UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 10-Q

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

For the quarterly period ended ~~March~~June 3130, 2012

¨	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES ACT OF 1934

For the transition period from ____________ to ____________

Commission File Number: 333-163913

DYNAMIC VENTURES CORP.

(Name of small business issuer in its charter)

Delaware		46-0521574
(State or other jurisdiction of incorporation or organization)		(IRS Employer Identification Number)

8776 E Shea Blvd.
Suite B3A-615, Scottsdale, AZ		85260
(Address of principal executive offices)		(Zip Code)

(480) 968-0207

Registrant’s telephone number, including area code

Indicate by check mark whether the issuer: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No ¨

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate website, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes x No ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated file, a non-accelerated file, or a smaller reporting company. See the definitions of “large accelerated filer, “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):

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

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

As of ~~May~~ August 9, 2012, the registrant had 5558,~~622~~804,~~117~~127 shares of common stock outstanding.

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DYNAMIC VENTURES CORP.

FORM 10-Q

TABLE OF CONTENTS

		Page
	PART I.—FINANCIAL INFORMATION
Item 1.	Financial Statements
	Unaudited Condensed Consolidated Balance Sheet as of March 31, 2012 and Condensed Consolidated Balance Sheet as of December 31, 2011	3
	Unaudited Condensed Consolidated Balance Sheet as of June 30, 2012 and Condensed Consolidated Balance Sheet as of December 31, 2011	3
	Unaudited Condensed Consolidated Statements of Operations for the Three Months Ended March 31, 2012 and 2011	4
	Unaudited Condensed Consolidated Statement of Operations for the Three Months Ended June 30, 2012 and 2011 and the Six Months Ended June 30, 2012 and 2011	4
	Unaudited Condensed Consolidated Statements of Cash Flows for the Three Months Ended March 31, 2012 and 2011	5
	Unaudited Condensed Consolidated Statement of Cash Flows for the Six Months Ended June 30, 2012 and 2011	5
	Unaudited Condensed Consolidated Statements of Changes in Equity for the Three Months Ended March 31, 2012	6
	Unaudited Condensed Consolidated Statement of Changes in Equity (Deficit) for the Six Months Ended June 30, 2012	6
Item 2.	Management’s Discussion and Analysis of Financial Information and Results of Operations	1517
Item 3.	Quantitative and Qualitative Disclosures About Market Risks	1821
Item 4.	Controls and Procedures	1821
	PART II—OTHER INFORMATION
Item 1.	Legal Proceedings	1921
Item 1A.	Risk Factors	1921
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	1921
Item 3.	Defaults Upon Senior Securities	1922
Item 4.	Mine Safety Disclosures	1922
Item 5.	Other Information	1922
Item 6.	Exhibits	2022
SIGNATURE		21

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PART I.—FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

DYNAMIC VENTURES CORP AND SUBSIDIARIES
	DYNAMIC VENTURES CORP AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEETS
CONDENSED CONSOLIDATED BALANCE SHEETS
		June 30,			December 31,
		March 31,			December 31,
		2012			2011
		unaudited			audited
~~ASSETS~~	ASSETS
Current Assets:
Cash and cash equivalents		$	~~133~~385,~~539~~136		$	539,933
Accounts receivable, net			24,~~115~~372,~~204~~588			2,197,742
Inventory			84,~~779~~821			9,422
Prepaid job costs			-			34,108
Deferred loan fees			70,670			110,638
Contract in process			37,632			-
Prepaid and other current assets			17,254			16,745
Deferred loan fees			303,993			110,638
Total current assets			2,345,446			2,908,588
Prepaid and other current assets			15,530			16,745
Total current assets			5,119,700			2,908,588
Deferred equity costs			160,000			160,000
Property and Equipment, net			7875,~~066~~984			80,148
Total Assets		$	25,~~583~~355,~~512~~684		$	3,148,736
~~LIABILITIES AND EQUITY (DEFICIT)~~	LIABILITIES AND EQUITY (DEFICIT)
Current Liabilities:
Accounts payable		$	24,~~212~~385,~~519~~071		$	2,491,520
Customer deposits			~~351~~359,~~930~~322			350,000
Accrued liabilities			4933,~~860~~147			29,395
Debenture payable			~~208~~770,~~333~~833			291,667
Note payable maturities within one year			100,000			100,000
Note payable – related party			303,442			303,442
Shares settled financing fees			~~200~~375,000			200,000
Total current liabilities			3,426,084			3,766,024
			-
Commitments and contingencies
Total current liabilities			6,326,815			3,766,024
Total Liabilities			3,426,084			3,766,024
Commitments and contingencies			-			-
Total Liabilities			6,326,815			3,766,024
Equity ( Deficit ):
Common stock, 0.0001 par value, 190,000,000 and 200,000,000 shares authorized at March 31, 2012 and December 31, 2011, respectively, 55,622,117 shares issued and outstanding at March 31,2012 and December 31, 2011			5,163			5,163
Common stock, 0.0001 par value, 190,000,000 and 200,000,000 shares authorized at June 30, 2012 and December 31, 2011, respectively, 58,804,127 and 55,622,117 shares issued and outstanding at June 30,2012 and December 31, 2011, respectively			5,467			5,163
Preferred Stock, 0.0001 par value, 10,000,000 and 0 shares authorized at March 31, 2012 and December 31, 2011, respectively and 0 shares issued and outstanding at March 31, 2012 and December 31, 2011.			-			-
Preferred Stock, 0.0001 par value, 10,000,000 and 0 shares authorized at June 30, 2012 and December 31, 2011, respectively and 0 shares issued and outstanding at June 30, 2012 and December 31, 2011, respectively			-			-
Additional paid-in capital			~~218~~603,~~931~~586			214,764
Accumulated (deficit)			(1,~~066~~580,~~666~~184	)		(837,215	)
Total ( deficit )			(~~842~~971,~~572~~131	)		(617,288	)
Total Liabilities and Equity (Deficit )		$	25,~~583~~355,~~512~~684		$	3,148,736

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

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DYNAMIC VENTURES CORP AND SUBSIDIARIES
DYNAMIC VENTURES CORP AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS ( unaudited )
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
	For the Three Months Ended						For the Six Months Ended
For the Three Months Ended March 31, 2012 and March 31, 2011 (unaudited)
	June 30,						June 30,
	2012			2011			2012			2011
REVENUE:
Contract revenue	$	4,~~266~~588,~~248~~340		$	~~277~~1,~~111~~039,990		$	8,854,588		$	1,317,101
Total revenue		4,~~266~~588,~~248~~340			~~277~~1,~~111~~039,990			8,854,588			1,317,101
COST OF REVENUE:
Cost of contract revenue		34,~~986~~327,~~781~~595			~~168~~961,~~411~~639			8,314,375			1,130,051
GROSS MARGIN		279,467			108,700
Total cost of revenue		432,7595			961,639			8,314,375			1,130,051
OPERATING COSTS:
GROSS MARGIN		260,745			78,351			540,213			187,050
General and administrative		442,809			211,842
OPERATING COSTS:
Depreciation and amortization		2,082			-
General and administrative		424,049			278,663			866,860			490,505
Total operating expenses		444,891			211,842
Depreciation and amortization		2,082			-			4,164			-
LOSS FROM OPERATIONS		(165,424	)		(103,142	)
Total operating expenses		426,131			278,663			871,024			490,505
OTHER EXPENSE		(64,027	)		(3,336	)
(LOSS) FROM OPERATIONS		(165,386	)		(200,312	)		(330,811	)		(303,455	)
LOSS BEFORE TAXES		(229,451	)		(106,478	)
OTHER INCOME (EXPENSE)		(348,141	)		(10,028	)		(412,158	)		(13,363	)
Income tax expense		-			-
(LOSS) BEFORE TAXES		(513,527	)		(210,340	)		(742,969	)		(316,818	)
NET LOSS	$	(229,451	)	$	(106,478	)
Income tax expense		-			-			-			-
NET LOSS PER COMMON SHARE FROM
NET INCOME (LOSS)	$	(513,527	)	$	(210,340	)	$	(742,969	)	$	(316,818	)
OPERATIONS:
NET INCOME (LOSS) PER COMMON SHARE FROM
Basic & Diluted	$	(0.00	)	$	(0.00	)
OPERATIONS:
WEIGHTED AVERAGE COMMON SHARES OUTSTANDING
Basic & Diluted	$	(0.01	)	$	(0.00	)	$	(0.01	)	$	(0.01	)
Basic & Diluted		55,622,117			50,000,000
WEIGHTED AVERAGE COMMON SHARES OUTSTANDING
Basic & Diluted		57,049,133			50,029,670			56,335,625			50,014,917

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

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DYNAMIC VENTURES CORP AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS For the Three Months Ended March 31, 2012 and March 31, 2011 (unaudited)
		2012			2011
CASH FLOWS FROM ACTIVITIES:
Net income (loss)		$	(229,451	)	$	(106,478	)
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
	Depreciation and amortization		2,082
	Amortization of deferred loan fees		39,968
	Amortization of stock award agreement		4,168
	Changes in operating assets and liabilities:
	Accounts receivable		82,537			92,018
	Inventory		642			97
	Contracts in process		-			(2,402	)
	Prepaid job costs		34,108			(28,475	)
	Prepaid expenses and other assets		(509	)		6,341
	Accounts payable		(279,000	)		14,928
	Deferred income		-			(2,700	)
	Royalty payable - contracts		-			(24,821	)
	Customer deposits		1,930			44,857
	Accrued liabilities		20,465			4,500
Net cash (used in operating activities			(323,060	)		(2,135	)
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from issuance of convertible debt			-			70,000
Payment on debenture principal			(83,334	)		-
Net cash provided by (used in) financing activities			(83,334	)		70,000
Net increase (decrease) in cash and cash equivalents			(406,394	)		67,865
CASH AND CASH EQUIVALENTS, beginning of period			539,933			155,513
CASH AND CASH EQUIVALENTS, end of period		$	133,539		$	223,378
SUPPLEMENTAL CASH FLOW DISCLOSURE:
Cash used for interest expense		$	24,583		$	-

DYNAMIC VENTURES CORP AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

( unaudited )

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

				For the Six Months Ended
				June 30,
				2012	2011


CASH FLOWS FROM ACTIVITIES:
	Net income (loss)			$ (742,969)	$ (316,818)
	Adjustments to reconcile net income (loss) to net cash
	provided by (used in ) operating activities:
		Depreciation and amortization		4,164	-
		Amortization of deferred loan fees		127,395	-
		Amortization of stock award agreement		8,335	-
		Stock issued for financing fees		227,717	-
		Stock issued for services		28,074	4,501

		Changes in operating assets and liabilities:
			Accounts receivable	( 2,174,846)	(239,563)
			Inventory	4,601	4,892
			Prepaid job costs	34,108	(55,880)
			Contracts in process	(37,632)	138
			Deferred loan fees	(20,750)	-
			Prepaid expenses and other assets	1,215	6,903
			Accounts payable	1,893,551	372,303
			Deferred income	-	(5,400)
			Royalty payable - contracts	-	(29,181)
			Customer deposits	9,322	348,411
			Accrued liabilities	3,752	12,009

Net cash provided by (used in) operating activities				(633,963)	102,315

CASH FLOWS FROM INVESTING ACTIVITIES:
	Purchases of property and equipment			-	(24,980)

Net cash used in investing activities				-	(24,980)

CASH FLOWS FROM FINANCING ACTIVITIES:
	Proceeds from issuance of convertible debt			-	120,000
	Proceeds from issuance of debenture			750,000	-
	Payment on debenture principal			(270,834)	-

Net cash provided by financing activities				479,166	120,000
Net increase (decrease) in cash and cash equivalents				(154,797)	197,335

CASH AND CASH EQUIVALENTS, beginning of period				539,933	155,513
CASH AND CASH EQUIVALENTS, end of period				$385,136	$352,848


SUPPLEMENTAL CASH FLOW DISCLOSURE:

	Stock issued for services			$ 28,074	$ 4,501
	Stock issued for financing fees			$ 227,717	$ -
	Stock to be settled for deferred loan fees			$ 300,000	$ -
	Stock issued for deferred loan fees			$ 125,000	$ -
	Cash used for interest expense			$ 45,139	$ -

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

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		DYNAMIC VENTURES CORP AND SUBSIDIARIES
	DYNAMIC VENTURES CORP AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY ( DEFICIT ) For The Six Months Ended June 30, 2012 (unaudited)
		CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY ( DEFICIT )
		For The Three Months Ended March 31, 2012 (unaudited)
		Common Stock
		Shares		Value		Contributed Capital		Retained Earnings			Total
December 31, 2011			51,620,479	$	5,163	$	214,764	$	( 837,215	)	$	(617,288	)
Amortization of director's stock award agreement							8,335					8,335
Stock issued for services			325,000		32		28,042					28,074
Stock issued for deferred loan fees			963,020		96		124,904					125,000
Stock issued for financing fees			1,754,372		176		227,541					227,717
Net loss for the six months ended
June 30, 2012									(742,969	)		(742,969	)
STOCKHOLDERS' EQUITY BALANCE as of
December 31, 2011			51,620,479	$	5,163	$	214,764	$	(837,215	)	$	(617,288	)
June 30, 2012			54,662,871	$	5,467	$	603,586	$	(1,580,184	)	$	(971,131	)
Amortization of director's stock award agreement							4,167					4,167
Net loss for the three months ended
March 31, 2012									(229,451	)		(229,451	)
STOCKHOLDERS' EQUITY BALANCE as of
March 31, 2012			51,620,479	$	5,163	$	218,931	$	(1,066,666	)	$	(842,572	)

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

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DYNAMIC VENTURES CORP. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

1. ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Organization- Dynamic Ventures Corp. (the "Company") was incorporated in the State of Delaware on December 22, 2008. The Company initially intended to engage in the manufacturing and distribution of a non-powered toothbrush with longitudinal to lateral motion conversion. This never materialized and the Company became a shell public company.

Bundled Builder Solutions Inc. ("Bundled Builder" also "BBSI") was incorporated on August 29, 2008 under the laws of the state of Delaware. Bundled Builder was formed to provide construction services through the combination of trade contractors and management integrated into one organization. It acquired Floor Art, LLC ("Floor Art") and Builder Design Center, LLC ("BDC") in an asset purchase transaction effective March 31, 2010. These companies had common ownership and all significant intercompany accounts and transactions have been eliminated in presenting the combined results prior to the acquisition on March 31, 2010 and consolidated results after the acquisition on March 31, 2010. Floor Art's primary business is installation of flooring. BDC develops software for use by builders and designers. Both subsidiaries have been in business for over five years.

Additionally, Bundled Builder provides construction management services and general contracting for residential and commercial construction for land owners throughout the United States and Native American communities

Bundled Builder also provides construction management for engineered systems including structured insulated panels' construction (SIPS) for commercial projects throughout the United States.

On October 25, 2011, the Company through its wholly owned subsidiary Bundled Builder Solutions, Inc. (BBSI) together with its unaffiliated joint venture partner, Builders Investment Group, LLC (BIG I), formed Builders Investment Group II, LLC (BIG II), an Arizona limited liability company for the purposes of holding, owning, protecting, maintaining, developing, enhancing, rehabilitating, and selling residential real estate. Each member of the LLC receives 50% of the profits or losses. BIG II did not generate any revenue from inception through ~~March~~June 3130, 2012.

On August 2, 2010, the Company entered into a share exchange agreement with BBSI whereby the Company obtained all of the issued and outstanding shares of BBSI, in exchange for the issuance of 22,500,000 shares of common stock of the Company (originally 4,500,000 shares adjusted for a 5:1 stock split). The transaction resulted in BBSI becoming a wholly owned subsidiary of the Company. As a result of the share exchange, the Company has carried on the business of BBSI as the primary business. Prior to the closing of the share exchange, there were no options or warrants to purchase shares of capital stock of the Company or BBSI outstanding.

On January 20, 2012 the Company received approval by written consent in lieu of a special meeting, of the holders of a majority of our common stock for (i) the Dynamic Ventures 2012 Stock Incentive Plan (the "2012 Stock Incentive Plan") which reserves 7,500,000 shares of common stock for grants that may be made under the 2012 Stock Incentive Plan and (ii) an amendment to our Certificate of Incorporation (the "Amendment") to authorize the creation of 10,000,000 of the Dynamic Ventures 200,000,000 authorized shares as "blank check" preferred stock to be designated in such series or classes as the board of directors of the Company shall determine. See Schedule 14C Information Statement filed with the Securities and Exchange Commission on February 21, 2012.

Basis of Presentation -While legally the Company acquired BBSI, for financial presentation purposes this is considered a "reverse acquisition" where BBSI is considered the acquirer. Therefore the accompanying condensed consolidated financial statements include the activity for BBSI on a combined basis prior to March 31, 2010 and on a consolidated basis after that date.

The 2011 and the 2012 financial information including BIG II is reflected as consolidated.

The accompanying unaudited condensed consolidated financial statements have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”) and consequently do not include all disclosures normally required by U.S. generally accepted accounting principles. However, in the opinion of management, the accompanying unaudited interim condensed consolidated financial statements include all adjustments, consisting of only normal recurring adjustments, necessary to present fairly the Company’s financial position as of ~~March~~June 3130, 2012 and December 31, 2011, and the results of ~~its~~their operations for the three month and six month periods ended ~~March~~June 3130, 2012 and ~~March~~June 3130, 2011, ~~respectively,~~ and ~~its~~their cash flows for the ~~three~~six month periods ended ~~March~~June 3130, 2012, and ~~March~~June 3130, 2011, respectively. These results are not necessarily indicative of the results expected for the calendar year ending December 31, 2012. ~~Certain~~ ~~information~~These ~~and~~condensed ~~note~~consolidated ~~disclosures normally included in~~ financial statements have been ~~condensed~~prepared oron ~~omitted~~the ~~pursuant~~assumption tothat the ~~rules~~Company ~~and~~is ~~regulations~~a ofgoing concern, meaning the ~~SEC. These~~Company ~~condensed~~will ~~consolidated~~continue ~~financial~~in ~~statements~~operation ~~should~~for the foreseeable future and will be ~~read~~able to realize assets and discharge liabilities in ~~conjunction~~the ~~with~~ordinary course of operations. Continuation as a going concern is dependent upon the ~~audited~~Company’s ~~consolidated~~ability ~~financial~~to ~~statements~~re-achieve profitable operations and ~~notes~~generate ~~thereto~~funds ~~included~~from inthere, ~~our~~and/or ~~Annual~~raise ~~Report~~equity oncapital ~~Form~~or ~~10-K~~borrowings ~~for~~sufficient to meet current and future obligations which may take the next year ~~ended~~to ~~December~~fully ~~31,~~realize. The ~~2011~~Company plans to raise equity financings over the next twelve months to finance operations. There is no guarantee that the Company will be able to complete any of these objectives.

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~~Principles~~ Certain ofinformation ~~Combination~~and -note ~~The~~disclosures ~~interim,~~normally ~~condensed~~included ~~consolidated~~in financial statements ~~include~~have ~~the~~been ~~accounts~~condensed ofor ~~the~~omitted ~~Company,~~pursuant ~~its~~to ~~subsidiaries~~the rules and ~~BIG~~regulations IIof the SEC. These ~~There~~condensed ~~has~~consolidated ~~been~~financial nostatements ~~activity~~should be read in ~~BIG~~conjunction IIwith ~~through~~the ~~March~~audited ~~31,~~consolidated ~~2012.~~financial ~~All~~statements ~~significant~~and ~~inter-company~~notes ~~accounts~~thereto ~~and~~included ~~transactions~~in ~~have~~our ~~been~~Annual ~~eliminated~~Report inon ~~consolidation~~Form 10-K for the year ended December 31, 2011.

Principles of Combination - The interim, condensed consolidated financial statements include the accounts of the Company, its subsidiaries and BIG II. There has been no activity in BIG II through June 30, 2012. All significant inter-company accounts and transactions have been eliminated in consolidation.

Fair Value - The accounting framework for determining fair value includes a hierarchy for ranking the quality and reliability of the information used to measure fair value, which enables the reader of the financial statements to assess the inputs used to develop those measurements. The fair value hierarchy consists of three tiers as follows: Level 1, defined as quoted market prices in active markets for identical assets or liabilities; Level 2, defined as inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities, quoted prices in markets that are not active, model-based valuation techniques for which all significant assumptions are observable in the market or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities and Level 3, defined as unobservable inputs that are not corroborated by market data.

We measure property, plant and equipment, at fair value on a nonrecurring basis. No impairments on property, plant and equipment were taken during the period. The Company’s financial instruments consist of notes and debenture payable and shares settled financing fees. The fair value of financial instruments is determined at Level 3 by using an income approach with a discount factor of zero since the instruments are short term.

Use of Estimates - The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the dates of the financial statements, and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from these estimates.

Cash and Cash Equivalents - The Company considers all highly-liquid investments purchased with an original maturity of three months or less on the purchase date to be cash equivalents. Deposits at each institution are insured in limited amounts by the Federal Deposit Insurance Corporation (FDIC). At times, cash and cash equivalents may exceed amounts insured by the FDIC

Valuation of Accounts Receivable -The Company accrues for revenue based on the completion of work. Billings are due within 30 days. Accounts receivable are reviewed to determine which are doubtful of collection. In making the determination of the appropriate allowance for doubtful accounts, the Company considers specific accounts, analysis of accounts receivable agings, changes in customer payment terms, historical write-offs, changes in customer demand and relationships, concentrations of credit risk and customer credit worthiness. The allowance for doubtful accounts totaled $8,250 at ~~March~~June 3130, 2012 and $8,250 at December 31, 2011. No accounts were written off against the allowance for doubtful accounts during the three ~~months~~month and six month periods ended ~~March~~June 3130, 2012. Accounts totaling $26,750 were written off against the allowance for doubtful accounts during the year ended December 31, 2011. See Notes 9 and 10 below.

Property and Equipment- Property and equipment are stated at cost and depreciated using the straight-line method over estimated useful lives of three to seven years. Upon retirement or sale, the costs of assets disposed of and the related accumulated depreciation are removed from the accounts and any resulting gain or loss is recognized. Repairs and maintenance charges are expensed as incurred. The Company recorded $2,082 and $0 of depreciation for the three months ended ~~March~~June 3130, 2012 and 2011, respectively. The Company recorded $4,164 and $0 of depreciation for the six months ended June 30, 2012 and 2011, respectively.

Inventory- Inventory consists of carpet and carpet pad which are valued at the lower of cost or market. There was no allowance for inventory obsolescence at ~~March~~June 3130, 2012 and December 31, 2011.

Long-Lived Assets- The Company evaluates potential impairment of long-lived assets, in accordance with Financial Accounting Standards Board (FASB) Accounting Standards Codification (ASC) 360-10, Accounting for the Impairment or Disposal of Long-Lived Assets , which requires the Company to (a) recognize an impairment loss only if the carrying amount of a long-lived asset is not recoverable from its undiscounted cash flows and (b) measure an impairment loss as the difference between the carrying amount and fair value of the asset. The Company believes that long-lived assets in the accompanying balance sheets are appropriately valued at March 31, 2012 and December 31, 2011, and no impairment has been recorded for the three month periods ended March 31, 2012 and 2011.

Revenue Recognition - The Company derives revenue from BBSI and its subsidiaries for their specific line of business.

The Company recognizes revenue for Floor Art in accordance with ASU 605-35-50, Accounting for Performance of Construction-Type and Certain Product-Type Contracts. Under this rule, the Company can perform work under a fixed-price contract or a time-and-materials contract. As these jobs are short in nature, revenue is recognized at the completion of the project. For contracts in progress but not completed, costs incurred are accumulated until completion of the contract. These costs consist of labor and materials. At March 31, 2012 and December 31, 2011, costs incurred on projects in progress were $0 and $0, respectively.

BDC is providing a software resource for builders and designers to use in the design center selection process. To access the software, there is a fee billed at the beginning of the contract period which extends, generally, a period of six months. As the billing and collection of fees are collected up front, the Company records deferred revenue for the portion of revenue received, but not earned. Revenue is recognized on a straight-line basis over the term of the contract. There was no deferred revenue as of March 31, 2012 and December 31, 2011.

Page - 8

~~There~~Long-Lived Assets- The ~~was~~Company noevaluates ~~construction~~potential ~~activity~~impairment of long-lived assets, in ~~Native~~accordance ~~American~~with ~~communities~~Financial Accounting Standards Board (FASB) Accounting Standards Codification (ASC) 360-10, Accounting for the Impairment or Disposal of Long-Lived Assets , which requires the ~~three~~Company ~~months~~to ~~ended~~(a) ~~March~~recognize ~~31,~~an ~~2012~~impairment orloss ~~March~~only ~~31,~~if ~~2011~~the carrying amount of a long-lived asset is not recoverable from its undiscounted cash flows and (b) measure an impairment loss as the difference between the carrying amount and fair value of the asset. ~~There~~The ~~was~~Company nobelieves ~~construction~~that long-lived assets in ~~progress~~the ~~for~~accompanying ~~Native~~balance ~~American~~sheets ~~communities~~are appropriately valued at ~~March~~June 3130, 2012 orand December 31, 2011, and no impairment has been recorded for the three month or six month periods ended June 30, 2012 and 2011.

~~The~~Revenue ~~Company~~Recognition ~~recognizes revenue for BBSI engineered building systems' projects in accordance with ASU 605~~-~~35-50, Accounting for Performance of Construction-Type and Certain Product-Type Contracts. Under~~ ~~this~~The ~~rule, the~~ Company ~~can~~derives ~~perform~~revenue ~~work~~from ~~under~~BBSI ~~a fixed-price contract or a time-~~and~~-materials~~ ~~contract. As~~its ~~these jobs are longer in nature, revenue is recognized as a percentage of completion based on the~~subsidiaries ~~percentage~~for oftheir ~~costs~~specific ~~paid~~line ~~on the total cost~~ of ~~the project~~business. For contracts in progress, costs incurred but not yet expensed to cost of sales are reflected as contracts in progress. There was no construction activity in engineered systems for the three months ended March 31, 2012 or March 31, 2011. There was no construction in progress for engineered systems at March 31, 2012 or December 31, 2011.

NoThe ~~revenue~~Company ~~was~~recognizes ~~recognized~~revenue for ~~BIG~~Floor IIArt in accordance with ASU 605-35-50, Accounting for Performance of Construction-Type and Certain Product-Type Contracts. Under this rule, the ~~three~~Company ~~months~~can ~~ended~~perform ~~March~~work ~~31,~~under ~~2012~~a fixed-price contract or a time-and-materials ~~2011~~contract. As asthese ~~there~~jobs ~~has~~are short in nature, revenue is recognized at the completion of the project. For contracts in progress but not ~~yet~~completed, ~~been~~costs ~~any~~incurred are accumulated until completion of the contract. ~~activity~~These costs consist of labor and materials. At June 30, 2012 and December 31, 2011, costs incurred on projects in ~~BIG~~progress IIwere $0 and $0, respectively.

~~Income (Loss) per Common Share- Basic~~BDC ~~income (loss) per share~~ is ~~computed~~providing bya ~~dividing~~software ~~the~~resource ~~net~~for ~~income~~builders ~~(loss)~~and ~~attributable~~designers to ~~the~~use ~~common~~in ~~stockholders by~~ the ~~weighted~~design ~~average~~center ~~number~~selection ~~of shares of common stock outstanding during the period~~process. ~~The~~To ~~22,500,000 (adjusted~~access ~~for~~ the ~~5:1 stock split) shares issued for the August 2~~software, ~~2010~~there ~~stock~~is ~~exchange~~a ~~described~~fee inbilled ~~note~~at ~~1 are considered outstanding for~~ the ~~entire~~beginning ~~three~~of ~~month periods ended March 31, 2012 and 2011. Dynamic Ventures Corp shares issued prior to~~ the ~~stock exchange~~ ~~agreement~~contract ~~totaling~~period ~~27,500,000~~which ~~(adjusted for the 5:1 stock split) are considered outstanding from August 2~~extends, ~~2010~~generally, ~~the~~a ~~effective~~period ~~date~~ of ~~the~~six ~~stock exchange agreement~~months. ~~Fully~~As ~~diluted loss per share is computed similar to basic loss per share except that~~ the ~~denominator~~billing ~~is increased to include the number of additional shares of common stock that would have been outstanding if the potential common shares had been issued~~ and ~~if the~~ ~~additional~~collection ~~shares~~ of ~~common~~fees ~~stock~~are ~~were~~collected ~~dilutive. There~~up ~~are 1~~front,~~000,000~~ ~~shares in~~ the ~~Restrictive~~Company ~~Stock~~records ~~Award~~deferred ~~(See~~revenue ~~Note 2) that are dilutive shares at March 31, 2012. These shares are antidilutive due to the net loss~~ for the ~~three~~portion ~~months~~of ~~ended~~revenue ~~March 31~~received, ~~2012~~but ~~and~~not asearned. ~~such~~Revenue ~~their~~is ~~effect~~recognized ~~has~~on ~~not~~a ~~been~~straight-line ~~included~~basis inover the ~~calculation~~term of ~~diluted~~ ~~net~~the ~~loss per share~~contract. There ~~were~~was no ~~dilutive~~deferred ~~financial~~revenue ~~instruments~~as ~~issued~~of orJune ~~outstanding~~30, ~~for~~2012 ~~the~~and ~~three~~December ~~months ended March~~ 31, 2011.

The Company recognizes revenue for BBSI construction management projects in Native American communities and for general contracting in accordance with ASU 605-35-50, Accounting for Performance of Construction-Type and Certain Product-Type Contracts. Under this rule, the Company can perform work under a fixed-price contract or a time-and-materials contract. As these jobs are longer in nature, revenue is recognized as a percentage of completion based on the percentage of costs paid on the total cost of the project. For contracts in progress but not completed, costs incurred are charged to costs of contract revenues at the same time the revenues are recognized. The BBSI contract for the North Dakota project is a cost plus contract. Revenue is recognized equal to the costs incurred plus the related fee as the costs are incurred. For the three months ended June 30, 2012, the Company had recorded revenues of $4,540,433 and costs of contract revenues of $4,291,878 for general contracting. For the three months ended June 30, 2011, the Company had recorded revenues of $910,747 and costs of contract revenues of $872,148 for general contracting. For the six months ended June 30, 2012, the Company had recorded revenues of $8,762,642 and costs of contract revenues of $8,240,235 for general contracting. For the six months ended June 30, 2011, the Company had recorded revenues of $945,747 and costs of contract revenues of $872,149 for general contracting. BBSI also performs general contracting for the installation of tenant improvements. As these jobs are short in nature, revenue is recognized at the completion of the project. For contracts in progress but not completed, costs incurred are accumulated until completion of the contract. These costs consist of labor and materials. At June 30, 2012 and December 31, 2011, costs incurred on projects in progress were $37,632 and $0, respectively.

There was no construction activity in Native American communities for the three month and six month periods ended June 30, 2012 or June 30, 2011. There was no construction in progress for Native American communities at June 30, 2012 or December 31, 2011.

The Company recognizes revenue for BBSI engineered building systems' projects in accordance with ASU 605-35-50, Accounting for Performance of Construction-Type and Certain Product-Type Contracts. Under this rule, the Company can perform work under a fixed-price contract or a time-and-materials contract. As these jobs are longer in nature, revenue is recognized as a percentage of completion based on the percentage of costs paid on the total cost of the project. For contracts in progress, costs incurred but not yet expensed to cost of sales are reflected as contracts in progress. There was no construction activity in engineered systems for the three month or six month periods ended June 30, 2012 or June 30, 2011. There was no construction in progress for engineered systems at June 30, 2012 or December 31, 2011.

No revenue was recognized for BIG II for the three month or six month periods ended June 30, 2012 and 2011 as there has not yet been any activity in BIG II.

Income (Loss) per Common Share- Basic income (loss) per share is computed by dividing the net income (loss) attributable to the common stockholders by the weighted average number of shares of common stock outstanding during the period. The 22,500,000 (adjusted for the 5:1 stock split) shares issued for the August 2, 2010 stock exchange described in Note 1 are considered outstanding for the entire three month and six month periods ended June 30, 2012 and 2011. Dynamic Ventures Corp shares issued prior to the stock exchange agreement totaling 27,500,000 (adjusted for the 5:1 stock split) are considered outstanding from August 2, 2010, the effective date of the stock exchange agreement. Fully diluted loss per share is computed similar to basic loss per share except that the denominator is increased to include the number of additional shares of common stock that would have been outstanding if the potential common shares had been issued and if the additional shares of common stock were dilutive. There are 1,000,000 shares in the Restrictive Stock Award (See Note 2) that are dilutive shares at June 30, 2012. These shares are antidilutive due to the net loss for the three month and six month periods ended June 30, 2012 and as such their effect has not been included in the calculation of diluted net loss per share. There were no dilutive financial instruments issued or outstanding for the three month or six month periods ended June 30, 2011.

Page - 9

Income Taxes -Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are determined based on temporary differences between the bases of certain assets and liabilities for income tax and financial reporting purposes. The deferred tax assets and liabilities are classified according to the financial statement classification of the assets and liabilities generating the differences.

The Company maintains a valuation allowance with respect to deferred tax assets. The Company establishes a valuation allowance based upon the potential likelihood of realizing the deferred tax asset and taking into consideration the Company’s financial position and results of operations for the current period. The Company maintained a 100% valuation allowance with respect to net deferred tax ~~asets~~assets for the three months ended ~~March~~June 3130, 2012 and the year ended December 31, 2011. Future realization of the deferred tax benefit depends on the existence of sufficient taxable income within the carryforward period under the Federal tax laws.

Changes in circumstances, such as the Company generating taxable income, could cause a change in judgment about the realizability of the related net deferred tax asset. Any change in the valuation allowance will be included in income in the year of the change in estimate.

The Financial Accounting Standards Board issued guidance on accounting for uncertainty in income taxes, effective for the year ended December 31, 2009. Management evaluated the Company's tax positions and concluded that the Company had taken no uncertain tax positions that require adjustment to the condensed consolidated financial statements to comply with the provisions of this guidance. The Company'’s policy is to recognize interest and penalties related to uncertain tax positions in income tax expense. For the three month and six month periods ended ~~March~~June 3130, 2012, and ~~March~~June 3130, 2011, the Company made no provision for interest or penalties related to uncertain tax provisions.

The Company files income tax returns in the U.S. federal jurisdiction and Arizona. There are currently no federal or state income tax examinations underway for these jurisdictions. Given that the Company was newly formed in 2008, the Company is not subject to income tax examinations by the U.S. federal, state or local tax authorities for years before 2008. Open years subject to examination are 2008 thru 2011.

Loans from Related Parties- Directors and Stockholders- As of ~~March~~June 3130, 2012 and December 31, 2011, loans from related parties amounted to $303,442 and represented working capital advances from principal officers and directors who are also stockholders of the Company. The loans are unsecured, non interest bearing, and due on demand.

Page - 9

2. COMMON STOCK AND EQUITY

Common Stock -

On July 31, 2011, the Company entered into a Securities Purchase Agreement with TCA Global ~~MasterCredit~~Master Credit Fund. LP (TCA) wherein TCA agreed to purchase certain senior secured redeemable debentures from the Company. See Note 65 below. As part of this agreement, the Company was required to pay a loan fee totaling $125,000 and as such issued 2,717,392 shares of ~~Rule~~restricted ~~144~~ stock as payment for the fee based on a share price of $.046. Terms of the agreement ~~require~~required the Company to issue additional shares on April 30, 2012, such that the total market value of the shares issued for the loan fee equals $125,000 on April 30, 2012, or pay TCA the difference between the April 30, 2012 value of the 2,717,392 shares and $125,000 in cash. Terms of the agreement also ~~require~~required TCA to return shares to the Company if the value of shares issued to TCA exceeds $125,000 on April 30, 2012 such that the total value of shares retained by TCA at April 30, 2012 is $125,000. In accordance with the terms of the Securities Purchase Agreement with TCA, on April 30, 2012, the Company determined that 1,754,372 shares were to be returned to the Company. The ~~share~~value ~~price~~of these shares at ~~March~~April 3130, 2012 was $227, 717.~~07.~~ As apart ~~result~~ of ~~unknown~~the ~~value~~Second ofAmendment ~~this~~to ~~future~~Securities ~~valuation,~~Purchase ~~the~~Agreement ~~issued~~with ~~shares~~TCA ~~are~~Global ~~reflected~~Credit asMaster ~~issued~~Fund, ~~and~~LP( ~~outstanding;~~see ~~however,~~below ) the Company agreed to ~~has~~waive ~~reflected~~ the return of shares from TCA. The $~~125~~227,~~000 as~~717 ais ~~liability~~expensed ~~and~~as ~~not~~loan ~~equity~~fees onfor the ~~balance~~three ~~sheet~~month asand ofsix ~~March~~month 31periods ended June 30, 2012, and ~~December~~included ~~31,~~as ~~2011. Additionally,~~equity on the ~~statement~~balance ofsheet. ~~changes~~At inJune ~~equity~~30, ~~does~~2012, ~~not reflect~~ the 2,717,392 shares are treated as issued ~~related~~and tooutstanding ~~this~~and ~~transaction. See~~the ~~Note~~$125,000 10is included in equity on the balance sheet.

~~The~~As Company entered into an Investment Agreement with Centurion Private Equity, LLC ("Centurion") on December 20, 2011 wherein Centurion committed to purchase up to $7,500,000 of the Company’s common stock, over a ~~period~~result of ~~time~~unknown ~~terminating~~value ~~upon 36 months from the date~~ of ~~the~~this ~~Investment~~future ~~Agreement~~valuation ~~subject~~at toDecember ~~an effective registration statement covering the resale of the common stock and subject to certain conditions and limitations set forth in the Investment Agreement~~31, including limitations based upon the trading volume of the Company's common stock. The maximum aggregate number of shares issuable by the Company and purchasable by Centurion under the Investment Agreement is that number of shares of common stock having an aggregate purchase price of $72011,~~500,000. In~~ ~~connection with~~ the ~~preparation of the Investment Agreement and the registration rights agreement, the Company~~ issued ~~Centurion 171,233~~ shares ofwere ~~restricted~~reflected ~~Rule 144 common stock~~ as a document preparation fee having a value of $10,000 and 1,284,246 shares of restricted Rule 144 common stock as a commitment fee having a value of $75,000. Additionally, as an additional commitment fee 1,284,246 shares of Rule 144 common stock having a value of $75,000 have been placed in escrow. Terms of the escrow agreement require the Company to issue additional shares during the 36 month term such that the total market value of the shares issued ~~for the loan fee equals $75,000 when the shares are required to be issued or pay Centurion the difference between issued 1,284,246 shares~~ and ~~$75,000~~outstanding ~~in cash As a result of unknown value of these shares~~ at ~~the~~December ~~future release~~31, ~~the 1,284,246 shares are reflected as issued and outstanding~~2011; however, the Company ~~has~~ reflected the $75125,000 as a liability and not equity on the balance sheet at ~~as of March 31, 2012 and~~ December 31, 2011. Additionally, the statement of changes in equity does not reflect the 12,~~284~~717,~~246~~392 shares issued related to this transaction~~. The~~ ~~Deferred~~in ~~Equity~~the ~~Costs~~balances ~~consisting~~at ofDecember ~~total preparation fee of $10~~31,~~000~~ ~~and commitment fee of $150~~2011,~~000~~ ~~will~~but bedoes ~~deferred~~reflect ~~until~~ the ~~put~~shares isas ~~exercised~~issued ~~and~~during ~~then offset against~~ the ~~stock~~six ~~in equity on a pro rata basis. There was no expense recorded for the three~~ months ended ~~March~~June 3130, 2012 ~~and for the year ended December 31, 2011~~.

~~The~~Effective ~~company~~on ~~also~~April 30, 2012, the Company entered into athe ~~Registration~~First ~~Rights~~Amendment to Securities Purchase Agreement with ~~Centurion~~TCA ~~pursuant~~Global toCredit ~~which~~Master ~~the~~Fund, ~~Company~~LP, ~~granted Centurion~~(TCA) ~~certain~~wherein ~~registration~~TCA ~~rights~~purchased ~~with~~an ~~respect~~additional toSeven ~~the~~Hundred ~~shares~~Fifty ~~issued~~Thousand toDollars ~~Centurion~~($750,000) inof ~~accordance~~senior ~~with~~secured ~~the~~redeemable ~~terms~~debenture. As part of this agreement, the ~~Investment~~Company ~~Agreement~~was asrequired to pay a ~~commitment~~loan fee totaling $200,000 and ~~document~~as ~~preparation~~such ~~fee~~issued as1,857,010 ~~well~~shares of Rule 144 stock as payment for the ~~shares~~fee based on a share price of $.108. Terms of the agreement required the Company to beissue additional shares on February 14, 2013, such that the total market value of the shares issued inis ~~connection~~$200,000; ~~with~~provided athat ~~put.~~if Wethe ~~also~~share ~~agreed~~value toon ~~register~~the Valuation Date exceeds $200,000, then the ~~placement~~Company ~~agent~~shall be entitled to a return of shares. ~~See~~The ~~Form~~share ~~8-K~~price ~~filed~~at ~~with~~June 30, 2012 was $.05. As a result of unknown value of this future valuation, the ~~Securities~~issued shares are reflected as issued and ~~Exchange~~outstanding; ~~Commission~~however, the Company has reflected the $200,000 as a liability and not equity on ~~December~~the 27balance sheet as of June 30, ~~2011~~2012. Additionally, the statement of changes in equity does not reflect the 1,857,010 shares issued related to this transaction. See Note 5 below.

On December 22, 2011 (Grant Date), the Company entered into a restricted stock award agreement with Laurence M. Luke, a director, for 1,000,000 shares as compensation for his services as a director. The shares vest one third annually on each anniversary of the Grant Date. Fair market value of the grant at Grant Date was $50,000 based on a fair market value of a share at the Grant Date of $.05. $4,167 was expensed during the three months ended March 31, 2012. There were no vested shares at March 31, 2012 and December 31, 2011. The fair market value of the grant at March 31, 2012 was $66,000 based on a share price of $.066.

On January 20, 2012 the Company received approval by written consent in lieu of a special meeting, of the holders of a majority of our common stock for (i) the Dynamic Ventures 2012 Stock Incentive Plan (the "2012 Stock Incentive Plan") which reserves 7,500,000 shares for grants that may be made under the 2012 Stock Incentive Plan and (ii) an amendment to our Certificate of Incorporation (the "Amendment") to authorize the creation of 10,000,000 of the Dynamic Ventures 200,000,000 authorized shares as "blank check" preferred stock to be designated in such series or classes as the board of directors of the Company shall determine. See Schedule 14C Information Statement filed with the Securities and Exchange Commission on February 21, 2012.

On March 12, 2012, the Company filed an amendment to our Certificate of Incorporation to provide that 10,000,000 shares of the Company’s 200,000,000 authorized shares, par value $0.0001 per share, shall be designated as preferred stock, effective immediately.

Page - 10

3Effective on June 1, 2012, the Company entered into the Second Amendment to Securities Purchase Agreement with TCA Global Credit Master Fund, LP,(TCA), wherein the Company issued to TCA a Combined, Amended and Restated Senior Secured Redeemable Debenture in the principal amount of $770,833.33 ~~RELATED PARTY TRANSACTIONS~~that combines, amends, restates and supersedes the Senior Secured Redeemable Debenture issued as of July 31, 2011 in the principal amount of $500,000 and the Senior Secured Redeemable Debenture issued as of April 30, 2012 in the principal amount of $750,000. As part of this agreement, the Company is required to pay a loan fee of $100,000. The Agreement provides that the Company issue restricted shares of its common stock having a value of $100,000 (2,000,000 shares of common stock in total based on the value of the shares of $.05 on the closing date), half on the closing date and half on any date that is sixty one days after the issuance of the first 1,000,000 shares. Terms of the agreement require the Company to issue additional shares on the twelve month anniversary of the issuance of the Debenture, such that the Buyer receives proceeds of the sale of the shares equal to $100,000; provided that if the share value on the valuation date exceeds $100,000, then the Company shall be entitled to a return of shares. The Company has the right to redeem the shares for $100,000 less the amount of proceeds received by the Buyer for any previous sale of shares. The share price at June 30, 2012 was $.05. As a result of unknown value of this future valuation, the issued shares are reflected as issued and outstanding; however, the Company has reflected the $100,000 as a liability and not equity on the balance sheet as of June 30, 2012. Additionally, the statement of changes in equity does not reflect the 1,000,000 shares issued related to this transaction. See Note 5 below.

~~Related Party Transactions -~~The AsCompany aentered ~~result~~into an Investment Agreement with Centurion Private Equity, LLC ("Centurion") on December 20, 2011 wherein Centurion committed to purchase up to $7,500,000 of ~~BBSI~~the Company’s ~~buyout~~common stock, over a period of ~~Floor~~time ~~Art~~terminating upon 36 months from the date of the Investment Agreement subject to an effective registration statement covering the resale of the common stock and ~~BDC~~subject to certain conditions and limitations set forth in the Investment Agreement, ~~there~~including ~~was~~limitations abased ~~net~~upon ~~deemed~~the ~~distribution~~trading tovolume of the Company's common stock. The maximum aggregate number of shares issuable by the ~~majority~~Company ~~owner~~and purchasable by Centurion under the Investment Agreement is that number of shares of common stock having an aggregate purchase price of $~~448~~7,~~173~~500,000. ~~The~~In ~~transaction~~connection ~~resulted~~with inthe preparation of the Investment Agreement and the registration rights agreement, the Company issued Centurion 171,233 shares of restricted common stock as a ~~note~~document ~~due~~preparation fee having a value of $10,000 and 1,284,246 shares of restricted common stock as a commitment fee having a value of $75,000. Additionally, as an additional commitment, fee 1,284,246 shares of restricted common stock having a value of $75,000 have been placed in escrow. Terms of the escrow agreement require the Company to issue additional shares during the ~~majority owner~~36 month term such that the total market value of the shares issued for the loan fee equals $~~303~~75,~~442~~000 ~~for~~when ~~working~~the ~~capital~~shares ~~advances.~~are ~~The~~required ~~balance~~to ~~due~~be issued or pay Centurion the ~~majority~~difference ~~owner~~between issued 1,284,246 shares and $75,000 in cash As a result of unknown value of these shares at the future release, the 1,284,246 shares are reflected as issued and outstanding; however, the Company has reflected the $75,000 as a liability and not equity on the balance sheet as of ~~March~~June 3130, 2012 and December 31, 2011. Additionally, isthe ~~$303~~statement of changes in equity does not reflect the 1,~~442~~284,246 shares issued related to this transaction. ~~This~~ The ~~amount~~Deferred isEquity ~~unsecured~~Costs consisting of total preparation fee of $10,000 ~~non-interest~~and ~~bearing~~commitment fee of $150,000 will be deferred until the put is exercised and ~~due~~then ~~upon~~offset ~~demand~~against the stock in equity on a pro rata basis. There was no expense recorded for the three month and six month periods ended June 30, 2012 and for the year ended December 31, 2011.

InThe ~~August~~Company ofalso ~~2010,~~entered ~~the~~into ~~Company~~a ~~hired~~Registration ~~JENAL~~Rights ~~Consulting,~~Agreement ~~Inc.~~with Centurion pursuant to ~~provide~~which the Company granted Centurion certain registration rights with ~~marketing~~respect ofto the ~~engineered~~shares ~~construction~~issued ~~system. The owner of JENAL is~~ to Centurion in accordance with the ~~wife~~ terms of ~~Al Cain,~~ the Investment Agreement as a ~~stockholder~~commitment fee and document preparation fee as well as the shares to be issued in connection with a put. The Company ~~paid~~also ~~JENAL~~agreed ~~$9,375~~to ~~for~~register the ~~three~~placement ~~months~~agent ~~ended~~shares. See ~~March~~Form ~~31,~~8-K ~~2012~~filed ~~and~~with ~~$28,000~~the ~~for~~Securities ~~the~~and ~~three~~Exchange ~~months~~Commission ~~ended~~on ~~March~~December 3127, 2011.

InOn ~~February~~April 3, 2012, the Company entered into ana ~~employment~~consulting agreement with ~~each~~DC ofConsulting ~~Paul Kalkbrenner~~LLC, ~~Mark~~which ~~Summers~~calls ~~and~~for ~~David~~DC ~~Brown~~Consulting to ~~serve~~provide asbusiness ~~our~~advisory ~~Chief Executive Officer~~services, ~~Chief~~shareholder ~~Financial~~information ~~Officer~~services and ~~Executive~~public ~~Vice~~relations ~~President, respectively~~services. ~~Each~~Per the agreement, ~~commenced~~DC onConsulting ~~February~~will 1be paid $4,000 ~~2012~~per month and ~~renews~~issued ~~annually~~300,000 ~~unless~~shares ~~there~~of isrestricted astock ~~material~~per ~~breach~~quarter byin ~~either~~monthly ~~party~~installments inof ~~which~~100,000 ~~case~~shares. ~~the~~The ~~non-breaching~~agreement ~~party~~was ~~may~~scheduled to terminate ~~the~~on ~~agreement~~July by1, ~~giving~~2012. ~~thirty~~The ~~(30)~~Company ~~days'~~issued ~~prior~~DC ~~written~~consulting ~~notice~~200,000 ~~thereof~~shares ~~and~~of ~~the~~restricted ~~agreement~~common ~~shall~~stock ~~terminate~~on April 20, 2012. Market value at ~~the~~time ~~end~~of issuance was $.10 per share resulting in an expense of ~~the~~$ ~~notice~~20,000 ~~period~~which ~~unless the~~was ~~breach~~recorded isin ~~cured.~~second quarter of 2012. The ~~annual~~Company ~~compensation~~issued ~~paid~~DC toconsulting ~~each~~50,000 shares of ~~Messrs.~~restricted ~~Kalkbrenner~~common stock on June 18, ~~Summers~~2012. Market ~~and~~value ~~Brown~~at istime ~~One~~of ~~Hundred~~issuance ~~Forty~~was ~~Four~~$.049 ~~Thousand~~per ~~Three~~share ~~Hundred~~resulting ~~Dollars (~~in an expense of $~~144~~ 2,~~300),~~450 ~~One~~which ~~Hundred~~was ~~and~~recorded ~~Nine~~in ~~Thousand~~second ~~Two~~quarter ~~Hundred~~of ~~Dollars~~2012. ~~($109,200)~~The ~~and~~agreement ~~One~~has ~~Hundred~~been terminated and ~~Nine~~no ~~Thousand~~further ~~Two~~shares ~~Hundred~~are ~~Dollars~~due ~~($109,200),~~to ~~respectively.~~DC Consulting.

Page - 11

On May 17, 2012, the Company issued 75,000 shares of restricted common stock to Carpe DM, Inc. as part of the agreement dated April 15, 2011, for shareholder information services and public relations services. Market value at time of issuance was $.075 per share resulting in an expense of $ 5,625 which was recorded in second quarter of 2012.

On December 22, 2011 (Grant Date), the Company entered into a restricted stock award agreement with Laurence M. Luke, a director, for 1,000,000 shares as compensation for his services as a director. The shares vest one third annually on each anniversary of the Grant Date. Fair market value of the grant at Grant Date was $50,000 based on a fair market value of a share at the Grant Date of $.05. $4,167 was expensed during the three months ended June 30, 2012, and $8,335 was expensed during the six months ended June 30, 2012. There were no vested shares at June 30, 2012 and December 31, 2011. The fair market value of the grant at June 30, 2012 was $50,000 based on a share price of $.05.

3. RELATED PARTY TRANSACTIONS

Related Party Transactions - As a result of BBSI’s buyout of Floor Art and BDC, there was a net deemed distribution to the majority owner of $448,173. The transaction resulted in a note due to the majority owner of $303,442 for working capital advances. The balance due the majority owner as of June 30, 2012 and December 31, 2011 is $303,442. This amount is unsecured, non-interest bearing, and due upon demand.

In August of 2010, the Company hired JENAL Consulting, Inc. to provide the Company with marketing of the engineered construction system. The owner of JENAL is the wife of Al Cain, a stockholder. For the three month and six month periods ended June 30, 2012 the Company paid JENAL $0 and $9,375, respectively, for such services. The Company paid JENAL $55,496 and $83,496 for the three month and six month periods ended June 30, 2011, respectively, for such services.

Page - 12

4. COMMITMENTS AND CONTINGENCIES

Commitments and contingencies- The Company has an office space lease with a non-affiliated entity. The lease is month-to-month and can be cancelled at anytime. The total rent expense under this agreement was $10,500 and $2221,000 for the three months and six months ended ~~March~~June 3130, 2012, respectively. The total rent expense under this agreement was $13,000 and $35,500 for the three months and six months ended June 30, 2011, respectively.

On ~~January~~June 126, 2012, the Company entered into ana ~~equipment~~financing ~~lease~~agreement ~~calling~~ for 60insurance ~~monthly~~premiums ~~payments~~totaling of $~~96 each plus applicable taxes and maintenance~~23,648. OnThe ~~February~~agreement ~~17,~~calls ~~2012, the Company entered into an additional equipment lease calling~~ for 6011 monthly ~~payment~~payments of $~~96.50~~2,150 ~~each~~beginning ~~plus~~August ~~applicable taxes and maintenance. Total payments on these leases were $791for the three months ended March 31~~1, 2012.

InOn ~~2011~~January 12, 2012, the Company entered into aan ~~contract~~equipment ~~with~~lease ~~Annabelle~~calling tofor ~~provide~~60 ~~construction~~monthly ~~for~~payments ~~residential~~of ~~and~~$96 ~~commercial~~each ~~projects~~plus applicable taxes and maintenance. ~~Under~~On ~~the~~February ~~terms~~17, of2012, the ~~contract~~Company ~~the~~entered ~~Company~~into isan ~~required~~additional ~~provide~~equipment alease ~~warranty~~calling for ~~construction~~60 onmonthly ~~completed~~payment ~~construction~~of ~~for~~$96.50 ~~one~~each ~~year~~plus ~~from~~applicable ~~completion~~taxes and maintenance. ~~There~~Total ~~were~~payments noon ~~charges~~these ~~incurred~~leases ~~during~~were ~~the~~$927 ~~three~~and ~~months~~$1,718, ~~ended~~respectively, ~~March~~for ~~31,~~the ~~2012~~three and ~~2011~~six ~~under~~month ~~this~~periods ~~warranty~~ended ~~program~~June 30, 2012.

~~Litigation~~In ~~- From time to time~~2011, the Company ~~may~~entered beinto ~~subject~~a tocontract ~~various~~with ~~investigations,~~Annabelle ~~claims~~to ~~and~~provide ~~legal~~construction ~~proceedings~~for ~~covering~~residential aand ~~wide~~commercial ~~range~~projects. Under ofthe ~~matters~~terms ~~that~~of ~~arise~~the incontract the ~~ordinary~~Company ~~course~~is ofrequired ~~business~~provide ~~activities.~~a ~~The~~warranty ~~Company~~for isconstruction ~~not~~on ~~currently~~completed ~~aware~~construction offor ~~any~~one ~~legal~~year ~~proceedings~~from orcompletion. There ~~claims~~were ~~that~~no ~~will~~charges ~~have,~~incurred ~~individually~~during ~~or in~~ the ~~aggregate,~~three amonth ~~material~~and ~~effect~~six onmonth ~~the~~periods ~~Company's~~ended ~~financial~~June ~~condition~~30, ~~results~~2012 ofand ~~operations~~2011 orunder ~~cash~~this ~~flows~~warranty program.

Litigation - From time to time, the Company may be subject to various investigations, claims and legal proceedings covering a wide range of matters that arise in the ordinary course of business activities. The Company is currently pursuing legal remedies to collect receivables owed to it from its principal customer, which include filing liens on properties for which work was performed by the Company and for which payment has not been received. While this process may result in temporary short term cash flow effects, management believes the Company will collect the funds due the Company. The failure to collect such amounts is expected to have a material adverse effect on the Company. Except as noted herein, the Company is not aware of any other legal proceedings or claims that will have, individually or in the aggregate, a material effect on the Company's financial condition, results of operations or cash flows.

5. NOTES PAYABLE

The Company entered into the following notes payable for working capital with a bank: on August 27, 2010 for $50,000; on October 29, 2010 for $25,000; and on November 17, 2010 for $25,000. Terms of the notes call for repayment by August 27, 2012, with interest accrued at 18% per year. ~~The~~Interest ~~interest~~ expense for the three ~~months~~and six month periods ended ~~March~~June 3130, 2012 and 2011 was $4,500 and $49,~~500~~000, respectively. The Principal due August 27, 2012 is $100,000.

Debenture payable - On July 31, 2011, the Company entered into a Securities Purchase Agreement with TCA Global Master Credit Fund LP ( TCA) wherein TCA agreed to purchase up to $1,000,000 of certain senior secured redeemable debentures from the Company for a period of 12 months at 12% per annum. Per this agreement, the Company issued a senior secured redeemable debenture in the amount of $500,000 on July 31, 2011 with a maturity date of August 1, 2012. As part of this agreement, the Company iswas required to pay a loan fee totaling $125,000 and as such issued 2,717,392 shares of ~~Rule~~restricted ~~144~~ stock as payment for the fee. See Note 2 above. The loan fee is expensed to interest expense on a straight line basis over 12 months. ~~Interest expense including the loan fee expense for the three months ended March 31, 2012 is $57,607.~~

Effective on April 30, 2012, the Company entered into the First Amendment to Securities Purchase Agreement with TCA Global Credit Master Fund, LP, (TCA) wherein TCA purchased an additional Seven Hundred Fifty Thousand Dollars ($750,000) of senior secured redeemable debenture. The debenture bears interest at a rate of twelve percent (12%) per annum, matures on April 30, 2013 and monthly payments of principal, interest and a redemption premium commence on May 30, 2012. As part of this agreement, the Company was required to pay a loan fee totaling $200,000 and as such issued 1,857,010 shares of restricted stock as payment for the fee. See Note 2 above. The loan fee is expensed to interest expense on a straight line basis over 12 months.

Effective on June 1, 2012, the Company entered into the Second Amendment to Securities Purchase Agreement with TCA Global Credit Master Fund, LP,(TCA), wherein the Company issued to TCA a Combined, Amended and Restated Senior Secured Redeemable Debenture in the principal amount of $770,833.33 that combines, amends, restates and supersedes the Senior Secured Redeemable Debenture issued as of July 31, 2011 in the principal amount of $500,000, of which the Company had repaid $416,667, and the Senior Secured Redeemable Debenture issued as of April 30, 2012 in the principal amount of $750,000, of which the Company had repaid $62,500 . The Debenture bears interest at a rate of twelve percent (12%) per annum, matures on June 1, 2013 and monthly payments of principal, interest and a redemption premium commence on June 1, 2012. As part of this agreement, the Company was required to pay a loan fee of $100,000. The Company issued 1,000,000 shares of restricted stock as payment of one half of the fee. As payment for the second half of the fee, the Company is required to issue an additional 1,000,000 shares of restricted stock on any date that is sixty one days after the issuance of the first 1,000,000 shares. See Note 2 above. The loan fee is expensed to interest expense on a straight line basis over 12 months.

Page - 13

Interest expense including loan fee expense is $342,644 and $400,251, respectively, for the three and six month periods ended June 30, 2012.

6. LIQUIDITY

For the ~~three~~six months ended ~~March~~June 3130, 2012, the Company incurred a net loss of $~~229~~742,~~451~~969, generated $~~323~~154,~~060~~797 of negative cash flow ~~from operating activities~~, and has an accumulated deficit of $1,~~066~~580,~~666~~184. For the ~~three~~six months ended ~~March~~June 3130, 2011, the Company incurred a net loss of $~~106~~316,~~478~~818, generated $2197,~~135~~335 of ~~negative~~positive cash flow ~~from operating activities~~, and had an accumulated deficit of $~~279~~360,~~380~~192. Cash on hand at ~~March 31~~ June 30, 2012 and December 31, 2011 was $~~133~~ 385,~~539~~ 136 and $539,933, respectively.

Cash and borrowings from inception to date have been sufficient to provide the operating capital necessary to operate. The Company has historically financed operations primarily by cash flows generated through operations and cash infusions from officers and outside investors in exchange for debt and/or common stock. ~~Although~~ ~~the~~The Company ~~must~~is ~~ultimately~~currently renot in good short-~~achieve~~term ~~profitable~~financial ~~operations~~standing. ~~and~~These ~~periodically~~condensed ~~adjust~~consolidated ~~its~~financial ~~business plan~~statements ~~based~~have onbeen ~~cash~~prepared on ~~hand~~the ~~during~~assumption that the ~~coming~~Company ~~year~~is a going concern, meaning the Company ~~projects~~will ~~cash~~continue ~~from~~in ~~existing~~operation ~~projects~~for the foreseeable future and will be able to realize assets and discharge liabilities in ~~process~~the ~~along~~ordinary ~~with~~course ~~cash~~of ~~infused~~operations. Continuation ~~through~~as ~~debt~~a (going ~~see~~concern ~~Note~~is 5dependent )upon the Company’s ability to re-achieve profitable operations and generate funds from there, and/or raise equity ~~financing~~capital ~~(see~~or ~~Note~~borrowings 2)sufficient to meet current and future obligations which may take the next year to fully realize. The Company plans to raise equity financings over the next twelve months to finance operations. There is no guarantee that the Company will ~~provide~~be ~~adequate~~able ~~funding~~to ~~throughout 2012~~complete any of these objectives.

Page - 12

7. PRODUCT LINE REPORTING

The Company has five active product lines: Floor Art, Native American Housing, General Contracting, Engineered Building Systems, and BDC. Management evaluates operating performance of these product lines. The Company does not identify and allocate operating costs to its product lines below the gross profit level. Additionally, the product lines share many common costs, including, but not limited to: IT support, office and administrative expenses. Therefore, the following table of operating results does not allocate costs to its product lines below the gross profit level:

Three Months Ended March 31, 2012

Three Months Ended June 30, 2012

Floor Art

Native American Housing

General Contracting

Engineered Building Systems

BDC

Unallocated

Consolidated

Revenues

4447,~~039~~907

4,~~222~~540,~~209~~433

4,~~266~~588,~~248~~340

Cost of revenues

3637,~~202~~938

34,~~950~~289,~~579~~657

34,~~986~~327,~~781~~595

Gross margin

79,~~837~~969

~~271~~250,~~630~~776

~~279~~260,~~467~~745

Operating costs

~~444~~426,~~891~~131

Income (loss) from operations

79,~~837~~969

~~271~~256,~~630~~776

(~~444~~426,~~891~~131

)

(165,~~424~~386

)

Other income (expense)

(64348,~~027~~141

)

(64348,~~027~~141

)

Income (loss) before taxes

79,~~837~~969

~~271~~250,~~630~~776

(~~508~~774,~~918~~272

)

(~~229~~513,~~451~~527

)

			Three Months Ended March 31, 2011
	Floor Art		Native American Housing		General Contracting		Engineered Building Systems		BDC		Unallocated			Consolidated
Revenues	$	239,411	$	-	$	35,000	$	-	$	2,700	$	-		$	277,111
Cost of revenues		168,411		-		-		-		-		-			168,411
Gross margin		71,000		-		35,000		-		2,700		-			108,700
Operating costs		-		-		-				-		211,842			211,842
Income (loss) from operations		71,000		-		35,000		-		2,700		(211,842	)		(103,142	)
Other income (expense)		-		-		-				-		(3,336	)		(3,336	)
Income (loss) before taxes	$	71,000	$	-	$	35,000	$	-	$	2,700	$	(215,178	)	$	(106,478	)

Page - 14

The Company has yet to allocate its assets to each respective product line. The Company is currently unable to provide asset information with respect to each of its product lines, except as it pertains to accounts receivable as set forth below:

			Three Months Ended June 30, 2011
	Floor Art		Native American Housing		General Contracting		BDC		Unallocated			Consolidated

Revenues	$	116,543	$	-	$	910,747	$	12,700	$	-		$	1,039,990
Cost of revenues		89,491		-		872,148		-		-			961,639
Gross margin		27,052		-		38,599		12,700		-			78,351
Operating costs		-		-		-		-		278,663			278,663
Income (loss) from operations		27,052		-		38,599		12,700		( 278,663	)		(200,312	)
Other income (expense)		-		-		-		-		(10,028	)		(10,028	)
Income (loss) before taxes	$	27,052	$	-	$	38,599	$	12,700	$	(288,691	)	$	(210,340	)

			Six Months Ended June 30, 2012
	Floor Art		Native American Housing		General Contracting		Engineered Building Systems		BDC		Unallocated			Consolidated

Revenues	$	91,946	$	-	$	8,762,642	$	-	$	-	$	-		$	8,854,588
Cost of revenues		74,140		-		8,240,235		-		-		-			8,314,375
Gross margin		17,806		-		522,407		-		-		-			540,213
Operating costs		-		-		-				-		871,024			871,024
Income (loss) from operations		17,806		-		522,407		-		-		(871,024	)		(330,811	)
Other income (expense)		-		-		-				-		(412,158	)		(412,158	)
Income (loss) before taxes	$	17,806	$	-	$	522,407	$	-	$	-	$	(1,283,182	)	$	(742,969	)

			Six Months Ended June 30, 2011
	Floor Art		Native American Housing		General Contracting		BDC		Unallocated			Consolidated

Revenues	$	355,954	$	-	$	945,747	$	15,400	$	-		$	1,317,101
Cost of revenues		257,902		-		872,149		-		-			1,130,051
Gross margin		98,052		-		73,598		15,400		-			187,050
Operating costs		-		-		-		-		490,505			490,505
Income (loss) from operations		98,052		-		73,598		15,400		(490,505	)		(303,455	)
Other income (expense)		-		-		-		-		(13,363	)		(13,363	)
Income (loss) before taxes	$	98,052	$	-	$	73,598	$	15,400	$	(503,868	)	$	(316,818	)

The Company has yet to allocate its assets to each respective product line. The Company is currently unable to provide asset information with respect to each of its product lines.

8. RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS

In December 2011, the FASB issued Accounting Standards Update ("ASU") No. 2011-11, Disclosures about Offsetting Assets and Liabilities to facilitate comparisons between entities preparing financial statements on the basis of U.S.GAAP and entities preparing financial statements on the basis of IFRS. The amendments in this update are effective for annual reporting periods beginning on or after January 1, 2013. The Company does not have derivatives, financial assets, and financial liabilities that are covered by this update and the adoption of this update is not expected to have a significant impact on the Company's consolidated financial statements.

Page - 15

In September 2011, the FASB issued Accounting Standards Update ("ASU") No. 2011-09, Compensation Retirement Benefits- Multiemployer Plans to increase disclosures about an employer's participation in a multiemployer plan. The amendments in this update are effective for annual fiscal years ending after December 15, 2011. The Company does not have a multiemployer plan and the adoption of this update is not expected to have a significant impact on the Company's consolidated financial statements

The Company has implemented all new accounting pronouncements that are in effect that are applicable. These pronouncements did not have any material impact on the consolidated financial statements unless otherwise disclosed, and the Company does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations.

9. CONCENTRATION OF CREDIT RISK AND SIGNIFICANT CUSTOMERS

The Company's customers are U.S. customers, for which the Company performs ongoing credit evaluations but generally does not require collateral to support receivables. General Contracting has one customer which began operations in March of 2011. Accounts receivable for this customer were $24,~~003~~310,~~529~~636 at ~~March~~June 3130, 2012. The Company has received a deposit from this customer of $350,000. This customer accounted for 99% of the total Company revenue for the ~~three~~six months ended ~~March~~June 3130, 2012 and 1372% of the total ~~company~~Company revenue for the ~~three~~six months ended ~~March~~June 3130, 2011. The contract and work for this customer has been terminated. See Note 10 below. Loss of this major customer will have a significant impact on the Company’s financial statements. Floor Art has one major customer which accounted for 6668% ( $2865,~~902~~420 ) of Floor Art's revenues for the ~~three~~six months ended ~~March~~June 3130, 2012 and ~~three~~four major customers which accounted for 60% ($~~143~~218,~~647~~519 )of Floor Art's revenue for the ~~three~~six months ended ~~March~~June 3130, 2011. Accounts receivable for Floor Art's major customer were $87,~~800~~649 at ~~March~~June 3130, 2012 and accounts receivable for Floor Art’s ~~three~~four major customers were $5714,~~967~~739 at ~~March~~June 3130, 2011. ~~Engineered Building Systems, which began operations in July of 2011, has one customer. Accounts receivable for this customer were $57,097 at March 31, 2012.~~ There were no revenues in Engineered Building Systems, ~~for~~Native ~~the~~American ~~three months ended March 31~~Housing, ~~2012.~~or ~~Although~~BDC for the ~~Company~~six ~~has~~months aended ~~limited~~June ~~number of customers~~30, ~~operations~~ ~~were expanded in 2011 to add General Contracting and Engineered Building Systems~~2012. Loss of major customers would have a significant impact on the Company’s financial statements.

Page - 13

We are subject to concentrations of credit risk from our cash and cash equivalents. Our cash in bank deposit accounts from time to time may exceed federally insured limits.

10. SUBSEQUENT EVENTS

On ~~April~~July 316, 2012, the Company ~~entered~~issued ~~into~~demand aletters ~~consulting~~to ~~agreement~~Annabelle ~~with~~Homes, DCLLC, ~~Consulting~~Annabelle Tioga, ~~which~~LLC, ~~calls~~and ~~for~~Annabelle DCCommercial ~~Consulting~~B, toLLC ~~provide~~for ~~business~~payments ~~advisory~~due ~~services,~~for ~~shareholder~~work ~~information~~performed ~~services~~by the Company and ~~public~~the ~~relations~~Company’s ~~services~~subcontractors. ~~Per~~ Work was suspended on the ~~agreement~~projects on July 23, DC2012, ~~Consulting~~and ~~will~~the becontract ~~paid~~has ~~$4,000~~been ~~per~~terminated. ~~month~~The ~~and~~Company ~~issued~~is ~~300~~currently pursuing legal remedies to collect receivables owed to it from its principal customer,~~000~~ ~~shares~~which include filing of ~~restricted~~liens ~~stock~~on ~~per~~properties ~~quarter~~for inwhich ~~monthly~~work ~~installments~~was ofperformed ~~100,000~~by ~~shares~~the Company and for which payment has not been received. ~~The~~While ~~agreement~~this ~~terminates~~process onmay ~~July~~result 1in temporary short term cash flow effects, ~~2012~~management believes the Company will collect the funds due the Company. The ~~Company~~failure ~~issued~~to DCcollect ~~Consulting~~such ~~200,000~~amounts ~~shares~~is ofexpected ~~restricted~~to ~~Rule~~have ~~144~~a ~~common~~material ~~stock~~adverse effect on ~~April~~the ~~20, 2012~~Company. ~~Market~~ ~~value~~The atCompany ~~time~~is not aware of ~~issuance~~any ~~was~~other ~~$.10~~legal ~~per~~proceedings ~~share~~or ~~resulting~~claims inthat anwill ~~expense~~have, ofindividually ~~$20~~or in the aggregate,~~000~~ toa bematerial ~~recorded~~effect inon ~~second~~the ~~quarter~~Company's financial condition, results of ~~2012~~operations or cash flows.

InPage ~~accordance~~- with the terms of the Securities Purchase Agreement with TCA, on April 30, 2012, the Company was to make a determination as to whether it had satisfied its obligation under such agreement and whether shares previously issued to TCA would be returned to it or whether it would be required to issue additional shares to TCA. Based upon its reading of the Securities Purchase Agreement with TCA, the Company determined that 1,754,372 shares were to be returned to the Company. The value of these shares at April 30, 2012 was $227,717. However, TCA has disagreed with the Company’s determination and the Company is currently in discussions with TCA to resolve this issue. Although the Company does not expect to issue any additional shares to TCA, in order to maintain the Company’s business relationship with TCA, it may agree to waive or reduce the return of shares from TCA. Any reduction in shares returned to the Company from 1,754,372 shares will be expensed in the second quarter of 2012.16

On May 1, 2012 the Company agreed to issue 75,000 shares of restricted Rule 144 common stock to Carpe D M, Inc. for shareholder information services and public relations services. The shares have not yet been issued.

Page - 14

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

FORWARD-LOOKING STATEMENTS

This Management's Discussion and Analysis of Financial Condition and Results of Operations (MD&A) contains forward-looking statements that involve known and unknown risks, significant uncertainties and other factors that may cause our actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed, or implied, by those forward-looking statements. You can identify forward-looking statements by the use of the words may, will, should, could, expects, plans, anticipates, believes, estimates, predicts, intends, potential, proposed, or continue or the negative of those terms. These statements are only predictions. In evaluating these statements, you should consider various factors which may cause our actual results to differ materially from any forward-looking statements. Although we believe that the exceptions reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance or achievements. Therefore, actual results may differ materially and adversely from those expressed in any forward-looking statements. We undertake no obligation to revise or update publicly any forward-looking statements for any reason.

RESULTS OF OPERATIONS

Liquidity and Capital Resources

Our balance sheet as of ~~March~~June 3130, 2012 reflects cash in the amount of $~~133~~385,~~539~~136. Cash from operations, issuance of stock and borrowings from inception to date have been sufficient to provide necessary operating capital to date. The net loss for the ~~three~~six months ended ~~March~~June 3130, 2012 amounted to $~~229~~742,~~451~~969. As of ~~March~~June 3130, 2012 our accumulated deficit was $1,~~066~~580,~~667~~184.

Cash decreased for the ~~three~~six months ended ~~March~~June 3130, 2012 by $~~406~~154,~~394~~797 as a result of cash used by operating activities of $~~323~~633,~~060~~963 and cash ~~used~~provided inby financing activities of $83479,~~334~~166 togenerated ~~repay~~by ~~the~~obtaining ~~outstanding~~additional debenture ~~principal~~financing ~~amount~~of $750,000 less payments on outstanding debentures of $270,834. The net loss for the ~~three~~six months ended ~~March~~June 3130, 2012 of $~~229~~742,~~451~~969 included $395,685 of non-cash expenses. The remaining loss of $347,284 was covered by cash balances available at the beginning of the period of $539,933. Cash increased for the six months ended June 30, 2011, by $197,335 as a result of cash provided by operating activities of $102,315, , and cash provided by financing activities of $120,000 from proceeds of convertible notes offset by cash used in investing activities of $24,980. The net loss for the six months ended June 30, 2011 of $316,818 was covered by activity on the North Dakota project which generated an increase in customers’ deposits and an increase in accounts payable in excess of the increase in accounts receivable.

~~Cash~~We ~~increased~~expect ~~for~~to ~~the~~require ~~three months ended March 31, 2011, by $67,865 as~~ a ~~result~~total of ~~cash~~approximately ~~used by operating activities of~~ $2,~~135 and cash provided by financing activities of $70~~900,000~~. The~~ ~~net~~to ~~loss~~fully ~~for~~carry ~~the~~out ~~three~~our ~~months~~business ~~ended~~plan ~~March~~over ~~31, 2011 of $106,478 was covered by reductions in accounts receivable due to~~ the ~~decline~~next in12 ~~Floor~~months ~~Art’s~~as ~~business~~set ~~volume~~out ~~discussed below and an increase~~ in ~~customers’~~this ~~deposits due to the customer deposit on the North Dakota project.~~table:

We expect to require a total of approximately $2,700,000 to fully carry out our business plan over the year 2012 as set out in this table:

Description	Estimated Expense
Marketing our services	$100,000
Payment of notes payable and accrued liabilities	$900,000
General and administrative expenses	$1,700,000
Professional fees	$150,000
Investor relations expenses	$50,000
Total	$2,900,000

Description	Estimated Expense
Marketing our services	$	100,000
Payment of notes payable, accounts payable, and accrued liabilities	$	700,000
General and administrative expenses	$	1,700,000
Professional fees	$	150,000
Investor relations expenses	$	50,000
Total	$	2,700,000

We intend to meet our cash requirements for the next 12 months through operations and external sources: a combination of debt financing and equity financing through private placements. We are currently not in good short-term financial standing and have a working capital deficit caused primarily from our outstanding debt obligations owed to subcontractors that performed services on the Annabelle homes. On July 16, 2012, we issued demand letters to Annabelle Homes, LLC, Annabelle Tioga, LLC , and Annabelle Commercial B, LLC for payments due for work performed by us and our subcontractors. Work was suspended on the projects on July 23, 2012, and the contract has been terminated. We are currently pursuing legal remedies to collect receivables owed to us from Annabelle Homes which include the filing of liens on properties for which work was performed by us and for which payment has not been received. We have been informed that Annabelle has made certain payment directly to subcontractors, reducing our obligation, the amounts of which have been undisclosed. While this process may result in temporary short term cash flow effects, management believes we will collect the funds due to us. The failure to collect such amounts is expected to have a material adverse effect on our financial condition.

WePage intend to meet our cash requirements for the next 12 months through operations and external sources: a combination of debt financing and equity financing through private placements. We are currently not in good short-~~term~~ financial standing. We will not have enough positive internal operating cash flow until we can generate substantial revenues, which may take the next year to fully realize. Although the Company must ultimately re-achieve profitable operations and periodically adjust its business plan based on cash on hand during the coming year, the Company projects cash from existing projects in process along with cash infused through debt and equity will provide adequate funding throughout 2012. There is no assurance we will re-achieve profitable operations or obtain the debt and equity funding necessary.17

WeThese ~~have~~condensed ~~historically~~consolidated ~~financed~~financial ~~our~~statements ~~operations~~have ~~primarily~~been byprepared ~~cash~~on ~~flows~~the ~~generated~~assumption ~~through~~that ~~operations~~we ~~and~~are ~~cash~~a ~~infusions~~going ~~from~~concern, ~~officers~~meaning ~~and~~we ~~outside~~will ~~investors~~continue in ~~exchange~~operation for ~~debt~~the ~~and/or~~foreseeable ~~common~~future ~~stock.~~and Inwill ~~July~~be ofable ~~2011,~~to werealize ~~entered~~assets ~~into~~and adischarge ~~$1,000,000~~liabilities ~~Securities~~in ~~Purchase~~the ~~Agreement~~ordinary ~~for~~course ~~debenture~~of ~~financing~~operations. Different Tobases ~~date, we have issued $500,000~~ of ~~debentures~~measurement ~~applicable~~may tobe ~~this~~appropriate ~~agreement.~~when ~~(See~~a ~~Note~~company 5is tonot ~~the~~expected ~~notes~~ to ~~condensed~~continue ~~consolidated~~operations ~~financial statements~~ for the ~~three~~foreseeable ~~months ended March 31, 2012)~~future. Our ~~The~~continuation ~~notes~~as ~~are secured by~~ a ~~lien~~going onconcern ~~all~~is ofdependent upon our ~~assets~~ability ~~and~~to ~~guaranteed~~re-achieve byprofitable ~~BBSI.~~operations Inand ~~December~~generate offunds ~~2011~~therefrom, weand/or ~~entered~~raise ~~into a $7,500,000~~ equity ~~financing~~capital ~~agreement.~~or ~~(See~~borrowings ~~Note~~sufficient 2 to ~~the~~meet ~~notes~~current toand ~~condensed~~future ~~consolidated~~obligations ~~financial~~which ~~statements~~may ~~for~~take the ~~three~~ ~~months~~next ~~ended~~year ~~March~~to ~~31,~~fully ~~2012)~~realize. Management ~~However,~~plans ~~prior~~ to ~~making~~raise ~~any~~equity ~~draw~~financings ~~down~~over on the ~~equity~~next ~~line~~twelve wemonths ~~must~~to ~~meet~~finance ~~certain conditions and there is no assurance that any such conditions will be met~~operations. There is no guarantee that we will be ~~successful~~able into ~~raising~~complete any ~~additional~~of ~~capital. There can be no assurance that we will be able to raise~~ these ~~funds on terms acceptable to us, if at all~~objectives.

~~Page~~We -have 15historically financed our operations primarily by cash flows generated through operations and cash infusions from officers and outside investors in exchange for debt and/or common stock. In July of 2011, we entered into a $1,000,000 Securities Purchase Agreement for debenture financing. As of July 31,2011, we issued $500,000 of debentures applicable to this agreement. Effective April 30, 2012, we amended this debenture agreement and issued an additional $750,000 of debentures applicable to this amended agreement. Effective on June 1, 2012, the Company entered into the Second Amendment to Securities Purchase Agreement wherein the Company issued a Combined, Amended and Restated Senior Secured Redeemable Debenture in the principal amount of $770,833.33 that combines, amends, restates and supersedes the Senior Secured Redeemable Debenture issued as of July 31, 2011 in the principal amount of $500,000 and the Senior Secured Redeemable Debenture issued as of April 30, 2012 in the principal amount of $750,000. (See Note 5 to the notes to condensed consolidated financial statements for the six months ended June 30, 2012). The notes are secured by a lien on all of our assets and guaranteed by BBSI.

~~Operating~~ In ~~Results~~December of 2011, we entered into a $7,500,000 equity financing agreement. (See Note 2 to the notes to condensed consolidated financial statements for the ~~Three~~six ~~Months~~months ~~Ended~~ended ~~March~~June 3130, 2012). ~~versus~~However, ~~March~~prior 31to making any draw down on the equity line we must meet certain conditions and there is no assurance that any such conditions will be met. There is no guarantee that we will be successful in raising any additional capital. There can be no assurance that we will be able to raise these funds on terms acceptable to us, ~~2011~~if at all.

Operating Results for the Three Months Ended June 30, 2012 versus June 30, 2011

After the Share Exchange Agreement, BBSI became the primary operating company.

Total sales increased ~~1,440~~341% for the three months ended ~~March~~June 3130, 2012 compared to the three months ended ~~March~~June 3130, 2011. For the three months ended ~~March~~June 3130, 2012, BBSI had sales of $4,~~266~~588,~~248~~340 as follows: Floor Art - $4447,~~039~~907, representing approximately 1% of the revenue, and General Contracting - $4,~~222~~540,~~209~~433, representing approximately 99% of the revenue. There was a gross margin of $~~279~~260,~~467~~745 (65.67%) as follows: Floor Art - $79,~~837~~969 (1720.8%) and General Contracting - $~~271~~250,~~630~~776 (65.45%). There were expenses of $~~508~~774,~~918~~272 and a net loss of $~~229~~513,~~451~~527. There were no revenues or costs of sales for Engineered Building Systems or Native American Housing for the three months ended ~~March~~June 3130, 2012 as there were no units under construction during this period. BDC had no sales activity or costs of sales during the three months ended ~~March~~June 3130, 2012.

Results for the comparable three months ended ~~March~~June 3130, 2011, were sales of $~~277~~1,~~111~~039,990 as follows: Floor Art - $~~239~~116,~~411~~543, representing approximately 8611% of the revenue, General Contracting - $35910,~~000~~747, representing approximately 1388% of the revenue, and BDC - $212,700, representing ~~less~~approximately ~~than~~ 1% of the revenue. There was a gross margin of $~~108~~78,~~700~~351 (397.25%) as follows: Floor Art - $7127,~~000~~052 (3023.2%), General Contracting - $3538,~~000~~599 (~~100~~4.2%) and BDC - $212,700 (100%). There were expenses of $~~215~~288,~~178~~691 and a net loss of $~~106~~210,~~478~~340. In the ~~first~~second quarter of 2011, Native American Housing had no activity and Engineered Building Systems had not yet begun operations..

Activity began in March of 2011 on the North Dakota project, which generated the sales in General Contracting. ~~Activity~~Start up activity continued in ~~Engineered~~second ~~Building~~quarter ~~Systems~~of ~~began~~2011 which is reflected in ~~July~~the oflower sales for second quarter 2011 versus sales in second quarter of 2012 when operations were at activity levels beyond start up mode. Both Floor Art and BDC are focused in the homebuilding market. Floor Art’s and BDC’s decrease in sales for the three months ended ~~March~~June 3130, 2012 compared to the three months ended ~~March~~June 3130, 2011, is due to the decline in the homebuilding market for this time period. There were no new projects for the Native American housing during the three ~~months~~month periods ended ~~March~~June 3130, 2012 and 2011.

Floor Art’s margins ~~decreased~~were ~~from~~comparable ~~30%~~ in the three months ended ~~March~~June 3130, 2011 toversus ~~17.8% in~~ the three months ended ~~March~~June 3130, 2012., ~~Revenues~~as ~~attributable~~the toproduct mix among insurance company projects and custom projects versus ~~which generate higher margins decreased as a percent of revenues while revenues from~~ homebuilder clients ~~which~~was ~~generate lower margins increased as a percent of revenues~~comparable. The gross profit for General Contracting comes from the cost plus contract for the North Dakota project.

Expenses, including other income and expenses, increased ~~136~~168% for the three months ended ~~March~~June 3130, 2012 versus the three months ended ~~March~~June 3130, 2011 to $~~508~~774,~~918~~272 from $~~215~~288,~~178~~691 due to increased payroll costs and additional operational costs related to operating a second office to cover the North Dakota project which was just starting up during the ~~first~~second quarter of 2011, increased ~~job development and~~ consulting expenses and increased financing expenses. ~~The Company’s officers did not take a salary for the three months ended March 31, 2011~~. ~~Officers’~~ ~~salaries included in expenses for the three months ended March 31, 2012 totaled $89,400.~~ Our general and administrative expenses consist of payroll and related payroll taxes, employer’s portion of employee health insurance costs, legal and accounting fees, bank charges, travel, meals and entertainment, office rent and maintenance, communication expenses (internet, fax, and telephone), courier, postage costs, office supplies.

Page - 18

Operating Results for the Six Months Ended June 30, 2012 versus June 30, 2011

After the Share Exchange Agreement, BBSI became the primary operating company.

Total sales increased 572% for the six months ended June 30, 2012 compared to the six months ended June 30, 2011. For the six months ended June 30, 2012, BBSI had sales of $8,854,588 as follows: Floor Art - $91,946 representing approximately 1% of the revenue, and General Contracting - $8,762,642 representing approximately 99% of the revenue. There was a gross margin of $540,213 (6.1%) as follows: Floor Art - $17,806 (19.4%) and General Contracting - $522,407 (6.0%). There were expenses of $1,283,182 and a net loss of $742,969. There were no revenues or costs of sales for Engineered Building Systems or Native American Housing for the six months ended June 30, 2012 as there were no units under construction during this period. BDC had no sales activity or costs of sales during the six months ended June 30, 2012.

Results for the comparable six months ended June 30, 2011, were sales of $1,317,101 as follows: Floor Art - $355,954, representing approximately 27% of the revenue, General Contracting - $945,747, representing approximately 72% of the revenue, and BDC - $15,400, representing approximately 1% of the revenue. There was a gross margin of $187,050 (14.2%) as follows: Floor Art - $98,052 (27.5%), General Contracting - $73,598 (7.8%) and BDC - $15,400 (100%). There were expenses of $503,868 and a net loss of $316,818. In the first half of 2011, Native American Housing had no activity and Engineered Building Systems had not yet begun operations..

Activity began in March of 2011 on the North Dakota project, which generated the sales in General Contracting. Start up activity continued in second quarter of 2011 which is reflected in the lower sales for the six months ended June 30, 2011 versus sales for the six months ended June 30, 2012, when operations were at activity levels beyond start up mode. Both Floor Art and BDC are focused in the homebuilding market. Floor Art’s and BDC’s decrease in sales for the six months ended June 30, 2012 compared to the six months ended June 30, 2011, is due to the decline in the homebuilding market for this time period. There were no new projects for the Native American housing during the six month periods ended June 30, 2012 and 2011. Engineered Building Systems did not begin activity in July of 2011.

Floor Art’s margins decreased from 27.5% in the six months ended June 30, 2011 to 19.4% in the six months ended June 30, 2012. Revenues attributable to insurance company projects and custom projects which generate higher margins decreased as a percent of revenues while revenues from homebuilder clients which generate lower margins increased as a percent of revenues. The gross profit for General Contracting comes from the cost plus contract for the North Dakota project. The Company’s gross margin decreased from 14.2% for the six months ended June 30, 2011 to 6.1% for the six months ended June 30, 2012, due to the increase in revenues generated by General Contracting as a percent of Company revenues versus Floor Art.

Expenses, including other income and expenses, increased 155% for the six months ended June 30, 2012 versus the six months ended June 30, 2011 to $1,283,182 from $503,868 due to increased payroll costs and additional operational costs related to operating a second office to cover the North Dakota project which was just starting up during the second quarter of 2011, increased consulting expenses and increased financing expenses. Our general and administrative expenses consist of payroll and related payroll taxes, employer’s portion of employee health insurance costs, legal and accounting fees, bank charges, travel, meals and entertainment, office rent and maintenance, communication expenses (internet, fax, and telephone), courier, postage costs, office supplies.

Related Party Transactions

In August of 2010, the Company hired JENAL Consulting, Inc. to provide the Company with marketing of the engineered construction system. The owner of JENAL is the wife of AIAl Cain, a stockholder. ~~The~~For the three month and six month periods ended June 30, 2012 the Company paid JENAL $0 and $9,375, respectively, for ~~the~~such ~~three~~services. The ~~months~~Company ~~ended~~paid ~~March~~JENAL 31$55,496 ~~2012~~ and $2883,~~000~~496 for the three ~~months~~month and six month periods ended ~~March~~June 3130, 2011, respectively, for such services.

InPage February 2012, the Company entered into an employment agreement with each of Paul Kalkbrenner, Mark Summers and David Brown to serve as our Chief Executive Officer, Chief Financial Officer and Executive Vice President, respectively. Each agreement commenced on February 1, 2012 and renews annually unless there is a material breach by either party in which case the non-~~breaching~~ party may terminate the agreement by giving thirty (30) days' prior written notice thereof and the agreement shall terminate at the end of the notice period unless the breach is cured. The annual compensation paid to each of Messrs. Kalkbrenner, Summers and Brown is One Hundred Forty Four Thousand Three Hundred Dollars ($144,300), One Hundred and Nine Thousand Two Hundred Dollars ($109,200) and One Hundred and Nine Thousand Two Hundred Dollars ($109,200), respectively. 19

Page - 16

Quarterly Developments

On January 20, 2012 the Company received approval by written consent in lieu of a special meeting, of the holders of a majority of our common stock for (i) the Dynamic Ventures 2012 Stock Incentive Plan (the "2012 Stock Incentive Plan") which reserves 7,500,000 shares for grants that may be made under the 2012 Stock Incentive Plan and (ii) an amendment to our Certificate of Incorporation (the "Amendment") to authorize the creation of 10,000,000 of the Dynamic Ventures 200,000,000 authorized shares as "blank check" preferred stock to be designated in such series or classes as the board of directors of the Company shall determine. See ~~Schedule~~ITEM ~~14C~~2 ~~Information Statement filed with the Securities and Exchange Commission on February 21, 2012~~below.

On March 12, 2012, the Company filed an amendment to our Certificate of Incorporation to provide that 10,000,000 shares of the Company’s 200,000,000 authorized shares, par value $0.001 per share, shall be designated as preferred stock, effective immediately.

Subsequent Developments

On ~~April~~July 316, 2012, the Company ~~entered~~issued ~~into~~demand aletters ~~consulting~~to ~~agreement~~Annabelle ~~with~~Homes, ~~DC Consulting~~ LLC, ~~which~~Annabelle ~~calls~~Tioga, ~~for~~LLC ~~DC Consulting to provide business advisory services~~, ~~shareholder information services~~ and ~~public~~Annabelle ~~relations~~Commercial ~~services. Per~~B, ~~the~~LLC ~~agreement,~~for DCpayments ~~Consulting~~due ~~will~~for bework ~~paid~~performed ~~$4,000~~by ~~per~~the ~~month~~Company and ~~issued~~the ~~300,000~~Company’s ~~shares~~subcontractors. Work ofwas ~~restricted~~suspended ~~stock~~on ~~per~~the ~~quarter~~projects ~~in monthly installments of 100,000 shares. The agreement terminates~~ on July 123, 2012~~. The Company issued DC consulting 200~~,~~000~~ ~~shares~~and ofthe ~~restricted~~contract ~~Rule~~has ~~144~~been ~~common stock on April 20, 2012~~terminated. ~~Market~~The ~~value~~Company atis ~~time~~pursuing ofremedies ~~issuance~~available ~~was~~to ~~$.10~~it ~~per~~at ~~share~~law ~~resulting~~ in anorder ~~expense of $20,000~~ to becollect ~~recorded~~the inamounts ~~second~~due ~~quarter~~to ofthe ~~2012~~Company.

In accordance with the terms of the Securities Purchase Agreement with TCA, on April 30, 2012, the Company was to make a determination as to whether it had satisfied its obligation under such agreement and whether shares previously issued to TCA would be returned to it or whether it would be required to issue additional shares to TCA. Based upon its reading of the Securities Purchase Agreement with TCA, the Company determined that 1,754,372 shares were to be returned to the Company. The value of these shares at April 30, 2012 was $227, 717. However, TCA has disagreed with the Company’s determination and the Company is currently in discussions with TCA to resolve this issue. Although the Company does not expect to issue any additional shares to TCA, in order to maintain the Company’s business relationship with TCA, it may agree to waive or reduce the return of shares from TCA. Any reduction in shares returned to the Company from 1,754,372 shares will be expensed in the second quarter of 2012.

Page - 17

Off-Balance Sheet Arrangements

We have no significant off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that are material to stockholders.

Future Financings

We will continue to rely on equity sales of our common shares and sales of debt in order to continue to fund our business operations. Issuances of additional shares will result in dilution to existing stockholders. There is no assurance that we will achieve any additional sales of the equity securities or arrange for debt or other financing to fund our operations and other activities.

Critical Accounting Policies

Our financial statements and accompanying notes have been prepared in accordance with United States generally accepted accounting principles applied on a consistent basis. The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods.

We regularly evaluate the accounting policies and estimates that we use to prepare our financial statements. A complete summary of these policies is included in the notes to our consolidated financial statements included in our Form 10-K for the year ended December 31, 2011, and our quarterly filings of Forms 10-Q for first, ~~second,~~quarter ~~and third quarters~~ of ~~2011~~2012. In general, management's estimates are based on historical experience, information from third party professionals, and various other assumptions that are believed to be reasonable under the facts and circumstances. Actual results could differ from those estimates made by management

Recently Issued Accounting Pronouncements

The Company has implemented all new accounting pronouncements that are in effect that are applicable. These pronouncements did not have any material impact on the condensed consolidated financial statements unless otherwise disclosed, and the Company does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations.

Page - 20

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

We are a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and are not required to provide the information under this item.

ITEM 4. CONTROLS AND PROCEDURES

Disclosure Controls and Procedures

We maintain disclosure controls and procedures, as defined in Rule 13a-15(e) promulgated under the Securities Exchange Act of 1934 (the "Exchange Act"), that are designed to ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission's rules and forms and that such information is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure.

We carried out an evaluation, under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures as of ~~March~~June 3130, 2012. Based on the evaluation of these disclosure controls and procedures our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures are effective.

Page - 18

Changes in Internal Control and Financial Reporting

Our management, including our Chief Executive Officer and Chief Financial Officer, has also evaluated our internal control over financial reporting, and there have been no significant changes in our internal controls or in other factors that could significantly affect those controls subsequent to the date of our last evaluation.

PART II - OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

The Company is currently pursuing collection of receivables from its principal customer through legal remedies of filing liens on property for which payment has not been received for work performed. While this process may result in temporary short term cash flow effects, management believes the Company will collect the funds due the Company. We know of no material, existing or pending legal proceedings against our company, nor are we involved as a plaintiff in any other material proceeding or pending litigation. There are no proceedings in which our director, officer or any affiliates, or any registered or beneficial shareholder, is an adverse party or has a material interest adverse to our interest.

ITEM 1A. RISK FACTORS

We are a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and are not required to provide the information under this item.

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

On April 20, 2012 we issued 200,000 shares of restricted Rule 144 common stock to an advisor for advisory services. On June 18, 2012 we issued an additional 50,000 shares of restricted Rule 144 common stock to this advisor. We are obligated to issue to the advisor 300,000 shares of our common stock per quarter in monthly installments of 100,000 shares of common stock during the term of the agreement which commenced in April 2012 and terminates July 1, 2012. The agreement was terminated for an agreed total of shares issued of 250,000, which were previously issued. The issuance was not a public offering as defined in Section 4(2) of the Securities Act of 1933 because the issuance was made to an insubstantial number of persons and because of the manner of the offering. In addition, the investor had the necessary investment intent as required by Section 4(2) since it agreed to, and received, securities bearing a legend stating that such securities are restricted. This restriction ensured that these securities will not be immediately redistributed into the market and therefore be part of a public offering. This issuance was done with no general solicitation or advertising by the Company. Based on an analysis of the above factors, the Company met the requirements to qualify for exemption under Section 4(2) of the Securities Act of 1933 for this transaction.

On May 17, 2012 we issued 75,000 shares of restricted Rule 144 common stock to an advisor for advisory services. The issuance was not a public offering as defined in Section 4(2) of the Securities Act of 1933 because the issuance was made to an insubstantial number of persons and because of the manner of the offering. In addition, the investor had the necessary investment intent as required by Section 4(2) since it agreed to, and received, securities bearing a legend stating that such securities are restricted. This restriction ensured that these securities will not be immediately redistributed into the market and therefore be part of a public offering. This issuance was done with no general solicitation or advertising by the Company. Based on an analysis of the above factors, the Company met the requirements to qualify for exemption under Section 4(2) of the Securities Act of 1933 for this transaction.

Page - 21

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

None.

ITEM 4. MINE SAFETY DISCLOSURES

Not Applicable

ITEM 5. OTHER INFORMATION

None

~~Page~~ITEM -5. OTHER 19INFORMATION

ITEM 6. EXHIBITS

31.1	Certification of Principal Executive Officer pursuant to Rule 13a-14(a)/15d-14(a) *
31.2	Certification of Principal Financial Officer pursuant to Rule 13a-14(a)/15d-14(a) *
32.1	Certification pursuant to Section 1350 of the Sarbanes-Oxley Act of 2002 *
32.2	Certification pursuant to Section 1350 of the Sarbanes-Oxley Act of 2002 *

31.1

31.2

32.1

32.2

*Filed herewith

Certification of Principal Executive Officer pursuant to Rule 13a-14(a)/15d-14(a) *

Certification of Principal Financial Officer pursuant to Rule 13a-14(a)/15d-14(a) *

Certification pursuant to Section 1350 of the Sarbanes-Oxley Act of 2002 *

*FiledPage ~~herewith~~- 22

Page - 20

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned.

	DYNAMIC VENTURES CORP.
	By:	/s/ Paul Kalkbrenner
		Paul Kalkbrenner
		Chief Executive Officer
		(Principal Executive Officer)
		Date: May 14, 2012
		Date: August ___, 2012
	By:	/s/Mark Summers
		Mark Summers
		Chief Financial Officer
		(Principal Financial and Accounting Officer)
		Date: May 14, 2012

Page - 21



	By:	/s/ Mark Summers
		Mark Summers
		Chief Financial Officer
		(Principal Financial and Accounting Officer)
		Date: August ___, 2012

Page - 23

EXHIBIT 31.1

CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER

PURSUANT TO RULE 13a-14 OR RULE 15d-14 OF THE SECURITIES EXCHANGE ACT OF 1934,

AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Paul Kalkbrenner, certify that:

1.	I have reviewed this quarterly report on Form 10-Q of Dynamic Ventures Corp.;

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;

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 15d-15(f)) for the registrant and have:

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;

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;

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

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 fiscal 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):

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

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.

Date: May 14, 2012	By:	/s/ Paul Kalkbrenner
Date: August ___, 2012	By:	/s/ Paul Kalkbrenner
		Name: Paul Kalkbrenner
		Title: Chief Executive Officer
		(Principal Executive Officer)

Page - 2224

EXHIBIT 31.2

CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER

PURSUANT TO RULE 13a-14 OR RULE 15d-14 OF THE SECURITIES EXCHANGE ACT OF 1934,

AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Mark Summers, certify that:

1.	I have reviewed this quarterly report on Form 10-Q of Dynamic Ventures Corp.;

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;

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):

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.

Date: May 14, 2012	By:	/s/ Mark Summers
Date: August ___, 2012	By:	/s/ Mark Summers
		Name: Mark Summers
		Title: Chief Financial Officer
		(Principal Financial and Accounting Officer)

Page - 2325

EXHIBIT 32.1

CERTIFICATION PRINCIPAL EXECUTIVE OFFICER AND PRINCIPAL FINANCIAL OFFICER

PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

Pursuant to 18 U.S.C. § 1350, as created by Section 906 of the Sarbanes-Oxley Act of 2002, the undersigned officer of Dynamic Ventures Corp. (the “Registrant”) hereby certifies, to such officer’s knowledge, that:

(1) the accompanying Quarterly Report on Form 10-Q of the Registrant for the quarter ended ~~March~~June 3130, 2012 (the “Report”) fully complies with the requirements of Section 13(a) or Section 15(d), as applicable, of the Securities Exchange Act of 1934, as amended; and

(2)	the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Registrant.

Date: May 14, 2012
Date: August___, 2012
	By:	/s/ Paul Kalkbrenner
		Name: Paul Kalkbrenner
		Title: Chief Executive Officer
		(Principal Executive Officer)

Page - 2426

EXHIBIT 32.2

CERTIFICATION PRINCIPAL EXECUTIVE OFFICER AND PRINCIPAL FINANCIAL OFFICER

PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

Pursuant to 18 U.S.C. § 1350, as created by Section 906 of the Sarbanes-Oxley Act of 2002, Mark Summer, the undersigned officer of Dynamic Ventures Corp. (the “Registrant”) hereby certifies, to such officer’s knowledge, that:

(2)	the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Registrant.

Date: May 14, 2012
Date: August ___, 2012
	By:	/s/ Mark Summers
		Name: Mark Summers
		Title: Chief Financial Officer
		(Principal Financial and Accounting Officer)

Page - 2527

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