UNITED
STATES


SECURITIES
AND EXCHANGE COMMISSION


WASHINGTON,
D.C. 20549




FORM
10-Q




(Mark
One)




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




FOR
THE QUARTERLY PERIOD ENDED JUNE 30, 2009




OR




 ̈
              TRANSITION
      REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934
      FOR THE TRANSITION FROM _______ TO
________.




COMMISSION
FILE NUMBER 000-52695




GREATER
ASIA REALTY HOLDINGS, LTD.


(Exact
Name of Small Business Issuer as Specified in its Charter)





Delaware
                      
                      30-0477890(State
      or other jurisdiction of
                      
                      (I.R.S.
      Employerincorporation
      or organization)
                      
                      Identification
      No.)c/o
      Pertex Petroleum LP
                        3327
      West Wadley, #3-267Midland,
      Texas
                      
                      79707(Address
      of principal executive offices)
                      
                      (Zip
      code)




Issuer’s
telephone & facsimile number: (432) 685-1307




Not
applicable.


(Former
name, former address and former fiscal year,


if
changed since last report)




Check
whether the issuer (1) has filed all reports required to be filed by Section 13
or 15(d) of the Securities Exchange Act of 1934 during the past 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
o




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


Yes x     No
o




APPLICABLE
ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE


PRECEDING
FIVE YEARS




Check
whether the registrant filed all documents and reports required to be filed by
Section 12, 13 or 15(d) of the Exchange Act after the distribution of securities
under a plan confirmed by a court. Yes o     No
o




APPLICABLE
ONLY TO CORPORATE ISSUERS




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




As of
August 14, 2009, there were 16,415,000 shares of common stock, $.0001 par value
per share, issued and outstanding.




Transitional
Small Business Disclosure Format: Yes o     No
x








TABLE
      OF CONTENTSPART I - FINANCIAL
      INFORMATIONItem 1.
                
                Financial
      Statements
                3Item 2.
                
                Management’s Discussion and
      Analysis of Financial Condition and Results of
      Operations
                10Item 3.
                
                Quantitative and Qualitative
      Disclosures about Market Risk
                11Item 4.
                
                Controls and
      Procedures
                12PART II - OTHER
      INFORMATIONItem 1.
                
                Legal
      Proceedings
                12Item 1A.
                
                Risk
    Factors
                12Item 2.
                
                Unregistered Sales of Equity
      Securities and Use of Proceeds
                12Item 3.
                
                Defaults Upon Senior
      Securities
                12Item 4.
                
                Submission of Matters to a Vote
      of Security Holders
                12Item 5.
                
                Other
      Information
                12Item 6.
                
                Exhibits
                13SIGNATURES
                13


2




PART
I


FINANCIAL
INFORMATION




ITEM
1. FINANCIAL STATEMENTS




Introduction
to Interim Financial Statements.




The
interim financial statements included herein have been prepared by Greater Asia
Realty Holdings, Ltd. (the “Company”) without audit, pursuant to the rules and
regulations of the Securities and Exchange Commission (The
“Commission”).  Certain information and footnote disclosure normally
included in financial statements prepared in accordance with generally accepted
accounting principles have been condensed or omitted pursuant to such rules and
regulations, although the Company believes that the disclosures are adequate to
make the information presented not misleading. These interim financial
statements should be read in conjunction with the financial statements and notes
thereto included in the Company’s Annual Report on Form 10-K for the year ended
December 31, 2008.




In the
opinion of management, all normal recurring adjustments, necessary to present
fairly the financial position of the Company as of June 30, 2009, the results of
its operations for the six month periods ended June 30, 2009 and June 30, 2008,
and the changes in its cash flows for the six month periods ended June 30, 2009
and June 30, 2008, have been included.  The results of operations for
the interim periods are not necessarily indicative of the results for the full
year.




The
preparation of financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions that
affect certain reported amounts and disclosures.  Accordingly, actual
results could differ from those estimates.


3




GREATER
ASIA REALTY HOLDINGS, LTD.


(A
DEVELOPMENT STAGE COMPANY)


BALANCE
SHEET


AS
OF JUNE 30, 2009


(Unaudited)




ASSETSCURRENT
      ASSETSCash
                                                              
                                                              $
                                                              —TOTAL
      CURRENT ASSETS
                                                              
                                                              
                                                              —TOTAL
      ASSETS
                                                              
                                                              $
                                                              —LIABILITIES & STOCKHOLDERS’ EQUITY
      (DEFICIT)CURRENT
      LIABILITIESShareholder
      Advances
                                                              
                                                              $
                                                              2,227Accounts
      Payable
                                                              
                                                              
                                                              —TOTAL
      CURRENT LIABILITIES
                                                              
                                                              
                                                              2,227TOTAL
      LIABILITIES
                                                              
                                                              
                                                              2,227STOCKHOLDERS’
      EQUITY (DEFICIT)Preferred
      stock, ($.0001 par value, 20,000,000 shares authorized; none issued and
      outstanding.)
                                                              
                                                              
                                                              —Common
      stock ($.0001 par value, 250,000,000 shares authorized; 16,415,000 shares
      issued and outstanding as of June 30, 2009)
                                                              
                                                              
                                                              1,642Additional
      paid-in capital
                                                              
                                                              
                                                              2,497Deficit
      accumulated during development stage
                                                              
                                                              
                                                              (6,366
                                                              )TOTAL
      STOCKHOLDERS’ EQUITY (DEFICIT)
                                                              
                                                              
                                                              (2,227
                                                              )TOTAL
      LIABILITIES & STOCKHOLDERS’ EQUITY (DEFICIT)
                                                              
                                                              $
                                                              —


See
accompanying notes to financial statements.


4




GREATER
ASIA REALTY HOLDINGS, LTD.


(A
DEVELOPMENT STAGE COMPANY)


STATEMENTS
OF OPERATIONS


(Unaudited)




For the
                                                              Six-Months Ended
                                                              June 30, 2009
                                                            
                                                            
                                                            For the
                                                              Six-Months Ended
                                                              June 30, 2008
                                                            
                                                            
                                                            January 30, 2007
                                                              (Inception) to
                                                              June 30, 2009REVENUESRevenues
                                                            
                                                            $
                                                            —
                                                            
                                                            
                                                            $
                                                            —
                                                            
                                                            
                                                            $
                                                            —TOTAL
      REVENUES
                                                            
                                                            
                                                            —
                                                            
                                                            
                                                            
                                                            —
                                                            
                                                            
                                                            
                                                            —GENERAL
      & ADMINISTRATIVE EXPENSESOrganization
      and related expenses
                                                            
                                                            
                                                            —
                                                            
                                                            
                                                            
                                                            —
                                                            
                                                            
                                                            
                                                            139General
      and administrative expenses
                                                            
                                                            
                                                            —
                                                            
                                                            
                                                            
                                                            1,100
                                                            
                                                            
                                                            
                                                            6,227TOTAL
      GENERAL & ADMINISTRATIVE EXPENSES
                                                            
                                                            
                                                            —
                                                            
                                                            
                                                            
                                                            1,100
                                                            
                                                            
                                                            
                                                            6,366NET
      LOSS
                                                            
                                                            $
                                                            —
                                                            
                                                            
                                                            $
                                                            (1,100
                                                            )
                                                            
                                                            $
                                                            (6,366
                                                            )BASIC
      LOSS PER SHARE
                                                            
                                                            $
                                                            —
                                                            
                                                            
                                                            $
                                                            (0.00
                                                            )
                                                            
                                                            $
                                                            (0.00
                                                            ))WEIGHTED
      AVERAGE NUMBER OF COMMON SHARES OUTSTANDING - BASIC AND
      DILUTED
                                                            
                                                            
                                                            16,415,000
                                                            
                                                            
                                                            
                                                            16,415,000
                                                            
                                                            
                                                            
                                                            16,415,000


See
accompanying notes to financial statements.


5




GREATER
ASIA REALTY HOLDINGS, LTD.


(A
DEVELOPMENT STAGE COMPANY)


STATEMENTS
OF CASH FLOWS


(Unaudited)




For
      the
                                                          Six-Months
      Ended
                                                          June
      30, 2009
                                                        
                                                        
                                                        For
      the
                                                          Six-Months
      Ended
                                                          June
      30, 2008
                                                        
                                                        
                                                        January
      30, 2007
                                                          (Inception)
      to
                                                          June
      30, 2009CASH
      FLOWS FROM OPERATING ACTIVITIESNet
      income (loss)
                                                        
                                                        $
                                                        —
                                                        
                                                        
                                                        $
                                                        (1,100
                                                        )
                                                        
                                                        $
                                                        (6,366
                                                        )Issuance
      of stock for formation expenses
                                                        
                                                        
                                                        —
                                                        
                                                        
                                                        
                                                        —
                                                        
                                                        
                                                        
                                                        139Issuance
      of stock for services rendered
                                                        
                                                        
                                                        —
                                                        
                                                        
                                                        
                                                        —
                                                        
                                                        
                                                        
                                                        4,000Total
      adjustments to net income
                                                        
                                                        
                                                        —
                                                        
                                                        
                                                        
                                                        —
                                                        
                                                        
                                                        
                                                        4,139NET
      CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES
                                                        
                                                        
                                                        —
                                                        
                                                        
                                                        
                                                        —
                                                        
                                                        
                                                        
                                                        (2,227
                                                        )CASH
      FLOWS FROM INVESTING ACTIVITIES
                                                        
                                                        
                                                        —
                                                        
                                                        
                                                        
                                                        —
                                                        
                                                        
                                                        
                                                        —NET
      CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES
                                                        
                                                        
                                                        —
                                                        
                                                        
                                                        
                                                        —
                                                        
                                                        
                                                        
                                                        —CASH
      FLOWS FROM FINANCING ACTIVITIESAdvances
      from stockholder
                                                        
                                                        
                                                        —
                                                        
                                                        
                                                        
                                                        1,100
                                                        
                                                        
                                                        
                                                        2,227Accounts
      payable
                                                        
                                                        
                                                        —
                                                        
                                                        
                                                        
                                                        —
                                                        
                                                        
                                                        
                                                        —NET
      CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES
                                                        
                                                        
                                                        —
                                                        
                                                        
                                                        
                                                        1,100
                                                        
                                                        
                                                        
                                                        2,227NET
      INCREASE (DECREASE) IN CASH
                                                        
                                                        
                                                        —
                                                        
                                                        
                                                        
                                                        —
                                                        
                                                        
                                                        
                                                        —CASH
      AT BEGINNING OF YEAR
                                                        
                                                        
                                                        —
                                                        
                                                        
                                                        
                                                        —
                                                        
                                                        
                                                        
                                                        —CASH
      AT END OF YEAR
                                                        
                                                        $
                                                        —
                                                        
                                                        
                                                        $
                                                        —
                                                        
                                                        
                                                        $
                                                        —NONCASH
      INVESTING AND FINANCING ACTIVITIES:Common
      stock issued for services rendered
                                                        
                                                        $
                                                        —
                                                        
                                                        
                                                        $
                                                        —
                                                        
                                                        
                                                        $
                                                        4,139SUPPLEMENTAL
      DISCLOSURES OF CASH FLOW INFORMATION:Interest
      paid
                                                        
                                                        $
                                                        —
                                                        
                                                        
                                                        $
                                                        —
                                                        
                                                        
                                                        $
                                                        —Income
      taxes paid
                                                        
                                                        $
                                                        —
                                                        
                                                        
                                                        $
                                                        —
                                                        
                                                        
                                                        $
                                                        —


See
accompanying notes to financial statements.


6




GREATER
ASIA REALTY HOLDINGS, LTD.


(A
DEVELOPMENT STAGE COMPANY)


NOTES
TO FINANCIAL STATEMENTS


(UNAUDITED)




NOTE
1. ORGANIZATION AND DESCRIPTION OF BUSINESS




Greater
Asia Realty Holdings, Ltd. (the “Company”) was incorporated on January 30, 2007
in accordance with the Laws of the State of Delaware.  The Company was
originally formed in order to create and realize value by identifying and making
opportunistic real estate investments by the direct acquisition, rehabilitation,
financing and management of real properties in Malaysia.  Due to the
Company's failure to raise significant capital from its initial public offering,
the Company had decided to abandon its initial business plan.  The
Company's current principal business activity is to seek a suitable reverse
acquisition candidate through acquisition, merger or other suitable business
combination method.




NOTE
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES




BASIS
OF PRESENTATION - DEVELOPMENT STAGE COMPANY




The
Company has not earned any revenue from operations. Accordingly, the Company’s
activities have been accounted for as those of a “Development Stage Company” as
set forth in Financial Accounting Standards Board Statement No. 7 (“SFAS 7”).
Among the disclosures required by SFAS 7 are that the Company’s financial
statements be identified as those of a development stage company, and that the
statements of operations, stockholders’ equity and cash flows disclose activity
since the date of the Company’s inception.




ACCOUNTING
METHOD




The
Company’s financial statements are prepared using the accrual method of
accounting. The Company has elected a fiscal year ending on December
31.




USE
OF ESTIMATES




The
preparation of financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions that
affect the reported amounts of assets and liabilities and disclosure of
contingent assets and liabilities at the date of the financial statements and
the reported amounts of revenues and expenses during the reporting period. In
the opinion of management, all adjustments necessary in order to make the
financial statements not misleading have been included. Actual results could
differ from those estimates.




CASH
EQUIVALENTS




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




INCOME
TAXES




Income
taxes are provided in accordance with Statement of Financial Accounting
Standards No. 109 (SFAS 109), Accounting for Income Taxes. A deferred tax asset
or liability is recorded for all temporary differences between financial and tax
reporting and net operating loss carryforwards. Deferred tax expense (benefit)
results from the net change during the year of deferred tax assets and
liabilities. Deferred tax assets are reduced by a valuation allowance when, in
the opinion of management, it is more likely than not that some portion of all
of the deferred tax assets will be realized. Deferred tax assets and liabilities
are adjusted for the effects of changes in tax laws and rates on the date of
enactment. There were no current or deferred income tax expenses or benefits due
to the Company not having any material operations for period ended June 30,
2009.


7




BASIC
EARNINGS (LOSS) PER SHARE




In
February 1997, the FASB issued SFAS No. 128, “Earnings Per Share”, which
specifies the computation, presentation and disclosure requirements for earnings
(loss) per share for entities with publicly held common stock. SFAS No. 128
supersedes the provisions of APB No. 15, and requires the presentation of basic
earnings (loss) per share and diluted earnings (loss) per share. The Company has
adopted the provisions of SFAS No. 128 effective January 30, 2007
(inception).




Basic net
loss per share amounts is computed by dividing the net income by the weighted
average number of common shares outstanding. Diluted earnings per share are the
same as basic earnings per share due to the lack of dilutive items in the
Company.




IMPACT
OF NEW ACCOUNTING STANDARDS




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




NOTE
3. GOING CONCERN




The
Company’s financial statements are prepared using accounting principles
generally accepted in the United States of America applicable to a going concern
that contemplates the realization of assets and liquidation of liabilities in
the normal course of business. The Company has not established any source of
revenue to cover its operating costs.  The Company will engage in very
limited activities without incurring any liabilities that must be satisfied in
cash until a source of funding is secured. The Company will offer noncash
consideration and seek equity lines as a means of financing its
operations.  If the Company is unable to obtain revenue producing
contracts or financing or if the revenue or financing it does obtain is
insufficient to cover any operating losses it may incur, it may substantially
curtail or terminate its operations or seek other business opportunities through
strategic alliances, acquisitions or other arrangements that may dilute the
interests of existing stockholders.




NOTE
4. RELATED PARTY TRANSACTIONS




On
January 30, 2007, the Company issued 1,390,000 shares of common stock for $139
in services to the founding shareholder of the Company to fund organizational
start-up costs.




On
February 12, 2007, the Company issued 15,000,000 shares of common stock to the
founding shareholder for the development of our business concept and plan. The
services were valued at $1,500.




As of
June 30, 2009, the Company owed the President and CEO of the Company an
outstanding balance of $2,227 for expenses incurred on its behalf. The advance
is non-interest bearing and no interest has been accrued.


8




NOTE
5. SHAREHOLDER’S EQUITY




Upon
formation, the Board of Directors issued 1,390,000 shares of common stock for
$139 in services to the founding shareholder of the Company to fund
organizational start-up costs.




On
February 12, 2007, the Company issued 15,000,000 shares of common stock to our
founding shareholder for the development of our business concept and plan. The
services were valued at $1,500.




On
November 14, 2007, the Company issued 25,000 shares of common stock to Gary L.
Blum for legal services rendered in connection with the Company’s proposed
public offering of securities. The services were valued at $2,500.




The
stockholders’ equity section of the Company contains the following classes of
capital stock as of June 30, 2009:




•
            Common stock, $0.0001 par value:
      250,000,000 shares authorized; 16,415,000 shares issued and
      outstanding.




•
            Preferred
      stock, $0.0001 par value: 20,000,000 shares authorized; but not issued and
      outstanding.





On, July
20, 2009, Pertex Petroleum LP (“Pertex”) acquired 16,390,000 shares of the
16,415,000  issued and outstanding shares of the
Company.  Pertex is holding these shares for investment
purposes.  Simultaneously with this transaction, Mr. Tay Chong Weng
resigned as an officer and director and appointed Mr. Ronnie L. Steinocher to
the Board.  Further, effective July 20, 2009, Mr. Ronnie L. Steinocher
was also appointed President, Chief Executive Officer, Secretary and Treasurer
of the Company.




NOTE
6. STOCK OPTION PLAN




On
November 2, 2007, the Company adopted the 2007 Greater Asia Realty Holdings,
Ltd. Stock Option Plan (“Plan”). The Plan provides for the issuance of up to
1,000,000 shares for options over a ten-year period. Under provisions of the
Plan, the purchase price for a share of stock subject to the options shall not
be less than 100% of the fair market value of the stock at the date of grant. As
of June 30, 2009 no options had been granted under the Plan.




NOTE
7. PROPOSED INITIAL PUBLIC OFFERING




On
December 3, 2007, the Company filed with the U.S. Securities and Exchange
Commission (SEC), a registration statement on Form SB-2 in connection with a
proposed $500,000 initial public offering of 500,000 units at $1.00 per unit,
each consisting of one share of common stock, two Class A warrants and four
Class B warrants. The registration statement was declared effective by the SEC
on January 16, 2008.




NOTE
8, SUBSEQUENT EVENT




On, July
20, 2009, Pertex Petroleum LP (“Pertex”) acquired 16,390,000 shares of the
issued and outstanding shares of the Company.  Pertex is holding these
shares for investment purposes.  Simultaneously with this transaction,
Mr. Tay Chong Weng resigned as an officer and director and appointed Mr. Ronnie
L. Steinocher to the Board.  Further, effective July 20,
2009,  Mr. Ronnie L. Steinocher was also appointed President, Chief
Executive Officer, Secretary and Treasurer of the Company.


9




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




The
following discussion and analysis of our financial condition and results of
operations should be read in conjunction with our financial statements and
related notes included elsewhere in this report. References in this section to
“Greater Asia Realty Holdings, Ltd.,” the “Company,” “we,” “us,” and “our” refer
to Greater Asia Realty Holdings, Ltd., a Delaware corporation.




Plan
of Operation




The
following plan of operation provides information which we believe is relevant to
an assessment and understanding of our results of operations and financial
condition. The discussion should be read along with our financial statements and
notes thereto. We are a development stage company. Because we have not generated
any revenue, we intend to report our plan of operation below.




The
Company was originally formed in order to create and realize value by
identifying and making opportunistic real estate investments by the direct
acquisition, rehabilitation, financing and management of real properties in
Malaysia. Due to the Company's failure to raise significant capital from its
initial public offering in fiscal year 2008, the Company had decided to abandon
its initial business plan. The Company's current principal business activity is
to seek a suitable reverse acquisition candidate through acquisition, merger or
other suitable business combination method.




The
Company does not currently engage in any business activities that provide cash
flow.  The costs of investigating and analyzing business combinations
for the next 12 months and beyond such time will be paid with money in our
treasury, if any, or with additional money contributed by Tay Chong Weng, our
former sole director, officer and majority shareholder, or another source.
During the next 12 months we anticipate incurring costs related to: (i) filing
of Exchange Act reports, and (ii) investigating, analyzing and consummating an
acquisition.  We believe we will be able to meet these costs through
use of funds in our treasury and additional amounts, as necessary, to be loaned
to or invested in us by our stockholders, management, or other
investors.




The
Company's current principal business activity is to seek a suitable reverse
acquisition candidate through acquisition, merger or other suitable business
combination method.  As a "reporting company," the Company may be more
attractive to a private acquisition target because its common stock may thereby
be quoted on the OTC Bulletin Board. The Company is obligated to file with the
U.S. Securities and Exchange Commission (the "Commission") certain interim and
periodic reports including an annual report containing audited financial
statements. The Company anticipates that it will continue to file such reports
as required under the Exchange Act. Shell corporations like the Company have
zero or nominal assets and typically no stated or contingent
liabilities.  Private companies wishing to become publicly trading may
wish to merge with a shell corporation through a reverse merger or reverse
acquisition transaction whereby the shareholders of the private company become
the majority of the shareholders of the combined company.  The private
company may purchase for cash all or a portion of the common shares of the shell
corporation from its major stockholders. Typically, the Board and officers of
the private company become the new Board and officers of the combined Company
and often the name of the private company becomes the name of the combined
entity.




The
Company may consider a business which has recently commenced operations, is a
developing company in need of additional funds for expansion into new products
or markets, is seeking to develop a new product or service, or is an established
business which may be experiencing financial or operating difficulties and is in
need of additional capital.  In the alternative, a business
combination may involve the acquisition of, or merger with, a company which does
not need substantial additional capital, but which desires to establish a public
trading market for its shares, while avoiding, among other things, the time
delays, significant expense, and loss of voting control which may occur in a
public offering.




Any
target business that is selected may be a financially unstable company or an
entity in its early stages of development or growth, including entities without
established records of sales or earnings.  In that event, we will be
subject to numerous risks inherent in the business and operations of financially
unstable and early stage or potential emerging growth companies.
In  addition, we may effect a business combination with an entity in
an industry characterized by a high level of risk, and, although our management
will endeavor to evaluate the risks inherent in a particular target business,
there can be no assurance that we will properly ascertain or assess all
significant risks.


10




Our
management anticipates that it will likely be able to effect only one business
combination, due primarily to our limited financing, and the dilution of
interest for present and prospective stockholders, which is likely to occur as a
result of our management's plan to offer a controlling interest to a target
business in order to achieve a tax-free reorganization.  This lack of
diversification should be considered a substantial risk in investing in us,
because it will not permit us to offset potential losses from one venture
against gains from another.




The
Company anticipates that the selection of a business combination will be complex
and extremely risky. Because of general economic conditions, rapid technological
advances being made in some industries and shortages of available capital, our
management believes that there are numerous firms seeking even the limited
additional capital that we will have and/or the perceived benefits of becoming a
publicly traded corporation. Such perceived benefits of becoming a publicly
traded corporation include, among other things, facilitating or improving the
terms on which additional equity financing may be obtained, providing liquidity
for the principals of and investors in a business, creating a means for
providing incentive stock options or similar benefits to key employees, and
offering greater flexibility in structuring acquisitions, joint ventures and the
like through the issuance of stock. Potentially available business combinations
may occur in many different industries and at various stages of development, all
of which will make the task of comparative investigation and analysis of such
business opportunities extremely difficult and complex.




Off-Balance
Sheet Arrangements




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




Cautionary
Safe Harbor Statement under the United States Private Securities Litigation
Reform Act of 1995.




Certain
information contained in this Form 10-Q’s forward looking information within the
meaning of the Private Securities Litigation Act of 1995 (the “Act”) which
became law in December 1995. In order to obtain the benefits of the “safe
harbor” provisions of the act for any such forward looking statements, the
Company wishes to caution investors and prospective investors about significant
factors which among others have affected the Company’s actual results and are in
the future likely to affect the Company’s actual results and cause them to
differ materially from those expressed in any such forward looking statements.
This Form 10-Q report contains forward looking statements relating to future
financial results. Actual results may differ as a result of factors over which
the Company has no control including, without limitation, the risks of interest
rate changes, the rental rate and demand for apartment rental units,
fluctuations in the costs to operate the properties owned by us, uninsurable
risks, general economic conditions, movements in the foreign exchange rate and
the availability of additional financing for the Company. Additional information
which could affect the Company’s financial results is included in the Company’s
Form 10-K on file with the Securities and Exchange Commission.




ITEM
3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.




Information
not required to be filed by Smaller reporting companies.


11




ITEM
4. CONTROLS AND PROCEDURES.




As of the
end of the period covered by this report, we conducted an evaluation, under the
supervision and with the participation of our chief executive officer and chief
financial officer of our disclosure controls and procedures (as defined in Rule
13a-15(e) and Rule 15d-15(e) of the Exchange Act). Based upon this evaluation,
our chief executive officer and chief financial officer concluded that our
disclosure controls and procedures are effective to ensure that information
required to be disclosed by us in the reports that we file or submit under the
Exchange Act is recorded, processed, summarized and reported, within the time
periods specified in the Commission’s rules and forms. There was no change in
our internal controls or in other factors that could affect these controls
during our last fiscal quarter that has materially affected, or is reasonably
likely to materially affect, our internal control over financial
reporting.




PART
II




OTHER
INFORMATION




ITEM
1 - LEGAL PROCEEDINGS




There are
no legal proceedings against us and we are unaware of such proceedings
contemplated against us.




ITEM
1A - RISK FACTORS




As a
"smaller reporting company" as defined by Item 10 of Regulation S-K, the Company
is not required to provide information required by this Item.




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




Not
Applicable




ITEM
3 - DEFAULTS UPON SENIOR SECURITIES




Not
Applicable




ITEM
4 - SUBMISSION OF MATTERS TO VOTE OF SECURITY HOLDERS




Not
Applicable




ITEM
5 - OTHER INFORMATION




The
Company's common stock does not trade, nor is it admitted to quotation, on any
stock exchange or other trading facility. Management has no present plan,
proposal, arrangement or understanding with any person with regard to the
development of a trading market in any of our securities. We cannot assure you
that a trading market for our common stock will ever develop.




All
outstanding shares of our common stock are "restricted securities," as that term
is defined under Rule 144 promulgated under the Securities Act of 1933, because
they were issued in a private transaction not involving a public offering.
Accordingly, none of the outstanding shares of our common stock may be resold,
transferred, pledged as collateral or otherwise disposed of unless such
transaction is registered under the Securities Act of 1933 or an exemption from
registration is available. In connection with any transfer of shares of our
common stock other than pursuant to an effective registration statement under
the Securities Act of 1933, the Company may require the holder to provide to the
Company an opinion of counsel to the effect that such transfer does not require
registration of such transferred shares under the Securities Act of
1933.


12




Rule 144
is not available for the resale of securities initially issued by companies that
are, or previously were, shell companies, unless the following conditions are
met: 1) the issuer of the securities that was formerly a shell company has
ceased to be a shell company; 2) the issuer of the securities is subject to the
reporting requirements of Section 13 or 15(d) of the Securities Exchange Act of
1934; 3) the issuer of the securities has filed all Exchange Act reports and
material required to be filed, as applicable, during the preceding 12 months (or
such shorter period that the issuer was required to file such reports and
materials), other than Current Reports on Form 8-K; and 3) at least one year has
elapsed from the time that the issuer filed current comprehensive disclosure
with the SEC reflecting its status as an entity that is not a shell
company.




Neither
the Company nor its officer and director has any present plan, proposal,
arrangement, understanding or intention of selling any unissued or outstanding
shares of common stock in the public market subsequent to a business
combination. Nevertheless, in the event that a substantial number of shares of
our common stock were to be sold in any public market that may develop for our
securities subsequent to a business combination, such sales may adversely affect
the price for the sale of the Company's common stock securities in any such
trading market. We cannot predict what effect, if any, market sales of currently
restricted shares of common stock or the availability of such shares for sale
will have on the market prices prevailing from time to time, if
any.




ITEM
6 - EXHIBITS.




(a)     The
following exhibits are filed with this report.




Exhibit
                  
                  Description31.1
                  
                  Certification
      of the Chief Executive Officer and Chief Financial Officer pursuant to
      Section 302 of the Sarbanes-Oxley Act of 200232.1
                  
                  Certification
      of the Chief Executive Officer and Chief Financial Officer pursuant to
      U.S.C. Section 1350 as adopted pursuant to Section 906 of the
      Sarbanes-Oxley Act of 200299.1
                  
                  Stock
      Purchase
Agreement




(FORM
10-Q)




SIGNATURES




Pursuant
to the requirements of Section 13 or 15(d) 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.




GREATER
      ASIA REALTY HOLDINGS, LTD.
                    (Registrant)Date:
      August 14, 2009
                  BY:
                  /s/
      Ronnie L. SteinocherName:
                  RONNIE
      L. STEINOCHERTitle:
                  CHIEF
      EXECUTIVE OFFICERAND
      CHIEF FINANCIAL OFFICER(PRINCIPAL
      EXECUTIVE OFFICER ANDPRINCIPAL
      ACCOUNTING
OFFICER)


13