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 April 30,
2010





or





 ̈
            TRANSITION
      REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
      1934For the transition period from                 to




Commission
file number: 333-153261





GOLDEN OPPORTUNITIES
CORPORATION


(Exact
name of registrant as specified in its charter)





DELAWARE
            87-0814235(State or Other Jurisdiction of
              Incorporation or Organization)
            (I.R.S. Employer Identification Number)





520
S. Snowmass Circle, Superior, Colorado, 80027


(Address
of Principal Executive Offices)


(Zip
Code)





(303)
494-5889


(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 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.





Large
      accelerated filer
            o
            Accelerated
      filer
            oNon-accelerated
      filer
            o
            Smaller
      reporting company
            x(Do
      not check if a smaller reporting company)





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





The
number of shares outstanding of the Registrant’s common stock as
of  June 14, 2010 was 28,570,000 shares of common stock.









GOLDEN
OPPORTUNITIES CORPORATION





FORM
10-Q





April
30, 2010




TABLE
OF CONTENTS





PART
      I— FINANCIAL INFORMATIONItem
      1.
              Financial
      Statements
              3Item
      2.
              Management’s
      Discussion and Analysis of Financial Condition and Results of
      Operations
              4Item
      3.
              Quantitative
      and Qualitative Disclosures About Market Risk
              7Item
      4T.
              Controls
      and Procedures
              7PART
      II— OTHER INFORMATIONItem
      1.
              Legal
      Proceedings
              8Item
      1A.
              Risk
      Factors
              8Item
      2.
              Unregistered
      Sales of Equity Securities and Use of Proceeds
              8Item
      3.
              Defaults
      Upon Senior Securities
              8Item
      4.
              Submission
      of Matters to a Vote of Security Holders
              8Item
      5.
              Other
      Information
              8Item
      6.
              Exhibits
              8SIGNATURES
              9




2




PART
1 - FINANCIAL INFORMATION


GOLDEN
OPPORTUNITIES CORPORATION
 (A
DEVELOPMENT STAGE COMPANY)
  FINANCIAL
STATEMENTS
  AS OF
APRIL 30, 2010
  GOLDEN
OPPORTUNITIES CORPORATION
 (a
development stage company)
 Financial
Statements Table of Contents
  Page
      #FINANCIAL
      STATEMENTSBalance
      Sheet
                            F-1Statement
      of Operations and Retained Deficit
                            F-2Statement
      of Stockholders Equity
                            F-3Cash
      Flow Statement
                            F-5Notes
      to the Financial Statements
                            F-6
  3
  GOLDEN
OPPORTUNITIES CORPORATION
 (a
development stage company)
 BALANCE
SHEETS
 As
of April 30, 2010 and January 31, 2010
  4/30/2010
                                                                                                
                                                                                                
                                                                                                1/31/2010ASSETSCURRENT
      ASSETSCash
                                                                                                
                                                                                                
                                                                                                $
                                                                                                -
                                                                                                
                                                                                                
                                                                                                $
                                                                                                10Total
      Current Assets
                                                                                                
                                                                                                
                                                                                                -
                                                                                                
                                                                                                
                                                                                                
                                                                                                10TOTAL
      ASSETS
                                                                                                
                                                                                                $
                                                                                                -
                                                                                                
                                                                                                
                                                                                                $
                                                                                                10LIABILITIES
      AND STOCKHOLDER'S
      EQUITYCURRENT
      LIABILITIESAccrued
      Expenses
                                                                                                
                                                                                                
                                                                                                6,865
                                                                                                
                                                                                                
                                                                                                
                                                                                                6,047Loans
      Payable
                                                                                                
                                                                                                
                                                                                                72,933
                                                                                                
                                                                                                
                                                                                                
                                                                                                66,052Total
      Current Liabilities
                                                                                                
                                                                                                
                                                                                                79,798
                                                                                                
                                                                                                
                                                                                                
                                                                                                72,099TOTAL
      LIABILITIES
                                                                                                
                                                                                                
                                                                                                79,798
                                                                                                
                                                                                                
                                                                                                
                                                                                                72,099STOCKHOLDER'S
      EQUITYCommon
      Stock - Par value $0.001;Authorized:
      100,000,000Issued
      and Outstanding: 28,570,000 and 24,570,000
                                                                                                
                                                                                                
                                                                                                28,570
                                                                                                
                                                                                                
                                                                                                
                                                                                                24,570Additional
      Paid-In Capital
                                                                                                
                                                                                                
                                                                                                1,061,380
                                                                                                
                                                                                                
                                                                                                
                                                                                                424,833Accumulated
      Deficit
                                                                                                
                                                                                                
                                                                                                (1,169,748
                                                                                                )
                                                                                                
                                                                                                
                                                                                                (521,492
                                                                                                )Total
      Stockholder's Equity
                                                                                                
                                                                                                
                                                                                                (79,798
                                                                                                )
                                                                                                
                                                                                                
                                                                                                (72,089
                                                                                                )TOTAL
      LIABILITIES AND EQUITY
                                                                                                
                                                                                                $
                                                                                                -
                                                                                                
                                                                                                
                                                                                                $
                                                                                                10
  The
accompanying notes are an integral part of these financial
statements.
  F-1
  GOLDEN
OPPORTUNITIES CORPORATION
 (a
development stage company)
 STATEMENTS
OF OPERATIONS
 For
the three months ending April 30, 2010 and 2009, and
 from
inception (February 2, 2005) through April 30, 2010
 
 3 MONTHS
                                                                        
                                                                        
                                                                        3 MONTHSENDING
                                                                        
                                                                        
                                                                        ENDING
                                                                        
                                                                        
                                                                        FROM4/30/2010
                                                                        
                                                                        
                                                                        4/30/2009
                                                                        
                                                                        
                                                                        INCEPTIONREVENUE
                                                                        
                                                                        $
                                                                        -
                                                                        
                                                                        
                                                                        $
                                                                        -
                                                                        
                                                                        
                                                                        $
                                                                        -COST
      OF SERVICES
                                                                        
                                                                        
                                                                        -
                                                                        
                                                                        
                                                                        
                                                                        -
                                                                        
                                                                        
                                                                        
                                                                        -GROSS
      PROFIT OR (LOSS)
                                                                        
                                                                        
                                                                        -
                                                                        
                                                                        
                                                                        
                                                                        -
                                                                        
                                                                        
                                                                        
                                                                        -GENERAL
      AND ADMINISTRATIVE EXPENSES
                                                                        
                                                                        
                                                                        647,709
                                                                        
                                                                        
                                                                        
                                                                        8,203
                                                                        
                                                                        
                                                                        
                                                                        1,167,023OPERATING
      NET INCOME (LOSS)
                                                                        
                                                                        
                                                                        (647,709
                                                                        )
                                                                        
                                                                        
                                                                        (8,203
                                                                        )
                                                                        
                                                                        
                                                                        (1,167,023
                                                                        )INTEREST
      EXPENSE
                                                                        
                                                                        
                                                                        547
                                                                        
                                                                        
                                                                        
                                                                        328
                                                                        
                                                                        
                                                                        
                                                                        2,725NET
      INCOME (LOSS)
                                                                        
                                                                        
                                                                        (648,256
                                                                        )
                                                                        
                                                                        
                                                                        (8,531
                                                                        )
                                                                        
                                                                        
                                                                        (1,169,748
                                                                        )ACCUMULATED
      DEFICIT, BEGINNING BALANCE
                                                                        
                                                                        
                                                                        (521,492
                                                                        )
                                                                        
                                                                        
                                                                        (494,838
                                                                        )
                                                                        
                                                                        
                                                                        -ACCUMULATED
      DEFICIT, ENDING BALANCE
                                                                        
                                                                        
                                                                        (1,169,748
                                                                        )
                                                                        
                                                                        
                                                                        (503,369
                                                                        )
                                                                        
                                                                        
                                                                        (1,169,748
                                                                        )Loss
      per share, Basic and Diluted
                                                                        
                                                                        $
                                                                        (0.0229
                                                                        )
                                                                        
                                                                        $
                                                                        (0.0003
                                                                        )
                                                                        
                                                                        $
                                                                        (0.0974
                                                                        )Weighted
      average number of common shares
                                                                        
                                                                        
                                                                        28,345,281
                                                                        
                                                                        
                                                                        
                                                                        24,570,000
                                                                        
                                                                        
                                                                        
                                                                        12,014,859
  The
accompanying notes are an integral part of these financial
statements.
  F-2
 
 GOLDEN
OPPORTUNITIES CORPORATION
 (a
development stage company)
 STATEMENT
OF STOCKHOLDERS' DEFICIENCY
 From
inception (February 2, 2005) through April 30, 2010
  COMMON
                                                
                                                
                                                PAID
                                                
                                                
                                                ACCUM.
                                                
                                                
                                                TOTALSHARES
                                                
                                                
                                                STOCK
                                                
                                                
                                                IN CAPITAL
                                                
                                                
                                                DEFICIT
                                                
                                                
                                                EQUITYStock
      Issued on acceptance of incorporation expenses February 2,
      2005
                                                
                                                
                                                100,000
                                                
                                                
                                                $
                                                100
                                                
                                                
                                                $
                                                -
                                                
                                                
                                                $
                                                -
                                                
                                                
                                                $
                                                100Net
      Loss
                                                
                                                
                                                
                                                
                                                
                                                
                                                
                                                
                                                
                                                
                                                
                                                
                                                
                                                
                                                (2,225
                                                )
                                                
                                                
                                                (2,225
                                                )Total,
      January 31, 2006
                                                
                                                
                                                100,000
                                                
                                                
                                                
                                                100
                                                
                                                
                                                
                                                -
                                                
                                                
                                                
                                                (2,225
                                                )
                                                
                                                
                                                (2,125
                                                )Stock
      Issued on acceptance of expenses paid July 30, 2006
                                                
                                                
                                                275,000
                                                
                                                
                                                
                                                275
                                                
                                                
                                                
                                                2,475
                                                
                                                
                                                
                                                -
                                                
                                                
                                                
                                                2,750Stock
      Issued on acceptance of expenses paid August 15, 2006
                                                
                                                
                                                1,250,000
                                                
                                                
                                                
                                                1,250
                                                
                                                
                                                
                                                11,250
                                                
                                                
                                                
                                                -
                                                
                                                
                                                
                                                12,500Net
      Loss
                                                
                                                
                                                
                                                
                                                
                                                
                                                
                                                
                                                
                                                
                                                
                                                
                                                
                                                
                                                (17,250
                                                )
                                                
                                                
                                                (17,250
                                                )Total,
      January 31, 2007
                                                
                                                
                                                1,625,000
                                                
                                                
                                                
                                                1,625
                                                
                                                
                                                
                                                13,725
                                                
                                                
                                                
                                                (19,475
                                                )
                                                
                                                
                                                (4,125
                                                )Capital
      Contributed
                                                
                                                
                                                
                                                
                                                
                                                
                                                
                                                
                                                
                                                
                                                100
                                                
                                                
                                                
                                                -
                                                
                                                
                                                
                                                100Stock
      issued as compensation on November 1, 2007 at $0.001 per
    share
                                                
                                                
                                                20,000,000
                                                
                                                
                                                
                                                20,000
                                                
                                                
                                                
                                                180,000
                                                
                                                
                                                
                                                
                                                
                                                
                                                
                                                200,000Stock
      issued for cash on November 13, 2007 at $0.025 per share on private
      placement
                                                
                                                
                                                1,000,000
                                                
                                                
                                                
                                                1,000
                                                
                                                
                                                
                                                24,000
                                                
                                                
                                                
                                                -
                                                
                                                
                                                
                                                25,000Stock
      issued for cash on November 23, 2007 at $0.025 per share on private
      placement
                                                
                                                
                                                600,000
                                                
                                                
                                                
                                                600
                                                
                                                
                                                
                                                14,400
                                                
                                                
                                                
                                                -
                                                
                                                
                                                
                                                15,000Stock
      issued for cash on November 29, 2007 at $0.025 per share on private
      placement
                                                
                                                
                                                180,000
                                                
                                                
                                                
                                                180
                                                
                                                
                                                
                                                4,320
                                                
                                                
                                                
                                                -
                                                
                                                
                                                
                                                4,500Stock
      issued for cash on January 22, 2008 at $0.025 per share on private
      placement
                                                
                                                
                                                40,000
                                                
                                                
                                                
                                                40
                                                
                                                
                                                
                                                960
                                                
                                                
                                                
                                                -
                                                
                                                
                                                
                                                1,000Net
      Loss
                                                
                                                
                                                
                                                
                                                
                                                
                                                
                                                
                                                
                                                
                                                
                                                
                                                
                                                
                                                (204,937
                                                )
                                                
                                                
                                                (204,937
                                                )Total,
      January 31, 2008
                                                
                                                
                                                23,445,000
                                                
                                                
                                                
                                                23,445
                                                
                                                
                                                
                                                237,505
                                                
                                                
                                                
                                                (224,412
                                                )
                                                
                                                
                                                36,538Capital
      Contribution of imputed interest on related party loan
                                                
                                                
                                                -
                                                
                                                
                                                
                                                -
                                                
                                                
                                                
                                                534
                                                
                                                
                                                
                                                -
                                                
                                                
                                                
                                                534Stock
      issued as compensation onJanuary 2, 2009 at $0.16 per
      share
                                                
                                                
                                                1,125,000
                                                
                                                
                                                
                                                1,125
                                                
                                                
                                                
                                                178,875
                                                
                                                
                                                
                                                -
                                                
                                                
                                                
                                                180,000Net
      Loss
                                                
                                                
                                                
                                                
                                                
                                                
                                                
                                                
                                                
                                                
                                                
                                                
                                                
                                                
                                                (270,426
                                                )
                                                
                                                
                                                (270,426
                                                )Total,
      January 31, 2009
                                                
                                                
                                                24,570,000
                                                
                                                
                                                
                                                24,570
                                                
                                                
                                                
                                                416,914
                                                
                                                
                                                
                                                (494,838
                                                )
                                                
                                                
                                                (53,354
                                                )
  The
accompanying notes are an integral part of these financial
statements.
  F-3
 
 GOLDEN
OPPORTUNITIES CORPORATION
 (a
development stage company)
 STATEMENT
OF STOCKHOLDERS' EQUITY
 From
inception (February 2, 2005) through January 31, 2010
 (continued)
 
 COMMON
                        
                        
                        PAID
                        
                        
                        ACCUM.
                        
                        
                        TOTALSHARES
                        
                        
                        STOCK
                        
                        
                        IN CAPITAL
                        
                        
                        DEFICIT
                        
                        
                        EQUITYIn-kind
      contribution
                        
                        
                        -
                        
                        
                        
                        -
                        
                        
                        
                        6,275
                        
                        
                        
                        -
                        
                        
                        
                        6275Capital
      Contribution of imputed interest on related party loan
                        
                        
                        -
                        
                        
                        
                        -
                        
                        
                        
                        1,644
                        
                        
                        
                        -
                        
                        
                        
                        1,644Net
      Loss
                        
                        
                        
                        
                        
                        
                        
                        
                        
                        
                        
                        
                        
                        
                        (26,654
                        )
                        
                        
                        (26,654
                        )Total,
      January 31, 2010
                        
                        
                        24,570,000
                        
                        
                        
                        24,570
                        
                        
                        
                        424,833
                        
                        
                        
                        (521,492
                        )
                        
                        
                        (72,089
                        )Stock
      issued as compensation on February 5, 2010 at $0.16 per
    share
                        
                        
                        4,000,000
                        
                        
                        
                        4,000
                        
                        
                        
                        636,000
                        
                        
                        
                        -
                        
                        
                        
                        640,000Capital
      Contribution of imputed interest on related party loan
                        
                        
                        -
                        
                        
                        
                        -
                        
                        
                        
                        547
                        
                        
                        
                        -
                        
                        
                        
                        547Net
      Loss
                        
                        
                        
                        
                        
                        
                        
                        
                        
                        
                        
                        
                        
                        
                        (648,256
                        )
                        
                        
                        (648,256
                        )Total,
      April 30, 2010
                        
                        
                        28,570,000
                        
                        
                        $
                        28,570
                        
                        
                        $
                        1,061,380
                        
                        
                        $
                        (1,169,748
                        )
                        
                        $
                        (79,798
                        )
 
 The
accompanying notes are an integral part of these financial
statements.
  F-4
 
 GOLDEN
OPPORTUNITIES CORPORATION
 (a
development stage company)
 STATEMENTS
OF CASH FLOWS
 For
the three months ending April 30, 2010 and 2009, and
 from
inception (February 2, 2005) through April 30, 2010
 
 3 MONTHS
                                                      
                                                      
                                                      3 MONTHSENDING
                                                      
                                                      
                                                      ENDING
                                                      
                                                      
                                                      FROM4/30/2010
                                                      
                                                      
                                                      4/30/2009
                                                      
                                                      
                                                      INCEPTIONCASH
      FLOWS FROM OPERATING
      ACTIVITIESNet
      income (loss)
                                                      
                                                      $
                                                      (648,256
                                                      )
                                                      
                                                      $
                                                      (8,531
                                                      )
                                                      
                                                      $
                                                      (1,169,748
                                                      )In-kind
      Contribution
                                                      
                                                      
                                                      -
                                                      
                                                      
                                                      
                                                      -
                                                      
                                                      
                                                      
                                                      6,275Interest
                                                      
                                                      
                                                      547
                                                      
                                                      
                                                      
                                                      328
                                                      
                                                      
                                                      
                                                      2,725Stock
      issued as compensation
                                                      
                                                      
                                                      640,000
                                                      
                                                      
                                                      
                                                      -
                                                      
                                                      
                                                      
                                                      1,035,350Increase
      (Decrease) in Accrued Expenses
                                                      
                                                      
                                                      803
                                                      
                                                      
                                                      
                                                      (2,432
                                                      )
                                                      
                                                      
                                                      6,850Total
      adjustments to net income
                                                      
                                                      
                                                      641,350
                                                      
                                                      
                                                      
                                                      (2,104
                                                      )
                                                      
                                                      
                                                      1,051,200Net
      cash provided by (used in) operating activities
                                                      
                                                      
                                                      (6,906
                                                      )
                                                      
                                                      
                                                      (10,635
                                                      )
                                                      
                                                      
                                                      (118,548
                                                      )CASH
      FLOWS FROM INVESTING
      ACTIVITIESNone
                                                      
                                                      
                                                      -
                                                      
                                                      
                                                      
                                                      -
                                                      
                                                      
                                                      
                                                      -Net
      cash flows provided by (used in) investing activities
                                                      
                                                      
                                                      -
                                                      
                                                      
                                                      
                                                      -
                                                      
                                                      
                                                      
                                                      -CASH
      FLOWS FROM FINANCING
      ACTIVITIESLoan
      proceeds
                                                      
                                                      
                                                      6,881
                                                      
                                                      
                                                      
                                                      11,679
                                                      
                                                      
                                                      
                                                      72,933Proceeds
      from capital contributions
                                                      
                                                      
                                                      -
                                                      
                                                      
                                                      
                                                      -
                                                      
                                                      
                                                      
                                                      100Proceeds
      from stock issuance
                                                      
                                                      
                                                      
                                                      
                                                      
                                                      
                                                      -
                                                      
                                                      
                                                      
                                                      45,500Net
      cash flows provided by (used in) financing activities
                                                      
                                                      
                                                      6,881
                                                      
                                                      
                                                      
                                                      11,679
                                                      
                                                      
                                                      
                                                      118,533CASH
      RECONCILIATIONNet
      increase (decrease) in cash
                                                      
                                                      
                                                      (25
                                                      )
                                                      
                                                      
                                                      1,044
                                                      
                                                      
                                                      
                                                      (15
                                                      )Cash
      - beginning balance
                                                      
                                                      
                                                      10
                                                      
                                                      
                                                      
                                                      3
                                                      
                                                      
                                                      
                                                      -CASH
      BALANCE - END OF
      PERIOD
                                                      
                                                      $
                                                      (15
                                                      )
                                                      
                                                      $
                                                      1,047
                                                      
                                                      
                                                      $
                                                      (15
                                                      )
 
 The
accompanying notes are an integral part of these financial
statements.
  F-5
  Golden
Opportunities Corporation
 (a
development stage company)
 NOTES TO
FINANCIAL STATEMENTS
 
 1.   Summary of significant
accounting policies:
 
 Industry:
 
 Golden
Opportunities Corporation (the “Company”), formally known as 51147, Inc. was
incorporated in the state of Delaware as of February 2, 2005. The Company was
originally incorporated in order to locate and negotiate with a business entity
for the combination of that target company with The Company. The Company
currently will leverage the talents of its sole executive and will implement its
Plan as a business partner with an active company in the Services,
Manufacturing, Financial or Public Relations market, i.e. assisting clients in
their IPO and other types of fund raising activities (the “Affiliated
Partner(s)”).
 
 In doing
so, the Company will not need to merge into nor will it be required to acquire
clients or services in order to engage in active business. The Company will
establish its initial offices in Hong Kong and/or Shenzhen, China—expand into
emerging markets in Asia.
 
 The
comprehensive scope of the Company’s professional services (the “Plan of
Operations”) will include:
 
 -
              Professional
      strategic analysis and recommendation;-
              Professional
      legal or human resources provision;-
              Professional
      Strategic corporate consulting;-
              Formulation
      of overall corporate growth or IPO strategy;-
              Execution
      of investor relations campaigns;-
              Formulation
      of media promotion strategy;-
              Road
      show organization;-
              Formulation
      of contingency liquidation solutions;-
              Preparation
      of corporate promotional materials.
 
 Michael
Zahorik is the sole officer and director, and has an operational background in
the legal, securities, financial and corporate industries. Mr. Zahorik has been
actively consulting in Asia since 1989 and is managing director of Zahorik
Professional Group. Mr. Zahorik has extensive knowledge, contacts and a
professional network in the corporate and financial services industry within
Hong Kong, Mainland China and other emerging markets, including, Macau,
Malaysia, Philippines, Singapore, Thailand and Vietnam (collectively, but not
exclusively, the “Emerging Markets”).
 
 The
financial statements have been prepared in conformity with generally accepted
accounting principles in the United States, which contemplates continuation as a
going concern.
 
 We have
not generated any operating revenue, expect to generate operating losses during
some or all of our planned development stage, and have a negative cash flow from
operations, which raises substantial doubt about our ability to continue as a
going concern. In view of these matters, our ability to continue as a going
concern is dependent upon our ability to meet our financial requirements, raise
additional capital, and the success of our future operations.
  F-6
  The
Company has adopted its fiscal year end to be January 31.
 
 Results of Operations and
Ongoing Entity:
 
 The
Company is considered to be an ongoing entity for accounting purposes; however,
there is substantial doubt as to the Company’s ability to continue as a going
concern. The Company's shareholders fund any shortfalls in The Company's cash
flow on a day to day basis during the time period that The Company is in the
development stage.
 
 Liquidity and Capital
Resources:
 
 In
addition to the stockholder funding capital shortfalls; The Company anticipates
interested investors that intend to fund the Company's growth once a business is
located.
 
 Cash and Cash
Equivalents:
 
 The
Company considers cash on hand and amounts on deposit with financial
institutions which have original maturities of three months or less to be cash
and cash equivalents.
 
 Basis of
Accounting:
 
 The
Company's financial statements are prepared in accordance with U.S. generally
accepted accounting principles.
 
 Income
Taxes:
 
 The
Company utilizes the asset and liability method to measure and record deferred
income tax assets and  liabilities. Deferred tax assets and
liabilities reflect the future income tax effects of temporary differences
between the financial statement carrying amounts of existing assets and
liabilities and their respective tax bases and are measured using enacted tax
rates that apply to taxable income in the years in which those temporary
differences are expected to be recovered or settled. Deferred tax assets are
reduced by a valuation allowance when in the opinion of management, it is more
likely than not that some portion or all of the deferred tax assets will not be
realized. At this time, The Company has set up an allowance for deferred taxes
as there is no company history to indicate the usage of deferred tax assets and
liabilities.
 
 Fair Value of Financial
Instruments:
 
 The
Company's financial instruments may include cash and cash equivalents,
short-term investments, accounts receivable, accounts payable and liabilities to
banks and shareholders. The carrying amount of long-term debt to banks
approximates fair value based on interest rates that are currently available to
The Company for issuance of debt with similar terms and remaining maturities.
The carrying amounts of other financial instruments approximate their fair value
because of short-term maturities.
  F-7
  Concentrations of Credit
Risk:
 
 Financial
instruments which potentially expose The Company to concentrations of credit
risk consist principally of operating demand deposit accounts. The Company's
policy is to place its operating demand deposit accounts with high credit
quality financial institutions. At this time The Company has no deposits that
are at risk.
 
 Common Stock Recorded as
Compensation:
 
 The
Company does not have an employee stock compensation package set up at this
time. The stock compensation that has been granted falls under Rule 144 of the
Securities Act of 1933. Compliance with Rule 144 is discussed in the following
paragraph.
 
 In
general, under Rule 144 as currently in effect, a person who has beneficially
owned shares of a company's common stock for at least one year is entitled to
sell within any three month period a number of shares that does not exceed the
greater of:
 1.  1%
of the number of shares of the company's common stock then
outstanding.
 2. The
average weekly trading volume of the company's common stock during the
four   calendar weeks preceding the filing of a notice on form
144 with respect to the sale.
 
 Sales
under Rule 144 are also subject to manner of sale provisions and notice
requirements and to the availability of current public information about the
company.
 
 Effective
February 15, 2008, the holding period requirement under Rule 144 for
‘‘restricted securities’’ of issuers that are subject to the reporting
requirements of the Securities Exchange Act of 1934 is shortened to six months.
Restricted securities of issuers that are not subject to the Exchange Act
reporting requirements will continue to be subject to a one-year holding period
prior to any public resale.
 
 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 April 30, 2010.  The Company has evaluated all subsequent
events through the date of this filing, and determined there are no material
recognized or unrecognized subsequent events.
 
 2.   Related Party Transactions and Going
Concern:
  The
Company's financial statements have been presented on the basis that it is a
going concern in the development stage, which contemplates the realization of
assets and the satisfaction of liabilities in the normal course of business. At
this time The Company has not identified the business that it wishes to engage
in.
  F-8
 
 The
Company's shareholders fund The Company's activities while The Company takes
steps to locate and negotiate with a business entity for combination; however,
there can be no assurance these activities will be successful.
 
 On June
30, 2006, the Company issued 275,000 shares at $0.01 per share to
its
 President
in acceptance of travel and administrative expenses paid on behalf of the
Company. (note 8)
 
 On August
15, 2006, the Company issued 1,250,000 shares at $0.01 per share to its
President in acceptance of travel and administrative expenses paid on behalf of
the Company. (note 8)
 
 On
November 1, 2007, the Company issued 3,000,000 shares of common stock as
compensation to an officer of the Company for a value of $30,000 or $0.01 per
share. (note 8)
 
 On
November 1, 2007, the Company issued 700,000 shares at $0.01 per share to
related party in acceptance of third party contract services. (note
8)
 
 On
January 2, 2009, the Company issued 1,125,000 shares of common stock as
compensation to an officer of the Company for a value of $180,000 or $0.16 per
share. (note 8)
 
 On
February 5, 2010, the Company issued 4,000,000 shares of common stock as
compensation to an officer of the Company for a value of $640,000 or $0.16 per
share. (note 8)
  From
inception to April 30, 2010, a related party has also loaned the Company money
in the form of loans payable totaling in $72,933.  The loan was
created as a demand note with no interest stated.  The Company imputes
a nominal percentage of interest which is accounted for as a contribution to
paid-in-capital.
  3.   Accounts Receivable and
Customer Deposits:
 
 Accounts
receivable and Customer deposits do not exist at this time and therefore,
have no allowances accounted for or disclosures made.
 
 4.   Use of
Estimates:
 
 Management
uses estimates and assumptions in preparing these financial statements
in accordance with generally accepted accounting principles. Those estimates
and assumptions affect the reported amounts of assets and liabilities, the
disclosure of contingent assets and liabilities, and the reported revenue and
expenses. Management has no reason to make estimates at this time.
  F-9
  5.   Revenue and Cost
Recognition:
 
 The
Company uses the accrual basis of accounting in accordance with generally accepted
accounting principles for financial statement reporting.
  6.   Accrued
Expenses:
 
 Accrued
expenses consist of accrued legal, accounting and office costs during this
stage of the business.
 
 7.   Operating Lease
Agreements:
 
 The
Company has no agreements at this time.
 
 8.   Stockholder's
Equity:
 
 Preferred
stock includes 50,000,000 shares authorized at a par value of $0.001, of which
none are issued or outstanding.
 
 On
February 2, 2005, common stock includes 100,000,000 shares authorized at a par
value of $0.001, of which 100,000 have been issued for the amount of $100 in
acceptance of the incorporation expenses for the Company.
 
 On July
30, 2006, the Company issued 275,000 shares of common stock at $0.01 for a value
of $2,750.  The shares were issued to a related party in acceptance of
expenses paid on behalf of the Company. (note 2)
 
 On August
15, 2006, the Company issued 1,250,000 shares of common stock at $0.01 for a
value of $12,500.  The shares were issued to a related party in
acceptance of expenses paid on behalf of the Company. (note 2)
 
 On
November 1, 2007, the Company issued 3,700,000 shares of common stock at $0.01
for a value of $37,000. The shares were issued to related parties for
compensation or third party contract services. (note 2)
 
 On
November 1, 2007, the Company issued 16,300,000 shares of common stock at $0.01
for a value of $163,000. The shares were issued for compensation and third party
contract services.
 
 On
November 13, 2007, the Company undertook a Section 4(2) registration under the
Securities Act of 1933 to raise $25,000 in the issuance of 1,000,000 shares of
common stock at $0.025 per share.  The Company’s management considers
this offering to be exempt under the Securities Act of 1933.
 
 On
November 23, 2007, the Company undertook a Section 4(2) registration under the
Securities Act of 1933 to raise $14,500 in the issuance of 600,000 shares of
common stock at $0.025 per share.  The Company’s management considers
this offering to be exempt under the Securities Act of 1933.
 
 On
November 29, 2007, the Company undertook a Section 4(2) registration under the
Securities Act of 1933 to raise $4,500 in the issuance of 180,000 shares of
common stock at $0.025 per share.  The Company’s management considers
this offering to be exempt under the Securities Act of 1933.
  F-10
 
 On
January 22, 2007, the Company undertook a Section 4(2) registration under the
Securities Act of 1933 to raise $1,000 in the issuance of 40,000 shares of
common stock at $0.025 per share.  The Company’s management considers
this offering to be exempt under the Securities Act of 1933.
 
 On
January 2, 2009, the Company issued 1,125,000 shares of common stock as
compensation to an officer of the Company for a value of $180,000 or $0.16 per
share.
 
 On
February 5, 2010, the Company issued 4,000,000 shares of common stock as
compensation to an officer of the Company for a value of $640,000 or $0.16 per
share.
  9.   Required Cash Flow
Disclosure for Interest and Taxes Paid:
 
 The
company has paid no amounts for federal income taxes and interest.
  10.  Earnings Per
Share:
 
 Basic
earnings per share ("EPS") is computed by dividing earnings available to common
shareholders by the weighted-average number of common shares outstanding for the
period as required by the Financial Accounting Standards Board (FASB) under
codification (FASB) No. 260-10-55, "Earnings per Share". Diluted EPS reflects
the potential dilution of securities that could share in the
earnings.
 
 The following table illustrates the
computation of basic and diluted EPS for the three months ended April 30,
2010.The
Company had no options, warrants, or convertible securities outstanding during
the period.
 
 For
      the period ended April 30, 2010Income
                      
                      
                      Shares
                      
                      
                      Per-Share(Numerator)
                      
                      
                      (Denominator)
                      
                      
                      AmountIncome
      available to common shareholders
                      
                      
                      (648,256
                      )
                      
                      
                      28,345,281
                      
                      
                      
                      (0.02
                      )
 
 11.  INCOME
TAXES:
 
 The
Company has a net operating loss carry-forward of $1,169,748 that will expire 20
years after the years generated.  The loss generated for the year
2005, 2006, 2007, 2008, 2009 and 2010 was $2,225, $17,250, $204,937, $270,426,
$26,654, and $648,256, respectively.
 
 The
Company has available net operating loss carry-forwards for financial statement
and federal income tax purposes. These loss carry-forwards expire if not used
within 20 years from the year generated. The Company's management has decided a
valuation allowance is necessary to reduce any tax benefits because the
available benefits are more likely than not to expire before they can be
used.
  F-11
 
 The
Company's management determines if a valuation allowance is necessary to reduce
any tax benefits when the available benefits are more likely than not to expire
before they can be used.  The tax based net operating losses create
tax benefits in the amount of $175,462 from inception through April 30,
2010.
 
 Deferred
income taxes reflect the net tax effects of temporary differences between the
carrying amounts of assets and liabilities for financial statement purposes and
the amounts used for income tax purposes. Significant components of the
Company's deferred tax liabilities and assets as of April 30, 2010 are as
follows:
 
 Deferred
      tax assets:Federal
      net operating loss
                        
                        $
                        175,462Total
      Deferred Tax Asset
                        
                        
                        175,462Less
      valuation allowance
                        
                        
                        (175,462
                        )0
 
 The
reconciliation of the effective income tax rate to the federal statutory rate is
as follows:
  Federal income tax rate
                        
                        
                        15.0
                        %Increase
      in valuation allowance
                        
                        
                        (15.0
                        )%Effective income tax rate
                        
                        
                        0.0
                        %
  F-12




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





This Form 10-Q
may contain “forward-looking statements”. These statements are made pursuant to
the safe harbor provisions of the Private Securities Litigation Reform Act of
1995. Such forward-looking statements may include, without limitation,
statements about the Company’s market opportunities, strategies, competition and
expected activities and expenditures, and at times may be identified by the use
of words such as “may”, “will”, “could”, “should”, “would”, “project”,
“believe”, “anticipate”, “expect”, “plan”, “estimate”, “forecast”, “potential”,
“intend”, “continue” and variations of these words or comparable words.
Forward-looking statements inherently involve risks and uncertainties.
Accordingly, actual results may differ materially from those expressed or
implied by these forward-looking statements. Factors that could cause or
contribute to such differences include, but are not limited to, the risks
described below under “Risk Factors” in Part II, Item 1A. The Company
undertakes no obligation to update any forward-looking statements for revisions
or changes after the date of this Form 10-Q.





Overview





Golden
Opportunities Corporation (the “Company”), was incorporated in the state of
Delaware as of February 2, 2005 as 51147, Inc., on June 10, 2008 we filed a
certificate of amendment changing our name to Golden Opportunities Corporation.
We were originally incorporated as a blank check company to locate and negotiate
with a business entity for the combination of that target company with us. In
November 2007, we changed our business model to use the experiences of our sole
executive and commenced implementing our plan as a business partner with an
active companies in the marketing or financial public relations market such as,
assisting our clients in the process of going public and other types of fund
raising activities. We also work with other companies actively engaged in the
professional services market or in the sales and /or manufacture and
distribution of products or services in Asia.





The
world-wide impact of the economic recession of 2009 and continuing through 2010
has delayed the execution of our business plan. However, we continue to seek out
the best potential opportunity for the shareholders. While we will not need to
merge or acquire companies we will remain open to any sound business combination
to achieve success. We intend to establish our initial offices in Hong Kong
(SAR), China, or Shenzhen, China—and expand into emerging markets in
Asia.





In light
of the current economic situation, we are evaluating a number of
temporary-to-permanent office locations in Hong Kong central to many businesses
operating in Asia. Rent has become more competitive over last 12 months and we
are looking for the most favorable situation for the Company.





The
comprehensive scope of our professional services will include:





●
            Professional
      strategic analysis and recommendation;●
            Formulation
      of overall promotion strategy;●
            Execution
      of investor relations campaigns;●
            Formulation
      of media promotion strategy;


●
            Road
      show organization;●
            Formulation
      of contingency solutions;●
            Preparation
      of corporate promotional materials;




Michael
Zahorik is the sole officer and director, and has an operational background in
the legal, securities, financial and corporate industries. Mr. Zahorik has been
actively consulting in Asia since 1989 and is managing director of Zahorik
Professional Group. Mr. Zahorik has extensive knowledge, contacts and a
professional network in the corporate and financial services industry within
Hong Kong, Mainland China and other emerging markets, including, Macau,
Malaysia, Philippines, Singapore, Thailand and Vietnam (collectively, but not
exclusively, the “Emerging Markets”).


4




The
financial statements included elsewhere in this prospectus have been prepared in
conformity with generally accepted accounting principles in the United States,
which contemplates continuation as a going concern.  However, we have not
generated any operating revenue, expect to generate operating losses during some
or all of our planned development stages, and have a negative cash flow from
operations, which raises substantial doubt about our ability to continue as a
going concern. In view of these matters, our ability to continue as a going
concern is dependent upon our ability to meet our financial requirements, raise
additional capital, and the success of our future operations.


Creditor





Results of
Operations





The
Company did not have any operating income from inception through April 30,
2010.  For the quarter ended April 30, 2010, the registrant recognized
a net loss of $648,256 and for the period from inception through April 30, 2010,
the registrant recognized a net less of $1,169,748. Some general and
administrative expenses during the quarter were accrued. Expenses for the
quarter were comprised of costs mainly associated with travel, legal and
accounting.





Capital Resources and
Liquidity




As of
April 30, 2010, we had $(15) in cash. We do not anticipate the purchase or sale
of any significant equipment outside of personal computing, mobile and
organizational tools. If adequate financing is raised, we may add additional
management/consultant personnel.





Capital
Resources and Liquidity





At April
30, 2010, the Company had some capital resources and will rely upon the issuance
of common stock and additional capital contributions from shareholders to fund
administrative expenses pending acquisition of an operating
company.





We
believe we can satisfy our cash requirements for the next twelve months with our
current cash, shareholder advances, Company shares and expected revenues.
However, completion of our Plan of Operations is subject to attaining adequate
revenue. We cannot assure investors that adequate revenues will be generated. In
the absence of our projected revenues, we may be unable to proceed with our Plan
of Operations. Even without adequate revenues within the next twelve months, we
still anticipate being able to continue with our present activities, but we may
require additional financing.




The exact
allocation, purposes and timing of any monies raised in subsequent private
financings may vary significantly depending upon the exact amount of funds
raised and our progress with the execution of our Plan of
Operations.




In the
event we are not successful in reaching our initial revenue targets, additional
funds may be required, and we may not be able to proceed with our business plan
for the development of identified services. Should this occur, we would likely
seek additional financing to support the continued operation of our business. It
is foreseeable that we could continue to incur future operating
losses.





Critical Accounting
Policies




Our
financial statements and related public financial information are based on the
application of accounting principles generally accepted in the United States
(“GAAP”). GAAP requires the use of estimates; assumptions, judgments and
subjective interpretations of accounting principles that have an impact on the
assets, liabilities, revenues and expense amounts reported. These estimates can
also affect supplemental information contained in our external disclosures
including information regarding contingencies, risk and financial condition. We
believe our use of estimates and underlying accounting assumptions adhere to
GAAP and are consistently and conservatively applied. We base our estimates on
historical experience and on various other assumptions that we believe to be
reasonable under the circumstances. Actual results may differ materially from
these estimates under different assumptions or conditions. We continue to
monitor significant estimates made during the preparation of our financial
statements.


5




Recent Accounting
Pronouncements




In
December 2007, the Financial Accounting Standards Board (FASB) issued SFAS No.
160, “Noncontrolling Interests
in Consolidated Financial Statements – an amendment of ARB No.
51”.  This statement improves the relevance, comparability, and
transparency of the financial information that a reporting entity provides in
its consolidated financial statements by establishing accounting and reporting
standards that require; the ownership interests in subsidiaries held by parties
other than the parent and the amount of consolidated net income attributable to
the parent and to the noncontrolling interest be clearly identified and
presented on the face of the consolidated statement of income, changes in a
parent’s ownership interest while the parent retains its controlling financial
interest in its subsidiary be accounted for consistently, when a subsidiary is
deconsolidated, any retained noncontrolling equity investment in the former
subsidiary be initially measured at fair value, entities provide sufficient
disclosures that clearly identify and distinguish between the interests of the
parent and the interests of the noncontrolling owners.  SFAS No. 160
affects those entities that have an outstanding noncontrolling interest in one
or more subsidiaries or that deconsolidate a subsidiary.  SFAS No. 160
is effective for fiscal years, and interim periods within those fiscal years,
beginning on or after December 15, 2008. Early adoption is prohibited. The
adoption of this statement is not expected to have a material effect on the
Company's financial statements.





In March
2008, the FASB issued SFAS No. 161, “Disclosures about Derivative
Instruments and Hedging Activities, an amendment of FASB Statement No. 133”
(SFAS 161). This statement is intended to improve transparency in financial
reporting by requiring enhanced disclosures of an entity’s derivative
instruments and hedging activities and their effects on the entity’s financial
position, financial performance, and cash flows. SFAS 161 applies to all
derivative instruments within the scope of SFAS 133, “Accounting for Derivative
Instruments and Hedging Activities” (SFAS 133) as well as related hedged items,
bifurcated derivatives, and nonderivative instruments that are designated and
qualify as hedging instruments. Entities with instruments subject to SFAS 161
must provide more robust qualitative disclosures and expanded quantitative
disclosures. SFAS 161 is effective prospectively for financial statements issued
for fiscal years and interim periods beginning after November 15, 2008,
with early application permitted. We are currently evaluating the disclosure
implications of this statement.




In
April 2008, the FASB issued FASB Staff Position (“FSP”) SFAS No. 142-3, “Determination of the Useful Life of
Intangible Assets”. This FSP amends the factors that should be considered
in developing renewal or extension assumptions used to determine the useful life
of a recognized intangible asset under FASB Statement No. 142, “Goodwill and Other Intangible
Assets”(“SFAS 142”). The intent of this FSP is to improve the
consistency between the useful life of a recognized intangible asset under
SFAS 142 and the period of expected cash flows used to measure the fair
value of the asset under SFAS 141R, and other GAAP. This FSP is effective for
financial statements issued for fiscal years beginning after December 15,
2008, and interim periods within those fiscal years. Early adoption is
prohibited. The Company is currently evaluating the impact of SFAS FSP 142-3,
but does not expect the adoption of this pronouncement will have a material
impact on its financial position, results of operations or cash
flows.





In May
2008, the FASB issued SFAS No. 162, “The Hierarchy of Generally Accepted
Accounting Principles” (SFAS 162”).  SFAS 162 identifies the sources
of accounting principles and the framework for selecting principles to be used
in the preparation of financial statements of nongovernmental entities that are
presented in conformity with generally accepted accounting principles in the
United States.  This statement shall be effective 60 days following the
SEC’s approval of the Public Company Accounting Oversight Board’s amendments to
AU section 411, The Meaning of Present Fairly in Conformity with Generally
Accepted Accounting Principles.  The Company is currently evaluating
the impact of SFAS 162, but does not expect the adoption of this pronouncement
will have a material impact on its financial position, results
of operations or cash flows.


6




In May
2008, the FASB issued SFAS No. 163, “Accounting for Financial Guarantee
Insurance Contracts-an interpretation of FASB Statement No. 60.” Diversity
exists in practice in accounting for financial guarantee insurance contracts by
insurance enterprises under FASB Statement No. 60, Accounting and Reporting by
Insurance Enterprises. This results in inconsistencies in the recognition and
measurement of claim liabilities. This Statement requires that an insurance
enterprise recognize a claim liability prior to an event of default (insured
event) when there is evidence that credit deterioration has occurred in an
insured financial obligation. This Statement requires expanded disclosures about
financial guarantee insurance contracts. The accounting and disclosure
requirements of the Statement will improve the quality of information provided
to users of financial statements. The adoption of FASB 163 is not expected to
have a material impact on the Company’s financial position.





Off-Balance Sheet
Arrangements





We do not
have any off-balance sheet arrangements, financings, or other relationships with
unconsolidated entities or other persons, also known as “special purpose
entities” (SPEs).




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.




ITEM
4. CONTROLS AND PROCEDURES




Under the
supervision and with the participation of our management, including our
principal executive officer and principal financial officer, we conducted an
evaluation of our disclosure controls and procedures, as such term is defined
under Rule 13a-14(c) promulgated under the Securities Exchange Act of 1934, as
amended (the “Exchange Act”), within 90 days of the filing date of this report.
In designing and evaluating the Company’s disclosure controls and procedures,
management recognized that any controls and procedures, no matter how well
designed and operated, can provide only reasonable assurance of achieving their
objectives and management necessarily applied its judgment in evaluating the
cost-benefit relationship of possible controls and procedures. Based on this
evaluation, the Company’s chief executive officer and chief financial officer
concluded that as of April 30, 2010, the Company’s disclosure controls and
procedures were (1) designed to ensure that material information relating to the
Company, including its consolidated subsidiaries, is made known to the Company’s
chief executive officer and chief financial officer by others within those
entities, particularly during the period in which this report was being prepared
and (2) effective, in that they provide reasonable assurance that information
required to be disclosed by the Company in the reports that it 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.





Limitations
on the Effectiveness of Internal Controls





Management
does not expect that our disclosure controls and procedures or our internal
control over financial reporting will necessarily prevent all fraud and material
errors. An internal control system, no matter how well conceived and operated,
can provide only reasonable, not absolute, assurance that the objectives of the
control system are met. Further, the design of a control system must reflect the
fact that there are resource constraints, and the benefits of controls must be
considered relative to their costs. Because of the inherent limitations on all
internal control systems, no evaluation of controls can provide absolute
assurance that all control issues and instances of fraud, if any, within the
Company have been detected. These inherent limitations include the realities
that judgments in decision-making can be faulty, and that breakdowns can occur
because of simple error or mistake. The design of any system of internal control
is also based in part upon certain assumptions about the likelihood of future
events, and there can be no assurance that any design will succeed in achieving
its stated goals under all potential future conditions. Over time, controls may
become inadequate because of changes in circumstances, and/or the degree of
compliance with the policies and procedures may deteriorate. Because of the
inherent limitations in a cost effective internal control system, financial
reporting misstatements due to error or fraud may occur and not be detected on a
timely basis.


7




There
have been no significant changes (including corrective actions with regard to
significant deficiencies or material weaknesses) in our internal controls or in
other factors that could significantly affect these controls subsequent to the
date of the evaluation referenced in the above paragraph.





PART
II – OTHER INFORMATION





ITEM
1. LEGAL PROCEEDINGS





Currently
we are not aware of any litigation pending or threatened by or against the
Company





ITEM
1A. RISK FACTORS




No
applicable for smaller reporting company.





ITEM
2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS





None





ITEM 3. DEFAULTS
UPON SENIOR SECURITIES





None




ITEM
4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS




None





ITEM
5. OTHER INFORMATION




None





ITEM
6. EXHIBITS




31.1           Rule 13a-14(a)/15d-14(a) Certification
of Chief Executive Officer and Chief Financial Officer




32.1           Section
1350 Certifications of Chief Executive Officer and Chief Financial
Officer





8




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.




GOLDEN
      OPPORTUNITIES CORPORATIONDate:
      June 14, 2010
                By:
                /s/
      Michael A.
      ZahorikMichael
      A. Zahorik
                  Chief
      Executive Officer, Chief Financial
                  Officer
      & Director




9