UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

Form 10-Q

(Mark one)

x	Quarterly Report under Section 13 or 15(d) of the Securities Exchange Act of 1934
	For the quarterly period ended December 31, 2009
	For the quarterly period ended March 31, 2010
o	Transition Report under Section 13 or 15(d) of the Securities Exchange Act of 1934
	For the transition period from ______________ to _____________

Commission File Number: 33-17387

Alliance Health, Inc.

(Exact name of registrant as specified in its charter)

Delaware	75-2192377
(State of incorporation)	(IRS Employer ID Number)

421 E. Airport Freeway, Irving, TX 75062

(Address of principal executive offices)

(972) 255-5533

(Issuer's telephone number)

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

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). YES o NO o

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, 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 o	Accelerated filer o
Non-accelerated filer o	Smaller reporting company x

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act): YES x NO o

State the number of shares outstanding of each of the issuer's classes of common equity as of the latest practicable date: ~~February~~May 111, 2010: 1,534,066

Transitional Small Business Disclosure Format (check one): YES o NO x

Alliance Health, Inc.

Form 10-Q for the Quarter ended ~~June~~March 3031, ~~2009~~2010

Table of Contents

Page Part I - Financial Information Item 1 - Financial Statements 3 Item 2 - Management's Discussion and Analysis or Plan of Operation 11 Item 3 - Quantitative and Qualitative Disclosures About Market Risk 13 Item 4 - Controls and Procedures 13 Part II - Other Information Item 1 - Legal Proceedings 1314 Item 2 - Recent Sales of Unregistered Securities and Use of Proceeds 1314 Item 3 - Defaults Upon Senior Securities 14 Item 4 - Submission of Matters to a Vote of Security Holders 14 Item 5 - Other Information 14 Item 6 - Exhibits 14 Signatures 14

Part I

Item 1 - Financial Statements

Alliance Health, Inc.

Balance Sheets

~~December~~ March 31, ~~2009~~2010 and September 30, 2009

	(Unaudited)			(Audited)
	December 31,			September 30,
	March 31,			September 30,
	2009			2009
	2010			2009
ASSETS
Current Assets
Cash on hand and in bank	$	~~2,276~~781		$	1,981
Total Current Assets	$	~~2,276~~781		$	1,981
Total Assets	$	2,276		$	1,981
LIABILITIES AND STOCKHOLDERS’ DEFICIT
LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT)
Liabilities
Current Liabilities
Accounts payable - trade and accrued liabilities	$	2,086		$	3,391
Accounts payable - trade	$	—		$	—
Note payable to controlling shareholder		169,900			166,500
Accrued liabilities		2,516			3,391
Accrued interest payable to controlling stockholder		45,513			42,150
Note payable to stockholder		169,900			166,500
Total Current Liabilities		217,499			212,041
Accrued interest payable to stockholder		48,864			42,150
Long-Term Liabilities		—			—
Total Liabilities		221,280			212,041
Total Liabilities		217,499			212,041
Commitments and Contingencies
Stockholders’ Equity (Deficit)
Stockholders’ Deficit
Preferred stock - $0.01 par value
1000,000 shares authorized.
1,000,000 shares authorized.
None issued and outstanding		—			—
Common stock - $0.01 par value.
20,000,000 shares authorized.
1,534,066 shares issued and outstanding		15,341			15,341
Additional paid-in capital		—			—
Accumulated deficit		(~~230~~235,~~564~~840	)		(225,401	)
Total Stockholders’ Equity (Deficit)		(215,223	)		(210,060	)
Total Stockholders’ Deficit		(220,499	)		(210,060	)
Total Liabilities and Stockholders’ Equity	$	2,276		$	1,981
TOTAL LIABILITIES AND STOCKHOLDERS’ DEFICIT	$	781		$	1,981

The financial information presented herein has been prepared by management without audit

by independent certified public accountants.

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

Alliance Health, Inc.

Statements of Operations and Comprehensive Loss

Six and Three months ended ~~December~~March 31, ~~2009~~2010 and ~~2008~~2009

(Unaudited)

	Three months			Three months
	Six months			Six months			Three months			Three months
	ended			ended			ended			ended
	December 31,			December 31,
	March 31,			March 31,			March 31,			March 31,
	2009			2008
	2010			2009			2010			2009
Revenues	$	—		$	—		$	—		$	—
Operating Expenses
General and administrative expense		1,800			2,610
Professional fees		3,350			4,650			1,550			2,040
Total Operating Expenses		1,800			2,610
General and administrative expense		375			100			375			100
Loss from Operations		(1,800	)		(2,610	)
Total Operating Expenses		3,725			4,750			1,925			2,140
Other Income (Expense)
Loss from Operations		(3,725	)		(4,750	)		(1,925	)		(2,140	)
Interest income		—			—
Other Income (Expense)
Interest expense		(3,363	)		(3,357	)
Interest income		—			—
Loss before Income Taxes		(5,163	)		(5,967	)
Interest expense		(6,714	)		(6,642	)		(3,350	)		(3,285	)
Provision for Income Taxes		—			—
Loss before Income Taxes		(10,439	)		(11,392	)		(5,275	)		(5,425	)
Net Income (Loss)		(5,163	)		(5,967	)
Provision for Income Taxes		—			—			—			—
Other Comprehensive Income		—			—
Net Loss		(10,439	)		(11,392	)		(5,275	)		(5,425	)
Comprehensive Income (Loss)	$	(5,163	)	$	(5,967	)
Other Comprehensive Income		—			—			—			—
Loss per weighted-average share of common stock outstanding,
Comprehensive Loss	$	(10,439	)	$	(11,392	)	$	(5,275	)	$	(5,425	)
computed on net loss - basic and fully diluted	$	0.00		$	0.00
Loss per weighted-average share of common stock outstanding, computed on net loss - basic and fully diluted	$	(0.01	)	$	(0.01	)	$	(0.00	)	$	(0.00	)
Weighted-average number of common shares outstanding		1,534,066			1,534,066			1,534,066			1,534,066

The financial information presented herein has been prepared by management without audit

by independent certified public accountants.

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

Alliance Health, Inc.

Statements of Cash Flows

~~Three~~ Six months ended ~~December~~March 31, ~~2009~~2010 and ~~2008~~2009

(Unaudited)

	Three months			Three months
	March 31,			March 31,
	ended			ended
	2010			2009
	December 31,			December 31,
	2009			2008
Cash flows from operating activities
Net income (loss) for the period	$	(5,163	)	$	(5,967	)
Net loss for the period	$	(10,439	)	$	(11,392	)
Adjustments to reconcile net loss to net
cash provided by (used in) operating activities
Depreciation and amortization		—			—
(Increase) Decrease in
Lawsuit settlement receivable		—			—
Increase (Decrease) in
Accounts payable and other accrued liabilities		(~~1,305~~875	)		(~~1,340~~670	)
Accrued interest payable to stockholder		3,363			3,357
Interest payable to stockholder		6,714			6,642
Income taxes payable		—			—
Net cash provided by (used in) operating activities		(1,200	)		(5,420	)
Net cash provided by (used in) operating activities		(3,105	)		(3,950	)
Cash flows from investing activities		—			—
Cash flows from financing activities
Cash advanced by officer/shareholder		3,400			—
Cash received on note payable to stockholder		—			—
Increase (Decrease) in Cash		(295	)		(3,950	)
Net cash provided by financing activities		—			—
Cash at beginning of period		1,981			9,951
Increase (Decrease) in Cash		(1,200	)		(5,420	)
Cash at end of period	$	2,276		$	6,001
Cash at beginning of year		1,981			9,951
Cash at end of year	$	781		$	4,531
Supplemental disclosure of interest and income taxes paid
Interest paid for the period	$	—		$	—
Interest paid for the year	$	—		$	—
Income taxes paid (refunded) for the period	$	—		$	—
Income taxes paid (refunded) for the year	$	—		$	—

The financial information presented herein has been prepared by management without audit

by independent certified public accountants.

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

Alliance Health, Inc.

Notes to Financial Statements

~~December~~ March 31, ~~2009~~2010 and ~~2008~~September 30, 2009

Note A - Description of Business

Alliance Health, Inc. (Company), was incorporated on September 4, 1987 in accordance with the Laws of the State of Delaware.

In 1995, the Company acquired the advertising division of K Clinics, P. A., an entity owned by the Company’s majority ~~shareholder~~stockholder, for the purpose of offering advertising and management services to various medical clinics affiliated by common ownership.

During the year ended September 30, 2003, the Company sold all operating activities and assets to various entities owned and/or controlled by the Company’s majority ~~shareholder~~ stockholder. Since that transaction, the Company has had no operations or significant assets.

The Company’s current business plan is to locate and combine with an existing, privately-held company which is profitable or, in management's view, has growth potential, irrespective of the industry in which it is engaged. However, the Company does not intend to combine with a private company which may be deemed to be an investment company subject to the Investment Company Act of 1940. A combination may be structured as a merger, consolidation, exchange of the Company's common stock for stock or assets or any other form which will result in the combined enterprise's becoming a publicly-held corporation.

Note B - Preparation of Financial Statements

The Company follows the accrual basis of accounting in accordance with generally accepted accounting principles and has adopted a year-end of September 30.

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 date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

Management further acknowledges that it is solely responsible for adopting sound accounting practices, establishing and maintaining a system of internal accounting control and preventing and detecting fraud. The Company’s system of internal accounting control is designed to assure, among other items, that 1) recorded transactions are valid; 2) valid transactions are recorded; and 3) transactions are recorded in the proper period in a timely manner to produce financial statements which present fairly the financial condition, results of operations and cash flows of the Company for the respective periods being presented.

During interim periods, the Company follows the accounting policies set forth in its annual audited financial statements filed with the U. S. Securities and Exchange Commission on its Annual Report on Form 10-K containing the Company’s financial statements for the year ended September 30, 2009. The information presented within these interim financial statements may not include all disclosures required by generally accepted accounting principles and the users of financial information provided for interim periods should refer to the annual financial information and footnotes when reviewing the interim financial results presented herein.

In the opinion of management, the accompanying interim financial statements, prepared in accordance with the U. S. Securities and Exchange Commission’s instructions for Form 10-Q, are unaudited and contain all material adjustments, consisting only of normal recurring adjustments necessary to present fairly the financial condition, results of operations and cash flows of the Company for the respective interim periods presented. The current period results of operations are not necessarily indicative of results which ultimately will be reported for the full fiscal year ending September 30, 2010.

Alliance Health, Inc.

Notes to Financial Statements - Continued

~~December~~ March 31, ~~2009~~2010 and ~~2008~~September 30, 2009

Note C - Going Concern Uncertainty

~~The~~ Since September 2003, the Company has had no operations and currently has nominal cash on hand, ~~has~~ no operating assets and ~~has~~ a business plan with inherent risk. ~~Because~~The ofCompany’s ~~these~~current ~~factors,~~business ~~the~~plan ~~Company’s auditors~~is ~~have~~to ~~issued~~seek an ~~audit~~acquisition ~~opinion~~or onmerger ~~the~~with ~~Company’s~~a ~~financial~~private ~~statements~~ operating company which ~~includes~~offers aan ~~statement~~opportunity ~~describing~~for growth and possible appreciation of our ~~going~~stockholders’ ~~concern~~investment ~~status~~in the then issued and outstanding common stock. ~~This means~~However, inthere ~~the~~is ~~auditor’s~~no ~~opinion,~~assurance ~~substantial~~that ~~doubt~~the ~~about~~Company ~~our~~will ~~ability~~be able to ~~continue as~~successfully consummate an acquisition or merger with a ~~going~~private ~~concern~~operating ~~exists~~company ator, if successful, that any acquisition or merger will result in the ~~date~~appreciation of ~~their~~our ~~opinion~~stockholders’ investment in the then outstanding common stock.

~~The Company's~~Because ~~continued~~of ~~existence~~these isfactors, ~~dependent~~the ~~upon~~Company’s ~~its~~auditors ~~ability~~have toissued ~~generate sufficient~~an ~~cash~~audit ~~flows~~opinion ~~from operations to support its daily operations as well as provide sufficient resources to retire existing liabilities and obligations~~ on ~~a timely basis. Further,~~ the Company ~~faces considerable risk in it~~’s ~~business~~ ~~plan~~financial ~~and~~statements awhich ~~potential~~includes ~~shortfall~~a ofstatement ~~funding~~describing ~~due to~~ our ~~inability~~going toconcern ~~raise capital in the equity securities market~~status. IfThis nomeans, ~~additional~~in ~~operating capital is received during~~ the ~~next~~auditor’s ~~twelve months~~opinion, ~~the~~substantial ~~Company~~doubt ~~will~~about beour ~~forced~~ability to ~~rely~~ oncontinue ~~existing~~as ~~cash~~a ingoing ~~the~~concern ~~bank~~exists ~~and~~at ~~additional~~the ~~funds~~date ~~loaned~~of bytheir ~~management and/or significant stockholders~~opinion.

The Company’'s ~~business~~continued ~~plan~~existence is dependent upon its ability to ~~seek~~generate ansufficient ~~acquisition~~cash orflows ~~merger~~from ~~with~~operations to support its daily operations as well as provide sufficient resources to retire existing liabilities and obligations on a ~~private operating~~timely ~~company~~basis. Further, ~~which~~the ~~offers~~Company anfaces ~~opportunity~~considerable ~~for~~risk ~~growth~~in it’s business plan and ~~possible appreciation~~a potential shortfall of funding due to our ~~stockholders’~~inability ~~investment~~to raise capital in the ~~then~~equity ~~issued~~securities ~~and~~market. Management ~~outstanding common~~is ~~stock~~of the belief that sufficient operating capital exists to support the Company’s requirements during the next twelve months. However, ~~there~~should isthe nocurrent ~~assurance~~working ~~that~~capital be insufficient, the Company ~~will~~may ~~be able~~become toreliant ~~successfully~~on ~~consummate~~additional anfunds ~~acquisition~~loaned orby ~~merger~~management ~~with~~and/or asignificant ~~private operating~~stockholders. In ~~company~~this orscenario, ifthe ~~successful,~~Company’s ~~that~~current ~~any~~majority ~~acquisition~~stockholder orintends ~~merger~~to ~~will~~continue ~~result in~~the funding of nominal necessary expenses to sustain the ~~appreciation~~corporate entity. However, the Company is at the mercy of ~~our~~future ~~stockholders~~economic trends and business operations for the Company’s ~~investment~~majority instockholder to have the ~~then~~resources ~~outstanding common~~available ~~stock~~to support the Company. Should this pledge fail to provide financing, the Company has not identified any alternative sources of working capital to support the Company.

~~The Company~~In ~~remains~~such ~~dependent~~a ~~upon~~restricted ~~additional~~cash ~~external~~flow ~~sources~~scenario, ofthe ~~financing; including~~Company ~~being~~may ~~dependent~~be ~~upon~~unable to complete its ~~management~~business plan steps, and~~/or~~ ~~significant~~would, ~~stockholders~~instead, ~~to provide~~delay ~~sufficient~~all ~~working~~cash ~~capital~~intensive inactivities. Without ~~excess~~necessary ofcash flow, the Company’s ~~initial capitalization~~may tobecome ~~preserve~~dormant during the ~~integrity~~next oftwelve months, or until such time as necessary funds could be raised in the ~~corporate~~equity ~~entity~~securities market.

The Company anticipates offering future sales of equity securities. However, there is no assurance that the Company will be able to obtain additional funding through the sales of additional equity securities or, that such funding, if available, will be obtained on terms favorable to or affordable by the Company.

The Company’s articles of incorporation authorizes the issuance of up to 1,000,000 million shares of preferred stock and 20,000,000 shares of common stock. The Company’s ability to issue preferred stock may limit the Company’s ability to obtain debt or equity financing as well as impede potential takeover of the Company, which takeover may be in the best interest of stockholders. The Company’s ability to issue these authorized but unissued securities may also negatively impact our ability to raise additional capital through the sale of our debt or equity securities.

While the Company is of the opinion that good faith estimates of the Company’s ability to secure additional capital in the future to reach its goals have been made, there is no guarantee that the Company will receive sufficient funding to sustain operations or implement any future business plan steps.

Note D - Summary of Significant Accounting Policies

1.	Cash and cash equivalents

The Company considers all cash on hand and in banks, certificates of deposit and other highly-liquid investments with maturities of three months or less, when purchased, to be cash and cash equivalents.

2. Income taxes

The Company files income tax returns in the United States of America and various states, as appropriate and applicable. With few exceptions, the Company is no longer subject to U.S. federal, state and local, as applicable, income tax examinations by regulatory taxing authorities for years before Fiscal 2006. The Internal Revenue Service (IRS) commenced an examination of the Company’s U.S. income tax returns for the year ended September 30, 2003 during 2005 and closed said examination during 2006. The Company has been effectively dormant since that time and does not anticipate any examinations of returns filed since 2006.

The Company uses the asset and liability method of accounting for income taxes. At December 31, 2009 and September 30, 2009, respectively, the deferred tax asset and deferred tax liability accounts, as recorded when material to the financial statements, are entirely the result of temporary differences. Temporary differences generally represent differences in the recognition of assets and liabilities for tax and financial reporting purposes, primarily accumulated depreciation and amortization, allowance for doubtful accounts and vacation accruals.

The Company has adopted the provisions required by the Income Taxes topic of the FASB Accounting Standards Codification. The Codification Topic requires the recognition of potential liabilities as a result of management’s acceptance of potentially uncertain positions for income tax treatment on a “more-likely-than-not” probability of an assessment upon examination by a respective taxing authority. As a result of the implementation of Codification’s Income Tax Topic, the Company did not incur any liability for unrecognized tax benefits.

Alliance Health, Inc.

Notes to Financial Statements - Continued

~~December~~ March 31, ~~2009~~2010 and ~~2008~~September 30, 2009

Note D - Summary of Significant Accounting Policies - Continued

2.	Income taxes

The Company files income tax returns in the United States of America and may file, as applicable and appropriate, various state(s). With few exceptions, the Company is no longer subject to U.S. federal, state and local, as applicable, income tax examinations by regulatory taxing authorities for years before 2006. The Company does not anticipate any examinations of returns filed since 2006.

The Company uses the asset and liability method of accounting for income taxes. At March 31, 2010 and September 30, 2009, respectively, the deferred tax asset and deferred tax liability accounts, as recorded when material to the financial statements, are entirely the result of temporary differences. Temporary differences generally represent differences in the recognition of assets and liabilities for tax and financial reporting purposes, primarily accumulated depreciation and amortization, allowance for doubtful accounts and vacation accruals.

3.	Income (Loss) per share

Basic earnings (loss) per share is computed by dividing the net income (loss) available to common stockholders by the weighted-average number of common shares outstanding during the respective period presented in our accompanying financial statements.

Fully diluted earnings (loss) per share is computed similar to basic income (loss) per share except that the denominator is increased to include the number of common stock equivalents (primarily outstanding options and warrants).

Common stock equivalents represent the dilutive effect of the assumed exercise of the outstanding stock options and warrants, using the treasury stock method, at either the beginning of the respective period presented or the date of issuance, whichever is later, and only if the common stock equivalents are considered dilutive based upon the Company’s net income (loss) position at the calculation date.

At ~~September~~ 30March 31, ~~2009~~2010 and ~~2008~~2009, ~~and subsequent thereto,~~ the Company has no outstanding stock warrants, options or convertible securities which could be considered as dilutive for purposes of the loss per share calculation.

4.	Pending and/or New Accounting Pronouncements

The Company is of the opinion that any pending accounting pronouncements, either in the adoption phase or not yet required to be adopted, will not have a significant impact on the Company's financial position or results of operations.

Note E - Fair Value of Financial Instruments

The carrying amount of cash, accounts receivable, accounts payable and notes payable, as applicable, approximates fair value due to the short term nature of these items and/or the current interest rates payable in relation to current market conditions.

Interest rate risk is the risk that the Company’s earnings are subject to fluctuations in interest rates on either investments or on debt and is fully dependent upon the volatility of these rates. The Company does not use derivative instruments to moderate its exposure to interest rate risk, if any.

Financial risk is the risk that the Company’s earnings are subject to fluctuations in interest rates or foreign exchange rates and are fully dependent upon the volatility of these rates. The Company does not use derivative instruments to moderate its exposure to financial risk, if any.

NOTE F - Concentrations of Credit Risk

Financial instruments, which potentially subject us to a concentration of risk, include, principally, cash and accounts receivable. All of our customers were based in the United States at this time and we are not subject to exchange risk at this time.

The Company maintains its cash in domestic financial institutions subject to insurance coverage issued by the Federal Deposit Insurance Corporation (FDIC). Under FDIC rules, the Company is entitled to aggregate coverage as defined by Federal regulation per account type per separate legal entity per financial institution. Through the period through December 31, 2009 and subsequent thereto, the Company, from time-to-time, may have had deposits in a financial institution with credit risk exposures in excess of statutory FDIC coverage. The Company has incurred no losses as a result of any unsecured situations.

Alliance Health, Inc.

Notes to Financial Statements - Continued

~~December~~ March 31, ~~2009~~2010 and ~~2008~~September 30, 2009

Note G E - ~~Note~~Fair ~~Payable~~Value toof ~~Stockholder~~Financial Instruments - Continued

InFinancial ~~the current~~risk ~~period~~is ~~and~~the inrisk athat ~~prior year,~~ the Company’s ~~controlling~~earnings ~~stockholder~~are ~~has loaned~~subject ~~the~~to ~~Company~~fluctuations anin ~~aggregate~~interest ~~$169,900. The~~rates ~~note~~or ~~bears~~foreign ~~interest~~exchange ~~at 8.0%~~rates and isare ~~due~~fully dependent upon ~~demand~~the volatility of these rates. The ~~controlling~~Company ~~shareholder~~does ~~has~~not ~~made~~use ~~no demand~~derivative ~~for~~instruments ~~repayment~~to moderate its exposure to financial risk, if any.

Note H F - ~~Income~~Note ~~Taxes~~Payable to Stockholder

~~The components of~~In ~~income~~a ~~tax~~prior ~~(benefit)~~year, ~~expense~~the ~~for~~Company’s ~~each~~controlling ofstockholder loaned the ~~three~~Company ~~month~~$166,500. The ~~periods~~note ~~ended December~~bears 31interest at 8.0%, ~~2009~~is unsecured and ~~2008,~~originally ~~respectively~~matured on August 3, ~~are~~2008. This asnote ~~follows:~~is currently due upon demand and no demand for repayment.

	Year ended		Year ended
	September 30,		September 30,
	2009		2008
Federal:
Current	$	—	$	—
Deferred		—		—
		—		—
State:
Current		—		—
Deferred		—		—
		—		—
Total	$	—	$	—

The Company and its controlling stockholder have acknowledged that outside funds are necessary to support the corporate entity and comply with the periodic reporting requirements of the Securities Exchange Act of 1934, as amended. Accordingly, the Company’s controlling stockholder has advanced the Company an additional $3,400 at an interest rate of 6.0% per annum. These advances are due upon demand, piggyback the note payable discussed above and are unsecured.

AsNote ~~of December~~G 31, 2009, the Company had a cumulative net operating loss carryforward of approximately $64,000 to offset future taxable income. The amount and availability of any net operating loss carryforwards will be subject to the limitations set forth in the Internal Revenue Code. Such factors as the number of shares ultimately issued within a three year look-~~back~~ ~~period; whether~~Income there is a deemed more than 50 percent change in control; the applicable long-term tax exempt bond rate; continuity of historical business; and subsequent income of the Company all enter into the annual computation of allowable annual utilization of any net operating loss carryforward(s).Taxes

The ~~Company's~~ components of income tax ~~expense~~ (benefit) expense for each of the ~~three~~six month periods ended ~~December~~ March 31, ~~2009~~2010 and ~~2008~~2009, respectively, are as follows:

	Year ended			Year ended
	Six months			Six months
	September 30,			September 30,
	ended			ended
	2009			2008
	March 31,			March 31,
Statutory rate applied to income before income taxes	$	(1,800	)	$	(2,000	)
	2010			2009
Increase (decrease) in income taxes resulting from:
Federal:
State income taxes		—			—
Current	$	—		$	—
Other, including reserve for deferred tax asset and application
Deferred		—			—
of net operating loss carryforward		1,800			2,000
		—			—
Income tax expense	$	—		$	—
State:
Current		—			—
Deferred		—			—
		—			—
Total	$	—		$	—

As of March 31, 2010, the Company has a cumulative net operating loss carryforward of approximately $70,000 to offset future taxable income. The amount and availability of any net operating loss carryforwards will be subject to the limitations set forth in the Internal Revenue Code. Such factors as the number of shares ultimately issued within a three year look-back period; whether there is a deemed more than 50 percent change in control; the applicable long-term tax exempt bond rate; continuity of historical business; and subsequent income of the Company all enter into the annual computation of allowable annual utilization of any net operating loss carryforward(s).

(Remainder of this page left blank intentionally)

Alliance Health, Inc.

Notes to Financial Statements - Continued

~~December~~ March 31, ~~2009~~2010 and ~~2008~~September 30, 2009

Note H G - Income Taxes - Continued

The Company’'s ~~only~~income ~~temporary~~tax ~~difference~~expense ~~due~~(benefit) tofor ~~statutory~~each ~~requirements~~of in the ~~recognition~~ ofsix ~~assets~~month ~~and~~periods ~~liabilities~~ended ~~for~~March ~~tax and financial reporting purposes, as of December~~ 31, ~~2009~~2010 and ~~September 30,~~ 2009, respectively, ~~relates~~differed ~~solely~~from to the ~~Company’s~~statutory ~~net~~federal ~~operating~~rate ~~loss. This difference gives rise to the financial statement carrying amounts and tax bases~~ of ~~assets~~34 ~~and~~percent ~~liabilities causing either deferred tax assets or liabilities,~~ as ~~necessary, as of December 31, 2009 and September 30, 2009, respectively~~follows:

	December 31,			September 30,
	Six months			Six months
	2009			2009
	ended			ended
Deferred tax assets
	March 31,			March 31,
Net operating loss carryforwards	$	21,800		$	20,000
	2010			2009
Less valuation allowance		(21,800	)		(20,000	)
Statutory rate applied to income before income taxes	$	(3,500	)	$	(3,900	)
Net Deferred Tax Asset	$	—		$	—
Increase (decrease) in income taxes resulting from:
State income taxes		—			—
Other, including reserve for
deferred tax asset and application
of net operating loss carryforward		3,500			3,900
Income tax expense	$	—		$	—

~~During the~~The ~~three~~Company’s ~~months~~only ~~ended~~temporary ~~December~~difference as of March 31, ~~2009~~2010 and ~~the~~December ~~year ended September 30~~31, 2009, respectively, relates to the ~~valuation~~Company’s ~~allowance~~net ~~for~~operating loss pursuant to the ~~deferred~~applicable ~~tax~~Federal ~~asset~~Tax ~~increased~~Law. As ~~by approximately~~of $1March 31,~~800~~ 2010 and $7December 31,~~200.~~ 2009, respectively, the deferred tax asset is as follows:

NOTE I - Subsequent Events

	March 31,			December 31,
	2010			2009

Deferred tax assets
Net operating loss carryforwards	$	23,500		$	20,000
Less valuation allowance		(23,500	)		(20,000	)

Net Deferred Tax Asset	$	—		$	—

~~Management has~~During ~~evaluated~~the ~~all~~six ~~activity~~month ofperiod ~~the~~ended ~~Company~~March ~~through February 4~~31, 2010 ~~(the~~and ~~issue date~~for of the ~~financial~~year ~~statements)~~ended ~~and~~December ~~concluded~~31, ~~that~~2009, norespectively, ~~subsequent~~the ~~events~~valuation ~~have occurred~~allowance ~~that~~against ~~would require recognition in~~ the ~~consolidated~~deferred ~~financial~~tax ~~statements or~~asset ~~disclosure~~increased inby ~~the~~approximately ~~notes~~$3,500 toand ~~financial statements~~$7,200.

~~(Remainder of~~Note ~~this~~H ~~page~~- ~~left~~Subsequent ~~blank intentionally)~~Events

Management has evaluated all activity of the Company through May 12, 2010 (the issue date of the financial statements) and concluded that no subsequent events have occurred that would require recognition in the consolidated financial statements or disclosure in the notes to financial statements.

Part I - Item 2

Management’s Discussion and Analysis of Financial Condition and Results of Operations

(1)	Caution Regarding Forward-Looking Information

Certain statements contained in this quarterly filing, including, without limitation, statements containing the words "believes", "anticipates", "expects" and words of similar import, constitute forward-looking statements. Such forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause the actual results, performance or achievements of the Company, or industry results, to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements.

Such factors include, among others, the following: international, national and local general economic and market conditions: demographic changes; the ability of the Company to sustain, manage or forecast its growth; the ability of the Company to successfully make and integrate acquisitions; raw material costs and availability; new product development and introduction; existing government regulations and changes in, or the failure to comply with, government regulations; adverse publicity; competition; the loss of significant customers or suppliers; fluctuations and difficulty in forecasting operating results; changes in business strategy or development plans; business disruptions; the ability to attract and retain qualified personnel; the ability to protect technology; and other factors referenced in this and previous filings.

Given these uncertainties, readers of this Form 10-Q and investors are cautioned not to place undue reliance on such forward-looking statements. The Company disclaims any obligation to update any such factors or to publicly announce the result of any revisions to any of the forward-looking statements contained herein to reflect future events or developments.

(2)	Results of Operations

The Company had no revenue for either of the six or three month periods ended ~~December~~March 31, ~~2009~~ ~~and~~2010 ~~2008~~or 2009, respectively.

General and administrative expenses for the six and three month periods ended ~~December~~March 31, ~~2009~~ 2010 and ~~2008~~2009 were solely and directly related to the maintenance of the corporate entity since the adoption of the Company’s current business plan. The Company’s current business plan is to locate and combine with an existing, privately-held company which is profitable or, in management's view, has growth potential, irrespective of the industry in which it is engaged. However, the Company does not intend to combine with a private company which may be deemed to be an investment company subject to the Investment Company Act of 1940. A combination may be structured as a merger, consolidation, exchange of the Company's common stock for stock or assets or any other form which will result in the combined enterprise's becoming a publicly-held corporation.

It is anticipated that future expenditure levels may increase as the Company intends to fully comply with it’s periodic reporting requirements under the Securities Exchange Act of 1934, as amended.

Earnings per share for the respective six and three month periods ended ~~December~~March 31, ~~2009~~2010 and ~~2008~~ 2009 were $(0.01), $(0.01), $-0- and $-0-, respectively, based on the weighted-average shares issued and outstanding at the end of each respective period.

The Company does not expect to generate any meaningful revenue or incur operating expenses for purposes other than fulfilling the obligations of a reporting company under the Securities Exchange Act of 1934 unless and until such time that the Company’s operating subsidiary begins meaningful operations.

Plan of Business

General

The Company intends to locate and combine with an existing, privately-held company which is profitable or, in management's view, has growth potential, irrespective of the industry in which it is engaged. However, the Company does not intend to combine with a private company which may be deemed to be an investment company subject to the Investment Company Act of 1940. A combination may be structured as a merger, consolidation, exchange of the Company's common stock for stock or assets or any other form which will result in the combined enterprise's becoming a publicly-held corporation.

Pending negotiation and consummation of a combination, the Company anticipates that it will have, aside from carrying on its search for a combination partner, no business activities, and, thus, will have no source of revenue. Should the Company incur any significant liabilities prior to a combination with a private company, it may not be able to satisfy such liabilities as are incurred.

If the Company's management pursues one or more combination opportunities beyond the preliminary negotiations stage and those negotiations are subsequently terminated, it is foreseeable that such efforts will exhaust the Company's ability to continue to seek such combination opportunities before any successful combination can be consummated. In that event, the Company's common stock will become worthless and holders of the Company's common stock will receive a nominal distribution, if any, upon the Company's liquidation and dissolution.

Combination Suitability Standards

In its pursuit for a combination partner, the Company's management intends to consider only combination candidates which are profitable or, in management's view, have growth potential. The Company's management does not intend to pursue any combination proposal beyond the preliminary negotiation stage with any combination candidate which does not furnish the Company with audited financial statements for at least its most recent fiscal year and unaudited financial statements for interim periods subsequent to the date of such audited financial statements, or is in a position to provide such financial statements in a timely manner. The Company will, if necessary funds are available, engage attorneys and/or accountants in its efforts to investigate a combination candidate and to consummate a business combination. The Company may require payment of fees by such combination candidate to fund the investigation of such candidate. In the event such a combination candidate is engaged in a high technology business, the Company may also obtain reports from independent organizations of recognized standing covering the technology being developed and/or used by the candidate. The Company's limited financial resources may make the acquisition of such reports difficult or even impossible to obtain and, thus, there can be no assurance that the Company will have sufficient funds to obtain such reports when considering combination proposals or candidates. To the extent the Company is unable to obtain the advice or reports from experts, the risks of any combined enterprise's being unsuccessful will be enhanced. Furthermore, to the knowledge of the Company's officers and directors, neither the candidate nor any of its directors, executive officers, principal stockholders or general partners:

(1)	will have been convicted of securities fraud, mail fraud, tax fraud, embezzlement, bribery, or a similar criminal offense involving misappropriation or theft of funds, or be the subject of a pending investigation or indictment involving any of those offenses;

(2)

will have been subject to a temporary or permanent injunction or restraining order arising from unlawful transactions in securities, whether as issuer, underwriter, broker, dealer, or investment advisor, may be the subject of any pending investigation or a defendant in a pending lawsuit arising from or based upon allegations of unlawful transactions in securities; or

(3)	will have been a defendant in a civil action which resulted in a final judgement against it or him awarding damages or rescission based upon unlawful practices or sales of securities.

The Company's officers and directors will make these determinations by asking pertinent questions of the management of prospective combination candidates. Such persons will also ask pertinent questions of others who may be involved in the combination proceedings. However, the officers and directors of the Company will not generally take other steps to verify independently information obtained in this manner which is favorable. Unless something comes to their attention which puts them on notice of a possible disqualification which is being concealed from them, such persons will rely on information received from the management of the prospective combination candidate and from others who may be involved in the combination proceedings.

(3)	Liquidity and Capital Resources

At ~~December~~ March 31, ~~2009~~2010 and ~~2008~~September 30, 2009, respectively, the Company had a working capital deficit of approximately $(~~215~~221,000) and $(~~195~~210,000). The deficiency relates principally to a note payable and the related accrued interest thereon payable to the Company’s controlling shareholder. The proceeds of this note were used to satisfy a 2006 assessment by the Internal Revenue Service.

It is the belief of management and significant stockholders that they will provide sufficient working capital necessary to support and preserve the integrity of the corporate entity. However, there is no legal obligation for either management or significant stockholders to provide additional future funding. Further, the Company is at the mercy of future economic trends and business operations for the Company’s majority stockholder to have the resources available to support the Company. Should this pledge fail to provide financing, the Company has not identified any alternative sources. Consequently, there is substantial doubt about the Company's ability to continue as a going concern.

The Company has no current plans, proposals, arrangements or understandings with respect to the sale or issuance of additional securities prior to the location of a merger or acquisition candidate. There can be no assurance that the Company will identify any such business, product, technology or company suitable for acquisition in the future. It is anticipated that the Company's need for working capital may change dramatically as a result of any business acquisition or combination transaction. Accordingly, there can be no assurance that sufficient funds will be available to the Company to allow it to cover the expenses related to such activities and there is no assurance that the Company would be successful in consummating any acquisition on favorable terms or that it will be able to profitably manage the business, product, technology or company it acquires.

Regardless of whether the Company’s cash assets prove to be inadequate to meet the Company’s operational needs, the Company might seek to compensate providers of services by issuances of stock in lieu of cash.

(4)	Critical Accounting Policies

Our financial statements and related public financial information are based on the application of accounting principles generally accepted in the United States (“GAAP”). GAAP requires the use of estimates; assumptions, judgments and subjective interpretations of accounting principles that have an impact on the assets, liabilities, revenue and expense amounts reported. These estimates can also affect supplemental information contained in our external disclosures including information regarding contingencies, risk and financial condition. We believe our use of estimates and underlying accounting assumptions adhere to GAAP and are consistently and conservatively applied. We base our estimates on historical experience and on various other assumptions that we believe to be reasonable under the circumstances. Actual results may differ materially from these estimates under different assumptions or conditions. We continue to monitor significant estimates made during the preparation of our financial statements.

Our significant accounting policies are summarized in Note D of our financial statements. While all these significant accounting policies impact our financial condition and results of operations, we view certain of these policies as critical. Policies determined to be critical are those policies that have the most significant impact on our financial statements and require management to use a greater degree of judgment and estimates. Actual results may differ from those estimates. Our management believes that given current facts and circumstances, it is unlikely that applying any other reasonable judgments or estimate methodologies would cause effect on our consolidated results of operations, financial position or liquidity for the periods presented in this report.

(5)	Effect of Climate Change Legislation

The Company currently has no known or identified exposure to any current or proposed climate change legislation which could negatively impact the Company’s operations or require capital expenditures to become compliant. Additionally, any currently proposed or to-be-proposed-in-the-future legislation concerning climate change activities, business operations related thereto or a publicly perceived risk associated with climate change could, potentially, negatively impact the Company’s efforts to identify an appropriate target company which may wish to enter into a business combination transaction with the Company.

Item 3 - Quantitative and Qualitative Disclosures About Market Risk

In future periods, the Company may become subject to certain market risks, including changes in interest rates and currency exchange rates. At the present time, the Company has no identified exposure and does not undertake any specific actions to limit exposures, if any.

Item 4 - Controls and Procedures

(a)	Evaluation of Disclosure Controls and Procedures

Under the supervision and with the participation of our management, including our principal executive officer and principal financial officer, we conducted an evaluation of our disclosure controls and procedures, as such term is defined under Rule 13a-15(e) promulgated under the Securities Exchange Act of 1934, as amended (Exchange Act), as of ~~December~~March 31, ~~2009~~2010. Based on this evaluation, our principal executive officer and principal financial officer concluded that our disclosure controls and procedures are effective in alerting them on a timely basis to material information relating to our Company required to be included in our reports filed or submitted under the Exchange Act.

(b) Changes in Internal Controls

There were no significant changes (including corrective actions with regard to significant deficiencies or material weaknesses) in our internal controls over financial reporting that occurred during the quarter ended ~~December~~March 31, ~~2009~~ 2010 that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

Part II - Other Information

Item 1 - Legal Proceedings

None

Item 2 - Recent Sales of Unregistered Securities and Use of Proceeds

None

Item 3 - Defaults on Senior Securities

None

Item 4 - Submission of Matters to a Vote of Security Holders

The Company has held no regularly scheduled, called or special meetings of stockholders during the reporting period.

Item 5 - Other Information

None

Item 6 - Exhibits

31.1 Certification pursuant to Section 302 of Sarbanes-Oxley Act of 2002

32.1 Certification pursuant to Section 906 of Sarbanes-Oxley Act of 2002

~~Signatures~~SIGNATURES

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

	Alliance Health, Inc.
Dated: February 4, 2010	/s/ Sarkis J. Kechejian, M. D.
Dated: May 12, 2010	/s/ Sarkis J. Kechejian, M. D.
	Sarkis J. Kechejian, M. D.
	President, Chief Executive Officer,
	Chief Financial Officer and Director

Filing Compare · ALLIANCE HEALTH INC