON, INC.


(a
development stage company)





Statements
of Operations


(Unaudited)





For
      the Three
                    MonthsEnded
                    June
      30,2009
                  
                  
                  For
      the Three
                    MonthsEnded
                    June
      30,2008Revenue
                  
                  $
                  -
                  
                  
                  $
                  -Operating
      ExpensesProfessional
      fees
                  
                  
                  1,275
                  
                  
                  
                  6,313Compensation
                  
                  
                  1,500
                  
                  
                  
                  1,500General
      and administrative
                  
                  
                  150
                  
                  
                  
                  810Total
      Operating Expenses
                  
                  
                  2,925
                  
                  
                  
                  8,623Net
      loss
                  
                  $
                  (2,925
                  )
                  
                  $
                  (8,623
                  )Net
      loss per common share - basic and diluted
                  
                  $
                  (0.00
                  )
                  
                  $
                  (0.00
                  )Weighted average number of common shares outstanding
                  
                  
                  10,686,759
                  
                  
                  
                  10,683,483





See
accompanying notes to financial statements.





F-2









FORMULAWON, INC.


(a
development stage company)





Statements
of Operations


(Unaudited)





For
      the Six
                    MonthsEnded
                    June
      30, 2009
                  
                  
                  For
      the Six
                    MonthsEnded
                    June
      30, 2008
                  
                  
                  For
      the period from
                    July
      19, 2007
                    (Inception)
      through
                    June
      30, 2009Revenue
                  
                  $
                  -
                  
                  
                  $
                  -
                  
                  
                  $
                  6,700Operating
      ExpensesLease
      payments
                  
                  
                  10,937
                  
                  
                  
                  -
                  
                  
                  
                  43,750Professional
      fees
                  
                  
                  11,766
                  
                  
                  
                  7,313
                  
                  
                  
                  42,079Compensation
                  
                  
                  3,000
                  
                  
                  
                  1,500
                  
                  
                  
                  7,500General
      and administrative
                  
                  
                  300
                  
                  
                  
                  1,342
                  
                  
                  
                  8,453Total
      Operating Expenses
                  
                  
                  26,003
                  
                  
                  
                  (10,155
                  )
                  
                  
                  101,782Net
      loss
                  
                  $
                  (26,003
                  )
                  
                  $
                  (10,155
                  )
                  
                  $
                  (95,082
                  )Net
      loss per common share - basic and diluted
                  
                  $
                  (0.00
                  )
                  
                  $
                  (0.00
                  )
                  
                  $
                  (0.01
                  )Weighted
      average number of common shares outstanding
                  
                  
                  10,686,759
                  
                  
                  
                  9,063,696
                  
                  
                  
                  10,463,233





See
accompanying notes to financial statements.







F-3





FORMULAWON, INC.


(a
development stage company)





Statement
of Stockholders’ Equity (Deficit)


For the
Period from July 19, 2007 (Inception) through June 30, 2009


(Unaudited)





Common
                      Shares
                    
                    
                    Amount
                    
                    
                    Additional
                      Paid-in
                      Capital
                    
                    
                    Deficit
      Accumulated During the Development Stage
                    
                    
                    Total
      Stockholders’ Equity (Deficit)July
      19, 2007 (Inception)
                    
                    
                    -
                    
                    
                    $
                    -
                    
                    
                    $
                    -
                    
                    
                    $
                    -
                    
                    
                    $
                    -Shares
      issued for corporate expenses at $.001 par value on July 24,
      2007
                    
                    
                    6,000,000
                    
                    
                    
                    6,000
                    
                    
                    
                    (4,000
                    )
                    
                    
                    
                    
                    
                    
                    2,000Contribution
      to capital
                    
                    
                    
                    
                    
                    
                    
                    
                    
                    
                    100
                    
                    
                    
                    
                    
                    
                    
                    100Net
      loss
                    
                    
                    
                    
                    
                    
                    
                    
                    
                    
                    
                    
                    
                    
                    (8,000
                    )
                    
                    
                    (8,000
                    )Balance,
      December 31, 2007
                    
                    
                    6,000,000
                    
                    
                    
                    6,000
                    
                    
                    
                    (3,900
                    )
                    
                    
                    (8,000
                    )
                    
                    
                    (5,900
                    )Shares
      issued for cash from February 12, 2008 through March 31, 2008 at $0.0167
      per share
                    
                    
                    4,627,710
                    
                    
                    
                    4,628
                    
                    
                    
                    72,501
                    
                    
                    
                    
                    
                    
                    
                    77,129Shares
      issued for cash from April 3, 2008 through April 6, 2008 at $0.0167 per
      share
                    
                    
                    59,049
                    
                    
                    
                    59
                    
                    
                    
                    925
                    
                    
                    
                    
                    
                    
                    
                    984Net
      loss
                    
                    
                    
                    
                    
                    
                    
                    
                    
                    
                    
                    
                    
                    
                    (61,079
                    )
                    
                    
                    (61,079
                    )Balance,
      December 31, 2008
                    
                    
                    10,686,759
                    
                    
                    
                    10,687
                    
                    
                    
                    69,526
                    
                    
                    
                    (69,079
                    )
                    
                    
                    11,134Net
      loss
                    
                    `
                    
                    
                    
                    
                    
                    
                    
                    
                    
                    
                    
                    (26,003
                    )
                    
                    
                    (26,003
                    )Balance,
      June 30, 2009
                    
                    
                    10,686,759
                    
                    
                    $
                    10,687
                    
                    
                    $
                    69,526
                    
                    
                    $
                    (95,082
                    )
                    
                    $
                    (14,869
                    )




See
accompanying notes to financial statements.





F-4






FORMULAWON, INC.


(a
development stage company)





Statements
of Cash Flows


(Unaudited)





For
      the Six
                  Months
      Ended
                  June
      30, 2009
                
                
                For
      the Six
                  Months
      Ended
                  June
      30, 2008
                
                
                For
      the period from
                  July
      19, 2007
                  (Inception)
      through
                  June
      30, 2009CASH
      FLOWS FROM OPERATING ACTIVITIES:Net
      loss
                
                $
                (26,003
                )
                
                $
                (10,155
                )
                
                $
                (95,082
                )Adjustments
      to reconcile net loss to net cash used in operating
      activities:Shares
      issued for compensation
                
                
                -
                
                
                
                
                
                
                
                2,000Changes
      in assets and liabilities:Decrease
      in prepaid expenses
                
                
                10,937
                
                
                
                -
                
                
                
                -Increase
      in accrued expenses
                
                
                7,216
                
                
                
                1,275
                
                
                
                18,911Net
      Cash Used in Operating Activities
                
                
                (7,850
                )
                
                
                (8,880
                )
                
                
                (74,171
                )CASH
      FLOWS FROM FINANCING ACTIVITIESSale
      of common stock
                
                
                -
                
                
                
                78,113
                
                
                
                78,113Capital
      contribution
                
                
                -
                
                
                
                -
                
                
                
                100Stock
      subscription receivable
                
                
                -
                
                
                
                (500
                )
                
                
                -Net
      Cash Provided By Financing Activities
                
                
                -
                
                
                
                77,613
                
                
                
                78,213NET
      CHANGE IN CASH
                
                
                (7,850
                )
                
                
                68,733
                
                
                
                4,042CASH
      AT BEGINNING OF PERIOD
                
                
                11,892
                
                
                
                68,833
                
                
                
                -CASH
      AT END OF PERIOD
                
                $
                4,042
                
                
                $
                6,392
                
                
                $
                4,042




See
accompanying notes to financial statements.





F-5








FORMULAWON,
INC.


(a
development stage company)


June 30,
2009 and 2008


NOTES TO
THE FINANCIAL STATEMENTS


(UNAUDITED)







NOTE 1 -
ORGANIZATION





FormulaWon,
Inc. (“FormulaWon” or the “Company”), a development stage company, was
incorporated on July 19, 2007 under the laws of the State of Delaware. Although
the Company has recognized some nominal amount of revenue since inception, the
Company is still devoting substantially all of its efforts on developing a
business plan and establishing contacts and visibility in the marketplace. The
Company plans to own Formula 1 and other high-performance racecars and make them
available with adequate instruction, training and virtual-reality simulated
experiences to qualified individuals to drive on real racetracks.





NOTE 2 –
SUMMARY OF ACCONTING POLICIES





Basis of
Presentation





The
accompanying interim financial statements for the three and six months ended
June 30, 2009, the three and six months ended June 30, 2008, and the period from
July 19, 2007 (Inception) through June 30, 2009 are unaudited and have been
prepared in accordance with accounting principles generally accepted in the
United States of America (“U.S. GAAP”) for interim financial information and
with the instructions to Form 10-Q and Article 10 of Regulation S-X.
Accordingly, they do not include all of the information and footnotes required
by U.S. GAAP for complete financial statements. In the opinion of management,
all adjustments (consisting of normal recurring accruals) considered necessary
for a fair presentation have been included. The results of operations realized
during an interim period are not necessarily indicative of results to be
expected for a full year. These financial statements should be read in
conjunction with the information filed on Form 10-K which was filed with the SEC
on March 18, 2009.





Development Stage
Company





The
Company is a development stage company as defined by Statement of Financial
Accounting Standards No. 7“Accountingand Reporting by
Development Stage Enterprises”(“SFAS No. 7”).  Although the
Company has recognized some nominal amount of revenue since inception, the
Company is still devoting substantially all of its efforts on establishing the
business and its planned principal operations have not commenced.  All
losses accumulated since inception, have been considered as part of the
Company’s development stage activities.




Use of
Estimates





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





Cash
Equivalents




The
Company considers all highly liquid investments with maturities of three months
or less at the time of purchase to be cash equivalents.






F-6








Fair Value of Financial
Instruments





The
Company follows Statement of Financial Accounting Standards No. 107 “Disclosures about fair value of
Financial Instruments” (“SFAS No. 107”) for disclosures about fair value
of its financial instruments and has adopted Financial Accounting Standards
Board (“FASB”) No. 157 “Fair
Value Measurements” (“SFAS No. 157”) to measure the fair value of its
financial instruments.  SFAS No. 157 establishes a framework for
measuring fair value in generally accepted accounting principles (GAAP), and
expands disclosures about fair value measurements. To increase consistency and
comparability in fair value measurements and related disclosures, SFAS No. 157
establishes a fair value hierarchy which prioritizes the inputs to valuation
techniques used to measure fair value into three (3) broad
levels.  The fair value hierarchy gives the highest priority to quoted
prices (unadjusted) in active markets for identical assets or liabilities and
the lowest priority to unobservable inputs.  The three (3) levels of
fair value hierarchy defined by SFAS No. 157 are described below:





Level
      1
              
              Quoted
      market prices available in active markets for identical assets or
      liabilities as of the reporting date.Level
      2
              
              Pricing
      inputs other than quoted prices in active markets included in Level 1,
      which are either directly or indirectly observable as of the reporting
      date.Level
      3
              
              Pricing
      inputs that are generally observable inputs and not corroborated by market
      data.





As
defined by SFAS No. 107, the fair value of a financial instrument is the amount
at which the instrument could be exchanged in a current transaction between
willing parties, other than in a forced or liquidation sale, which was further
clarified as the price that would be received to sell an asset or paid to
transfer a liability (“an exit price”) in an orderly transaction between market
participants at the measurement date. The carrying amounts of the Company’s
financial assets and liabilities, such as cash and accrued expenses, approximate
their fair values because of the short maturity of these
instruments.





The
Company does not have any assets or liabilities measured at fair value on a
recurring or a non-recurring basis, consequently, the Company did not have any
fair value adjustments for assets and liabilities measured at fair value at June
30, 2009 or 2008, nor gains or losses are reported in the statement of
operations that are attributable to the change in unrealized gains or losses
relating to those assets and liabilities still held at the reporting date for
the interim period ended June 30, 2009 or 2008.




Revenue
Recognition





The
Company’s future revenues will be derived principally from classroom instruction
in driving a Formula One vehicle and other ancillary services to the general
public. The Company follows the guidance of the Securities and Exchange
Commission’s Staff Accounting Bulletin 104 (“SAB No. 104”) for revenue
recognition. The Company will recognize revenue when it is realized or
realizable and earned less estimated future doubtful accounts. The Company
considers revenue realized or realizable and earned when it has persuasive
evidence of an arrangement that the services have been rendered to the customer,
the sales price is fixed or determinable, and collectability is reasonably
assured.





Income
taxes





The
Company accounts for income taxes under Statement of Financial Accounting
Standards No. 109 “Accounting for Income
Taxes” (“SFAS No. 109”). Deferred income tax assets and liabilities
are determined based upon differences between the financial reporting and tax
bases of assets and liabilities and are measured using the enacted tax rates and
laws that will be in effect when the differences are expected to reverse.
Deferred tax assets are reduced by a valuation allowance to the extent
management concludes it is more likely than not that the assets will not be
realized. Deferred tax assets and liabilities are measured using enacted tax
rates expected to apply to taxable income in the years in which those temporary
differences are expected to be recovered or settled. The effect on deferred tax
assets and liabilities of a change in tax rates is recognized in the statements
of operations in the period that includes the enactment date.






F-7







The
Company adopted the provisions of Financial Accounting Standards Board (“FASB”)
Interpretation No. 48 “Accounting for Uncertainty in
Income Taxes – an interpretation of FASB Statement No.109” (“FIN
48”).  FIN 48 addresses the determination of whether tax benefits
claimed or expected to be claimed on a tax return should be recorded in the
financial statements.  Under FIN 48, the Company may recognize the tax
benefit from an uncertain tax position only if it is more likely than not that
the tax position will be sustained on examination by the taxing authorities,
based on the technical merits of the position.  The tax benefits
recognized in the financial statements from such a position should be measured
based on the largest benefit that has a greater than fifty percent (50%)
likelihood of being realized upon ultimate settlement.  FIN 48 also
provides guidance on de-recognition, classification, interest and penalties on
income taxes, accounting in interim periods and requires increased
disclosures.  The Company had no material adjustments to its
liabilities for unrecognized income tax benefits according to the provisions of
FIN 48.




Net loss per common
share





Net loss
per common share is computed pursuant to Statement of Financial Accounting
Standards No. 128.  "Earnings per Share" ("SFAS No. 128").  Basic net
loss per common share is computed by dividing net loss by the weighted average
number of shares of common stock outstanding during the period. Diluted net loss
per common share is computed by dividing net loss by the weighted average number
of shares of common stock and potentially outstanding shares of common stock
during each period. There were no potentially dilutive shares outstanding as of
June 30, 2009 or 2008.





Recently Issued Accounting
Pronouncements





In June
2003, the Securities and Exchange Commission (“SEC”) adopted final rules under
Section 404 of the Sarbanes-Oxley Act of 2002 (“Section 404”), as amended by SEC
Release No. 33-8934 on June 26, 2008. Commencing with the Company’s Annual
Report for the fiscal year ended January 31, 2010, the Company is required to
include a report of management on the Company’s internal control over financial
reporting. The internal control report must include a statement of management’s
responsibility for establishing and maintaining adequate internal control over
financial reporting for the Company; of management’s assessment of the
effectiveness of the Company’s internal control over financial reporting as of
year end; of the framework used by management to evaluate the effectiveness of
the Company’s internal control over financial reporting; and that the Company’s
independent accounting firm has issued an attestation report on management’s
assessment of the Company’s internal control over financial reporting, which
report is also required to be filed as part of the Annual Report on Form
10-K.





In May
2008, the FASB issued Statement of Financial Accounting Standard No. 162 “The
Hierarchy of Generally Accepted Accounting Principles” (“SFAS
162”).  The purpose of this standard is to provide a consistent
framework for determining what accounting principles should be used when
preparing U.S. GAAP financial statements.  SFAS 162 categorizes
accounting pronouncements in a descending order of authority.  In the
instance of potentially conflicting accounting principles, the standard in the
highest category must be used.  This statement will be effective 60
days after the SEC approves the Public Company Accounting and Oversight Board’s
related amendments.  The Company believes that SFAS 162 will have
no impact on their existing accounting methods.





In
April 2009, the Financial Accounting Standards Board (FASB) issued FASB
Staff Position (FSP) Financial Accounting Standard (FAS) 157-4 “Determining Fair
Value When the Volume and Level of Activity for the Asset or Liability Have
Significantly Decreased and Identifying Transactions That Are Not Orderly”.
Based on the guidance, if an entity determines that the level of activity for an
asset or liability has significantly decreased and that a transaction is not
orderly, further analysis of transactions or quoted prices is needed, and a
significant adjustment to the transaction or quoted prices may be necessary to
estimate fair value in accordance with Statement of Financial Accounting
Standards (SFAS) No. 157 “Fair Value Measurements”. This FSP is to be
applied prospectively and is effective for interim and annual periods ending
after June 15, 2009 with early adoption permitted for periods ending after
March 15, 2009. The company will adopt this FSP for its quarter ending
June 30, 2009. There is no expected impact on the financial
statements.






F-8





In
April 2009, the FASB issued FSP FAS 107-1 and Accounting Principles Board
(APB) 28-1 “Interim Disclosures about Fair Value of Financial Instruments”. The
FSP amends SFAS No. 107 “Disclosures about Fair Value of Financial
Instruments” to require an entity to provide disclosures about fair value of
financial instruments in interim financial information. This FSP is to be
applied prospectively and is effective for interim and annual periods ending
after June 15, 2009 with early adoption permitted for periods ending after
March 15, 2009. The company will include the required disclosures in its
quarter ending June 30, 2009.





In
April 2008, the FASB issued FSP FAS 142-3, “Determination of the Useful
Life of Intangible Assets”. The FSP states that in developing assumptions about
renewal or extension options used to determine the useful life of an intangible
asset, an entity needs to consider its own historical experience adjusted for
entity-specific factors. In the absence of that experience, an entity shall
consider the assumptions that market participants would use about renewal or
extension options. This FSP is to be applied to intangible assets acquired after
January 1, 2009. The adoption of this FSP did not have an impact on the
financial statements.





In
May 2009, the FASB issued SFAS No. 165, “Subsequent Events” (“SFAS
165”), which provides guidance to establish general standards of accounting for
and disclosures of events that occur after the balance sheet date but before
financial statements are issued or are available to be issued. SFAS
165 also requires entities to disclose the date through which subsequent
events were evaluated as well as the rationale for why that date was selected.
This disclosure should alert all users of financial statements that an entity
has not evaluated subsequent events after that date in the set of financial
statements being presented. SFAS 165 is effective for interim and annual periods
ending after June 15, 2009. Since FAS 165 at most requires additional
disclosures, the Company does not expect the adoption to have a material impact
on its consolidated financial position, results of operations or cash
flows.





In
June 2009, the FASB approved the “FASB Accounting Standards Codification”
(the “Codification”) as the single source of authoritative nongovernmental U.S.
GAAP to be launched on July 1, 2009. The Codification does not change
current U.S. GAAP, but is intended to simplify user access to all authoritative
U.S. GAAP by providing all the authoritative literature related to a particular
topic in one place. All existing accounting standard documents will be
superseded and all other accounting literature not included in the Codification
will be considered non-authoritative. The Codification is effective for interim
and annual periods ending after September 15, 2009. The Codification is
effective for the Company in the interim period ending September 30, 2009
and the Company does not expect the adoption to have a material impact on its
consolidated financial position, results of operations or cash
flows.


Management
does not believe that any other recently issued, but not yet effective
accounting pronouncements, if adopted, would have a material effect on the
accompanying consolidated financial statements.





Management
does not believe that any other recently issued, but not yet effective
accounting pronouncements, if adopted, would have a material effect on the
accompanying financial statements.





NOTE 3 –
GOING CONCERN





The
accompanying financial statements have been prepared assuming that the Company
will continue as a going concern, which contemplates continuity of operations,
realization of assets, and liquidation of liabilities in the normal course of
business.  As reflected in the accompanying financial statements, the
Company had a deficit accumulated during the development stage of $95,082, a net
loss and net cash used in operations of $26,003 and $7,850 for the six months
ended June 30, 2009, respectively. These conditions raise substantial doubt
about its ability to continue as a going concern.






F-9






While the
Company is attempting to produce sufficient sales, the Company’s cash position
may not be sufficient to support the Company’s daily operations. While the
Company believes in the viability of its strategy to produce sales volume and in
its ability to raise additional funds, there can be no assurances to that
effect. The ability of the Company to continue as a going concern is dependent
upon the Company’s ability to further implement its business plan and generate
sufficient revenues. The financial statements do not include any adjustments
that might be necessary if the Company is unable to continue as a going concern.
Management believes that the actions presently being taken to further implement
its business plan and generate revenues provide the opportunity for the Company
to continue as a going concern.





The
financial statements do not include any adjustments related to the
recoverability and classification of recorded asset amounts or the amounts and
classification of liabilities that might be necessary should the Company be
unable to continue in existence.




NOTE 4 –
SUBSEQUENT EVENTS





In May
2009, the FASB issued Statement of Financial Accounting Standard No. 165
“Subsequent Events” (“SFAS 165”), which establishes general standards of
accounting for and disclosure of events that occur after the balance sheet date
but before financial statements are issued or available to be
issued.  It requires the disclosure of the date through which
subsequent events have been evaluated as well as the basis for that date. This
statement is effective prospectively for interim or annual financial periods
ending after June 15, 2009.  The Company has evaluated all subsequent
events through August 3, 2009, the date of this filing, and determined there are
no material recognized or unrecognized subsequent events.







F-10








ITEM
2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS




Plan
of Operation




We have
yet to begin operations, and we require outside capital to implement our
business model.





1.        
We believe we can begin to implement our plan to provide the general public the
unique experiences of classroom training, simulated driving instructions, and
real-time driving of Formula 1 and other racecars on actual
racetracks.





2.        
All functions will be coordinated and managed by our founder, including
marketing, finance and operations.





3.        
We intend to support these marketing efforts through advertising and the
development of high-quality printed marketing materials. We expect the total
cost of the marketing program to range from $20,000-$40,000.





4.        
Within 90-120 days of the initiation of our marketing campaign, we believe that
we will begin to generate business.





We
anticipate that depending on market conditions and our plan of operations, we
may incur operating losses in the foreseeable future. Therefore, our auditors
have raised substantial doubt about our ability to continue as a going
concern.




Limited
Operating History





We have
generated less than two full years of financial information and have not
previously demonstrated that we will be able to expand our business through
increased investment marketing.  Our business is subject to risks
inherent in growing an enterprise with limited capital resources.





Future
financing may not be available to us on acceptable terms.  If
financing is not available on satisfactory terms, we may be unable to continue
expanding our operations.  Equity financing will result in a dilution
to existing shareholders.





Results
of Operations




For the
period from July 19, 2007 (inception), to June 30, 2009 we’ve had $6,700 in
revenues.   Expenses for such period totaled $101,782. Expenses
for the period consisted of $43,750 for lease payments, $7,500 for compensation,
$42,079 for professional fees, and $8,453 for general and administrative
expenses.




Capital
Resources and Liquidity




As of
June 30, 2009 we had $4,042 in cash.





SUMMARY
OF SIGNIFICANT ACCOUNTING POLICIES





Development
stage company





The
Company is a development stage company as defined by Statement of Financial
Accounting Standards No. 7“Accounting and Reporting by
Development Stage Enterprises”(“SFAS No. 7”).  Although
the Company has recognized some nominal amount of revenue, the Company is still
devoting substantially all of its efforts on establishing the
business and its planned principal operations have not commenced. All
losses accumulated since inception have been considered as part of the Company's
development stage activities.





Use
of estimates





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





Cash
equivalents





The
Company considers all highly liquid investments with a maturity of three months
or less when purchased to be cash equivalents.







-1-






Fair
value of financial instruments





The fair
value of a financial instrument is the amount at which the instrument could be
exchanged in a current transaction between willing parties.  The carrying
amounts of financial assets and liabilities, such as cash and accrued
expenses, approximate their fair values because of the short maturity of these
instruments and market rates of interest.





Revenue
recognition





The
Company’s future revenues will be derived principally from classroom instruction
in driving a Formula One vehicle and other ancillary services to the general
public. The Company follows the guidance of the Securities and Exchange
Commission’s Staff Accounting Bulletin 104 (“SAB No. 104”) for revenue
recognition. The Company will recognize revenue when it is realized or
realizable and earned less estimated future doubtful accounts. The Company
considers revenue realized or realizable and earned when it has persuasive
evidence of an arrangement that the services have been rendered to the customer,
the sales price is fixed or determinable, and collectability is reasonably
assured.





Income
taxes





The
Company accounts for income taxes under Statement of Financial Accounting
Standards No. 109 “Accounting
for Income Taxes” (“SFAS No. 109”). Deferred income tax assets and
liabilities are determined based upon differences between the financial
reporting and tax bases of assets and liabilities and are measured using the
enacted tax rates and laws that will be in effect when the differences are
expected to reverse.





Deferred
tax assets are reduced by a valuation allowance to the extent management
concludes it is more likely than not that the assets will not be realized.
Deferred tax assets and liabilities are measured using enacted tax rates
expected to apply to taxable income in the years in which those temporary
differences are expected to be recovered or settled. The effect on deferred tax
assets and liabilities of a change in tax rates is recognized in the statements
of operations in the period that includes the enactment date.





Net
loss per common share





Net loss
per common share is computed pursuant to Statement of Financial Accounting
Standards No. 128 “Earnings
Per Share” (“SFAS No. 128”).  Basic net loss per share is
computed by dividing net loss by the weighted average number of shares of common
stock outstanding during the period. Diluted net loss per share is computed by
dividing net loss by the weighted average number of shares of common stock and
potentially outstanding shares of common stock during each period. There were no
potentially dilutive shares outstanding as of June 30, 2009.




Recently
Issued Accounting Pronouncements





In June
2003, the Securities and Exchange Commission (“SEC”) adopted final rules under
Section 404 of the Sarbanes-Oxley Act of 2002 (“Section 404”), as amended by SEC
Release No. 33-8934 on June 26, 2008. Commencing with the Company’s Annual
Report for the fiscal year ended January 31, 2010, the Company is required to
include a report of management on the Company’s internal control over financial
reporting. The internal control report must include a statement of management’s
responsibility for establishing and maintaining adequate internal control over
financial reporting for the Company; of management’s assessment of the
effectiveness of the Company’s internal control over financial reporting as of
year end; of the framework used by management to evaluate the effectiveness of
the Company’s internal control over financial reporting; and that the Company’s
independent accounting firm has issued an attestation report on management’s
assessment of the Company’s internal control over financial reporting, which
report is also required to be filed as part of the Annual Report on Form
10-K.





In May
2008, the FASB issued Statement of Financial Accounting Standard No. 162 “The
Hierarchy of Generally Accepted Accounting Principles” (“SFAS
162”).  The purpose of this standard is to provide a consistent
framework for determining what accounting principles should be used when
preparing U.S. GAAP financial statements.  SFAS 162 categorizes
accounting pronouncements in a descending order of authority.  In the
instance of potentially conflicting accounting principles, the standard in the
highest category must be used.  This statement will be effective 60
days after the SEC approves the Public Company Accounting and Oversight Board’s
related amendments.  The Company believes that SFAS 162 will have
no impact on their existing accounting methods.





In
April 2009, the Financial Accounting Standards Board (FASB) issued FASB
Staff Position (FSP) Financial Accounting Standard (FAS) 157-4 “Determining Fair
Value When the Volume and Level of Activity for the Asset or Liability Have
Significantly Decreased and Identifying Transactions That Are Not Orderly”.
Based on the guidance, if an entity determines that the level of activity for an
asset or liability has significantly decreased and that a transaction is not
orderly, further analysis of transactions or quoted prices is needed, and a
significant adjustment to the transaction or quoted prices may be necessary to
estimate fair value in accordance with Statement of Financial Accounting
Standards (SFAS) No. 157 “Fair Value Measurements”. This FSP is to be
applied prospectively and is effective for interim and annual periods ending
after June 15, 2009 with early adoption permitted for periods ending after
March 15, 2009. The company will adopt this FSP for its quarter ending
June 30, 2009. There is no expected impact on the financial
statements.






-2-







In
April 2009, the FASB issued FSP FAS 107-1 and Accounting Principles Board
(APB) 28-1 “Interim Disclosures about Fair Value of Financial Instruments”. The
FSP amends SFAS No. 107 “Disclosures about Fair Value of Financial
Instruments” to require an entity to provide disclosures about fair value of
financial instruments in interim financial information. This FSP is to be
applied prospectively and is effective for interim and annual periods ending
after June 15, 2009 with early adoption permitted for periods ending after
March 15, 2009. The company will include the required disclosures in its
quarter ending June 30, 2009.





In
April 2008, the FASB issued FSP FAS 142-3, “Determination of the Useful
Life of Intangible Assets”. The FSP states that in developing assumptions about
renewal or extension options used to determine the useful life of an intangible
asset, an entity needs to consider its own historical experience adjusted for
entity-specific factors. In the absence of that experience, an entity shall
consider the assumptions that market participants would use about renewal or
extension options. This FSP is to be applied to intangible assets acquired after
January 1, 2009. The adoption of this FSP did not have an impact on the
financial statements.





In
May 2009, the FASB issued SFAS No. 165, “Subsequent Events” (“SFAS
165”), which provides guidance to establish general standards of accounting for
and disclosures of events that occur after the balance sheet date but before
financial statements are issued or are available to be issued. SFAS
165 also requires entities to disclose the date through which subsequent
events were evaluated as well as the rationale for why that date was selected.
This disclosure should alert all users of financial statements that an entity
has not evaluated subsequent events after that date in the set of financial
statements being presented. SFAS 165 is effective for interim and annual periods
ending after June 15, 2009. Since FAS 165 at most requires additional
disclosures, the Company does not expect the adoption to have a material impact
on its consolidated financial position, results of operations or cash
flows.





In
June 2009, the FASB approved the “FASB Accounting Standards Codification”
(the “Codification”) as the single source of authoritative nongovernmental U.S.
GAAP to be launched on July 1, 2009. The Codification does not change
current U.S. GAAP, but is intended to simplify user access to all authoritative
U.S. GAAP by providing all the authoritative literature related to a particular
topic in one place. All existing accounting standard documents will be
superseded and all other accounting literature not included in the Codification
will be considered nonauthoritative. The Codification is effective for interim
and annual periods ending after September 15, 2009. The Codification is
effective for the Company in the interim period ending September 30, 2009
and the Company does not expect the adoption to have a material impact on its
consolidated financial position, results of operations or cash
flows.




Management
does not believe that any other recently issued, but not yet effective
accounting pronouncements, if adopted, would have a material effect on the
accompanying consolidated financial statements.






-3-







Off Balance Sheet
Arrangements




We have
no off-balance sheet arrangements.




Item
3.  Quantitative and Qualitative Disclosures About Market Risk




The
Company is subject to certain market risks, including changes in interest rates
and currency exchange rates.  The Company does not undertake any specific
actions to limit those exposures.





Foreign
Currency Exchange Rate Risk





The
Company procures products from domestic sources with operations located
overseas.  As such, its financial results could be indirectly affected by
the weakening of the dollar.  If that were to occur, and if it were
material enough in movement, the financial results of the Company could be
affected, but not immediately because the Company has entered into contracts
with these vendors which establish product pricing levels for up to one year.
 Management believes these contracts provide a sufficient amount of time to
mitigate the risk of changes in exchange rates.




Item
4T.  Controls and Procedures




a)
  Evaluation of
Disclosure Controls. Pursuant to Rule 13a-15(b) under the Securities
Exchange Act of 1934 (“Exchange Act”), the Company carried out an evaluation,
with the participation of the Company’s management, including the Company’s
Chief Executive Officer (“CEO”) and Chief Financial Officer (“CFO”) (the
Company’s principal financial and accounting officer), of the effectiveness of
the Company’s disclosure controls and procedures (as defined under Rule
13a-15(e) under the Exchange Act) as of the end of the period covered by
this report. Based upon that evaluation, the Company’s CEO and CFO concluded
that the Company’s disclosure controls and procedures are effective to ensure
that information required to be disclosed by the Company in the reports that the
Company files or submits under the Exchange Act, is recorded, processed,
summarized and reported, within the time periods specified in the SEC’s rules
and forms, and that such information is accumulated and communicated to the
Company’s management, including the Company’s CEO and CFO, as appropriate, to
allow timely decisions regarding required disclosure.





(b)
  Changes in
internal control over financial reporting. There have been no changes in
our internal control over financial reporting that occurred during the last
fiscal quarter that has materially affected, or is reasonably likely to
materially affect, our internal control over financial reporting.










-4-






PART
II - OTHER INFORMATION




Item
1. Legal Proceedings.




We are
currently not involved in any litigation that we believe could have a material
adverse effect on our financial condition or results of operations. There is no
action, suit, proceeding, inquiry or investigation before or by any court,
public board, government agency, self-regulatory organization or body pending
or, to the knowledge of the executive officers of our company or any of our
subsidiaries, threatened against or affecting our company, our common stock, any
of our subsidiaries or of our companies or our subsidiaries’ officers or
directors in their capacities as such, in which an adverse decision could have a
material adverse effect.




Item
1A. Risk Factors





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 and Reports of Form 8-K.




(a)        Exhibits




31.1 Certifications pursuant to Section 302 of Sarbanes Oxley Act of
2002




32.1 Certifications pursuant to Section 906 of Sarbanes Oxley Act of
2002




(b)        Reports
of Form 8-K




None.









-5-






SIGNATURES




Pursuant
to the requirements of the Securities Exchange Act of 1934, as amended, the
registrant caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.




FORMULAWON,
      INC.Date:
      October 2, 2009
                By:
                /s/ Fitra IrianiFitra
      IrianiChairman
      of the Board of Directors,
                  Chief
      Executive Officer, Chief Financial Officer,
                  Controller,
      Principal Accounting
Officer










-6-