UNITED
STATES SECURITIES AND
EXCHANGE COMMISSION Washington, D.C. 20549  FORM
10-KSB  (Mark One)  £           
ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
1934  For the fiscal year ended December 31,
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
   000-52715  GRAND MONARCH
HOLDINGS, INC. (Name of small business
issuer in its charter)  Delaware

20-8023849(State or other jurisdiction of
incorporation or organization)

(I.R.S. Employer Identification
No.)
   5118 Hunt Club
Road, Racine,
Wisconsin

53402(Address of principal executive
offices)

(Zip
Code)
   Issuers telephone number:
262-652-3662  Securities registered under Section 12(b)
of the Exchange Act:  Title of each class
                                                            
Name of each exchange on which registered  _________________________________                       
______________________________________  _________________________________                       
______________________________________  Securities registered under Section 12(g)
of the Exchange Act:  Common
Stock (Title of
class)  Check whether the issuer is not required to
file reports pursuant to Section 13 or 15(d) of the Exchange
Act.  £  Note Checking the box above will not relieve
any registrant required to file reports pursuant to Section 13 or 15(d) of the
Exchange Act from their obligations under those Sections.  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 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. YesSNo?  Check if there is no disclosure of
delinquent filers in response to Item 405 of Regulation S-B contained in this
form, and no disclosure will be contained, to the best of registrants
knowledge, in definitive proxy or information statements incorporated by
reference in Part III of this Form 10-KSB or any amendment to this Form 10-KSB.?  Indicate by check mark whether the
registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
                 YesSNo £  State issuers revenues for its most recent
fiscal year: $0  State the aggregate market value of the
voting and non-voting common equity held by non-affiliates computed by reference
to the price at which the common equity was sold, or the average bid and asked
price of such common equity, as of a specified date within the past 60 days.
(See definition of affiliate in Rule 12b-2 of the Exchange Act.)  The aggregate market value of the issuers
voting and non-voting common equity held as of March 26, 2008 by non-affiliates
of the issuer was approximately $0. As of March 26, 2008, there were 100,000
shares of common stock outstanding.  Note: If determining whether a person is an
affiliate will involve an unreasonable effort and expense, the issuer may
calculate the aggregate market value of the common equity held by non-affiliates
on the basis of reasonable assumptions, if the assumptions are
stated.  (ISSUERS INVOLVED IN
BANKRUPTCY PROCEEDINGS DURING THE PAST FIVE YEARS)  Check whether the issuer has 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£No£  (APPLICABLE ONLY TO
CORPORATE REGISTRANTS)  State the number of shares outstanding of
each of the issuers classes of common equity, as of the latest practicable
date:  As of March 26, 2008, the Company had 100,000 shares of common stock
issued and outstanding.  DOCUMENTS
INCORPORATED BY REFERENCE  If the following documents are incorporated
by reference, briefly describe them and identify the part of the Form 10-KSB
(e.g., Part I, Part II, etc.) into which the document is incorporated: (1) any
annual report to security holders; (2) any proxy or information statement; and
(3) any prospectus filed pursuant to Rule 424(b) or (c) of the Securities Act of
1933 (Securities Act). The listed documents should be clearly described for
identification purposes (e.g., annual report to security holders for fiscal year
ended December 24, 1990).  Transitional Small Business Disclosure
Format (Check one): Yes£NoS  TABLE OF CONTENTS    PAGE  PART I   ITEM 1.
  Description of
Business                                                                             
4  ITEM 2.
  Description of
Property                                                                              14  ITEM 3.
  Legal
Proceedings                                                                                    
    14  ITEM 4.
  Submission Of Matters To A Vote Of Security
Holders                           
14   PART II   ITEM 5.
  Market For Common Equity and Related Stockholder
Matters                  15  ITEM 6.
  Management Discussion and
Analysis                                                         15  ITEM 7.
  Financial
Statements                                                                                     20  ITEM 8.
  Changes In And Disagreements With Accountants
On                                20  Accounting And Financial
Disclosures  ITEM 8A.
 Controls and
Procedures                                                                            
20  ITEM 8B.
 Other
Information                                                                                       
21   PART III   ITEM 9.
  Directors, Executive Officers, Promoters And Control
Persons,                 22  Compliance With Section 16(A) Of The
Exchange Act  ITEM 10.
 Executive
Compensation                                                                             24  ITEM 11.
 Security Ownership of Certain Beneficial Owners and
Management         25  ITEM 12.
 Certain Relationships and Related
Transaction                                           25  ITEM 13.
 Exhibits                                                                                                       
26  ITEM 14.
 Principal Accounting Fees and
Services.                                                     
27      PART I  Item 1.  Description of Business  Grand Monarch Holdings, Inc. ("the Company") was incorporated on December 18,
2006 under the laws of the State of Delaware.   We were formed for seeking
a merger, acquisition or other business combination transaction with a privately
owned entity seeking to become a publicly owned entity.  We voluntarily filed a Registration Statement on Form 10-SB to register our
common stock under Section 12(g) of the Securities Exchange Act of 1934 (the
"Exchange Act") on July 3, 2007. Our current principal business activity is
to seek a suitable acquisition candidate through acquisition, merger, reverse
merger or other suitable business combination method.  As a "reporting company," we may be more attractive to a private acquisition
target because our  common stock is eligible to be quoted on the OTC
Bulletin Board although there is no assurance it will be quoted.  As a
result of filing our Registration Statement, we are obligated to file with the
Securities and Exchange Commission (the "Commission") certain periodic reports,
including an annual report containing audited financial statements.  We
anticipate that we will continue to file such reports as required under the
Exchange Act.  We are a shell company as defined under Rule 12b-2 of the Exchange Act as a
registrant, other than an asset-backed issuer, that has (i) no or nominal
operations; and (ii) either (a) no or nominal assets; (b) assets consisting
solely of cash and cash equivalents; or (c) assets consisting of any amount of
cash and cash equivalents and nominal other assets.  Private companies
wishing to become publicly traded may wish to merge with a shell company through
a reverse merger or reverse acquisition transaction whereby the shareholders of
the private company becomes 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.  We have very limited capital, and it is unlikely that we will be able to
take advantage of more than one such business opportunity.  We intend to
seek opportunities demonstrating the potential of long-term growth.
 Presently, we have yet to identify a business opportunity that we plan to
pursue, and we have not reached any agreement or definitive understanding with
any person concerning an acquisition.  No assurance can be given that we will be successful in finding or acquiring a
desirable business opportunity, given the limited funds that are expected to be
available for acquisitions.  Furthermore, no assurance can be given that
any acquisitions, which does occur, will be on terms that are favorable to us or
our current stockholders.  Our search will be directed toward small and medium-sized enterprises, which
have a desire to become public corporations.  In addition these enterprises
may wish to satisfy, either currently or in the reasonably near future, the
minimum tangible asset requirement in order to qualify shares for trading on
NASDAQ or on an exchange such as the American Stock Exchange (See the subsection
of this Item 1 called Investigation and Selection of Business
Opportunities").   We anticipate that the business opportunities
presented to us will either (i) be in the process of formation, or be recently
organized with limited operating history or a history of losses attributable to
under-capitalization or other factors; (ii) experiencing financial or operating
difficulties; (iii) be in need of funds to develop new products or services or
to  expand  into a new  market,  or  have  plans
 for  rapid  expansion  through acquisition of competing
businesses; or (iv) have other similar characteristics. We intend to concentrate
our acquisition efforts on properties or businesses that we believe to be
undervalued or that we believe may realize a substantial benefit from being
publicly owned.  Given the above factors, investors should expect that any
acquisition candidate might have little or no operating history, or a history of
losses or low profitability.  We do not propose to restrict our search for investment opportunities 
to  any  particular  geographical  area  or 
industry,  and  may, therefore, engage in essentially any business, to
the extent of our limited resources.  Our discretion in the selection of
business opportunities is unrestricted, subject to the availability of such
opportunities, economic conditions and other factors.  Any entity which has an interest in being acquired by, or merging into the
Company, is expected to be an entity that desires to become a public company and
establish a public trading market for its securities.  In connection with
such a merger or acquisition, it is highly likely that an amount of stock
constituting control of the Company would either be issued by us or be purchased
from our current principal stockholders by the acquiring entity or its
affiliates.  If stock is purchased from the current principal stockholders,
the transaction is likely to result in substantial gains to the current
principal stockholders relative to their purchase price for such stock.  In
our judgment, none of our then officers and directors would thereby become an
underwriter within the meaning of the Section 2(11) of the Securities Act of
1933, as amended, as long as the transaction is a private transaction rather
than a public distribution of securities. The sale of a controlling interest by
certain of our principal stockholders would occur at a time when minority
stockholders are unable to sell their shares because of the lack of a public
market for such shares.  Depending upon the nature of the transaction, our current officer and director
may resign his management and board position in connection with a change of
control or acquisition of a business opportunity (see the subsection of this
Item 1 called "Form of Acquisition"and "Risk Factors").  In
the event of such a resignation, our current management would thereafter have no
control over the conduct of our business.  It is anticipated that business opportunities will come to our attention from
various sources, including our officer and director, our stockholder,
professional advisors such as attorneys and accountants, securities
broker-dealers, venture capitalists, members of the financial community and
others who may present unsolicited proposals. We have no plans, understandings,
agreements, or commitments with any individual for such person to act as a
finder of opportunities for the Company.  Investigation and Selection of Business
Opportunities  To a large extent, a decision to participate in a specific business opportunity
may be made upon our analysis of the quality of the other companys management
and personnel, the anticipated acceptability of new products  or
 marketing  concepts,  the  merit  of
 technological  changes,  the perceived benefit the business
opportunity will derive from becoming a publicly held entity, and numerous other
factors which are difficult, if not impossible, to analyze through the
application of any objective criteria. In many instances, it is anticipated
that the historical  operations  of a  specific  business
opportunity may not necessarily be indicative of the potential for the future
because of a variety of factors, including, but not limited to, the possible
need to expand substantially, shift marketing approaches, change product
emphasis, change or substantially augment management, raise capital and the
like.  It is anticipated that we will not be able to diversify, but will essentially be
limited to the acquisition of one business opportunity because of our limited
financing.  This lack of diversification will not permit us to offset
potential losses from one business opportunity against profits from another, and
should be considered an adverse factor affecting any decision to purchase our
securities.  Certain types of business acquisition transactions may be completed without any
requirement that we first submit the transaction to the stockholders for their
approval.  In the event the proposed transaction is structured in such a
fashion that stockholder approval is not required, holders of our securities
(other than principal stockholders holding a controlling interest) should not
anticipate that they would be provided with financial statements or any other
documentation prior to the completion of the transaction.  Other types of
transactions may require prior approval of the stockholders.  In the event a proposed business combination or business acquisition transaction
requires stockholder approval, we will be required to prepare a Proxy or
Information Statement describing the proposed transaction, file it with the
Commission for review and approval, and mail a copy of it to all our
stockholders prior to holding a stockholder meeting for purposes of voting on
the proposal or if no stockholders meeting will  be  held, 
prior  to  consummating  the  proposed 
transaction.   Minority shareholders may have the right, in the event
the transaction is approved by the required number of stockholders, to exercise
statutory dissenters rights and elect to be paid the fair value of their
shares.  The analysis of business opportunities will be undertaken by or under the
supervision  of  our current sole officer  and 
director,   who is not a professional   business 
analyst  (See  the  section  of  Item  6 
called "Management").  Although there are no current plans to do so,
our management might hire an outside consultant to assist in the investigation
and selection of business opportunities, and might pay a finder's fee. Since our
management has no current plans to use any outside consultants or advisors to
assist in the investigation and selection of business opportunities, no policies
have been adopted regarding use of such consultants or advisors, the criteria to
be used in selecting such consultants or advisors, the services to be provided,
the term of service, or the total amount of fees that may be paid. 
However, due to our limited resources, it is likely that any such fee we agree
to pay would be paid in stock and not in cash.  Otherwise,   in analyzing   potential business
  opportunities,   our management anticipates that it will
consider, among other things, the following factors:  ·Potential for growth
and profitability indicated by new technology, anticipated market expansion, or
new products;  ·Our perception of how
any particular business opportunity will be received by the investment community
and by our stockholders;  ·whether, following the
business combination, the financial condition of the business opportunity would
be, or would have a significant prospect in the near future of becoming,
sufficient to enable the securities of the Company to qualify for listing on an
exchange or on a national automated securities quotation system, such as NASDAQ,
so as to permit the trading of such securities to be exempt from the
requirements of Rule 15g-9 adopted by the Commission (See the subsection of this
Item 1 called "Risk Factors - Regulation of Penny Stocks");  ·capital requirements
and anticipated availability of required funds, to be provided by us or from
operations, through the sale of additional securities, through joint ventures or
similar arrangements, or from other sources;  ·the extent to which
the business opportunity can be advanced;  ·competitive position
as compared to other companies of similar size and experience within the
industry segment as well as within the industry as a whole;  ·strength and diversity
of existing management or management prospects that are scheduled for
recruitment;  ·the cost of
participation by the Company as compared to the perceived tangible and
intangible values and potential; and  ·the accessibility of
required management expertise, personnel, raw materials, services, professional
assistance, and other required items.  We are unable to predict when we may participate in a business opportunity.
 We expect, however, that the analysis of specific proposals and the
selection of a business opportunity may take several months or more.  Prior to making a decision to participate in a business opportunity, we will
generally request that we be provided with written materials regarding the
business opportunity containing as much relevant information as possible,
including, but not  limited  to, such items as a description  of
products, services and company history; management resumes; financial
information; available projections, with related assumptions upon which they are
based; an explanation of proprietary products and services; evidence of existing
patents, trademarks, or service marks, or rights thereto; present and proposed
forms of compensation to management; a description of transactions between such
company and its affiliates during the relevant periods; a description of present
and required facilities; an analysis of risks and competitive conditions; a
financial plan of operation and estimated capital requirements; audited
financial statements, or if they are not available, un-audited financial
statements, together with reasonable assurance that audited financial statements
would be able to be produced within a reasonable period not to exceed 60 days
following completion of a merger or acquisition transaction; and the
like.  As part of our investigation, our executive officer and director may meet
personally with management and key personnel, may visit and, inspect material
facilities, obtain independent analysis or verification of certain information
provided, check references of management and key personnel and take other
reasonable investigative measures, to the extent our limited financial resources
and management expertise allow him to do so.  It is possible that the range of business opportunities that might be available
for consideration by us could be limited by the impact of the Commission
regulations regarding purchase and sale of penny stocks. The regulations would
affect, and possibly impair, any market that might develop in our securities
until such time as they qualify for listing  on  NASDAQ  or
on  an  exchange  which  would  make  them 
exempt  from applicability of the penny stock regulations. (see the
subsection of this Item 1 called "Risk Factors - Regulation of Penny
Stocks").  We believe that various types of potential merger or acquisition candidates
might find a business combination with us to be attractive.  These include
acquisition candidates desiring to create a public market for their shares in
order to enhance liquidity for current stockholders, acquisition candidates,
which have long-term plans for raising capital through public sale of securities
and believe that the possible prior existence of a public market for their
securities would be beneficial, and acquisition candidates which plan to acquire
additional assets through issuance of securities rather than for cash, and
believe that the possibility of development of a public market for their
securities will be of assistance in that process. Acquisition candidates, who
have a need for an immediate cash infusion, are not likely to find a potential
business combination with us to be an attractive alternative.  Form of Acquisition  It is impossible to predict the manner in which we may participate in a business
opportunity.  Specific business opportunities will be reviewed as well as
the respective needs and desires of the Company and the promoters of the
opportunity and, upon the basis of the review and the relative negotiating
strength of the Company and such promoters, the legal structure or method deemed
by management to be suitable will be selected.  Such structure may include,
but is not limited to, leases, purchase and sale agreements, licenses, joint
ventures and other contractual arrangements.  We may act directly or
indirectly through an interest in a partnership, corporation or other form of
organization.  Implementing such structure may require the merger,
consolidation or reorganization of the Company with other corporations or forms
of business organization.  In addition, the present management and
stockholders of the Company most likely will not have control of a majority of
the voting stock of the Company following a merger or reorganization
transaction. As part of such a transaction, our existing director may resign and
new directors may be appointed without any vote by stockholders.    It is likely that we will acquire a participation in a business opportunity
through the issuance of common stock or other securities of the Company.
 Although the terms of any such transaction cannot be predicted, it should
be noted that in certain circumstances the criteria for determining whether or
not an acquisition is a so-called B tax free reorganization under the Internal
Revenue Code of 1986 as amended, depends upon the issuance to the stockholders
of the acquired company of a controlling interest (i.e., 80% or more) of the
common stock of the combined entities immediately following the reorganization.
 If a transaction were structured to take advantage of these provisions
rather than other tax-free provisions provided under the Internal Revenue Code,
our current stockholder would retain 20% or less of the total issued and
outstanding shares.  This could result in substantial additional dilution
in his equity prior to such reorganization. Any such issuance of additional
shares might also be done simultaneously with a sale or transfer of shares
representing a controlling interest in the Company by our current officer,
director and principal stockholder.  It is anticipated that any new securities issued in any reorganization would be
issued in reliance upon one or more exemptions from registration under
applicable federal and state securities laws to the extent that such exemptions
are available.  In some circumstances, however, as a negotiated element of
the transaction, the Company may agree to register such securities either at the
time the transaction is consummated or under certain conditions at specified
times thereafter.  The issuance of substantial additional securities and
their potential sale into any trading market that might develop in our
securities may have a depressive effect upon such market.  We will participate in a business opportunity only after the negotiation and
execution of a written agreement.  Although the terms of such agreement
cannot be predicted, generally such an agreement would require specific
representations and warranties by all of the parties thereto, specify certain
events of default, detail the terms of closing and the conditions which must be
satisfied by each of the parties thereto prior to such closing, outline the
manner of bearing costs if the transaction is not closed set forth remedies upon
default, and include miscellaneous other
terms.  As a general matter, we anticipate that we, and/or our principal stockholder(s)
will enter into a letter of intent with the management, principals or owners of
a prospective business opportunity prior to signing a binding agreement.
 Such a letter of intent will set forth the terms of the proposed
acquisition but will not bind any of the parties to consummate the transaction.
Execution of a letter of intent will by no means indicate that consummation of
an acquisition is probable.  Neither we nor any of the other parties to the
letter of intent will be bound to consummate the acquisition unless and until a
definitive agreement is executed.  Even after a definitive agreement is
executed, it is possible that the acquisition would not be consummated should
any party elect to exercise any right provided in the agreement to terminate it
on specific grounds.  It is anticipated that the investigation of specific business opportunities and
the negotiation, drafting and execution of relevant agreements, disclosure
documents and other instruments will require substantial management time and
attention and substantial costs for accountants, attorneys and others.  If
a decision is made not to participate in a specific business opportunity, the
costs incurred in the related investigation would not be recoverable.
 Moreover, because many providers of goods and services require
compensation at the time or soon after the goods and services are provided, our
inability to pay until an indeterminate future time may make it impossible to
produce goods and services.  Competition  We expect to encounter substantial competition in our efforts to locate
attractive business combination opportunities.  The competition may in part
come from business development companies, venture capital partnerships and
corporations, small investment companies, brokerage firms, and the like. Some of
these types of organizations are likely to be in a  better position than us
to obtain access to attractive business acquisition candidates either because
they have greater experience, resources and managerial capabilities than us,
because they are able to offer immediate access to limited amounts of cash, or for a variety of other reasons.  We also will
experience competition from other public companies with similar business
purposes, some of which may also have funds available for use by an acquisition
candidate.  Employees  We currently have no employees.  We expect to use consultants, attorneys
and accountants as necessary, and do not anticipate a need to engage any
full-time employees so long as we are seeking and evaluating business
opportunities. The need for employees and their availability will be addressed
in connection with the decision whether or not to acquire or participate in
specific business opportunities.  Risk Factors  Our business and plan of operation is subject to numerous risk factors,
including, but not limited to, the following:  Our limited operating history makes our
potential difficult to assess.  We have no assets or financial resources.  We will, in all likelihood,
continue to sustain operating expenses without corresponding revenues, at least
until the consummation of a business combination.  This will most likely
result in the Company incurring a net operating loss, which will increase
continuously until we can consummate a business combination with a target
company.  There is no assurance that we can identify such a target company
and consummate such a business combination.  We have no agreement for a
business combination and no minimum requirements for a business
combination.  We have no current arrangement, agreement or understanding with respect to
engaging in a business combination with a specific entity. There can be no
assurance that we will be successful in identifying and evaluating  
suitable business   opportunities or in concluding a business
combination.  No particular industry or specific business within an
industry has been selected for a target company.  We have not established a
specific length of operating history or a specified level of earnings, assets,
net worth or other criteria which we will require a target company to have
achieved, or without which, we would not consider a business combination with
such business entity. Accordingly, we may enter into a business combination with
a business entity having no significant operating history, losses, limited or no
potential for immediate earnings, limited assets, negative net worth or other
negative characteristics.  There is no assurance that we will be able to
negotiate a business combination on terms favorable to us.  There is no assurance of success or
profitability of the Company.  There is no assurance that we will acquire a favorable business
opportunity.   Even if we should become involved in a business
opportunity, there is no assurance that we will generate revenues or profits, or
that the market price of our outstanding shares will be increased thereby. 
The type of business to be acquired may be one that desires to avoid
effecting  its  own  public  offering  and 
the  accompanying  expense,  delays, uncertainties and federal
and state requirements which purport to protect investors.  Because of our
limited capital, it is more likely than not that any acquisition by us will
involve other parties whose primary interest is the acquisition of control of a
publicly traded company.  Moreover, any business opportunity acquired may
be currently unprofitable or present other negative factors.  We may not be able to diversify our
business.  Because of our limited financial resources, it is unlikely that we will be able
to diversify our acquisitions or operations. Our probable inability to diversify
our activities into more than one area will subject us to economic fluctuations
within a particular business or industry and therefore increase the risks
associated with our operations.   We have only
one director and officer.  Because management consists of only one person, while seeking a business
combination, Tad Ballantyne, our President and Secretary, will be the only
person responsible in conducting our day-to-day operations.   We do not
benefit from having access to multiple judgments that a greater number of
directors or officers would provide, and we will rely completely on the judgment
of our one officer and director when selecting a target company.  Mr.
Ballantyne anticipates devoting only a limited amount of time per month to the
business of the Company.  Mr. Ballantyne has not entered into a written
employment agreement with the Company and he is not expected to do so. We do not
anticipate obtaining key man life insurance on Mr. Ballantyne. The loss of the
services of Mr. Ballantyne would adversely affect development of our business
and likelihood of our continuing operations.  We depend on management and management's
participation is limited.  We will be entirely dependent upon the experience of our sole officer and
director in seeking, investigating, and acquiring a business and in making
decisions regarding our operations.  It is possible that, from time to
time, the inability of Mr. Ballantyne to devote his full time attention to the
Company will cause us to lose an opportunity.  Conflicts of interest exist between the
Company and its management.  Certain conflicts of interest exist between the Company and its sole officer and
director.  He has other business interests to which he currently devotes
attention, and is expected to continue to do so. As a result, conflicts of
interest may arise that can be resolved only through his exercise of judgment in
a manner that is consistent with his fiduciary duties to the Company.  It is anticipated that our principal stockholder, Ballantyne Acquisition Corp.
(which sole shareholder, director and officer is Mr. Tad M. Ballantyne, who is
also our sole officer and director),  may actively negotiate or otherwise
consent to the purchase of a portion of its common stock as a condition to, or
in connection with, a proposed merger or acquisition transaction.  In this
process, our principal stockholder may consider its own personal pecuniary
benefit rather than the best interest of the Company.  We may need additional
financing.  We have very limited funds, and such funds, may not be adequate to take
advantage of any available business opportunities.  Even if our currently
available funds prove to be sufficient to pay for our operations until we are
able to acquire an interest in, or complete a transaction with, a business
opportunity, such funds will clearly not be sufficient to enable us to exploit
the opportunity. Thus, our ultimate success will depend, in part, upon our
availability to raise additional capital. In the event that we require modest
amounts of additional capital to fund our operations until we are able to
complete a business acquisition or transaction, such funds, are expected to be
provided by the principal shareholder.  However, we have not investigated
the   availability,   source, or terms that might govern the
acquisition of the additional capital, which is expected to be required in order
to exploit a business opportunity, and will not do so until we have determined
the level of need for such additional financing.  There is no assurance
that additional capital will be available from any source or, if available, that
it can be obtained on terms acceptable to us.  If not available, our
operations will be limited to those that can be financed with our modest
capital.  We may need to depend upon outside advisors.  To supplement the business experience of our officer and director, we may be
required to employ accountants, technical experts, appraisers, attorneys, or
other consultants or advisors. The selection of any such advisors will be made
by our officer. Furthermore, it is anticipated that such persons may be engaged
on an as needed basis without a continuing fiduciary or other obligation to the
Company. In the event the  officers  of the  Company
 consider  it  necessary  to hire  outside advisors,
they may elect to hire persons who are affiliates, if those affiliates are able
to provide the required services.   We may have significant competition for
business opportunities and combinations and may be at a competitive disadvantage
in completing a business combination.  We are and will continue to be an
insignificant participant in the business of seeking mergers with and
acquisitions of business entities.  A large number of established and
well-financed entities, including venture capital firms are active in mergers
and acquisitions of companies, which may be merged alternatively, acquisition
target candidates for us.  Nearly all such entities have significantly
greater financial resources, technical expertise and managerial capabilities
than us and, consequently, we will be at a competitive disadvantage in
identifying possible business opportunities and successfully completing a
business combination.  Moreover, we will also compete in seeking merger or
acquisition candidates with other public shell companies, some of which may also
have funds available for use by an acquisition candidate.  The reporting requirements imposed upon us
may delay or preclude our ability to enter into a business
combination.  Pursuant to the requirements of Section 13 of the Exchange Act, we are required
to provide certain information about significant acquisitions including audited
financial statements of the acquired company.  Because we are a shell
company these audited financial statements must be furnished within four
business days   following the effective   date of a business
combination.   Obtaining audited financial statements are the economic
responsibility of the target company.  The additional time and costs that
may be incurred by some potential target companies to prepare such financial
statements may significantly delay or essentially preclude consummation of an
otherwise desirable acquisition by us.  Acquisition prospects that do not
have or are unable to obtain the required audited statements may not be
appropriate for acquisition so long as the reporting requirements of the
Exchange Act are applicable.  Notwithstanding a target companys agreement
to obtain audited financial statements within the required time frame, such
audited financials may not be available to us at the time of effecting a
business combination. In cases where audited financials are unavailable, we will
have to rely upon un-audited information that has not been verified by outside
auditors in making our decision to engage in a transaction with the business
entity.  This risk increases the prospect that a business combination with
such a business entity might prove to be an unfavorable one for us.  We lack market research and a marketing
organization.  We have neither conducted, nor have others made available to it, market research
indicating that demand exists for the transactions contemplated by us.  In
the event demand exists for a transaction of the type contemplated by us, there
is no assurance we will be successful in completing any such business
combination.  It is probable that there will be a change
in control of the Company and/or management.  In conjunction with completion of a business acquisition, it is anticipated that
we will issue an amount of our authorized, but un-issued common stock that
represents the greater majority of the voting power and equity of the Company,
which will, in all likelihood, result in stockholders of a target company
obtaining a controlling interest in the Company.  As a condition of the
business combination agreement, the current stockholder of the Company may agree
to sell or transfer all or a portion of our common stock it owns so to provide
the target company with all or majority control.  The resulting change in
control of the Company will likely result in removal of the present officer and
director of the Company and a corresponding reduction in or elimination of his
participation in the future affairs of the Company.  Stockholders will likely suffer a dilution
of the value of their shares upon a business combination.  A business combination normally will involve the issuance of a significant
number of additional shares.  Depending upon the value of the assets
acquired in such business combination, the per-share value of the Company's
common stock may increase or decrease, perhaps significantly.  No public market exists and no public
market may develop for our common stock.  There is currently no public market for our common stock, and no assurance can
be given that a market will develop or that a shareholder ever will be able to
liquidate its investment without considerable delay, if at all. If a market
should develop, the price may be highly volatile.  Factors such as those
discussed in this "Risk Factors section may have a significant impact upon the
market price of the securities.  Owing to the low price of  the 
securities,   many  brokerage  firms  may 
not  be  willing  to  effect transactions in the
securities.  Even if a purchaser finds a broker willing to effect a
transaction in these securities,   the combination of brokerage
commissions, state transfer taxes, if any, and any other selling costs may
exceed the sales proceeds.  Registration of shares of our common stock
may be required for resale.  It is the Commissions position that securities issued by a "shell" company such
as Grand Monarch Holdings, Inc., cannot be sold under the exemption from
registration provided by Rule 144 promulgated under the Securities Act of 1933
(the "Act"), but must be registered under the Act. Accordingly, the securities
sold to our affiliates may have to be registered under the Act prior to resale.
 Any other securities issued to individuals in the capacity of management,
affiliates, control persons and promoters may also have to be registered prior
to resale and shall be issued with appropriate restricted legend to reflect the
registration requirements.  There may be restrictions imposed by
states on the sale of common stock by investors.  Because our securities have not been registered for resale under the Blue Sky
laws of any state, the holders of such shares and persons who desire to purchase
them in any trading market that might develop in the future, should be aware,
that there may be significant state Blue Sky law restrictions upon the ability
of investors to sell the securities and of purchasers to purchase the
securities.  Accordingly, investors should consider the secondary market
for our securities to be a limited one.  We may be subject to additional risks
because of doing business in a foreign country.  We may effectuate a business combination with a merger target whose business
operations or even headquarters, place of formation or primary place of business
are located outside the United States of America.  In such event, we may
face the significant additional risks associated with doing business in that
country. In addition to the language barriers, different presentations of
financial information, different business practices, and other cultural
differences and barriers that may make it difficult to evaluate such a merger
target, ongoing business risks result from the international political
situation, uncertain legal systems and applications of law, prejudice against
foreigners,   corrupt practices, uncertain economic policies and
potential political and economic instability that may be exacerbated in various
foreign countries.  The consummation of a business combination
may subject the Company and our stockholders to federal and state
taxes.  Federal and state tax consequences will, in all likelihood, be major
considerations in any business combination that we may undertake. Currently,
such transactions may be structured to result in tax-free treatment to both
companies, pursuant to various federal and state tax provisions.  We intend
to structure any business combination so as to minimize the federal and state
tax consequences to both the Company and the target entity; however, there can
be no assurance that such business combination will meet the statutory
requirements of a tax-free reorganization or that the parties will obtain the
intended tax-free treatment upon a transfer of stock or assets. A non-qualifying
reorganization could result in the imposition of both federal and state taxes,
which may have an adverse effect on both parties to the transaction.    Regulation of
Penny Stocks  The Commission has adopted a number of rules to regulate penny stocks."
Such rules include Rule 3a51-1 and Rules 15g-1 through 15g-9 under the
Securities Exchange Act of 1934, as amended. Because our securities may
constitute penny stocks" within the meaning of the rules (as any equity
security that has a market price of less than $5.00 per share or with an
exercise price of less than $5.00 per share, largely traded in the National
Association of Securities Dealers (NASD) OTC Bulletin Board or the "Pink
Sheets", the rules would apply to us and to our
securities.  The Commission has adopted Rule 15g-9 that
established sales practice requirements low price securities. Unless the
transaction is exempt, it shall be unlawful for a broker or dealer to sell a
penny stock to, or to effect the purchase of a penny stock by any person unless
prior to the transaction:  (i) the broker or dealer has approved the
persons account for transactions in penny stock pursuant to this rule and (ii)
the broker or dealer has received from the person a written agreement to the
transaction setting forth the identity and quantity of the penny stock to be
purchased.  In order to approve a person's account for transactions in penny stock, the
broker or dealer must:  (a) obtain from the person information concerning
the person's financial situation, investment experience, and investment
objectives; (b) reasonably determine that transactions in penny stock are
suitable for that person, and that the person has sufficient knowledge and
experience in financial matters that the person reasonably may be expected to be
capable of evaluating the risks of transactions in penny stock; (c) deliver to
the person a written statement setting forth the basis on which the broker or
dealer made the determination (i) stating in a highlighted format that it is
unlawful for the broker or dealer to affect a transaction in penny stock unless
the broker or dealer has received, prior to the transaction, a written agreement
to the transaction  from  the  person;   and  (ii)
 stating  in  a  highlighted  format immediately
preceding the customer signature line that (iii) the broker or dealer is
required to provide the person with the written statement; and (iv) the person
should not sign and return the written statement to the broker or dealer if it
does not accurately reflect the persons financial situation, investment
experience, and investment objectives; and (d) receive from the person a
manually signed and dated copy of the written statement.  It is also required that disclosure be made as to the risks of investing in
penny stock and the commissions payable to the broker-dealer, as well as current
price quotations and the remedies and rights available in cases of fraud in
penny stock transactions.  Statements, on a monthly basis, must be sent to
the investor listing recent prices for the penny stock and information on the
limited market.  Shareholders should be aware that, according to Securities
and Exchange Commission Release No. 34-29093, the market for penny stocks has
suffered in recent years from patterns of fraud and abuse. Such patterns include
(i) control of the market for the security by one or a few broker-dealers that
are often related to the promoter or issuer; (ii) manipulation of prices through
prearranged matching of purchases and sales and false and misleading press
releases; (iii) "boiler room" practices involving high-pressure sales tactics
and unrealistic price projections by inexperienced sales persons; (iv) excessive
and undisclosed bid-ask differential and markups by selling broker-dealers; and
(v) the wholesale dumping of the same securities by promoters and broker dealers
after prices have been manipulated to a desired level, along with the resulting
inevitable collapse of those prices and with consequent investor losses.
 Our management is aware of the abuses that have occurred historically in
the penny stock market. Although we do not expect to be in a position to dictate
the behavior of the market or of broker-dealers who participate in the market,
management will strive within the confines of practical limitations to prevent
the described patterns from being established with respect to our
securities.  Item 2.  Description of
Property  We currently maintain a mailing address at
5118 Hunt Club Road, Racine, Wisconsin 53402.  Our telephone number there
is (262) 652 3662. Other than this mailing address, we do not currently maintain
any other office facilities, and do not anticipate the need for maintaining
office facilities at any time in the near future. We pay no rent or other fees
for the use of the mailing address as these offices are used virtually full-time
by other businesses of our President.  It is likely that we will not establish an office until we have completed a
business acquisition transaction, but it is not possible to predict that
arrangements will actually be made with respect to future office
facilities.  Item 3.  Legal
Proceedings  We are not a party to any pending legal
proceedings, and no such proceedings are known to be contemplated.  Item 4.  Submission of Matters to a
Vote of Security Holders.  No matters were submitted to a vote of stockholders during the fourth quarter of
the fiscal year ended December 31, 2007.   PART
II  Item 5.  Market for Common Equity and
Related Stockholder Matters and Small Business Issuer Purchases of Equity
Securities.  Market Price  There is no trading market for our common stock at present and there has been no trading market to date.  There is no assurance that a trading market will ever develop or, if such a market does develop, that it will continue.  Options, Warranties and Other Equity
Items  There  are  no  outstanding  options  or  warrants
 to  purchase,  nor  any securities convertible into, the
our common shares.  Additionally, there are no shares that could be sold
pursuant to Rule 144 under the Securities Act or that we had agreed to register
under the Securities Act for sale by security holders.  Further, there are
no common shares of the Company being, or proposed to be, publicly offered by
the Company.  Holders  As of March 26, 2008, there is approximately one shareholder of our common
stock.  Dividends  We have not paid any dividends to date,
and has no plans to do so in the near future.   Item 6.  Managements Discussion and
Analysis or Plan of Operation.  GENERAL  We were originally incorporated on December 18, 2006 under the laws of the State
of Delaware.  We were  initially formed  as a  "blank
 check"  entity  for  the  purpose  of
 seeking a merger, acquisition or other business  combination
 transaction  with a privately  owned entity seeking to become a
publicly-owned entity.  Our current principal business activity is to seek a suitable reverse
acquisition candidate through acquisition, merger or other suitable business
combination method.  It is the intent of management and our significant stockholder to provide
sufficient working capital necessary to support and preserve the integrity of
the corporate entity.  However, there is no legal obligation for either
management or significant stockholder to provide additional future funding.
Should this pledge fail to provide financing and we have not identified any
alternative sources of funding.  Consequently, there will be substantial
doubt about our ability to continue as a going concern.  Our need for capital may change dramatically because of any business acquisition
or combination transaction.  There can be no assurance that we will
identify any such business, product, technology or company suitable for
acquisition in the future.  Further, there can be no assurance that we will
be successful in consummating any acquisition on favorable terms or that we ill
be able to profitably manage the business, product, technology or company we
acquire.    PLAN OF
OPERATION  GENERAL  Our current
purpose is to seek, investigate and, if such investigation warrants, merge or
acquire an interest in business opportunities presented to us by persons or
companies who or which desire to seek the perceived advantages of a Securities
Exchange Act of 1934 registered corporation.  As of the date hereof, we
have no particular acquisitions in mind and have not entered into any
negotiations regarding such an acquisition, and neither our officer and director
nor any promoter has engaged in any negotiations with any representatives of the
owners of any business or company regarding the possibility of a merger or
acquisition between us and such other company.  Pending negotiation and
consummation of a combination, we anticipate that we will have, aside from
carrying on our search for a combination partner, no business activities, and,
thus, will have no source of revenue.  Should we incur any significant
liabilities prior to a combination with a private company, we may not be able to
satisfy such liabilities as are incurred.  If our management pursues one or more
combination opportunities beyond the preliminary  
negotiations   stage and those   negotiations  
are subsequently terminated, it is foreseeable that such efforts will exhaust
our ability to continue to seek such combination opportunities before any
successful combination can be consummated.  In that event, our common stock
will become worthless and holders of our common stock will receive a nominal
distribution, if any, upon our liquidation and dissolution.  MANAGEMENT  We are in the development stage and currently has no full-time employees. 
Mr. Tad Ballantyne is our sole officer and director, and through Ballantyne
Acquisition Corp. (which he controls), controlling shareholder.  Mr.
Ballantyne, as President and Secretary of the Company, has agreed to allocate a
limited portion of his time to the activities of the Company without
compensation.  Potential conflicts may arise with respect to the limited
time commitment by Mr. Ballantyne and the potential   demands of our
activities.   See Item 12, Certain Relationships and Related
Transactions, and Director Independence."  The amount of time spent
by Mr. Ballantyne on the activities of the Company is not predictable. 
Such time may vary widely from an extensive amount when reviewing a target
company to an essentially quiet time when activities of management focus
elsewhere or some amount in between.  It is impossible to predict with any
precision the exact amount of time Mr. Ballantyne will actually be required to
spend to locate a suitable target company. Mr. Ballantyne estimates that the
business plan of the Company can be implemented by devoting less than five hours
per month but such figure cannot be stated with precision.  SEARCH FOR BUSINESS
OPPORTUNITIES  Our search will be directed toward small and medium-sized enterprises, which
have a desire to become reporting corporations and which are able to provide
audited financial statements.  We do not propose to restrict our search for
investment opportunities to any particular geographical area or industry, and
may, therefore, engage in essentially any business, to the extent of our limited
resources.   Our discretion in the selection of business opportunities is
unrestricted, subject to the availability of such opportunities, economic
conditions, and other factors. No assurance can be given that we will be
successful in finding or acquiring a desirable business opportunity, and no
assurance can be given that any acquisition, which does occur, will be on terms
that are favorable to us or our current stockholders.  We may merge with a company that has retained one or more consultants or outside
advisors. In that situation, we expect that the business opportunity will
compensate the consultant or outside advisor.  As of the date of this
filing, there have been no discussions, agreements or understandings with any
party regarding the possibility of a merger or acquisition between the Company
and such other company.  Consequently, we are unable
to predict how the amount of such compensation would be calculated at this
time.  It is anticipated that any finder that the target company retains
would be a registered broker-dealer.  We will not restrict our
search to any specific kind of firm, but may acquire a venture, which is in its
preliminary or development stage, one which is already in operation or in a more
mature stage of its corporate existence. The acquired business may need to seek
additional capital, may desire to have its shares publicly traded, or may seek
other perceived advantages which the Company may offer.  We do not intend
to obtain funds to finance the operation of any acquired business opportunity
until such time as we have successfully consummated the merger or acquisition
transaction. There are no loan arrangements or arrangements for any financing
whatsoever relating to any business opportunities.  EVALUATION OF BUSINESS
OPPORTUNITIES  The analysis of business opportunities will be under the supervision of our sole
officer and director, who is not a professional business analyst. In analyzing
prospective business opportunities, management will consider such matters as
available technical, financial and managerial resources; working capital and
other financial requirements; history of operations, if any; prospects for the
future; nature of present and expected competition; the quality and experience
of management services which may be available and the depth of that management;
the potential for further research, development, or exploration; specific risk
factors not now foreseeable, but which then may be anticipated to impact the
proposed activities of the Company; the potential for growth or expansion; the
potential for profit; the perceived public recognition or alternatively,
acceptance of products, services, or trades; name identification; and other
relevant factors.  In many instances, it is anticipated that the historical
operations of a specific business opportunity may not necessarily be indicative
of the potential for the future because of a variety of factors, including, but not limited to,
the possible need to expand substantially, shift marketing approaches, change
product emphasis, change or substantially augment management, raise capital and
the like.  Management intends to meet personally with management and key
personnel of the target business entity as part of its investigation.  To
the extent possible, we intend to utilize written reports and personal
investigation to evaluate the above factors.  Prior to making a decision to
participate in a business opportunity, we will generally request that we be
provided with written materials regarding the business opportunity containing as
much relevant information as possible, including, but not limited to, such items
as a description of products, services and company history; management resumes;
financial information; available projections, with related assumptions upon
which they are based; an explanation of proprietary products and services;
evidence of existing patents, trademarks, alternatively, service marks, or
rights thereto; present and proposed forms of compensation to management; a
description of transactions between such company and its affiliates during the
relevant periods; a description of present and required facilities; an analysis
of risks and competitive conditions; a financial plan of operation and estimated
capital requirements; audited financial statements, or if they are not available
at that time, un-audited financial statements, together with reasonable
assurance that audited financial statements would be able to be produced within
a required period of time; and the like.  In the event we successfully complete the acquisition of or merger with an
operating business entity, that business entity must provide audited financial
statements for at least two most recent fiscal years or, in the event the
business entity has been in business for less than two years, audited financial
statements will be required from the period of inception.  Acquisition
candidates that do not have  or are  unable  to  obtain
 the  required  audited  statements  may not be
considered appropriate for acquisition.   We will not acquire or merge with
any entity which cannot provide audited financial statements at or within a
required period after closing of the proposed transaction.  The audited
financial statements of the acquired company must be furnished within 15 days
following the effective date of a business combination.  When a non-reporting company becomes the successor of a reporting company by
merger, consolidation, exchange of securities, and acquisition of assets or
otherwise, the successor company is required to provide in a Current Report on
Form 8-K the same kind of information that would appear in a Registration
Statement or an Annual Report on Form 10-KSB, including audited and pro forma
financial statements.  The Commission treats these Form 8-K filings in the
same way it treats the Registration Statements on Form
10-SB filings. The Commission subjects them to its standards of review
selection, and the Commission may issue substantive comments on the sufficiency
of the disclosures represented.  If we enter into a business combination
with a non-reporting company, such non-reporting company will not receive
reporting status until the Commission has determined that it will not review the
8-K filing or all of the comments have been cleared by the
Commission.  We believe that various types of potential
merger or acquisition candidates might find a business combination with the
Company to be attractive. These include acquisition candidates desiring to
create a public market for their shares in order to enhance liquidity for
current stockholders, acquisition candidates, which have long-term plans for
raising capital through public sale of securities and believe that the possible
prior existence of a public market for their securities would be beneficial, and
acquisition candidates which plan to acquire additional assets through issuance
of securities rather than for cash, and believe that the possibility of
development of a public market for their securities will be of assistance in
that process.  Acquisition candidates, who have a need for an immediate
cash infusion, are not likely to find a potential business combination with us
to be an attractive alternative. Nevertheless, we have not conducted market
research and are not aware of statistical data that would support the perceived
benefits of a merger or acquisition transaction for the owners of a business
opportunity. We are unable to predict when we may participate in a business
opportunity. We expect, however, that the analysis of specific proposals and the
selection of a business opportunity may take several months or more.  There
can also be no assurances that we are able to successfully pursue a business
opportunity.  In that event, there is a substantial risk to us that failure
to complete a business combination will significantly restrict our business
operation and force management to cease operations and liquidate the
Company.  ACQUISITION OF A BUSINESS
OPPORTUNITY  In implementing a structure for a particular business acquisition, we may
become a party to a merger, consolidation, and reorganization, joint venture or
licensing agreement with another entity. We may also acquire stock or assets of
an existing business.  In connection with a merger or acquisition, it is
highly likely that an amount of stock constituting control of the Company would
either be issued by us or be purchased from our current principal stockholder by
the acquiring entity or its affiliates, and accordingly, the shareholders of the
target company, typically, become the majority of the shareholders of the
combined company, the board of directors and officers of the target company
become the new board and officers of the combined company and often the name of
the target company becomes the name of the combined company.  There are currently no arrangements that would result in a change of control of
the Company. It is anticipated that any securities issued as a result of
consummation of a business combination will be issued in reliance upon one or
more exemptions from registration under applicable federal and state securities
laws to the extent that such exemptions are available.  In some
circumstances, however, as a negotiated element of the transaction, we may agree
to register all or a part of such securities immediately after the transaction
is consummated or at specified times thereafter.  If such registration
occurs, of which there can be no assurance; it will be undertaken by the
surviving entity after the Company has entered into an agreement for a business
combination or has consummated a business combination and we are no longer
considered a dormant shell company.  Until this occurs, we will not attempt
to register any additional securities.  The issuance of substantial additional securities and their potential sale into
any trading market may have a depressive effect on the market value of our
securities in the future if such a market develops, of which there is no
  assurance.   There have been no plans,
  proposals,   arrangements   or understandings
with respect to the sale or issuance of additional securities. While the actual
terms of a transaction to which we may be a party cannot be predicted, it may be
expected that the parties to the business transaction will find it desirable to
avoid the creation of a taxable event and thereby structure the acquisition in a
"tax-free reorganization under Sections 351 or 368 of the Internal Revenue Code
of 1986, as amended.  In order to obtain tax-free treatment, it may be necessary for the owners of the
surviving entity to own 80% or more of the voting stock of the surviving entity.
 In this event, our shareholder would retain less than 20% of the issued
and outstanding shares of the surviving entity, which could result in
significant dilution in the equity of such shareholder.
 However, treatment as a tax-free reorganization will not be a condition of
any future business combination and if it is not the case, we will not obtain an
opinion of counsel that the reorganization will be tax-free. With respect to any
merger or acquisition, negotiations with target company management are expected
to focus on the percentage of the Company which the target company shareholders
would acquire in exchange for all of their shareholdings in the target company.
Depending upon, among other things, the target company's assets and liabilities,
our only shareholder will in all likelihood hold a substantially lesser
percentage ownership interest in the Company following any merger or
acquisition. The percentage ownership may be subject to significant reduction in
the event we acquire a target company with substantial assets.  Any merger or acquisition effected by us can be expected to have a significant
dilutive effect on the percentage of shares held by our shareholder at such
time. We will participate in a business opportunity only after the negotiation
and execution of appropriate agreements. Although the terms of such agreements
cannot be predicted, generally such agreements will require certain
representations and warranties of the parties thereto, will specify certain
events of default, will detail the terms of closing and the conditions
 which  must be  satisfied  by the  parties  prior
to and after  such closing, outline the manner of bearing costs, including
costs associated with our attorneys and accountants, and will include
miscellaneous other terms.  It is anticipated that we will not be able to
diversify, but will essentially be limited to the acquisition of one business
opportunity because of our limited financing.  This lack of diversification
will not permit us to offset potential losses from one business opportunity
against profits from another, and should be considered an adverse factor
affecting any decision to purchase our securities.  There are no present
plans, proposals, arrangements or understandings to offer the shares of the
post-merger companies to third parties if any mergers occur, and there is no
marketing plan to distribute the shares of the post-merger companies to third
parties.  Mr. Ballantyne has not had any preliminarily contact, agreements
or understandings with anyone to help sell these shares.  We intend to seek to carry out our business plan as discussed herein. In order
to do so, we need to pay ongoing expenses, including particularly legal and
accounting fees incurred in conjunction with preparation and filing of this
registration statement, and in conjunction with future compliance with our
on-going reporting obligations.  We do not intend to make any loans to any prospective merger or acquisition
candidates or unaffiliated third parties.  LIQUIDITY AND CAPITAL
RESOURCES  It is the belief of management that sufficient working capital necessary to
support and preserve the integrity of the corporate entity will be present.
However, there is no legal obligation for either management or significant
stockholders to provide additional future funding.  Should this pledge fail
to provide financing, we have not identified any alternative sources.
Consequently, there is substantial doubt about our ability to continue as a
going concern.  We have no current plans, proposals, arrangements or understandings with respect
to the sale or issuance of additional securities prior to the location of a
merger or acquisition candidate.  Accordingly, there can be no assurance
that sufficient funds will be available to us to allow us to cover the expenses
related to such activities.  Our need for capital may change dramatically because of any business acquisition
or combination transaction.  There can be no assurance that we will
identify any such business, product, technology or company suitable for
acquisition in the future.  Further, there can be no assurance that we will
be successful in consummating any acquisition on favorable terms or that we will
be able to profitably manage the business, product, technology or company we
acquire.  Regardless of whether our cash assets prove to be inadequate to meet our
operational needs, we might seek to compensate providers of services by
issuances of stock in lieu of cash.  Item 7.  Financial
Statements.  Our consolidated financial statements for the year ended December 31, 2006, including the notes thereto, together with the report of independent certified public accountants thereon, are presented beginning at page F-1.  Item 8.  Changes In and Disagreements
With Accountants on Accounting and Financial Disclosure.  We have not changed accountants since our formation and there are no
disagreement with the findings of the accountants.  Item
8A.             
Controls and Procedures.  Evaluation of our Disclosure Controls.  As of the end of the period covered by this Annual
Report on Form 10-KSB, our principal executive officer and principal financial
officer has evaluated the effectiveness of our disclosure controls and
procedures (Disclosure Controls). Disclosure Controls, as defined in Rule
13a-15(e) of the Securities Exchange Act of 1934, as amended (the Exchange
Act), are procedures that are designed with the objective of ensuring that
information required to be disclosed in our reports filed under the Exchange
Act, such as this Annual Report, is recorded, processed, summarized and reported
within the time periods specified in the Securities and Exchange Commissions
rules and forms. Disclosure Controls are also designed with the objective of
ensuring that such information is accumulated and communicated to our
management, including the Chief Executive Officer and Chief Financial Officer,
as appropriate to allow timely decisions regarding required disclosure. Our
management, including the Chief Executive Officer and Chief Financial Officer,
does not expect that our Disclosure Controls will prevent all error and all
fraud. A control system, no matter how well conceived and operated, can provide
only reasonable, not absolute, assurance that the objectives of the control
system are met. Further, the design of a control system must reflect the fact
that there are resource constraints, and the benefits of controls must be
considered relative to their costs. Because of the inherent limitations in all
control systems, no evaluation of controls can provide absolute assurance that
all control issues and instances of fraud, if any, within the Company have been
detected. These inherent limitations include the realities that judgments in
decision-making can be faulty, and that breakdowns can occur because of simple
error or mistake. The design of any system of controls also is based in part
upon certain assumptions about the likelihood of future events, and there can be
no assurance that any design will succeed in achieving its stated goals under
all potential future conditions. Based upon their controls evaluation, our Chief
Executive Officer and Chief Financial Officer have concluded that our Disclosure
Controls are effective at a reasonable assurance level. Managements Report of Internal Control over Financial
Reporting .  We are responsible for establishing and maintaining
adequate internal control over financial reporting in accordance with Exchange
Act Rule 13a-15. With the participation of our Chief Executive Officer and Chief
Financial Officer, our management conducted an evaluation of the effectiveness
of our internal control over financial reporting as of November 24, 2007
based on the criteria established in Internal ControlIntegrated Frameworkissued by the Committee of Sponsoring Organizations of the Treadway
Commission. Based on this evaluation, management concluded that our internal
control over financial reporting was effective as of December 31, 2007, based on
those criteria. A control system, no matter how well conceived and operated, can
provide only reasonable, not absolute, assurance that the objectives of the
control system are met. Because of the inherent limitations in all control
systems, no evaluation of controls can provide absolute assurance that all
control issues and instances of fraud, if any, within the Company have been
detected. PS Stepehenson & Co.,P.C.,
our independent registered public accounting firm, has not issued an attestation
report on the effectiveness of our internal control over financial reporting.  Item 8B.  Other
Information.  None.   PART III  Item 9.  Directors, Executive
Officers, Promoters, Control Persons and Corporate Governance; Compliance with
Section 16(a) of the Exchange Act.  Set forth below is the name of our sole director and officer.  NameAge                               Position Held  Tad M. Ballantyne                         52                                  President, Chief Executive Officer, Chief Financial Officer, Secretary and a director  Mr. Ballantyne serves as President, Chief
Executive Officer, Chief Financial Officer and Secretary at the pleasure of the
board of directors.  Mr. Ballantyne shall serve as our director
until the next annual meeting of stockholders or until his prior death,
resignation or removal and until any successors are duly elected and have
qualified.  Directors will be elected for one-year
terms at the annual stockholders meeting.  Officers will hold their
positions at the pleasure of the board of directors, absent any employment
agreement, of which none currently exists or is contemplated.  There is no
arrangement or understanding between Mr. Ballantyne and any other person
pursuant to which he was or is to be selected as a director or officer, and
there is no arrangement, plan or understanding as to whether non-management
shareholders will exercise their voting rights to continue to elect the current
director to our board. There are also no arrangements, agreements or
understandings between non-management shareholders that may directly or
indirectly participate in or influence the management of our affairs.  Mr.
Ballantyne and any other directors and officers hereafter appointed or elected
will devote their time to our affairs on an as needed basis, this, depending on
the circumstances, could amount to as little as two hours per month, or more
than forty hours per month, but more than likely will encompass less than five
(5) hours per month.  There are no agreements or understandings for any
officer or director to resign at the request of another person, and none of the
officers or directors are acting on behalf of, or will act at the direction of,
any other person.  Mr. Ballantyne, age 52, is and was
appointed as an independent member of the board of directors of Empire Energy
Corporation International in October 2005 and has served as President of their
subsidiary, Pacific Rim Foods Ltd. since March 2006. Mr. Ballantyne has
been CEO of Hoopeston Foods, Inc. since March of 2004. Mr. Ballantyne is a
director and chairman of the audit committee of Life Partners Holdings, Inc.,
and is an officer and director of several private companies including BR
Industries, Inc, Hoopeston Foods, Inc., Thomsen Group LLC., Jilin Jimei Foods,
Ltd., Pacific Rim Foods Ltd., and other companies engaged in manufacturing and
food processing industries as well as real estate acquisition. During 2003,
Texas Steel Partners Inc., a Texas-based steel foundry, filed for reorganization
and was liquidated pursuant to a bankruptcy Chapter 7 conversion.
Mr. Ballantyne was an officer and director and 50% shareholder of Texas
Steel Partners. During the last 15 years, Mr. Ballantyne has been, on a
global basis, in the business of acquiring and operating troubled companies or
assets being divested by public and private companies. In addition, he has been
both an officer and director of a public company, Amacan Resources Corporation,
previously engaged in the oil and gas business. He holds a Bachelor of Arts
degree in business management from the University of Wisconsin.   Audit Committee and Financial Expert  We do not have an Audit Committee.  Mr.  Ballantyne,  the sole  director, performs some of the same functions of an Audit Committee, such as: recommending a firm of independent certified public accountants to audit the annual financial statements;  reviewing  the  independent  auditors  independence,  the financial statements and their audit report; and reviewing management's  administration of the system of  internal  accounting  controls.  We do not currently  have a written audit committee charter or similar document.  We have no financial expert.  We believe the cost related to retaining a financial expert at this time is prohibitive.  Further, because we have no business operations, management believes the services of a financial expert are not warranted.   Code of Ethics  A code of ethics relates to written standards that are reasonably designed to deter wrongdoing and to promote:  1.      Honest and ethical conduct, including the ethical handling of actual or apparent  conflicts of interest between personal and professional relationships;  2.      Full,  fair,  accurate,  timely  and  understandable  disclosure  in reports and  documents  that are filed with,  or  submitted  to, the Commission and in other public communications made by an issuer;  3.    Compliance with applicable governmental laws, rules and regulations;  4.      The prompt internal reporting of violations of the code to an appropriate person or persons identified in the code; and  5.    Accountability for adherence to the code.  We have not adopted a corporate code of ethics that applies to our principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions  The decision to not adopt such a code of ethics resulted from the Company having only one officer and one director, who is the same person, thus eliminating the need for such a code.  Nominating Committee  We do not have a Nominating Committee or Nominating Committee Charter.  Mr. Tad M. Ballantyne, our sole director, performs some of the functions associated with a Nominating Committee.  We have elected not to have a Nominating Committee in that we are a development stage company with limited operations and resources.  Indemnification of Officers and
Directors  Our By-Laws provide for the indemnification of our directors, officers,
employees, and agents, under certain circumstances, against attorneys fees and
other expenses incurred by them in any litigation to which they become a party
arising from their association with or activities on behalf of the Company.
 We will also bear the expenses of such litigation for any of our
directors, officers, employees, or agents, upon such persons promise to repay us
therefore if it is ultimately determined that any such person shall not have
been entitled to indemnification.  This indemnification policy could result
in substantial expenditures by the Company, which we may be unable to
recoup.  Conflicts of Interest  Mr. Ballantyne will only devote a small portion of his time to affairs of the
Company.  There will be occasions when the time requirements of our
business conflict with the demands of his other business and investment activities.  Such conflicts may require
that we attempt to employ additional personnel.  There is no assurance that
the services of such persons will be available or that they can be obtained upon
terms favorable to us.  The officers, directors and principal
shareholders of the Company may actively negotiate for the purchase of a portion
of their common stock as a condition to, or in connection with, a proposed
merger or acquisition transaction.  It is anticipated that a substantial
premium may be paid by the purchaser in conjunction with any sale of shares by
our officers, directors and principal shareholders made as a condition to, or in
connection with, a proposed merger or acquisition transaction.  The fact
that a substantial premium may be paid to members of our management to acquire
their shares creates a conflict of interest for them and may compromise their
state law a fiduciary duty to our other shareholders.  In making any such
sale, members of our management may consider their own personal pecuniary
benefit rather  than  the  best  interests  of 
the  Company  and  our other shareholders, and the other
shareholders are not expected to be afforded the opportunity  to 
approve  or  consent  to  any  particular 
buy-out  transaction involving shares held by members of our
management.  It is not currently
anticipated that any salary, consulting fee, or finders fee shall be paid to any
of our directors or executive officers, or to any  other 
affiliate  of  the  Company  except  as 
described  under  Executive Compensation below. Although management
has no current plans to cause the Company to do so, it is possible  that we
will enter into an agreement with an  acquisition  candidate 
requiring  the sale of all or a portion of the common stock held by our
current stockholder to the acquisition candidate or principals 
thereof,  or to other individuals or business entities, or requiring some
other form of payment to our current  stockholder, or requiring the future
employment of specified officers and payment of salaries to them. It is more
likely than not that any sale of securities by our current stockholders to an
acquisition candidate would be at a price substantially higher than that
originally paid by such stockholders. Any payment to our current stockholder in
the context of an acquisition involving the Company would be determined entirely
by the largely unforeseeable terms of a future agreement with an unidentified
business entity.  Compliance with Section 16(a) of the
Securities Exchange Act of 1934  Section 16(a) of the Securities Exchange
Act of 1934, as amended, requires our executive officers and directors, and
persons who beneficially own more than 10% of our equity securities, to file
reports of ownership and changes in ownership with the Securities and Exchange
Commission.  Officers, directors and greater than 10% shareholders are
required by Comission regulation to furnish us with copies of all Section 16(a)
forms they file.  Based on our review of the copies of such forms we
received, we believe that during the fiscal year ended December 31, 2007 such
filing requirements applicable to our then sole officer and director, Mr. Joseph
Meuse were not complied with because he failed to file a Form 3  Initial
Statement of Beneficial Ownership of Securities when he was appointed our
President, Vice President, Secretary, Treasurer and director.  Item
10.              
Executive Compensation.  On February 5, 2008, we appointed Mr. Tad
M. Ballantyne as our new President, Secretary and sole director pursuant to a
written consent of directors.  Also on February 5, 2008, Mr. Joseph Meuse
resigned with immediate effect our President, Vice President, Secretary,
Treasurer and director.  No officer or director has received any compensation from the Company since our
inception, and we are not accruing any compensation.  Until we acquire
additional capital, it is not anticipated that any officer or director will
receive compensation from the Company other than reimbursement for out-of-pocket
expenses incurred on our behalf.  We have no stock option, retirement, pension, insurance program or profit
sharing programs or other similar programs for the benefit of directors,
officers or other employees, but the board of directors may recommend adoption
of one or more such programs in the future.  Employment Agreements  We have not entered into any employment agreements with executive officers or other employees to date.   Item 11. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters  The  following  table  sets  forth  each  person  known  by the Company to be the beneficial  owner of five  percent or more of the  common  stock of the Company and the sole  director  and officer of the Company.  Each such person has sole voting and investment power with respect to the shares shown.   Name and Address of Beneficial Owner
Amount of Beneficial Ownership
Percentage of ClassTad M. Ballantyne5118 Hunt Club Road,Racine, Wisconsin 53402
100,000 (1)
100%Ballantyne Acquisition Corp.5118 Hunt Club Road,Racine, Wisconsin 53402
100,000 (1)
100%All executive officers and directors as a group (2)
100,000 (1)
100%  (1)Mr. Tad M. Ballantyne is the sole director, officer and shareholder of Ballantyne Acquisition Corp. and as such, may be deemed to directly or indirectly control the voting power and investment of the shares of common stock of the Company held by Ballantyne Acquisition Corp and hence the beneficial owner of the same.  (2)          Mr. Tad M. Ballantyne is our sole director and officer.   Item 12.    Certain Relationships and Related Transactions and Director Independence  On March 13, 2007, we sold 100,000 shares
of restricted common stock at $0.001 per share (the Shares) for gross proceeds
of $100.00, pursuant to a subscription agreement, to Belmont Partners, LLC. We
relied upon Section 4(2) of the Securities Act of 1933, as amended, for an
exemption from registration of these shares and no underwriter was used in this
transaction. Because of this transaction, Joseph Meuse, Managing Director of
Belmont Partners, LLC, became our controlling shareholder, owning 100,000 shares
of the 100,000 issued and outstanding shares of our common stock, or
approximately 100.00%, at the close of business on March 13, 2007.  On January 13, 2008, Ballantyne
Acquisition Corp. enter into a stock purchase agreement to purchase the Shares
from Belmont Partners, LLC for a purchase consideration of $14,000.  The
transaction closed on February 18, 2008.  We relied upon Section 4(2) of
the Securities Act of 1933, as amended, for an exemption from registration of
these shares and no underwriter was used in this transaction. Because of this
transaction, Ballantyne Acquisition Corp. (which Mr. Tad Ballantyne is the sole
shareholder, director and officer of) became our controlling shareholder, owning
100,000 shares of the 100,000 issued and outstanding shares of our common stock,
or approximately 100.00%, at the close of business on February 18, 2008. 
Additionally, Mr. Ballantyne was also appointed our sole director and President
and Secretary.  It is the Commisions position that securities issued by a "shell" company such
as Grand Monarch Holdings, Inc. cannot be sold under the exemption from
registration  provided by Rule 144 promulgated under the Securities Act of
1933 (the "Act"), but must be registered under the Securities Act of 1933.
Accordingly, the securities sold to Ballantyne Acquisition Corp. will be
registered under the Act prior to resale.  Any other securities issued to
individuals in the capacity of management, affiliates, control persons and
promoters will also be registered with the Commission prior to resale and shall
be issued with appropriate restricted legend to reflect the registration
requirements.  Item
13.              
Exhibits  Exhibit Number
Description 3.1                        
              
Certificate of Incorporation  3.2                        
              
Bylaws  31.1                     
              
Certification of the Principal Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002  31.2                     
              
Certification of the Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002  32.1                     
              
Certification of the Principal Executive Officer pursuant to U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002*  32.2                     
              
Certification of the Principal Financial Officer pursuant to U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002*   * The Exhibit attached to this Form 10-KSB
shall not be deemed "filed" for purposes of Section 18 of the Securities
Exchange Act of 1934 (the "Exchange Act") or otherwise subject to liability
under that section, nor shall it be deemed incorporated by reference in any
filing under the Securities Act of 1933, as amended, or the Exchange Act, except
as expressly set forth by specific reference in such filing.  Exhibit 14.
         Principal Accountant Fees and
Services  Audit and Non-Audit Fees  The following table sets forth the fees billed to us for the fiscal year ended December 31, 2007 by our outside auditor:  Fiscal Year Ended                        Fiscal Year Ended December 31, 2007                      December 31, 2006 -----------------------                      -----------------------  Audit fees                             $        2,500.00                       $         2,500.00 Audit-related fees                           -                                             - Tax fees                                            - Other fees                                       - -  Under the Sarbanes-Oxley Act of 2002, all audit and
non-audit services performed by our independent accountants must now be approved
in advance by our Audit Committee to assure that such services do not impair our accountants' independence. Since
we do not have an Audit Committee, the function of the Audit Committee is
carried out by our board of directors, which presently comprises Mr. Tad M.
Ballantyne.  SIGNATURES  In accordance with Section 13 or 15(d) of
the Exchange Act, the registrant caused this report to be signed on its behalf
by the undersigned, thereunto duly authorized.  GRAND MONARCH HOLDINGS, INC. Date: March 26, 2008 /s/ Tad M. Ballantyne Mr. Tad M. Ballantyne Chief Executive Officer  Date: March 26, 2008 /s/ Tad M. Ballantyne Mr. Tad M. Ballantyne Chief Financial Officer  In accordance with the Exchange Act, this
report has been signed by the following persons on behalf of the registrant and
in the capacities and on the dates indicated.  Date: March 26, 2008
/s/ Tad M. Ballantyne
Mr. Tad M. Ballantyne
Director        Grand Monarch Holdings,
Inc.Financial
StatementsDecember 31, 2007 and
2006PS Stephenson & Co.,
P.C.Certified Public
AccountantsWharton,
Texas   Grand Monarch Holdings, Inc.Index to Financial StatementsDecember 31, 2007 and 2006PageNumberIndependent Auditors Report


F1Financial Statements:Balance
Sheets


F2Statements of Income and
Retained Earnings


F3Statements of Cash
Flows


F4Notes to Financial
Statements


F5                           REPORT OF INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM    To the Board of Directors Grand Monarch Holdings, Inc.  We have audited the accompanying balance sheets of Grand
Monarch Holdings, Inc. (a Delaware corporation) as of December 31, 2007 and
2006, and the related statements of income and retained earnings, and cash flows
for the year ended December 31, 2007 and for the period from inception (December
18, 2006) to December 31, 2006.  These financial statements are the
responsibility of the Companys management. Our responsibility is to express an
opinion on these financial statements based on our audits.  We conducted our audits in accordance with the standards
of the Public Company Accounting Oversight Board (United States). Those
standards require that we plan and perform the audits to obtain reasonable
assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our
opinion.  In our opinion, the financial statements referred to
above present fairly, in all material respects, the financial position of Grand
Monarch Holdings, Inc. as of December 31, 2007 and 2006, and the results of its
operations and its cash flows for the year ended December 31, 2007 and for the
period from inception (December 18, 2006) to December 31, 2006 in conformity
with accounting principles generally accepted in the United States of
America.  The accompanying
financial statements have been prepared assuming that the Company will continue
as a going concern. As discussed in Note 2 to the financial statements, the
Company has no operations, significant assets or cash flows since inception that
raise substantial doubt about its ability to continue as a going concern.
Managements plans regarding these matters are described in Note 2. The
financial statements do not include any adjustments that might result from the
outcome of this uncertainty.   /s/: P.S. Stephenson & Co., P.C.  Wharton,
Texas March 4, 2008     F-1    Grand Monarch Holdings, Inc.Balance SheetsDecember 31, 2007 and 20062007

2006AssetsCurrent assetsCash and cash equivalents

$        
81

$        
-Total current assets

81

-Total assets

$      81

$      -Liabilities and
Stockholders' EquityTotal liabilities

$         
-

$      
-Stockholders' equityCommon stock; par value $.001; 35,000,000 shares
authorized;100,000 and -0- shares issued and outstanding,
respectively
100

-Additional paid-in capital

-

-Retained earnings

(19)

-Total stockholders' equity

81

-Total liabilities and stockholders'
equity

$        81

$        -        The accompanying notes
are an integral part of these financial statements F-2    Grand Monarch Holdings, Inc.Statement of Income and Retained
EarningsFor the Year Ended December 31, 2007 andFrom Inception (December 18, 2006) to December 31,
20062007

2006Revenues

$           
-

$         
-Operating and administrative
expenses

19

-Income from operations

(19)

-Other income (expense)

-

-Net income

(19)

-Retained Earnings, Beginning of
period

-

-Retained Earnings, End of period

$       (19)

$         
-                 The accompanying notes
are an integral part of these financial statements F-3    Grand Monarch Holdings, Inc.Statement of Cash FlowsFor the Year Ended December 31, 2007
andFrom Inception (December 18, 2006) to December 31,
20062007

2006Cash Flows Provided From Operating
ActivitiesNet income

$      
(19)

$        
-Adjustments to reconcile net income to net cashprovided (used) by operating
activities:

-

-Net cash provided (used) by operating
activities

(19)

-Cash Flows Provided From Investing
Activities

-

-Cash Flows Used By Financing
ActivitiesNet proceeds from stock issuance

100

-Net cash provided by financing
activities

100

-Net increase (decrease) in cash and cash
equivalents

81

-Cash and cash equivalents, beginning of
period

-

-Cash and cash equivalents, end of
period

$          81

$        -Supplemental disclosureInterest paid during the period

$           
-

$        
-            The accompanying notes
are n integral part of these financial statements F-4   Grand Monarch Holdings, Inc. Notes to Financial Statements December 31, 2007 and
2006  1.Description of the Company
and Summary of Significant Accounting Policies  Description of the Company Grand Monarch Holdings, Inc., a Delaware corporation,
was formed on December 18, 2006.  The Company currently has no operations
or significant cash flows.  Basis
of Accounting The Companys policy is to prepare its financial
statements on the accrual basis of accounting in accordance with generally
accepted accounting principles. Revenues are recognized when earned. 
Expenses are recognized in the period in which they are incurred.  The
Statement of Income and Retained Earnings presents the operations of the Company
for the year ended December 31, 2007 and for the period from inception (December
18, 2006) to December 31, 2006.  Cash
and Cash Equivalents For purposes of the statements of cash flows, the
Company considers all highly liquid investments with original maturities of
three months or less to be cash equivalents.  Cash and cash equivalents are
stated at cost which approximates fair market value. Stock-Based
Compensation Plans The
Company currently does not have any stock-based compensation plans.  Income
Taxes The
Company recognizes income tax expense based on the liability method of
accounting for income taxes.  Deferred tax assets and liabilities are
recognized for the income tax effect of temporary differences between the tax
basis of assets and liabilities and their carrying values for financial
reporting purposes.  Deferred tax expense or benefit is the result of
changes in deferred tax assets and liabilities during the period.  Earnings
(Loss) Per Share The
Company reports both basic earnings per share, which is based on the weighted
average number of common shares outstanding, and diluted earnings per share,
which is based on the weighted average number of common shares as well as all
potentially dilutive common shares outstanding.  For the year ended
December 31, 2007 and for the period from inception (December 18, 2006) to
December 31, 2006, the Company did not have potentially dilutive shares issued
or outstanding.  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 at the date of the
financial statements and reported amounts of revenues and expenses during the
reporting period.  Actual results could differ from those estimates. 
Management believes that the estimates are reasonable.      2.Going Concern  The
accompanying financial statements have been prepared on a going-concern basis,
which contemplates the realization of assets and the satisfaction of liabilities
in the normal course of business.  Currently, the Company has no
operations, significant assets or cash flows. The Companys continuation as a
going concern is dependent on major shareholder funding and/or the Company
entering into any share exchange agreement with a company whose has sufficient
resources. 3.Common Stock  The
Company is authorized to issue up to 35,000,000 shares of its common stock, par
value $0.001 per share.  On March 13, 2007, the Company issued 100,000
common shares to Belmont Partners, LLC at $0.001 per share, or $100.  
These shares were subsequently sold under a common stock purchase agreement (see
Note 4).  At December 31, 2007, the Company had 100,000 shares of common
stock issued and outstanding.  The Company had no common stock issued and
outstanding at December 31, 2006.  4.Subsequent Event  On
or around January 31, 2008, the company entered into a Common Stock Purchase
Agreement (the Agreement) with Ballantyne Acquisition Corp. and Belmont
Partners, LP, whereby Belmont Partners, LP, as sole shareholder, would sell
100,000 shares of common stock of the Company for $14,000.  Concurrent with
the Agreement, the sole Director, President and Secretary, who is also the
managing partner of Belmont Partners, LP, resigned as Director, President and
Secretary of the Company, and Tad Ballantyne was appointed as Director,
President and Secretary of the Company.  The closing of the Agreement
occurred on or around February 4, 2008.                   F-5   Exhibit
31.1 CERTIFICATIONS  I, Tad M. Ballantyne, certify that:  1.
I have reviewed this annual report on Form 10-KSB
of Grand Monarch Holdings, Inc.  2.
Based on my knowledge, this report does not
contain any untrue statement of a material fact or omit to state a
material fact necessary to make the statements made, in light of the
circumstances under which such statements were made, not misleading with
respect to the period covered by this report;  3.
Based on my knowledge, the financial statements,
and other financial information included in this report, fairly present in
all material respects the financial condition, results of operations and
cash flows of the registrant as of, and for, the periods presented in this
report;  4.
The registrants other certifying officer(s) and I
are responsible for establishing and maintaining disclosure controls and
procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and
internal control over financial reporting (as defined in Exchange Act
Rules 13a-15(f) and 15(d)-15(f)) for the registrant and have:  a)
Designed such disclosure controls and procedures,
or caused such disclosure controls and procedures to be designed under our
supervision, to ensure that material information relating to the
registrant, including its consolidated subsidiaries, is made known to us
by others within those entities, particularly during the period in which
this report is being prepared;  b)
Designed such internal control over financial
reporting, or caused such internal control over financial reporting to be
designed under our supervision, to provide reasonable assurance regarding
the reliability of financial reporting and the preparation of financial
statements for external purposes in accordance with generally accepted
accounting principles;  c)
Evaluated the effectiveness of the registrants
disclosure controls and procedures and presented in this report our
conclusions about the effectiveness of the disclosure controls and
procedures, as of the end of the period covered by this report based on
such evaluation; and  d)
Disclosed in this report any change in the
registrants internal control over financial reporting that occurred
during the registrants most recent fiscal quarter (the registrants
fourth quarter in the case of an annual report) that has materially
affected, or is reasonably likely to materially affect, the registrants
internal control over financial reporting; and  5.
The registrants other certifying officer(s) and I
have disclosed, based on our most recent evaluation of internal control
over financial reporting, to the registrants auditors and the audit
committee of the registrants board of directors (or persons performing
the equivalent functions):  a)
All significant deficiencies and material
weaknesses in the design or operation of internal control over financial
reporting which are reasonably likely to adversely affect the registrants
ability to record, process, summarize and report financial information;
and  b)
Any fraud, whether or not material, that involves
management or other employees who have a significant role in the
registrants internal control over financial reporting. March 26, 2008  /s/ Tad M. Ballantyne Mr. Tad M. Ballantyne Chief Executive Officer     Exhibit 31.2 CERTIFICATIONS  I, Tad M. Ballantyne, certify that:  1.
I have reviewed this annual report on Form 10-KSB
of Grand Monarch Holdings, Inc.  2.
Based on my knowledge, this report does not
contain any untrue statement of a material fact or omit to state a
material fact necessary to make the statements made, in light of the
circumstances under which such statements were made, not misleading with
respect to the period covered by this report;  3.
Based on my knowledge, the financial statements,
and other financial information included in this report, fairly present in
all material respects the financial condition, results of operations and
cash flows of the registrant as of, and for, the periods presented in this
report;  4.
The registrants other certifying officer(s) and I
are responsible for establishing and maintaining disclosure controls and
procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and
internal control over financial reporting (as defined in Exchange Act
Rules 13a-15(f) and 15(d)-15(f)) for the registrant and have:  a)
Designed such disclosure controls and procedures,
or caused such disclosure controls and procedures to be designed under our
supervision, to ensure that material information relating to the
registrant, including its consolidated subsidiaries, is made known to us
by others within those entities, particularly during the period in which
this report is being prepared;  b)
Designed such internal control over financial
reporting, or caused such internal control over financial reporting to be
designed under our supervision, to provide reasonable assurance regarding
the reliability of financial reporting and the preparation of financial
statements for external purposes in accordance with generally accepted
accounting principles;  c)
Evaluated the effectiveness of the registrants
disclosure controls and procedures and presented in this report our
conclusions about the effectiveness of the disclosure controls and
procedures, as of the end of the period covered by this report based on
such evaluation; and  d)
Disclosed in this report any change in the
registrants internal control over financial reporting that occurred
during the registrants most recent fiscal quarter (the registrants
fourth quarter in the case of an annual report) that has materially
affected, or is reasonably likely to materially affect, the registrants
internal control over financial reporting; and  5.
The registrants other certifying officer(s) and I
have disclosed, based on our most recent evaluation of internal control
over financial reporting, to the registrants auditors and the audit
committee of the registrants board of directors (or persons performing
the equivalent functions):  a)
All significant deficiencies and material
weaknesses in the design or operation of internal control over financial
reporting which are reasonably likely to adversely affect the registrants
ability to record, process, summarize and report financial information;
and  b)
Any fraud, whether or not material, that involves
management or other employees who have a significant role in the
registrants internal control over financial reporting. March 26, 2008  /s/ Tad M. Ballantyne Mr. Tad M. Ballantyne Chief Financial Officer  Exhibit 32.1 CERTIFICATION PURSUANT TO 18
U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Annual Report of Grand Monarch
Holdings, Inc.  (the Company) on Form 10-KSB for the period ending
 December 31, 2007, as filed with the Securities and Exchange Commission on
the date hereof (the Report), I, Tad M. Ballantyne, Chief Executive Officer of
the Company, certify, pursuant to 18 U.S.C. ss.1350, as adopted pursuant to
ss.906 of the Sarbanes-Oxley Act of 2002, that:  1.
The Report fully complies with the requirements of
Sections 13(a) or 15(d) of the Securities Exchange Act of 1934; and  2.
The information contained in the report fairly
presents, in all material respects, the financial condition and results of
operations of the Company.   /s/ Tad M. Ballantyne Mr. Tad M. Ballantyne Chief Executive Officer  Exhibit 32.2 CERTIFICATION PURSUANT TO 18
U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Annual Report of  Grand
Monarch Holdings, Inc. (the Company) on Form 10-KSB for the period ending
 December 31, 2007, as filed with the Securities and Exchange Commission on
the date hereof (the Report), I,  Tad M. Ballantyne, Chief Financial
Officer of the Company, certify, pursuant to 18 U.S.C. ss.1350, as adopted
pursuant to ss.906 of the Sarbanes-Oxley Act of 2002, that:  1.
The Report fully complies with the requirements of
Sections 13(a) or 15(d) of the Securities Exchange Act of 1934; and  2.
The information contained in the report fairly
presents, in all material respects, the financial condition and results of
operations of the Company.   /s/ Tad M. Ballantyne Mr. Tad M. Ballantyne Chief Financial Officer