# U.S. SECURITIES AND
EXCHANGE COMMISSION Washington, D.C. 20549

# FORM 10-QSB

|      |                                                                                        
|----- | ---------------------------------------------------------------------------------------
|[ X ] | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|      |                                                                                        

| |                                                     
| | ----------------------------------------------------
| | For the quarterly period ended
        June 30, 2005
| |                                                     

|        |                                                                                                 
|------- | ------------------------------------------------------------------------------------------------
|[     ] | TRANSITION REPORT
        PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|        |                                                                                                 

| |                                                        
| | -------------------------------------------------------
| | For the transition period from __________ to __________
| |                                                        

Commission File No.
0-23015

RED HORSE ENTERTAINMENT
CORPORATION(Exact name of small business issuer as specified in its charter)

|                                                                       |  |                                  
|---------------------------------------------------------------------- |  | ---------------------------------
|Nevada                                                                 |  | 87-0450232                       
|(State or Other Jurisdiction of
        Incorporation or Organization) |  | (IRS Employer Identification No.)

|11828 La Grange
        Avenue, Los Angeles, CA 90025
|-----------------------------------------------------
|(Address of Principal Executive Offices)             

|(310) 473-0213
(Issuers telephone number)
|------------------------------------------

|Not Applicable
        (Former name, address and 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 Exchange Act during
the preceding 12 months (or for such shorter period that the issuer was required to file
such reports), and (2) has been subject to such filing requirements for the past 90 days.
Yes [ X] No [    ]

APPLICABLE ONLY TO ISSUERS INVOLVED
IN BANKRUPTCY PROCEEDINGS DURING THE PRECEDING FIVE YEARS:

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

APPLICABLE ONLY TO CORPORATE ISSUERS:

State the number of shares
outstanding of each of the issuers classes of common equity: As of August 4, 2005, there were 10,557,406 shares of common stock outstanding.

Transitional Small
Business Format:  Yes [    ]  No [ X ]



---







FORM 10-QSB

RED HORSE ENTERTAINMENT CORPORATION



INDEX

|         |                                                                                                                                                                   | Page
|-------- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------- | ----
|PART I.  | Item 1.  Financial Information                                                                                                                                    | 3   
|         | Balance Sheets as of June 30, 2005 (Unaudited) and
        December 31, 2004                                                                                      | 3   
|         | Statements of Operations for the Six Months
        Ended June 30, 2005 and 2004 and From Inception
        on December 4, 1987 Through June 30, 2005 (Unaudited) | 4   
|         | Statements of Stockholders Equity (Deficit) From Inception
        on December 4, 1987 through June 30, 2005                                                     | 5   
|         | Statements of Cash Flows for the Six Months Ended
        June 30, 2005 and 2004 and From Inception on
        December 4, 1987 Through June 30, 2005 (Unaudited) | 8   
|         | Notes to the Financial Statements                                                                                                                                 | 10  
|         | Item 2.  Managements Discussion and Analysis or
        Plan of Operation                                                                                        | 12  
|         | Item 3.  Controls and Procedures                                                                                                                                  | 14  
|PART II. | Other Information                                                                                                                                                 | 15  
|         | Item 6.  Exhibits                                                                                                                                                 | 15  
|         | Signatures                                                                                                                                                        | 15  







2

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RED HORSE ENTERTAINMENT CORPORATION

(A Development Stage Company)

Balance Sheets



ASSETS





|                                                     | June 30,2005 | December 31,2004
|---------------------------------------------------- | ------------ | ----------------
|
|CURRENT ASSETS                                       |              |                 
|Cash, deposits and cash equivalents                  |              |                 
|Total Current Assets                                 |              |                 
|TOTAL ASSETS                                         |              |                 
|LIABILITIES AND STOCKHOLDERS EQUITY                
|CURRENT LIABILITIES                                  |              |                 
|Accounts payable                                     |              |                 
|Accrued interest  related party                     |              |                 
|Accrued compensation                                 |              |                 
|Total Current Liabilities                            |              |                 
|CONVERTIBLE NOTES PAYABLE  RELATED PARTY            |              |                 
|Total Liabilities                                    |              |                 
|STOCKHOLDERS EQUITY                                 |              |                 
|Common stock: 50,000,000 shares authorized at $0.001 |              |                 
|par value; 455,073 shares issued and outstanding     |              |                 
|Additional paid-in capital                           |              |                 
|Deficit accumulated during the development stage     |              |                 
|Total Stockholders Equity                           |              |                 
|TOTAL LIABILITIES AND STOCKHOLDERS EQUITY           |              |                 



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



3

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RED HORSE ENTERTAINMENT CORPORATION

(A Development Stage Company)

Statements of Operations

(Unaudited)



|                        | For the Three Months EndedJune 30, | For the Six Months EndedJune 30, | FromInception onDecember 4,
        1987 toJune 30,
|----------------------- | ---------------------------------- | -------------------------------- | ---------------------------------------------------
|
|REVENUES                |                                    |                                  | $                                                  
|EXPENSES                |                                    |                                 
|Officer compensation    |                                    |                                  |                                                    
|Bad debt expense        |                                    |                                  |                                                    
|Outside services        |                                    |                                  |                                                    
|Professional fees       |                                    |                                  |                                                    
|Rent                    |                                    |                                  |                                                    
|Travel                  |                                    |                                  |                                                    
|Promotion               |                                    |                                  |                                                    
|Administrative expenses |                                    |                                  |                                                    
|Depreciation            |                                    |                                  |                                                    
|Amortization            |                                    |                                  |                                                    
|Total expenses          |                                    |                                  |                                                    
|OPERATING LOSS          |                                    |                                  |                                                    
|OTHER INCOME            |                                    |                                 
|Interest expense        |                                    |                                  |                                                    
|Interest income         |                                    |                                  |                                                    
|Total Other Income      |                                    |                                  |                                                    
|LOSS BEFORE             |                                    |                                 
|DISCONTINUED            |                                    |                                 
|OPERATIONS              |                                    |                                  |                                                    
|LOSS FROM DISCONTINUED  |                                    |                                 
|OPERATIONS              |                                    |                                  |                                                    
|GAIN ON DISPOSAL OF     |                                    |                                 
|DISCONTINUED            |                                    |                                 
|OPERATIONS              |                                    |                                  |                                                    
|NET LOSS                |                                    |                                  | $                                                  
|BASIC LOSS PER SHARE    |                                    |                                  | $                                                  
|WEIGHTED AVERAGE        |                                    |                                 
|NUMBER OF SHARES        |                                    |                                 
|OUTSTANDING             |                                    |                                  |                                                    

The accompanying notes are an integral part of these financial statements

4

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RED HORSE ENTERTAINMENT CORPORATION

(A Development Stage Company)

Statements of Stockholders Equity



|                                 | Common Stock | AdditionalPaid-in | DeficitAccumulatedDuring The
        Development
|-------------------------------- | ------------ | ----------------- | ------------------------------------------------
|
|Balances, December 4, 1987       |              |                   |                                                 
|Shares issued to incorporators   |              |                  
|for cash $0.60 per share         |              |                   |                                                 
|Net loss for period ended        |              |                  
|December 31, 1987                |              |                   |                                                 
|Balances, December 31, 1987      |              |                   |                                                 
|Shares issued at public offering |              |                  
|$7.50 per share restated         |              |                   |                                                 
|Cost of public offering          |              |                   |                                                 
|Sale of warrants                 |              |                   |                                                 
|Net loss for year ended          |              |                  
|December 31, 1988                |              |                   |                                                 
|Balances, December 31, 1988      |              |                   |                                                 
|Net loss for year ended          |              |                  
|December 31, 1989                |              |                   |                                                 
|Balances, December 31, 1989      |              |                   |                                                 
|Net loss for year ended          |              |                  
|December 31, 1990                |              |                   |                                                 
|Balances, December 31, 1990      |              |                   |                                                 
|Net loss for year ended          |              |                  
|December 31, 1991                |              |                   |                                                 
|Balances, December 31, 1991      |              |                   |                                                 

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



5

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RED HORSE ENTERTAINMENT CORPORATION

(A Development Stage Company)

Statements of Stockholders Equity (Deficit) (Continued)



|                            | Common Stock | AdditionalPaid-in | DeficitAccumulatedDuring the
        Development
|--------------------------- | ------------ | ----------------- | ------------------------------------------------
|
|Balances, December 31, 1991 |              |                   |                                                 
|Shares issued to acquire    |              |                  
|100% of 127 Main            |              |                  
|Street, Inc.                |              |                   |                                                 
|Net loss for year ended     |              |                  
|December 31, 1992           |              |                   |                                                 
|Balances, December 31, 1992 |              |                   |                                                 
|Adjustment for fractional   |              |                  
|shares in 30-for-1          |              |                  
|reverse split               |              |                   |                                                 
|Exercise of warrants        |              |                   |                                                 
|Net income for year ended   |              |                  
|December 31, 1993           |              |                   |                                                 
|Balances, December 31, 1993 |              |                   |                                                 
|Net income for year ended   |              |                  
|December 31, 1994           |              |                   |                                                 
|Balances, December 31, 1994 |              |                   |                                                 
|Net income for year ended   |              |                  
|December 31, 1995           |              |                   |                                                 
|Balances, December 31, 1995 |              |                   |                                                 
|Net income for year ended   |              |                  
|December 31, 1996           |              |                   |                                                 
|Balances, December 31, 1996 |              |                   |                                                 
|Net loss for the year ended |              |                  
|December 31, 1997           |              |                   |                                                 
|Balance, December 31, 1997  |              |                   |                                                 

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

6

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RED HORSE ENTERTAINMENT CORPORATION

(A Development Stage Company)

Statements of Stockholders Equity (Deficit) (Continued)

|                                | Common Stock | AdditionalPaid-in | DeficitAccumulatedDuring the
        Development
|------------------------------- | ------------ | ----------------- | ------------------------------------------------
|
|Balance, December 31, 1997      |              |                   |                                                 
|Net income for the year ended   |              |                  
|December 31, 1998               |              |                   |                                                 
|Balance, December 31, 1998      |              |                   |                                                 
|Net income for the year ended   |              |                  
|December 31, 1999               |              |                   |                                                 
|Balance, December 31, 1999      |              |                   |                                                 
|Net income for the year ended   |              |                  
|December 31, 2000               |              |                   |                                                 
|Balance, December 31, 2000      |              |                   |                                                 
|Net loss for the year ended     |              |                  
|December 31, 2001               |              |                   |                                                 
|Balance, December 31, 2001      |              |                   |                                                 
|Net loss for the year ended     |              |                  
|December 31, 2002               |              |                   |                                                 
|Balance, December 31, 2002      |              |                   |                                                 
|Net loss for the year ended     |              |                  
|December 31, 2003               |              |                   |                                                 
|Balance, December 31, 2003      |              |                  
|(unaudited)                     |              |                   |                                                 
|Net loss for the year ended     |              |                  
|December 31, 2004               |              |                   |                                                 
|Balance, December 31, 2004      |              |                   |                                                 
|Net loss for the six months     |              |                  
|ended June 30, 2005 (unaudited) |              |                   |                                                 
|Balance, June 30, 2005          |              |                  
|(unaudited)                     |              |                   |                                                 

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

7

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RED HORSE ENTERTAINMENT CORPORATION

(A Development Stage Company)

Statements of Cash Flows

(Unaudited)

|                                                | For the Six Months EndedJune 30, | FromInception onDecember 4,1987 to
        June 30,
|----------------------------------------------- | -------------------------------- | ---------------------------------------------------
|
|CASH FLOWS FROM OPERATING ACTIVITIES            |                                  |                                                    
|Net loss                                        |                                  |                                                    
|Adjustments to reconcile net loss to net cash   |                                  |                                                    
|provided (used) by operating activities:        |                                  |                                                    
|Depreciation                                    |                                  |                                                    
|Amortization                                    |                                  |                                                    
|Loss on disposal of discontinued operations     |                                  |                                                    
|Changes in operating assets and liabilities:    |                                  |                                                    
|Increase in accrued expenses & accounts payable |                                  |                                                    
|Net Cash Used by Operating                      |                                  |                                                    
|Activities                                      |                                  |                                                    
|CASH FLOWS FROM INVESTING ACTIVITIES            |                                  |                                                    
|Organization expenses                           |                                  |                                                    
|Sale of fixed assets                            |                                  |                                                    
|Purchase of equipment and leasehold             |                                  |                                                    
|improvements                                    |                                  |                                                    
|Net Cash Used by Investing Activities           |                                  |                                                    
|CASH FLOWS FROM FINANCING ACTIVITIES            |                                  |                                                    
|Proceeds from debentures                        |                                  |                                                    
|Proceeds from stock issuance                    |                                  |                                                    
|Sale warrants                                   |                                  |                                                    
|Exercise of warrants                            |                                  |                                                    
|Net Cash Provided by Financing Activities       |                                  |                                                    
|INCREASE (DECREASE) IN CASH                     |                                  |                                                    
|CASH AND CASH EQUIVALENTS AT BEGINNING          |                                  |                                                    
|OF PERIOD                                       |                                  |                                                    
|CASH AND CASH EQUIVALENTS AT END OF             |                                  |                                                    
|PERIOD                                          |                                  |                                                    





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

8

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RED HORSE ENTERTAINMENT CORPORATION

(A Development Stage Company)

Statements of Cash Flows (Continued)

(Unaudited)



|                                   | For the Six Months EndedJune 30, | FromInception onDecember 4,
        1987 toJune 30,
|---------------------------------- | -------------------------------- | ---------------------------------------------------
|
|SUPPLEMENTAL CASH FLOW INFORMATION |                                  |                                                    
|Cash paid for interest             |                                  |                                                    
|Cash paid for taxes                |                                  |                                                    
|NON-CASH INVESTING ACTIVITIES      |                                  |                                                    
|Sale of subsidiary                 |                                  |                                                    

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

9

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RED HORSE ENTERTAINMENT CORPORATION

(A Development Stage Company)

Notes to the Financial Statements

March 31, 2005 and December 31, 2004



NOTE 1  BASIS OF FINANCIAL STATEMENT PRESENTATION



The accompanying unaudited financial statements have been prepared by the Company pursuant to the rules and regulations of the Securities and Exchange Commission.  Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted in accordance with such rules and regulations.  The information furnished in the interim financial statements include normal recurring adjustments and reflects all adjustments, which, in the opinion of management, are necessary for a fair presentation of such financial statements.  Although management believes the disclosures and information presented are adequate to make the information not misleading, it is suggested that these interim financial statements be read in conjunction with


 the
        Companys most recent audited financial statements and notes thereto included in its December 31, 2004 Annual Report on Form 10-KSB.  Operating results for the six months ended June 30, 2005 are not necessarily indicative of the results that may be expected for the year ending December 31, 2005.



NOTE 2  STOCK EXCHANGE AGREEMENT



On March 22, 2005 the final signatures were obtained on a Stock Exchange Agreement dated March 8, 2005, pursuant to which Red Horse will acquire all of the issued and outstanding capital stock of Silverstrand International Holdings Limited for 10,102,333 shares of Red Horse common voting stock, par value $0.001.  The Red Horse common stock issued to the stockholders of Silverstrand International and their designees will represent approximately 95.7 percent of the issued and outstanding common stock of Red Horse immediately following the exchange.  The transaction was closed subsequent to June 30, 2005 (see note 5).



NOTE 3  NOTES PAYABLE  RELATED PARTY



At December 31, 2004, the Company was indebted to two officers and directors of the Company in the amount of $36,000 each for accrued compensation over the past several years.  On March 5, 2005, the Company issued to each of the officers a convertible promissory note in the principal amount of $36,000 that matures March 5, 2007 in complete payment of accrued compensation at December 31, 2004.  Each note bears interest at the rate of six percent per annum, and the principal is convertible to common stock of the Company at the rate of one share for each $0.163614 of principal.  Consequently, each note is convertible to a total of 220,030 common shares of the Company.  Accrued interest on the notes totaled $1,397 at June 30, 2005.







10

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NOTE 4  STOCK OPTIONS



On February 1, 1994, the Company issued options to two of its officers, for each one to purchase 25,000 shares of common stock at a price of $0.50 per share. The options expired in February 1999, and were replaced with two new options to purchase 50,000 shares each at an exercise price of $0.625 per share, which expire in May 2009.



NOTE 5  SUBSEQUENT EVENTS



The Board of directors adopted a resolution declaring a cash distribution to the holders of common stock as of July 1, 2005, in the amount of $0.36 per share, or a total of $163,826.  The distribution was effected on July 15, 2005.  Assuming the distribution was effective at June 30, 2005, the Company would have cash remaining at that date of $39,108.



On July 13, 2005 the Company received the final documents necessary to close the acquisition of Silverstrand International Holdings Limited (see Note 2).  The effective date of the acquisition was July 5, 2005.  The Company issued 10,102,333 shares of its common voting stock to the former stockholders of Silverstrand International in exchange for all of the capital stock of Silverstrand International.  Following the acquisition there are 10,557,406 shares of Red Horse common stock outstanding, and options and convertible notes outstanding to acquire an additional 540,060 shares.





























11

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Item 2.  Managements Discussion and Analysis or Plan of Operation



Recent Development



For the past seven years Red Horse has had no active business operations, and has been seeking to acquire an interest in a business with long-term growth potential.  In July 2005 Red Horse completed the acquisition of Silverstrand International Holdings Limited.  Red Horse issued 10,102,333 shares of its common voting stock to the former stockholders of Silverstrand International in exchange for all of the capital stock of Silverstrand International.  Following the acquisition there are 10,557,406 shares of Red Horse common stock outstanding, and options and convertible notes outstanding to acquire an additional 540,060 shares.



Silverstrand International is a limited liability company organized in the Hong Kong Special Administrative Region in The Peoples Republic of China as a holding company for Shenyang Maryland International Industry Company Limited, its wholly owned operating subsidiary that is engaged in the business of private property development primarily in the city of Shenyang.  Shenyang, a city in Liaoning Province of the Peoples Republic of China with a population of approximately 7.2 million, is located in the central area of northeastern Asia, and is the central city of northeastern China.  Shenyang is one of the major cities and key industrial bases in China.  More information on the acquisition is presented in the Form 8-K report of Red Horse filed with the Securities and Exchange Commission on July 17, 2005.



As of the end of the quarter on June 30, 2005, the acquisition of Silverstrand International was not closed.  Consequently, the financial statements presented in this report continue to be the financial statements of Red Horse prior to the acquisition.



Through June 2005 Red Horse had no operations, but did incur expenses in connection with complying with reporting requirements under the Securities Exchange Act of 1934 and pursuing the acquisition of Silverstrand International.  General and administrative expenses for the six months ended June 30, 2005 and 2004, consisted of general corporate administration, officer compensation, legal and professional expenses, accounting and auditing costs, and interest expense (related party of $1,397).  These expenses were $37,950 and $20,237 for 2005 and 2004, respectively.  The increase in the first six months of 2005 as compared to the same period in 2004 is attributable to professional fees and other costs related to the Silverstrand International acquisition closed in July 2005.



Interest income resulted from the investment of funds in short-term, liquid cash equivalents.  Interest income was $2,252 in the first six month of 2005 and $609 for the six months ended June 30, 2004.



As a result of the foregoing factors, Red Horse realized a net loss of $37,126 for the six-month period ended June 30, 2005, as compared to a net loss of $19,628 for the same period in 2004.



At December 31, 2004, Red Horse was indebted to each of Wayne M. Rogers and Jack Gertino, both officers and directors of Red Horse, in the amount of $36,000 for accrued compensation over the past several years.  On March 5, 2005, Red Horse issued to each of Messrs. Rogers and Gertino a convertible promissory note in the principal amount of $36,000 that matures March 5, 2007 in complete payment of accrued compensation at December 31, 2004.  Each note bears interest at the rate of six percent per annum, and the principal is convertible to common stock of Red Horse at the rate of one share for each $0.163614 of principal.  Consequently, each note is convertible to a total of 220,030 common shares of Red Horse.  We recognized an expense for interest  related party in the total amount of $1,397 at June 30, 2005.



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At June 30, 2005, Red Horse had working capital of $173,977, compared to $139,103 at December 31, 2004.  This improvement is a result of issuing long term notes to two of our officers and directors
       for current compensation payable, thereby converting $72,000 of current liabilities to long term liabilities.



Working capital at June 30, 2005 consisted substantially of short-term investments, and cash and cash equivalents.  The Board of directors adopted a resolution declaring a cash distribution to the holders of common stock as of July 1, 2005, in the amount of $0.36 per share, or a total of $163,826.  The distribution was effected on July 15, 2005.  Assuming the distribution was effective at June 30, 2005, Red Horse would have cash remaining at that date of $39,108.



Plan of Operation



With the acquisition of Silverstrand International in July 2005, Red Horse has ceased to be a shell corporation and is now engaged, through Silverstrand International, in the real estate development business in The Peoples Republic of China.



Silverstrand International was one of the first private property developers and retailers in China.  According to the statistical information on construction area sold published by Shenyang Statistical Authority, Silverstrand International was the ninth largest private property developer in Shenyang City in 2004.  Development activity typically consists of locating and acquiring ownership and property rights to real property, arranging for project financing, managing project planning and construction, and implementing sales and leasing of the finished realty.  Silverstrand International develops both commercial and residential space.



We obtain land use rights through purchase from factories that have relocated, redevelopment of older areas, and government public tenders or auctions.  Our projects with land use rights obtained and construction completed or substantially completed include:



|Name of project                                        | Address                                                  | Site area  | Building Area
|------------------------------------------------------ | -------------------------------------------------------- | ---------- | -------------
|Harbin Roma Garden                                     | No.27 GuanMang Street, NanGang District, HaReBin         | 10,197 m2  | 6,367 m2     
|                                                       |                                                          |            |              
|Qiyun New Village                                      | No. 126 BingHe Road Shen He District East ShenYang       | 24,818 m2  | 70,000 m2    
|                                                       |                                                          |            |              
|Shenyang Maryland Tower                                | No. 35 Heping South Street, Heping District, ShenYang    | 1,140 m2   | 14,600 m2    
|                                                       |                                                          |            |              
|Shenyang Peacock Garden                                | No. 8 JiuWei Road, Heping District, ShenYang             | 15,227 m2  | 50,000 m2    
|                                                       |                                                          |            |              
|Shenyang President Building                            | No. 69 Heping North Street, Heping District, ShenYang.   | 15,178 m2  | 77,000 m2    
|                                                       |                                                          |            |              
|Shenyang Chenglong Garden                              | No. 95 HuangHe South Street, HuangGu District, ShenYang. | 70,000 m2  | 210,000 m2   
|                                                       |                                                          |            |              
|Hymall Super-market                                    | No.73 Nanbazhong Road, Tiexi District,Shenyang           | 8,350 m2   | 27,500 m2    
|                                                       |                                                          |            |              
|Lecture hall in Shenyang Normal University in Shenyang | No.253 Huanghe North Street,Huanggu District, Shenyang   | 150,000 m2 | 120,000 m2   

13

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Silverstrand International is in the process of applying for the land use rights for the Korean City project (Xita Project) in the He Ping District of Shenyang with a gross site area of approximately 101,000 square meters.  It is expected these rights will be acquired in 2005 and construction is estimated to require at least three years.  Situated in Xi Ta district in the city of Shenyang, mostly populated by Koreans and therefore known by its ancestor features.  Occupying about 10% of the district in terms of site area of 101,000 square meters, the total construction area will be 477,000 square meters with ground and building floors occupying an area of 88,000 square meters and 389,000 square meters, respectively.  The estimated cost of the Xita Project is $207.2 million.



Over the next year our primary business activity will be property development in and around Shenyang City.  During this period we will pursue the acquisition and development of general construction contractor capability and mixed concrete production with a view to creating over the next several years a vertically integrated real property development and construction business.



Management believes we have sufficient financial resources to conduct its present and proposed operations through the next year.  However, continued development of the Xita Project over the next several years and the expansion of our business activities into general construction contracting and mixed concrete production will require substantial additional capital that we intend to obtain through debt and equity financings and from the sale of one or more of our current properties.  We are just beginning the process of seeking capital, and have not identified any sources of financing or participated in any meaningful discussions regarding sale of any of our properties.  Our ability to pursue these growth and development objectives will depend on whether and to what extent we are successful in locating the capital we require on acceptable terms.



Forward-Looking Statement Notice



When used in this report, the words may, will, expect, anticipate, continue, estimate, project, intend, and similar expressions are intended to identify forward-looking statements within the meaning of Section 27a of the Securities Act of 1933 and Section 21e of the Securities Exchange Act of 1934 regarding events, conditions, and financial trends that may affect Red Horses future plans of operations, business strategy, operating results, and financial position.  Persons reviewing this report are cautioned that any forward-looking statements are not guarantees of future performance and are subject to risks and uncertainties and that actual results may differ materially from those included within the forward-looking statements as a result of various factors.



Item 3.  Controls and Procedures



As of June 30, 2005 an evaluation was performed under the supervision and with the participation of Red Horse's management, including the Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of Red Horse's disclosure controls and procedures.  Based on that evaluation, Red Horse's management, including the Chief Executive Officer and Chief Financial Officer, concluded that Red Horse's disclosure controls and procedures were effective.  There have been no significant changes in Red Horse's internal controls or in other factors that could significantly affect internal controls subsequent to the date of the evaluation.







14

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PART II.  OTHER INFORMATION



Item 6.  Exhibits.



Exhibits:  Copies of the following documents are included or furnished as exhibits to this report pursuant to Item 601 of Regulation S-B.



|Exhibit
        No. | SEC Ref.
        No. | Title of Document                                                                                 
|------------------- | -------------------- | --------------------------------------------------------------------------------------------------
|31.1                | 31                   | The certification of chief executive officer required by
        Rule 13a-14(a) or Rule 15d-14(a) 
|31.1                | 31                   | The certification of chief financial officer required by
        Rule 13a-14(a) or Rule 15d-14(a) 
|32.1                | 32                   | The certifications required by Rule 13a-14(b) or
        Rule 15d-14(b) and 18 U.S.C. Section 1350



SIGNATURES



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



|RED HORSE ENTERTAINMENT
|-----------------------

CORPORATION





|                     |  |     |  |                                                 | 
|-------------------- |  | --- |  | ----------------------------------------------- | 
|Date: August 8, 2005 |  | By: |  | /s/ Jiang Fang                                  | 
|                     |  |     |  | Jiang FangChief Executive and Financial Officer | 

|                     |  |     |  |                                     | 
|-------------------- |  | --- |  | ----------------------------------- | 
|Date: August 8, 2005 |  | By: |  | /s/ Wang Li Rong                    | 
|                     |  |     |  | Wang Li RongChief Financial Officer | 



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