UNITED STATES 
SECURITIES AND EXCHANGE COMMISSION 
Washington, D.C. 20549

FORM 10-QSB

[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934 
for the quarterly period ended September 30 , 2007.

[   ] TRANSITION REPORT UNDER SECTION
13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 
for the transition period from ____ to ____.

Commission File Number 000-26717

SCORE ONE, INC.

|Nevada                                             | 88-0409164          
|-------------------------------------------------- | --------------------
|(State
    or other jurisdiction of incorporation) | (I.R.S.
    Employer
|                                                   | Identification No.) 

Level 25, Bank of China Tower, No.1 Garden
Road, Central, Hong Kong(Address of principal executive offices)

011 852 3105 5063(Issuer's telephone number)

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

As of November 09, 2007 the aggregate market value of the
voting and non-voting common equity held by non-affiliates computed by reference
to the closing price of such common equity at $0.09.

The number of shares of common stock, par value $.001 per
share, outstanding of the issuer as of November 09, 2007 was 37,162,902 shares.

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

Transitional small business disclosure format (check one) Yes
[  ] No [ X ]

---

TABLE OF CONTENTS

|PART I    
|----------
|          
|Item 1.   
|          
|Item 2.   
|          
|          
|Item 3.   
|          
|PART II   
|          
|Item 1.   
|          
|Item 2.   
|          
|Item 3.   
|          
|Item 4.   
|          
|Item 5.   
|          
|Item 6.   
|          
|SIGNATURES

DOCUMENTS TO BE INCORPORATED BY REFERENCE

The following documents are incorporated by
reference herein: (i) Score One, Inc.'s Registration Statement No. 000-26717 on
Form 10-SB as filed July 15, 1999, (ii) Score One, Inc.'s Report on Form 8-K as
filed March 15, 2000, (iii) Score One's Report on Form 10-KSB as filed April 16,
2002, (iv) Score One, Inc.'s Report on Form 10-QSB as filed August 15, 2002, (v)
Score One, Inc.'s Report on Form 8-K as filed November 15, 2002, (vi) Score One,
Inc.'s Report on Form 8-K as filed March 31, 2006, (vii) Score One, Inc.'s
Report of Form 8-K filed April 11, 2006 (viii) Score One, Inc.'s Definitive
Schedule 14A as filed August 6, 2002 (ix) the Company's Report on Form 10-KSB as
filed April 17, 2006, (x) the Company's registration statement on Form S-8 as
filed July 31, 2006, (xi) Score One, Inc.'s Report on Form 8-K as filed March
12, 2007. (xii) Score One, Inc's report on Form 8-K as filed June 20, 2007

---



ITEM 1. CONSOLIDATED FINANCIAL STATEMENTS

Score One, Inc. and Subsidiaries 
Consolidated Balance Sheet (unaudited, in USD) 
As of September 30, 2007

|Assets                                           |        
|------------------------------------------------ | -------
|                                                 |        
|Other investment held
    for disposal           | 468,127
|                                                 |        
|Total assets                                     | 468,127
|                                                 |        
|Liabilities and
    Stockholders' Equity         |        
|                                                 |        
|Liabilities                                      | -      
|                                                 |        
|Stockholders' equity                             |        
|Preferred stock                                  |        
|5,000,000 shares authorized, $0.001 par value,   |        
|Series A convertible, authorized 500,000 shares, |        
|138,181 Class A issued and outstanding           |        
|Series B convertible, authorized 57,000 shares,  |        
|no shares issued and outstanding                 | 138    
|                                                 |        
|Common stock                                     |        
|200,000,000 shares authorized, $0.001 par value, |        
|37,162,902 shares issued and outstanding         | 37,163 
|Additional paid-in capital                       | 270,000
|Retained earnings                                | 160,826
|Total stockholders' equity                       | 468,127
|                                                 |        
|Total liabilities and
    stockholders' equity   | 468,127

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

---

Score One, Inc. and Subsidiaries Consolidated Statement of Operations (unaudited,
in USD) For the nine months ended September 30, 2007

|                                        | Nine months  | Nine months  | Three months | Three months
|--------------------------------------- | ------------ | ------------ | ------------ | ------------
|                                        |              | ended        |              | ended       
|                                        | Sep 30, 2007 | Sep 30, 2006 | Sep 30, 2007 | Sep 30, 2006
|                                        |              |              |              |             
|Net sales                               |              | 68,804       | 573,216      |             
|Cost of sales                           |              | (22,562)     |              | (25,904)    
|Gross profit/(loss)                     |              | 46,242       | 547,312      |             
|Shares issued for
    services          |              | -            | (300,000)    |             
|General and
    administrative expenses |              | (63,229)     | (68,385)     | (24,237)    
|Finance cost                            |              | (2,251)      |              | -           
|Income/(loss) from
    operation        |              | (19,238)     | 178,927      | (26,157)    
|Income tax                              |              | (648)        |              | -           
|Income/(loss) before
    minority       |              |              |              |             
|interest                                |              | (19,886)     | 178,927      | (26,805)    
|Minority interest                       |              | -            |              | (113)       
|Net income/(loss)                       |              | (19,886)     |              | 178,814     
|                                        |              |              |              |             
|                                        |              |              |              |             
|Net income/(loss) per
    share         |              |              |              |             
|- basic and diluted                     | $            | 0.00         | $            | 0.01        
|Weighted average of
    number of share |              |              |              |             
|- basic                                 |              | 37,162,902   |              | 22,496,235  
|- diluted                               |              | 37,301,083   |              | 22,634,416  

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

---

Score One, Inc. and Subsidiaries 
Consolidated Statement of Cashflows (unaudited, in USD) 
For the nine months ended September 30, 2007

|                                                     | 2007      |  | 2006     
|---------------------------------------------------- | --------- |  | ---------
|                                                     |           |  |          
|Cash flows used by
    operating activities:         |           |  |          
|Net income/(loss)                                    | (19,886)  |  | 178,814  
|                                                     |           |  |          
|Adjustments to reconcile net income/(loss) to        |           |  |          
|cash used in operating activities:                   |           |  |          
|Common stock issued for services                     | -         |  | 300,000  
|Stock option shares issued below par                 | -         |  | 5,400    
|Minority interests                                   | -         |  | 113      
|Changes in assets and liabilities:                   |           |  |          
|(Increase)/Decrease in assets                        |           |  |          
|Account receivables                                  | 211,653   |  | (458,200)
|Other receivable and current assets                  | 258,800   |  | (13,930) 
|Intangible assets                                    | 35,764    |  | (35,764) 
|Other investment held for disposal                   | (468,127) |  | -        
|Increase/(Decrease) in liabilities                   |           |  |          
|Accrued expenses                                     | (32,965)  |  | 15,077   
|Other payable                                        | -         |  | (4,927)  
|Income tax payable                                   | (99)      |  | 846      
|Total adjustments                                    | 5,026     |  | (191,385)
|                                                     |           |  |          
|Net cash used by operating activities                | (14,860)  |  | (12,571) 
|                                                     |           |  |          
|Cash provided by
    financing activities:           |           |  |          
|Issuance of shares under stock option plan           | -         |  | 600      
|Minority interest                                    | -         |  | 10,000   
|Net cash provided by financing activities            | -         |  | 10,600   
|                                                     |           |  |          
|Net (decrease) in cash
    (14,860)                  | (1,971)   |  |          
|Cash and bank
    balances, beginning of period      | 14,860    |  | 4,900    
|Cash and bank
    balances, end of period            | -         |  | 2,929    
|                                                     |           |  |          
|Supplemental
    disclosure of cashflow information: |           |  |          
|Interest paid                                        | 2,251     |  | -        
|                                                     |           |  |          
|Non-cash financing
    activities:                   |           |  |          
|Common stock issued for services                     | -         |  | 300,000  

The accompanying notes are an integral part of these financial statements

---



SCORE ONE, INC. (THE "COMPANY") AND ITS
SUBSIDIARIES (THE "GROUP") 
CONDENSED NOTES TO THE FINANCIAL STATEMENTS 
SEPTEMBER 30, 2007 (UNAUDITED)

NOTE 1 - ORGANIZATION AND OPERATIONS

The interim financial statements of the Group
for the nine months ended September 30, 2007 were not audited. The financial
statements are prepared in accordance with the requirements for unaudited
interim periods, and consequently do not include all disclosures required to be
in conformity with accounting principles generally accepted in the United States
of America.

These consolidated financial statements
reflect all adjustments that, in the opinion of management, are necessary to
present fairly the results of operations for the interim periods presented. All
adjustments are of a normal recurring nature, unless otherwise disclosed.

NOTE 2 - SUMMARY OF ACCOUNTING POLICIES

A summary of the Group's significant
accounting policies applied in the preparation of the accompanying financial
statements follows.

Revenue recognition

Revenue is recognized on the sale and transfer
of goods and the completion of consulting services provided. Provisions for
discounts to customers, estimated returns and allowances and other price or
sales rebates adjustments are provided for in the same periods the related
revenue is recorded which are deducted from the gross sales.

Estimates and assumptions

The preparation of financial statements
inconformity with generally accepted accounting principles requires management
to make estimates and assumptions that affect the reported amounts of assets and
liabilities, revenue recognition, allowance for doubtful accounts, long lived
assets impairment, inventories, and disclosure of contingent assets and
liabilities, at the date of the financial statements, as well as the reported
amounts of revenues and expenses during the reporting period. Actual results
could differ from these estimates.

Recent accounting pronouncements

Management does not expect that the adoption
of other recent accounting pronouncements to have a material impact on its
financial statements.

Earnings Per Share

In accordance with SFAS No. 128, "Earnings per
Share," the basic earnings per common share is computed by dividing net earnings
available to common stockholders by the weighted average number of common shares
outstanding. Diluted earnings per common share is computed similarly to basic
earnings per common share, except that the denominator is increased to include
the number of additional common shares that would have been outstanding if the
potential common shares had been issued and if the additional common shares were
dilutive. Asof September 30, 2007,
the Company did not have any dilutive common stock equivalents save for the
Series A Convertible Preferred Stock issued and outstanding.

5

---

NOTE 3  SUBSEQUENT EVENTS

On April 9, 2006, the Company entered into a
Sale and Purchase Agreement (the "Sale and Purchase Agreement") with RC Capital,
Dalian Fengming International Recreation Town Co., Ltd. ("Dalian Fengming") and
Ms. Hoi-ho Kiu, CEO of the Company, which sets forth the terms and conditions of
the acquisition of Dalian Fengming International Recreation Town Phase II
("Recreation Town") in exchange for 28,000,000 shares of common stock in the
Company. The transaction is contemplated to be closed on or before July 31,
2006.
On June 13, 2007, Score One, Inc., a Nevada
corporation (the "Registrant" or "Score One") entered into a Sale and Purchase
Agreement (the "Agreement") with RC Capital Limited, a Hong Kong corporation and
wholly-owned subsidiary of the Registrant ("RC Capital"), Dalian Fengming
International Recreation Town Co., Ltd. ("Dalian Fengming") and Ms. Hoi-ho Kiu,
CEO of the Registrant, which sets forth the terms and conditions of the
acquisition of Dalian Fengming International Recreation Town Phase II
("Recreation Town") in exchange for 28,000,000 shares of common stock in the
Registrant. The transaction is contemplated to be closed on or before July 31,
2008
Recreation Town is a piece of undeveloped land
of 1,000,000 square meters located in a peninsula in Dalian, China. Recreation
Town was part of a large resort project originally planned to be developed by
Dalian Fengming in 1992 which was never started due to lack of financing for
development. According to Dalian Fengming, the current market value of
Recreation Town is approximately RMB 600 million (approximately $75,000,000).
There were never any operations conducted with
Recreation Town. The Company plans to commence the development of Recreation
Town in the near future. Accordingly, it is actively seeking equity and/or debt
financing in an amount up to $25,000,000, in order to finance the anticipated
development costs.
Pursuant to the Agreement, the Company shall
issue 18,000,000 shares and 10,000,000 shares of common stock to Ms. Hoi-ho Kiu
and Dalian Fengming, respectively. The total fair market value of such shares is
considered to be $75,000,000. As of November 9, 2006, this transaction has not
yet closed as the seller is waiting the re-listing of the common stock of the
Company on the Over-the-Counter Bulletin Board to consider its possible fund
raising ability to complete this real estate project.
On April 25, 2007 a written notice received
from the Over- the-Counter Bulletin Board, the Common Stock of the Registrant
has been re-listed on the Over-the-Counter Bulletin Board under the symbol:
SREA.OB effective as of March 8, 2007.
On March 20, 2007 Shui On Group unveiled a
proposal for $2 billion software-park and commercial residential complex in the
northeastern port city of Dalian and pressed on The Standard  China's Business
Newspaper. Meanwhile, few different well experienced land developers in Mainland
China start for some negotiations with the Company for Recreation Town, a piece
of undeveloped land of 1,000,000 square meters located in peninsula in Dalian,
any proposals regarding Joint Venture or entirely resale, to come next of master
planning.6FORWARD LOOKING STATEMENTS

THE FOLLOWING INFORMATION CONTAINS CERTAIN
FORWARD-LOOKING STATEMENTS OF OUR MANAGEMENT. FORWARD-LOOKING STATEMENTS ARE
STATEMENTS THAT ESTIMATE THE HAPPENING OF FUTURE EVENTS AND ARE NOT BASED ON
HISTORICAL FACT. FORWARD-LOOKING STATEMENTS MAY BE IDENTIFIED BY THE USE OF
FORWARD-LOOKING TERMINOLOGY, SUCH AS "MAY," "COULD," "EXPECT," "ESTIMATE,"
"ANTICIPATE," "PLAN," "PREDICT," "PROBABLE," "POSSIBLE," "SHOULD," "CONTINUE,"
OR SIMILAR TERMS, VARIATIONS OF THOSE TERMS OR THE NEGATIVE OF THOSE TERMS. THE
FORWARD-LOOKING STATEMENTS SPECIFIED IN THE FOLLOWING INFORMATION HAVE BEEN
COMPILED BY OUR MANAGEMENT ON THE BASIS OF ASSUMPTIONS MADE BY MANAGEMENT AND
CONSIDERED BY MANAGEMENT TO BE REASONABLE. OUR FUTURE OPERATING RESULTS,
HOWEVER, ARE IMPOSSIBLE TO PREDICT AND NO REPRESENTATION, GUARANTY, OR WARRANTY
IS TO BE INFERRED FROM THOSE FORWARD-LOOKING STATEMENTS.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Overview

The following discussion and analysis should
be read in conjunction with the financial statements, including the notes
thereto, appearing elsewhere in this report.
General

The Company was incorporated in the State of
Nevada on June 7, 1996.
The Company was formerly in the printed
circuit board manufacturing business but did not have any business operations
since March 25, 2003 . As of March 25, 2003, the Board of Directors determined
to dispose of Advanced Technology, a wholly-owned subsidiary, by transferring to
I.World Limited, the 82% shareholder of the Company, all of the Advanced
Technology securities held by the Company in exchange for all of the securities
of the Company held by I.World Limited (for cancellation). The exchange
transaction closed as of March 25, 2003. After the exchange transaction closed,
the Company did not have any business operations until late 2005.
On October 21, 2005, the Company entered into
a Business Restructuring Agreement (the "Agreement") with Team Allied Profits
Limited, a British Virgin Islands corporation (the "Consultant"). The Consultant
was engaged by the Company to provide business restructuring services in order
to solicit suitable businesses in Hong Kong or China with net asset values not
less than $4,000,000 for acquisitions by the Company in order to restructure its
business operations.
On February 7, 2006, the Company purchased a
Hong Kong corporation called RC Capital Limited ("RC Capital") for $1.00 as a
wholly-owned subsidiary. RC Capital was a dormant company with no assets and
liabilities and was formerly known as Richley (China) Limited. There is no
written agreement for the purchase of RC Capital. RC Capital is currently the
Company's wholly owned operating subsidiary.7On April 9, 2006, the Company entered into a
Sale and Purchase Agreement with RC Capital, Dalian Fengming International
Recreation Town Co., Ltd. ("Dalian Fengming") and Ms. Hoi-ho Kiu, CEO of the
Company, which sets forth the terms and conditions of the acquisition of Dalian
Fengming International Recreation Town Phase II ("Recreation Town") in exchange
for 28,000,000 shares of common stock in the Company. As of November 9, 2006,
this transaction has not yet closed as the seller is waiting the re-listing of
the common stock of the Company on the Over-the-Counter Bulletin Board to
consider its possible fund raising ability to complete this real estate project.
On April 20, 2006, RC Capital purchased
3,000,000 shares of common stock of Automated Fabrication Systems Corporation ("AFS"),
a British Virgin Islands corporation, for $0.01 per share for a total of $30,000
in cash and AFS became our 75% indirectly owned subsidiary. On April 20, 2006,
AFS was a holding company with no operations. On April 22, 2006, AFS paid
$38,000 cash, principally from proceeds of its share sale, to the stockholders
of Sino Asia Solution Limited, a Hong Kong corporation ("SAS") to acquire 100%
of the issued and outstanding common stock of SAS. This transaction was closed
on April 25, 2006. There was no written agreement entered between AFS and the
then stockholders of SAS, other than Instruments of Transfer of 200,000 shares,
constituting 100% of the outstanding shares of SAS.
Plan of Operations

Recreation Town is a piece of undeveloped land
of 1,000,000 square meters located in a peninsula in Dalian, China. Recreation
Town was part of a large resort project originally planned to be developed by
Dalian Fengming in 1992 which was never started due to lack of financing for
development. According to Dalian Fengming, the current market value of
Recreation Town is approximately RMB 600 million (approximately $75,000,000).
There were never any operations conducted with
Recreation Town. The Company plans to commence the development of Recreation
Town in the near future. Accordingly, it is actively seeking equity and/or debt
financing in an amount up to $25,000,000, in order to finance the anticipated
development costs.
The Company, through its new subsidiary, RC
Capital, is offering the following services to clients in Hong Kong and China:
1.merger
and acquisitions business opportunities; 
2.equity or debt financing
opportunities; 
3.introduction of Hong Kong and/or
United States listing professional parties including legal firms and accounting
firms; and 
4.financial reporting
consultancy services for Hong Kong and/or United States listings.

As of the date of this Report, RC Capital has
successfully been engaged as financial consultant of another client in China to
provide the above services and recorded further revenues in this quarter.

As of the date of this Report, RC Capital,
with the assistance from Team Allied Profits Limited, is negotiating a real
estate project in Shanghai, China which may be suitable acquisition candidate
for the Company. If this acquisition is successful, the Company will be required
to raise additional funds to the extent of $3 billion in the next 36 months for
development costs of this real estate project. Again, this transaction has not
yet closed as the seller is waiting the relisting of the common stock of the
Company on the Over-the-Counter Bulletin Board to consider its possible fund
raising ability to complete this real estate project.

8

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Management does not expect that the Company
will incur significant research and development costs.

SAS, the wholly owned subsidiary of AFS, plans
to commence business operations for the target market of mainland China. In the
near future, SAS plans to translate its iRSS System into Chinese upgraded
version. Accordingly, it is actively seeking equity financing in an amount up to
$2,000,000, in order to finance the anticipated research and development costs.

Results of Operations

The following table sets forth, for the periods indicated, the
Company's selected financial information:

Score One, Inc. and Subsidiaries 
Consolidated Statement of Operations (unaudited, in USD) 
For the nine months ended September 30, 2007

|                                    | Nine months  | Nine months  | Three months | Three months
|----------------------------------- | ------------ | ------------ | ------------ | ------------
|                                    |              | ended        |              | ended       
|                                    | Sep 30, 2007 | Sep 30, 2006 | Sep 30, 2007 | Sep 30, 2006
|                                    |              |              |              |             
|Net sales                           |              | 68,804       | 573,216      |             
|Cost of sales                       |              | (22,562)     |              | (25,904)    
|Gross profit/(loss)                 |              | 46,242       | 547,312      |             
|Shares issued for services          |              | -            | (300,000)    |             
|General and administrative expenses | (63,229)     | (68,385)     | (24,237)     | (36,535)    
|Finance cost                        |              | (2,251)      |              | -           
|Income/(loss) from operation        |              | (19,238)     | 178,927      | (26,157)    
|Income tax                          |              | (648)        |              | -           
|Income/(loss) before minority       |              |              |              |             
|interest                            | (19,886)     | 178,927      | (26,805)     | 230,997     
|Minority interest                   |              | -            |              | (113)       
|Net income/(loss)                   |              | (19,886)     |              | 178,814     
|                                    |              |              |              |             
|                                    |              |              |              |             
|Net income/(loss) per share         |              |              |              |             
|- basic and diluted                 | $            | 0.00         | $            | 0.01        
|                                    |              |              |              |             
|Weighted average of number of share |              |              |              |             
|- basic                             |              | 37,162,902   |              | 22,496,235  
|- diluted                           |              | 37,301,083   |              | 22,634,416  

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

9

---

Nine Months ended September 30, 2007 as
compared to Nine months ended September 30, 2006 (Unaudited)

Revenues
The Company did not have any revenues in the
nine months ended September 30, 2005 because the Company didnot have any
business operations from March 25, 2003 up to late 2005. After the acquisition
of RC Capital on February 7, 2006, AFS on April 20, 2006, and SAS on April 25,
2006, the Company started to generate revenues for the nine months ended
September 30, 2007 and recorded net loss of $19,886.
Cost of Sales
The Company did not have a cost of sales for
the nine months ended September 30, 2005 because the Company didnot have
any business operations from March 25, 2003 up to late 2005. After the
acquisition of RC Capital on February 7, 2006, AFS on April 20, 2006, and SAS on
April 25, 2006, the Company incurred cost of goods sold for the nine months
ended September 30, 2007 of $22,562.
Operating Expenses
During the three months ended March 31, 2007,
the Company's other general and administrative expenses increased to $13,452
during the three months ended March 31, 2007 after the acquisition of RC
Capital, AFS and SAS.
Income Taxes
The Company was not required to pay any income
taxes during its last fiscal year as it did not have any income. Management of
the Company believes that it will have to pay income taxes during the year
ending December 31, 2006 because RC Capital and SAS are currently subject to a
standard Hong Kong profits tax rate of 17.5% on its net assessable profits.
Net Income/Loss
Net loss for the nine months ended September
30, 2005 was $0.00 because the Company did not have any business operations from
March 25, 2003 to late 2005 as compared to a net loss of $19,886 for the nine
months ended March 31, 2007 .
Liquidity And Capital Resources
The Company had cash used for operations
amounted to ($14,860) for the Nine months ended September 30, 2007.
As shown in the accompanying financial
statements, now that the Company has acquired RC Capital, SAS and AFS, its
working capital surplus has improved significantly to $468,127 as of September
30, 2007. The Company may require additional financing in order to implement its
various business plans through third party financing in the form of equity or
debt financing. Particularly in light of the Company's limited operating
history, there can be no assurance that
the Company will be able to obtain the
necessary additional capital on a timely basis or on acceptable terms, if at
all. In any such event, the Company's growth and prospects would be materially
and adversely affected. As a result of any such financing, the Company's
shareholders may experience substantial dilution. In addition, results may be
negatively impacted as a result of political and economic factors beyond
management's control, as China is still a developing country and the Company's
capital requirements may increase.10Critical Accounting Estimates
The preparation of our financial statements in
conformity with accounting principles generally accepted in the United States of
America requires our management to make certain estimates and assumptions that
affect the reported amounts of assets and liabilities and disclosure of
contingent assets and liabilities as of the date of the financial statements and
the reported amounts of revenues and expenses during the reporting period. As
such, in accordance with the use of accounting principles generally accepted in
the United States of America, our actual realized results may differ from
management's initial estimates as reported. A summary of our significant
accounting policies are detailed in the notes to the financial statements which
are an integral component of this filing.
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.
ITEM 3. CONTROLS AND PROCEDURES

Our Chief Executive Officer and Chief
Financial Officer (the "Certifying Officers") are responsible for establishing
and maintaining disclosure controls and procedures for the Company. The
Certifying Officers have designed such disclosure controls and procedures to
ensure that material information is made known to them, particularly during the
period in which this report was prepared. The Certifying Officers have evaluated
the effectiveness of the Company's disclosure controls and procedures as of the
end of the period covered by this report and believe that the Company's
disclosure controls and procedures are effective based on the required
evaluation. During the period covered by this report, there were no changes in
internal controls that materially effected, or are reasonably likely to
materially affect, the Company's internal control over financial reporting.11PART II
ITEM 1. LEGAL PROCEEDINGS

To the best knowledge of management, there are no legal
proceedings pending or threatened against the Company.
ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF
PROCEEDS

Pursuant to the Sale and Purchase Agreement
for the acquisition of Recreation Town, the Registrant expects to issue
18,000,000 shares and 10,000,000 shares of common stock to Ms. Hoi-ho Kiu and
Dalian Fengming, respectively. The total fair market value of such shares is
considered to be $75,000,000. This transaction was exempt from the registration
provisions of the Securities Act of 1933 (the "Act") by virtue of Section 4(2)
of the Act as a transaction by an issuer not involving any public offering. The
securities issued in this transaction were restricted securities as defined in
Rule 144 of the Act. The Registrant believes that Ms. Hoi-hoi Kiu and Dalian
Fengming are "accredited investors" under Rule 501 under Regulation D of the Act
and had adequate access to information about the Registrant.
ITEM 3. DEFAULTS UPON SENIOR SECURITIES

None.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

None.
ITEM 5. OTHER INFORMATION

There were no unregistered sales of equity
securities during the period covered by this report that were not registered
under the Securities Act of 1933, as amended.12
ITEM 6. EXHIBITS

|                   |                                                                                                                                                                                                            
|------------------ | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Exhibit
    Number | Description                                                                                                                                                                                                
|3.1                | Articles
    of Incorporation of Aloha "The Breath of Life" Foundation, Inc.1                                                                                                                              
|3.2                | Certificate of Amendment to the Articles of Incorporation filed with the
    Nevada Secretary of State on March 9, 2000.2                                                                                  
|3.3                | Certificate of Amendment to Articles of Incorporation dated February 6,
    2002.3                                                                                                                         
|3.4                | Certificate of Amendment to Article of Incorporation dated August 17, 2002.4                                                                                                                               
|3.5                | By-Laws
    of Score One, Inc. 5                                                                                                                                                                           
|4.1                | Certificate of Designations, Voting Powers, Preferences, Limitations,
    Restrictions, and Relative Rights of Series A Convertible Preferred Stock
    dated April 15, 2002.6                             
|4.2                | Certificate of Designations, Voting Powers, Preferences, Limitations,
    Restrictions, and Relative Rights of Series B Convertible Preferred Stock
    dated November 1, 2002.7                           
|4.3                | Form of
    Regulation S Subscription Agreement.8                                                                                                                                                          
|10.1               | Business
    Restructuring Agreement, dated October 21, 2005, between Score One, Inc. and
    Team Allied Profits Limited.9                                                                                
|10.2               | Sale and
    Purchase Agreement, dated April 9, 2006, among Score One, Inc., RC Capital
    Limited, Dalian Fengming International Recreation Town Co., Ltd. and Ms.
    Hoi-ho Kiu.10                     
|10.3               | 2006
    Incentive and Nonstatutory Stock Option Plan.11                                                                                                                                                   
|10.4               | Sale and
    Purchase Agreement, dated June 13, 2007, among Score One, Inc., RC Capital
    Limited, Dalian Fengming International Recreation Town Co., Ltd. and Ms.
    Hoi-ho Kiu.                       
|31.1               | Certification of Chief Executive Officer required by Rule 13a-14(a) or Rule
    15d-14(a) of the Securities Exchange Act of 1934, as adopted pursuant to
    Section 302 of the Sarbanes-Oxley Act of 2002.
|31.2               | Certification of Chief Financial Officer required by Rule 13a-14(a) or Rule
    15d-14(a) of the Securities Exchange Act of 1934, as adopted pursuant to
    Section 302 of the Sarbanes-Oxley Act of 2002.
|32.1               | Certifications of Chief Executive Officer and Chief Financial Officer
    pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of
    the Sarbanes-Oxley Act of 2002.                    

_____________________________________
1

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SIGNATURES

In accordance with the requirements of the Exchange Act, the
Company caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.

| | SCORE ONE, INC.                     
| | ------------------------------------
| |                                     
| | Date: November 12,
    2007         
| |                                     
| | By: /s/ Hoi-ho Kiu                  
| | Hoi-ho Kiu                          
| | Chief Executive Officer and Director

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