UNITED STATES


SECURITIES AND EXCHANGE COMMISSION


Washington, D.C. 20549




______________






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 March 31, 2011




[  ] 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: 000-53917





GUIDE HOLDINGS, INC.


(Exact Name of Registrant as specified in its charter)








Utah

26-1771717(State or other jurisdiction of incorporation)

(I.R.S. Employer I.D. No.)








2988 Oakwood Drive


Bountiful, UT  84010


(Address of Principal Executive Office)





(800) 678-1500


(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 [X] No [  ]





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





Large accelerated filer [  ]
Accelerated filer [  ]
Non-accelerated filer [  ]
Smaller reporting company [X]





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











APPLICABLE ONLY TO CORPORATE ISSUERS





Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date:





The number of shares outstanding of each of the Registrant’s classes of common equity, as of the latest practicable date:





Class

Outstanding as of May 13, 2011Common Capital Voting Stock, $0.001 par value per share

1,600,032 shares





FORWARD LOOKING STATEMENTS





This Quarterly Report on Form 10-Q, Financial Statements and Notes to Financial Statements contains forward-looking statements that discuss, among other things, future expectations and projections regarding future developments, operations and financial conditions. All forward-looking statements are based on management’s existing beliefs about present and future events outside of management’s control and on assumptions that may prove to be incorrect. If any underlying assumptions prove incorrect, our actual results may vary materially from those anticipated, estimated, projected or intended.





PART I - FINANCIAL STATEMENTS





Item 1. Financial Statements.





March 31, 2011


C O N T E N T S





Condensed Balance Sheets
3Condensed Statements of Operations
4Condensed Statements of Cash Flows
5Notes to Unaudited Condensed Financial Statements
6

















2





GUIDE HOLDINGS, INC.


Condensed Balance Sheets


March 31, 2011 and December 31, 2010








March 31,


December 31,2011


2010ASSETS

(Unaudited)Current Assets:Cash

$
4,134


$
5,150Accounts Receivable


8,170



5,082(net of allowance for doubtful accounts of $7,068 and $6,885)Inventory


11,847



2,956Total Current Assets


24,151



13,188Equipment


1,545



1,545Accumulated Depreciation


(1,545
)


(1,545
)Net Equipment


-



-TOTAL ASSETS

$
24,151


$
13,188LIABILITIES & STOCKHOLDERS' EQUITY (DEFICIT)Current Liabilities:Accounts Payable

$
9,997


$
343Accrued Interest - Related Party


2,667



2,136Accrued Expenses - Related Party


1,259



1,259Total Current Liabilities


13,923



3,738Long-Term Liabilities:Notes Payable - Related Party


48,274



30,195Total Liabilities


62,197



33,933Stockholders' Equity (Deficit):Preferred Stock at $0.001 par value; authorized 10,000,000 shares;0 and 0 shares issued and outstanding, respectively


-



-Common Stock at $0.001 par value; authorized 90,000,000 shares; 1,600,032and 1,600,032 shares issued and outstanding, respectively


1,600



1,600Additional Paid-In Capital


35,547



35,147Retained Deficit


(75,193
)


(57,492
)Total Stockholders' Equity (Deficit)


(38,046
)


(20,745
)TOTAL LIABILITIES & STOCKHOLDERS' EQUITY (DEFICIT)

$
24,151


$
13,188








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


3








GUIDE HOLDINGS, INC.


Condensed Statements of Operations


For the Three Months Ended March 31, 2011 and 2010


(Unaudited)








2011


2010Revenue, net of discounts of $1,219 and $1,214

$
16,455


$
15,910Cost of Sales


9,675



9,425Gross Profit


6,780



6,485Costs & Expenses:Selling & Administrative


23,950



18,828Operating Loss


(17,170
)


(12,343
)Ordinary Loss


(17,170
)


(12,343
)Other Expense


(531
)


(286
)Net Loss before provision for income taxes


(17,701
)


(12,629
)Provision for income taxes


-



-Net Loss

$
(17,701
)

$
(12,629
)Loss per share basic and diluted

$
(0.01
)

$
(0.01
)Weighted average number of common shares outstanding basic and diluted


1,600,032



1,600,032











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








4





GUIDE HOLDINGS, INC.


Condensed Statements of Cash Flows


For the Three Months Ended March 31, 2011 and 2010


(Unaudited)











CASH FLOWS FROM OPERATING ACTIVITIES

2011


2010Net Loss

$
(17,701
)

$
(12,629
)Adjustments to reconcile net loss to net cash provided by (used in) operating activities:Contributed Services - Shareholder/Officer


400(Increase) in Accounts Receivable


(3,088
)


(697
)(Increase) in Inventory


(8,891
)


(8,472
)Increase in Accounts Payable and Accrued Expenses


10,185



22,595Net Cash (Used in) Provided by Operating Activities


(19,095
)


797CASH FLOWS FROM INVESTING ACTIVITIESNet Cash Provided by Investing Activities


-



-CASH FLOWS FROM FINANCING ACTIVITIESLoans from shareholder


18,079Net Cash Provided by Financing Activities


18,079



-INCREASE/ (DECREASE) IN CASH:


(1,016
)


797CASH AT BEGINNING OF PERIOD


5,150



19,874CASH AT END OF PERIOD

$
4,134


$
20,671-



-SUPPLEMENTAL SCHEDULE OF CASH FLOW ACTIVITIESCash Paid For:Interest

$
-


$
406Income Taxes

$
-


$
-











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


5





GUIDE HOLDINGS, INC.


Notes to the Condensed Financial Statements


March 31, 2011





NOTE 1 - CONDENSED FINANCIAL STATEMENTS





The accompanying financial statements have been prepared by the Company without audit.  In the opinion of management, all adjustments (which include only normal recurring adjustments) necessary to present fairly the financial position, results of operations, and cash flows at March 31, 2011, and for all periods presented herein, have been made.





Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted.  It is suggested that these condensed financial statements be read in conjunction with the financial statements and notes thereto included in the Company's December 31, 2010 audited financial statements.  The results of operations for the three month period ended March 31, 2011 are not necessarily indicative of the operating results for the full year.





NOTE 2 – SIGNIFICANT ACCOUNTING POLICIES





Use of Estimates





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





Recent Accounting Pronouncements





In June 2009, the FASB issued SFAS 168, the FASB Accounting Standards Codification and the Hierarchy of Generally Accepted Accounting Principles. (“SFAS 168” pr ASC 105-10) SFAS 168 (ASC 105-10) establishes the Codification as the sole source of authoritative accounting principles recognized by the FASB to be applied by all nongovernmental entities in the preparation of financial statements in conformity with GAAP. SFAS 168 (ASC 105-10) was prospectively effective for financial statements issued for fiscal years ending on or after September 15, 2009 and interim periods within those fiscal years. The adoption of SFAS 168 (ASC 105-10) on July 1, 2009 did not impact the Company’s results of operations or financial condition. The Codification did not change GAAP, however, it did change the way GAAP is organized and presented. As a result, these changes impact how companies reference GAAP in their financial statements and in their significant accounting policies. The Company implemented the Codification in this Report by providing references to the Codification topics alongside references to the corresponding standards.





In October 2009, the FASB issued ASU 2009-13, Multiple-Deliverable Revenue Arrangements, (amendments to FASB ASC Topic 605, Revenue Recognition) ("ASU 2009-13") and ASU 2009-14, Certain Arrangements That Include Software Elements, (amendments to FASB ASC Topic 985, Software) ("ASU  2009-14"). ASU 2009-13 requires entities to allocate revenue in an arrangement using estimated selling prices of the delivered goods and services based on a selling price hierarchy.  The amendments eliminate the residual method of revenue allocation and require revenue to be allocated using the relative selling price method. ASU 2009-14 removes tangible products from the scope of software revenue guidance and provides guidance on determining whether software deliverables in an arrangement that includes a tangible product are covered by the scope of the software revenue guidance. ASU 2009-13 and ASU 2009-14 should be applied on a prospective basis for revenue arrangements entered into or materially modified in fiscal years beginning on or after June 15, 2010, with early adoption permitted.  The Company is currently evaluating, but does not expect adoption of ASU 2009-13 or ASU 2009-14 to have a material impact on the Company’s results of operations or financial condition.




No other accounting standards or interpretations issued or recently adopted are expected to have a material impact on the Company’s financial position, operations or cash flows.


6


NOTE 3 – SHAREHOLDERS' EQUITY





Our Board of Directors resolved to effect a reverse split of our outstanding common stock on a basis of one for three, while retaining the current authorized shares and par value of one mill ($0.001) per share, with appropriate adjustments being made in our additional paid in capital and stated capital accounts, and with all fractional shares to be rounded up to the nearest whole share.  The reverse split was effective on the OTCBB at noon on February 22, 2011, and our trading symbol became “GHGDD” for a period of 20 days; thereafter, the additional “D” was dropped and the trading symbol once again become “GHGD.”  Shareholders are not required to have their respective stock certificates transferred to reflect the reverse split at this time as the reverse split will be reflected by the new Cusip Number, 401704200, once pre-reverse split stock certificates are sent in for transfer.  Prior to the reverse split, there were 4,800,000 outstanding shares, and subsequent to the reverse split, there were 1,600,000 outstanding shares, more or less, prior to taking into account the issuance of any shares resulting from rounding, estimated to be approximately 32 shares.  See our 8-K Current Report filed with the Securities and Exchange Commission and dated February 22, 2011.





NOTE 4 – LIQUIDITY AND CAPITAL REQUIREMENTS





At quarter end, there was $4,134 cash or cash equivalents on hand. Additional funds will be required for us to remain in business. Such funds may be advanced to us by our President, Kim McReynolds, as loans to us. There is no obligation for Mr. McReynolds to advance any such funds, and our inability to satisfy our cash requirements could substantially curtail our current and intended business operations.





The Company has accumulated operating losses of $75,193, and has had negative cash flows from operating activities. These factors raise substantial doubt about the Company’s ability to continue as a going concern. The financial statements do not include any adjustment that might result from the outcome of this uncertainty. Currently, management’s plans include improving marketing results to increase sales.  The Company will require additional financing to continue operations.




NOTE 5 – SUBSEQUENT EVENTS








In accordance with ASC 855-10 the Company has evaluated subsequent events through May 13, 2011, and has concluded that no recognized or nonrecognized subsequent events have occurred since the quarter ended March 31, 2011.








7





Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.





Forward-looking Statements





Statements made in this Quarterly Report which are not purely historical are forward-looking statements with respect to the goals, plan objectives, intentions, expectations, financial condition, results of operations, future performance and our business, including, without limitation, (i) our ability to raise capital, and (ii) statements preceded by, followed by or that include the words “may,” “would,” “could,” “should,” “expects,” “projects,” “anticipates,” “believes,” “estimates,” “plans,” “intends,” “targets” or similar expressions.





Forward-looking statements involve inherent risks and uncertainties, and important factors (many of which are beyond our control) that could cause actual results to differ materially from those set forth in the forward-looking statements, including the following: general economic or industry conditions, nationally and/or in the communities in which we may conduct business, changes in the interest rate environment, legislation or regulatory requirements, conditions of the securities markets, our ability to raise capital, changes in accounting principles, policies or guidelines, financial or political instability, acts of war or terrorism, other economic, competitive, governmental, regulatory and technical factors affecting our current or potential business and related matters.





Accordingly, results actually achieved may differ materially from expected results in these statements.  Forward-looking statements speak only as of the date they are made.  We do not undertake, and specifically disclaim, any obligation to update any forward-looking statements to reflect events or circumstances occurring after the date of such statements.





Plan of Operations





Our primary focus for 2011-2012 is the increased distribution of our existing “do-it-yourself” manuals by updating and contacting big box retailers and increasing the impact of our digital manuals, primarily via the Internet.





Results of Operations





Three Months Ended March 31, 2011 Compared to Three Months Ended March 31, 2010





Revenue for the three month period ended March 31, 2011, and 2010, was $16,455 and $15,910, respectively, an increase of $545.  This represents a nominal increase of income.  The Company is working to maintain the current customer base and to attract new customers.





Net loss for the three month period ended March 31, 2011, and 2010, was $17,701 and $12,629, respectively.   Gross profit for the three month period ended March 31, 2011, and 2010, was $6,780 and $6,485, respectively.  Selling, general and administrative expenses for the three month period ended March 31, 2011, were $23,950 compared to $18,828 for the three month period ended March 31, 2010.  The increase in administrative expenses of $5,122 is primarily due to an onetime payment to the Depository Trust Corporation to facilitate the trading of the Company’s shares..





Liquidity and Capital Requirements





At quarter end, there was $4,134 cash or cash equivalents on hand. Additional funds will be required for us to remain in business. Such funds may be advanced to us by our President, Kim McReynolds, as loans to us. There is no obligation for Mr. McReynolds to advance any such funds, and our inability to satisfy our cash requirements could substantially curtail our current and intended business operations.





8





The Company has accumulated operating losses of $75,193, and has had negative cash flows from operating activities. These factors raise substantial doubt about the Company’s ability to continue as a going concern. The financial statements do not include any adjustment that might result from the outcome of this uncertainty. Currently, management’s plans include improving marketing results to increase sales.  The Company will require additional financing to continue operations.





Off-balance Sheet Arrangements





We have no off-balance sheet arrangements of any kind.





Item 3.  Quantitative and Qualitative Disclosures About Market Risk.





Not required.





Item 4(T).  Controls and Procedures.





Evaluation of Disclosure Controls and Procedures





Disclosure controls and procedures (as defined in Rule 13a-15(e) under the Exchange Act) are designed to ensure that information required to be disclosed in reports filed or submitted under the Exchange Act is recorded, processed, summarized, and reported within the time periods specified in rules and forms adopted by the Securities and Exchange Commission, and that such information is accumulated and communicated to management, including the President and Secretary, to allow timely decisions regarding required disclosures.





Under the supervision and with the participation of our management, including our President and Treasurer, we evaluated the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rule 13a-15(e) under the Exchange Act).  Based upon that evaluation, our President and Treasurer concluded that, as of the end of the period covered by this Quarterly Report, our disclosure controls and procedures were effective.





Changes in Internal Control Over Financial Reporting





During the fiscal quarter covered by this Quarterly Report, there has been no change in our internal control over financial reporting (as defined in Rule 13a-15(f) under the Exchange Act) that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.





PART II - OTHER INFORMATION





Item 1. Legal Proceedings





We are not a party to any pending legal proceeding.  To the knowledge of management, no federal, state or local governmental agency is presently contemplating any proceeding against us. No director, executive officer or affiliate of ours or owner of record or beneficially of more than five percent of our common stock is a party adverse to us or has a material interest adverse to us in any proceeding.





Item 1A. Risk Factors





Not required.





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





None.





9





Item 3. Defaults Upon Senior Securities





None.





Item 4. [Removed and Reserved]





Item 5. Other Information





Our Board of Directors made minor amendments to our Bylaws on March 11, 2011, primarily to reflect revisions in the Utah Revised Business Corporation Act, as follows: (i) increased the outside number of days by which notice of a meeting of shareholders can be given from 50 days to 60 days, the record date for meetings from 50 days to 70 days and the closing of the transfer books from 50 days to 70 days; (ii) reflected that one-half of the total voting power of our outstanding shares present at a meeting of shareholders shall constitute a quorum; (iii) provided that any action which may be taken at any annual or special meeting of shareholders may be taken without a meeting and without prior notice, if one or more consents in writing, setting forth the action so taken, shall be signed by the holders of outstanding shares having not less than the minimum number of votes that would be necessary to authorize or take the action at a meeting at which all shares entitled to vote thereon were present and voted; (iv) and made it specifically clear that our Board of Directors had the power to amend our Bylaws.





Copies of the following documents related to the foregoing are filed as Exhibits to the Company’s Annual Report filed on or about March 11, 2011.  See Part IV, Item 15, of the Annual Report.





·
Guide Articles of Incorporation filed November 1, 2007.


·
Guide Bylaws, as amended.


·
Plan and Agreement of Reorganization.





Item 6. Exhibits





(a) Exhibits





All Sarbanes-Oxley Certifications follow the signature line at the end of this Quarterly Report.





(b) Reports on Form 8-K





Form 8-K filed on or about February 22, 2011, regarding the one for three (1 for 3) reverse split of the Company’s outstanding common stock.








SIGNATURES





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





GUIDE HOLDINGS, INC.


(Issuer)





Date:
May 13, 2011

By:
/s/ Kim McReynoldsKim McReynolds, President and Director








Date:
May 13, 2011

By:
/s/ Brenda SundwallBrenda Sundwall, Secretary, Treasurer

and Director