UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

~~Washington~~WASHINGTON, ~~D.C.~~ DC 20549

_______________

FORM 10-Q

_______________

(Mark One)

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

For the quarterly period ended ~~December~~March 31, ~~2011~~2012

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

~~o TRANSITION~~For ~~REPORT~~the ~~PURSUANT~~transition TOperiod ~~SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934~~from to .

~~For~~Commission ~~the~~File ~~transition period from ______to______.~~Number 000-54039

Commission File Number: 000-54039

CHINA INSURE HOLDINGS, INC.

(Exact name of registrant as specified in its charter)

Nevada		27-3819635
(State or other jurisdiction of		(IRS Employer Identification No.)
(State or other jurisdiction of incorporation or organization)		(I.R.S. employer identification number)
incorporation or organization)
17th Floor Fuhua Mansion, Building D 8 Chaoyangmen Beidajie Chaoyangmen District, Beijing China		N/A
(Address of principal executive offices)		(Zip Code)

17th Floor

Fuhua Mansion, Building D

8 Chaoyangmen Beidajie

Chaoyangmen District, Beijing, China

(Address of principal executive offices and zip code)

(718) 255 4700

(Registrant’s telephone number, including area code)

~~_______________~~Indicate by check mark whether the registrant (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 ¨

~~Not~~Indicate ~~Applicable~~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 x No ¨

(Former name, former Address and former fiscal year, if changed since last report)

Indicate by check mark whether the registrant (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 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 x 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.

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

Indicate the number of shares outstanding of each of the issuer’s classes of common stock:, as of the latest practicable date: As of ~~January~~May 3010, 2012, there were 100,000 shares, $0.001 par value per share, of common stock issued and outstanding.

CHINA INSURE HOLDINGS, INC.

QUARTERLY REPORT ON FORM 10-Q

~~December~~March 31, ~~2011~~2012

TABLE OF CONTENTS

PART 1 - FINANCIAL INFORMATION
PART I FINANCIAL INFORMATION			3
		PAGE
Item 1.		Financial Statements (Unaudited)	3
Item 1.	Financial Statements (Unaudited)	1
Item 2.		Management’s Discussion and Analysis of Financial Condition and Results of Operations	14
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	12
Item 3.		Quantitative and Qualitative Disclosures about Market Risk	17
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	15
Item 4.		Controls and Procedures	17
Item 4.	Controls and Procedures	15
PART II OTHER INFORMATION			18
PART II - OTHER INFORMATION
Item 1.		Legal Proceedings	18
Item 1.	Legal Proceedings	16
Item 1A.		Risk Factors	18
Item 1A.	Risk Factors	16
Item 2.		Unregistered Sales of Equity Securities and Use of Proceeds	18
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	16
Item 3.		Defaults Upon Senior Securities	18
Item 3.	Defaults Upon Senior Securities	16
Item 4.		Mine Safety Disclosures	18
Item 4.	(Removed and Reserved)	16
Item 5.		Other Information	18
Item 5.	Other Information	16
Item 6.		Exhibits	18
Item 6.	Exhibits	16
SIGNATURES		17

~~CAUTIONARY STATEMENT ON FORWARD-LOOKING INFORMATION~~i

SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS

This Quarterly Report on Form 10-Q contains “forward-looking statements”. Forward-looking statements discuss matters that are not historical facts. Because they discuss future events or conditions, forward-looking statements may include words such as “anticipate,” “believe,” “estimate,” “intend,” “could,” “should,” “would,” “may,” “seek,” “plan,” “might,” “will,” “expect,” “anticipate,” “predict,” “project,” “forecast,” “potential,” “continue” negatives thereof or similar expressions. Forward-looking statements speak only as of the date they are made, are based on various underlying assumptions and current expectations about the future and are not guarantees. Such statements involve known and unknown risks, uncertainties and other factors that may cause our actual results, level of activity, performance or achievement to be materially different from the results of operations or plans expressed or implied by such forward-looking statements.

We cannot predict all of the risks and uncertainties. Accordingly, such information should not be regarded as representations that the results or conditions described in such statements or that our objectives and plans will be achieved and we do not assume any responsibility for the accuracy or completeness of any of these forward-looking statements. These forward-looking statements are found at various places throughout this Quarterly Report on Form 10-Q and include information concerning possible or assumed future results of our operations, including statements about potential acquisition or merger targets; business strategies; future cash flows; financing plans; plans and objectives of management; any other statements regarding future acquisitions, future cash needs, future operations, business plans and future financial results, and any other statements that are not historical facts.

These forward-looking statements represent our intentions, plans, expectations, assumptions and beliefs about future events and are subject to risks, uncertainties and other factors. Many of those factors are outside of our control and could cause actual results to differ materially from the results expressed or implied by those forward-looking statements. In light of these risks, uncertainties and assumptions, the events described in the forward-looking statements might not occur or might occur to a different extent or at a different time than we have described. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of the Quarterly Report on Form 10-Q. All subsequent written and oral forward-looking statements concerning other matters addressed in this Quarterly Report on Form 10-Q and attributable to us or any person acting on our behalf are expressly qualified in their entirety by the cautionary statements contained or referred to in this Quarterly Report on Form 10-Q.

Except to the extent required by law, we undertake no obligation to update or revise any forward-looking statements, whether as a result of new information, future events, a change in events, conditions, circumstances or assumptions underlying such statements, or otherwise.

~~PART I – FINANCIAL INFORMATION~~2

~~Item~~PART 1.I FINANCIAL ~~Financial Statements~~INFORMATION

~~CHINA~~Item ~~inSURE~~1. ~~HOLDINGS,~~Financial ~~INC~~Statements.

~~(f/k/a~~CHINA ~~EUROPA~~INSURE ~~ACQUISITION III~~HOLDINGS, INC.)

(Af/k/a ~~DEVELOPMENT~~Europa ~~STAGE~~Acquisition ~~COMPANY~~III, Inc.)

~~CONTENTS~~(A Development Stage Company)

PAGE	2	CONDENSED BALANCE SHEETS AS OF DECEMBER 31, 2011 (UNAUDITED) AND JUNE 30, 2011
PAGE	3	CONDENSED STATEMENTS OF OPERATIONS FOR THE THREE AND SIX MONTHS ENDED DECEMBER 31, 2011 AND 2010, AND THE PERIOD JUNE 30, 2010 (INCEPTION) TO DECEMBER 31, 2011 (UNAUDITED)
PAGE	4	CONDENSED STATEMENT OF CHANGES IN STOCKHOLDERS’ DEFICIENCY FOR THE PERIOD FROM JUNE 30, 2010 (INCEPTION) TO DECEMBER 31, 2011 (UNAUDITED)
PAGE	5	CONDENSED STATEMENT OF CASH FLOWS FOR THE SIX MONTHS ENDED DECEMBER 31, 2011 AND 2010, AND THE PERIOD JUNE 30, 2010 (INCEPTION) TO DECEMBER 31, 2011 (UNAUDITED)
PAGES	6- 11	CONDENSED NOTES TO FINANCIAL STATEMENTS (UNAUDITED)

BALANCE SHEETS

-1-

	March 31, 2012			June 30, 2011
	(Unaudited)
ASSETS
Total Assets	$	-		$	-

LIABILITIES AND STOCKHOLDERS’ DEFICIENCY
Current Liabilities:
Accounts payable	$	2,530		$	2,370
Accounts payable – related party		1,400			-
Loan payable – related party		23,505			6,701
Total Liabilities		27,435			9,071

Stockholders’ Deficiency:
Preferred stock ($0.001 par value, 10,000,000 shares
authorized, none shares issued and outstanding on March 31, 2012 and June 30, 2011)		-			-
Common stock ($0.001 par value, 100,000,000 shares
authorized, 100,000 shares issued and outstanding on March 31, 2012 and June 30, 2011)		100			100
Additional paid in capital		12,022			10,397
Deficit accumulated during the development stage		(39,557	)		(19,568	)
Total Stockholders’ Deficiency		(27,435	)		(9,071	)
Total Liabilities and Stockholders’ Deficiency	$	-		$	-

China inSure Holdings, inc.
(f/k/a Europa Acquisition III, Inc.)
(A Development Stage Company)
Condensed Balance Sheets
	December 31, 2011			June 30, 2011
	(Unaudited)
ASSETS
Total Assets	$	-		$	-
LIABILITIES AND STOCKHOLDERS' DEFICIENCY
Current Liabilities
Accounts Payable	$	3,310		$	2,370
Accounts Payable- Related Party		1,100			-
Loan Payable Related Party		19,102			6,701
Total Liabilities		23,512			9,071
Commitments and Contingencies		-			-
Stockholders' Deficiency
Preferred stock, $0.001 par value; 10,000,000 shares authorized,
none issued and outstanding		-			-
Common stock, $0.001 par value; 100,000,000 shares authorized, 100,000		100			100
and 100,000 issued and outstanding respectively
Additional paid-in capital		11,088			10,397
Deficit accumulated during the development stage		(34,700	)		(19,568	)
Total Stockholders' Deficiency		(23,512	)		(9,071	)
Total Liabilities and Stockholders' Deficiency	$	-		$	-

See accompanying notes to condensed financial statements.

~~See Accompanying Notes to~~ 3

~~Condensed~~CHINA ~~Unaudited~~INSURE ~~Financial~~HOLDINGS, ~~Statements~~INC.

~~-2-~~(f/k/a Europa Acquisition III, Inc.)

China inSure Holdings, inc.
(f/k/a Europa Acquisition III, Inc.)
(A Development Stage Company)
Condensed Statements of Operations
(Unaudited)
	For the Three Months Ended			For the Three Months Ended			For the Six Months Ended			For the Six Months Ended			For the Period from June 30, 2010(Inception) to
	December 31, 2011			December 31, 2010			December 31, 2011			December 31, 2010			December 31, 2011
Operating Expenses
Professional fees	$	3,539		$	913		$	10,659		$	5,775		$	25,224
General and administrative		2,641			-			4,382			-			9,385
Total Operating Expenses		6,180			913			15,041			5,775			34,609
Other Income (Expense)
Interest Expense		(91	)					(91	)					(91	)
Total Other Income/(Expense)		(91	)		-			(91	)		-			(91	)
LOSS FROM OPERATIONS BEFORE INCOME TAXES		(6,271	)		(913	)		(15,132	)		(5,775	)		(34,700	)
Provision for Income Taxes		-			-			-			-			-
NET LOSS	$	(6,271	)	$	(913	)	$	(15,132	)	$	(5,775	)	$	(34,700	)
Net Loss Per Share - Basic and Diluted	$	(0.06	)	$	(0.01	)	$	(0.15	)	$	(0.06	)
Weighted average number of shares outstanding
during the period - Basic and Diluted		100,000			100,000			100,000			100,000

(A Development Stage Company)

~~See~~STATEMENTS ~~Accompanying~~OF ~~Notes to~~ OPERATIONS

Condensed Unaudited Financial Statements

-3-

China inSure Holdings, inc.
(f/k/a Europa Acquisition III, Inc.)
(A Development Stage Company)
Condensed Statement of Changes in Stockholders' Deficiency
For the Period from June 30, 2010 (Inception) to December 31, 2011
(Unaudited)
											Deficit
	Preferred Stock				Common stock				Additional		accumulated during			Total
									paid-in		development			Stockholders'
	Shares		Amount		Shares		Amount		capital		stage			Deficiency
Common stock issued for services to founder ($0.01/share)		-	$	-		100,000	$	100	$	900	$	-		$	1,000
Net loss for the one day period ending June 30, 2010		-		-		-		-		-		(2,250	)		(2,250	)
Balance, June 30, 2010		-		-		100,000		100		900		(2,250	)		(1,250	)
In kind contribution of services		-		-		-		-		500		-			500
Payment of accounts payable and debt forgiveness by a related party on Company's behalf		-		-		-		-		8,997		-			8,997
Net loss for the year ending June 30, 2011		-		-		-		-		-		(17,318	)		(17,318	)
Balance, June 30, 2011		-		-		100,000		100		10,397		(19,568	)		(9,071	)
In kind contribution of services		-		-		-		-		600		-			600
In kind contribution of interest		-		-		-		-		91		-			91
Net loss for the six months ended December 31, 2011		-		-		-		-		-		(15,132	)		(15,132	)
Balance, December 31, 2011		-	$	-		100,000	$	100	$	11,088	$	(34,700	)	$	(23,512	)

See Accompanying Notes to

Condensed Unaudited Financial Statements

-4-

China inSure Holdings, inc.
(f/k/a Europa Acquisition III, Inc.)
(A Development Stage Company)
Condensed Statement of Cash Flows
(Unaudited)
	For the Six Months			For the Six Months			For the Period from June 30, 2010
	Ended			Ended			(Inception) to
	December 31, 2011			December 31, 2010			December 31, 2011
Cash Flows From Operating Activities:
Net Loss	$	(15,132	)	$	(5,775	)	$	(34,700	)
Adjustments to reconcile net loss to net cash used in operations
In kind contribution of services		600			-			1,100
In kind contribution of interest		91			-			91
Common stock issued for services		-			-			1,000
Changes in operating assets and liabilities:
Increase in accounts payable and accrued expenses		2,039			3,663			4,410
Net Cash Used In Operating Activities		(12,402	)		(2,112	)		(28,099	)
Cash Flows From Financing Activities:
Contribution of capital by principal stockholder		-			-			8,997
Increase in loan payable		-						10,085
Increase in loan payable - related party		12,402			2,112			9,017
Net Cash Provided by Financing Activities		12,402			2,112			28,099
Net Increase in Cash		-			-			-
Cash at Beginning of Period		-			-			-
Cash at End of Period	$	-		$	-		$	-
Supplemental disclosure of cash flow information:
Cash paid for interest	$	-		$	-		$	-
Cash paid for taxes	$	-		$	-		$	-

See Accompanying Notes to

Condensed Unaudited Financial Statements

-5-

CHINA inSURE HOLDINGS, INC.

(f/k/aEUROPA ACQUISITION III, INC.)

(A DEVELOPMENT STAGE COMPANY)

CONDENSED NOTES TO FINANCIAL STATEMENTS

AS OF DECEMBER 31, 2011

(UNAUDITED)

NOTE 1 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND ORGANIZATION

	For the Three Months Ended March 31,						For the Nine Months Ended March 31,
	2012			2011			2012			2011			For the Period from June 30, 2010 (Inception) to March 31, 2012
Operating expenses
Professional fees	$	2,115		$	4,625		$	12,774		$	9,275		$	27,339
General and administrative		2,108			1,078			6,490			2,203			11,493
Total operating expenses		4,223			5,703			19,264			11,478			38,832

Other income (expense):
Interest expenses		(633	)		-			(725	)		-			(725	)
Total other income (expense)		(633	)		-			(725	)		-			(725	)

Loss from operations before income taxes		(4,856	)		(5,703	)		(19,989	)		(11,478	)		(39,557	)
Provision for income taxes		-			-			-			-			-
Net loss	$	(4,856	)	$	(5,703	)	$	(19,989	)	$	(11,478	)	$	(39,557	)

Basic and diluted weighted average shares		100,000			100,000			100,000			100,000
Basic and diluted loss per share	$	(0.05	)	$	(0.06	)	$	(0.20	)	$	(0.11	)

~~(A)~~See ~~Basis~~accompanying ofnotes ~~Presentation~~to financial statements.

The accompanying unaudited condensed financial statements have been prepared in accordance with accounting principles generally accepted in The United States of America and the rules and regulations of the Securities and Exchange Commission for interim financial information. Accordingly, they do not include all the information necessary for a comprehensive presentation of financial position and results of operations.4

CHINA INSURE HOLDINGS, INC.

(f/k/a Europa Acquisition III, Inc.)

(A Development Stage Company)

STATEMENTS OF CHANGES IN STOCKHOLDERS’ DEFICIENCY

For the Period from June 30, 2010 (Inception) to March 31, 2012

(UNAUDITED)

	Preferred Stock				Common Stock						Deficit
	Share		Amount		Share		Amount		Additional Paid-in Capital		Accumulated During Development Stage			Total Stockholders’ Deficiency
Common stock issued for services to founder ($0.01/share)		-	$	-		100,000	$	100	$	900	$	-		$	1,000
Net loss for the one day period ending June 30, 2010		-		-		-		-		-		(2,250	)		(2,250	)

Balance, June 30, 2010		-		-		100,000		100		900		(2,250	)		(1,250	)
In kind of contribution of services		-		-		-		-		500		-			500
Payment of accounts payable and debt forgiveness by a related party on Company’s behalf		-		-		-		-		8,997		-			8,997
Net loss for the year ending June 30, 2011		-		-		-		-		-		(17,318	)		(17,318	)

Balance, June 30, 2011		-		-		100,000		100		10,397		(19,568	)		(9,071	)
In kind of contribution of services		-		-		-		-		900		-			900
In kind of contribution of interest		-		-		-		-		725		-			725
Net loss for the nine months ending March 31, 2012		-		-		-		-		-		(19,989	)		(19,989	)

Balance, March 31, 2012		-	$	-		100,000	$	100	$	12,022	$	(39,557	)	$	(27,435	)

See accompanying notes to financial statements.

CHINA INSURE HOLDINGS, INC.

(f/k/a Europa Acquisition III, Inc.)

(A Development Stage Company)

STATEMENTS OF CASH FLOWS

(UNAUDITED)

	For the Nine Months Ended March 31,						For the Period from June 30, 2010
	2012			2011			(Inception) to March 31, 2012
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss	$	(19,989	)	$	(11,478	)	$	(39,557	)
Adjustments to reconcile net loss to net cash
used in operating activities:
In kind of contribution of services		900			-			1,400
In kind of contribution of interest		725			-			725
Common stock issued for services		-			-			1,000
Changes in operating assets and liabilities:
Accounts payable		1,559			(494	)		3,929
Net cash used in operating activities		(16,805	)		(11,972	)		(32,503	)
CASH FLOWS FROM FINANCING ACTIVITIES
Contribution of capital by principal stockholder		-			8,997			8,997
Proceeds from loan payable – related party		16,805			5,087			25,618
Repayment of loan payable – related party		-			(2,112	)		(2,112	)
Net cash provided by financing activities		16,805			11,972			32,503
NET INCREASE IN CASH		-			-			-
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD		-			-			-
CASH AND CASH EQUIVALENTS, END OF PERIOD	$	-		$	-		$	-

SUPPLEMENTAL DISCLOSURES:
Cash paid during the period for:
Interest expense paid	$	-		$	-		$	-
Income tax paid	$	-		$	-		$	-

See accompanying notes financial statements.

CHINA INSURE HOLDINGS, INC.

(f/k/a Europa Acquisition III, Inc.)

(A Development Stage Company)

NOTES TO FINANCIAL STATEMENTS

(UNAUDITED)

NOTE 1—SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND ORGANIZATION

Basis of Presentation

It is management's opinion, however that all material adjustments (consisting of normal recurring adjustments) have been made which are necessary for a fair financial statements presentation. The results for the interim period are not necessarily indicative of the results to be expected for the year.

China Insure Holdings, Inc. (F/K/A Europa Acquisition III, Inc.) (a development stage company) (the "Company") was incorporated under the laws of the State of Nevada on June 30, 2010. The Company was organized to provide business services and financing to emerging growth entities.

Effective January 13, 2011, the Company filed with the State of Nevada Certificate of Amendment of Certificate of Incorporation changing our name from Europa Acquisition III, Inc., to China inSure Holdings, Inc ~~(See note 3(B))~~.

~~(B)~~ Use of Estimates

In preparing financial statements in conformity with generally accepted accounting principles, management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and revenues and expenses during the reported period. Actual results could differ from those estimates.

~~(C)~~ Cash and Cash Equivalents

The Company considers all highly liquid temporary cash investments with an original maturity of three months or less to be cash equivalents. At ~~December~~March 31, ~~2011~~2012 and June 30, ~~2010~~2011, the Company had no cash equivalents.

~~-6-~~7

CHINA ~~inSURE~~INSURE HOLDINGS, INC.

(f/k/~~aEUROPA~~a ~~ACQUISITION~~Europa Acquisition III, ~~INC~~Inc.)

(A ~~DEVELOPMENT~~Development ~~STAGE~~Stage ~~COMPANY~~Company)

~~CONDENSED~~ NOTES TO FINANCIAL STATEMENTS

AS OF DECEMBER 31, 2011

(UNAUDITED)

~~(D)~~NOTE ~~Loss~~1—SUMMARY ~~Per~~OF ~~Share~~SIGNIFICANT ACCOUNTING POLICIES AND ORGANIZATION (CONTINUED)

~~Basic~~Fair ~~and~~Value ~~diluted net loss per common share is computed based upon the weighted average common shares outstanding as defined by FASB Accounting Standards Codification Topic 260, “Earnings Per Share.” As~~ of ~~December~~Financial ~~31, 2011 and 2010, there were no common share equivalents outstanding.~~Instruments

Effective January 1, 2008, the Company adopted ASC 820, Fair Value Measurements and Disclosure (E“ASC 820”) ~~Income~~for ~~Taxes~~assets and liabilities measured at fair value on a recurring basis. ASC 820 establishes a common definition for fair value to be applied to existing generally accepted accounting principles that require the use of fair value measurements, establishes a framework for measuring fair value and expands disclosure about such fair value measurements. The adoption of ASC 820 did not have an impact on the Company’s financial position or operating results, but did expand certain disclosures.

~~The Company accounts for income taxes under FASB Codification Topic 740-10-25 (“~~ASC ~~740-10-25”). Under~~820 ~~ASC~~defines ~~740-10-25,~~fair ~~deferred~~value ~~tax~~as ~~assets and liabilities are recognized for~~ the ~~future~~price ~~tax~~that ~~consequences~~would ~~attributable~~be toreceived ~~differences~~upon ~~between~~sale ~~the financial statement carrying amounts~~ of ~~existing~~an ~~assets~~asset ~~and~~or ~~liabilities~~paid ~~and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected~~ to ~~apply~~transfer toa ~~taxable~~liability ~~income~~ in ~~the~~an ~~years~~orderly intransaction ~~which~~between ~~those~~market ~~temporary~~participants ~~differences~~at ~~are~~the ~~expected~~measurement ~~to be recovered or settled~~date. ~~Under~~ ~~ASC 740-10-25~~Additionally, ~~the~~ASC ~~effect~~820 onrequires ~~deferred~~the ~~tax~~use ~~assets~~of ~~and~~valuation ~~liabilities~~techniques ofthat amaximize ~~change~~the inuse ~~tax~~of ~~rates~~observable isinputs ~~recognized~~and inminimize ~~income~~the inuse ~~the~~of ~~period~~unobservable ~~that~~inputs. ~~includes~~These ~~the~~inputs ~~enactment~~are ~~date.~~prioritized below:

~~(F)~~Level ~~Business~~1: ~~Segments~~Observable inputs such as quoted market prices in active markets for identical assets or liabilities

~~The~~Level ~~Company~~2: ~~operates~~Observable inmarket-based ~~one~~inputs ~~segment~~or ~~and~~unobservable ~~therefore~~inputs ~~segment~~that ~~information~~are iscorroborated ~~not~~by ~~presented.~~market data

~~(G)~~Level ~~Revenue~~3: ~~Recognition~~Unobservable inputs for which there is little or no market data, which require the use of the reporting entity’s own assumptions.

The Company did not identify any assets and liabilities that are required to be presented on the condensed consolidated balance sheets at fair value in accordance with the relevant accounting standards.

The carrying values of accounts payables and debts approximate their fair values due to the short maturities of these instruments.

Revenue Recognition

The Company will recognize revenue on arrangements in accordance with FASB ASC No. 605, “Revenue Recognition”. In all cases, revenue is recognized only when the price is fixed and determinable, persuasive evidence of an arrangement exists, the service is performed and collectability of the resulting receivable is reasonably assured.

~~(H)Fair Value of Financial Instruments~~8

~~The~~CHINA ~~carrying~~INSURE ~~amount~~HOLDINGS, ~~reported in the balance sheet for accounts payable and loan payable related party approximate fair value based on the short-term maturity of these instruments~~INC.

(~~I)Recent~~f/k/a ~~Accounting~~Europa ~~Pronouncements~~Acquisition III, Inc.)

~~ASU~~(A ~~No.~~Development ~~2011-03;~~Stage Reconsideration of Effective Control for Repurchase Agreements. In April, 2011, the FASB issued ASU No. 2011-03. The amendments in this ASU remove from the assessment of effective control the criterion relating to the transferor’s ability to repurchase or redeem financial assets on substantially the agreed terms, even in the event of default by the transferee. The amendments in this ASU also eliminate the requirement to demonstrate that the transferor possesses adequate collateral to fund substantially all the cost of purchasing replacement financial assets.Company)

~~-7-~~NOTES TO FINANCIAL STATEMENTS

CHINA inSURE HOLDINGS, INC.

(f/k/aEUROPA ACQUISITION III, INC.)

(A DEVELOPMENT STAGE COMPANY)

CONDENSED NOTES TO FINANCIAL STATEMENTS

AS OF DECEMBER 31, 2011

(UNAUDITED)

~~The~~NOTE ~~guidance~~1—SUMMARY inOF ~~this~~SIGNIFICANT ~~ASU~~ACCOUNTING isPOLICIES ~~effective~~AND ~~for~~ORGANIZATION the first interim or annual period beginning on or after December 15, 2011. The guidance should be applied prospectively to transactions or modifications of existing transactions that occur on or after the effective date. Early adoption is not permitted. The Company will adopt the methodologies prescribed by this ASU by the date required, and does not anticipate that the ASU will have a material effect on its financial position or results of operations.(CONTINUED)

~~ASU~~Income No. 2011-04; Amendments to Achieve Common Fair Value Measurement and Disclosure Requirements in U.S. GAAP and IFRSs. In May, 2011, the FASB issued ASU No. 2011-04. The amendments in this ASU generally represent clarifications of Topic 820, but also include some instances where a particular principle or requirement for measuring fair value or disclosing information about fair value measurements has changed. This ASU results in common principles and requirements for measuring fair value and for disclosing information about fair value measurements in accordance with U.S. GAAP and IFRSs. The amendments in this ASU are to be applied prospectively. For public entities, the amendments are effective during interim and annual periods beginning after December 15, 2011. Early application by public entities is not permitted.Taxes

The Company ~~will~~accounts ~~adopt~~for ~~the~~income ~~methodologies~~taxes ~~prescribed~~under bythe ~~this~~provisions ~~ASU~~of bySection 740-10-30 of the ~~date~~FASB ~~required~~Accounting Standards Codification, ~~and~~which ~~does~~is ~~not~~an ~~anticipate~~asset and liability approach that requires the ~~ASU~~recognition ~~will~~of ~~have~~deferred atax ~~material~~assets ~~effect~~and onliabilities for the expected future tax consequences of events that have been recognized in its financial ~~position~~statements or ~~results~~tax returns. The Company did not have any deferred tax assets or liabilities as of ~~operations~~March 31, 2012 and June 30, 2011.

~~ASU~~Basic No. 2011-05; Amendments to Topic 220, Comprehensive Income. In June, 2011, the FASB issued ASU No. 2011-05. Under the amendments in this ASU, an entity has the option to present the total of comprehensive income, the components of net income, and ~~the~~Diluted ~~components~~Loss ofper other comprehensive income either in a single continuous statement of comprehensive income or in two separate but consecutive statements. In both choices, an entity is required to present each component of net income along with total net income, each component of other comprehensive income along with a total for other comprehensive income, and a total amount for comprehensive income. This ASU eliminates the option to present the components of other comprehensive income as part of the statement of changes in stockholders' equity. The amendments in this ASU do not change the items that must be reported in other comprehensive income or when an item of other comprehensive income must be reclassified to net income.Share

The Company reports loss per share in accordance with FASB ASC 260 “Earnings per share”. The Company’s basic earnings per share are computed using the weighted average number of shares outstanding for the periods presented. Diluted earnings per share are computed based on the assumption that any dilutive options or warrants were converted or exercised. Dilution is computed by applying the treasury stock method. Under this method, the Company’s outstanding stock warrants are assumed to be exercised, and funds thus obtained were assumed to be used to purchase common stock at the average market price during the period. There were no dilutive instruments outstanding during the nine months periods ended March 31, 2012 and 2011. However, if present, a separate computation of diluted loss per share would not have been presented, as these common stock equivalents would have been anti-8-dilutive due to the Company's net loss.

~~CHINA~~Business ~~inSURE HOLDINGS, INC.~~Segments

~~(f/k/aEUROPA~~The ~~ACQUISITION~~Company ~~III,~~operates ~~INC~~in one segment and therefore segment information is not presented.).

(ARecently ~~DEVELOPMENT~~Issued ~~STAGE~~Accounting ~~COMPANY)~~Pronouncements

~~CONDENSED~~In ~~NOTES~~September TO2011, ~~FINANCIAL~~the ~~STATEMENTS~~FASB issued Accounting Standards Update ("ASU") No. 2011-08, Intangibles – Goodwill and Other, which simplifies how an entity is required to test goodwill for impairment. This ASU would allow an entity to first assess qualitative factors to determine whether it is necessary to perform the two-step quantitative goodwill impairment test. Under the ASU, an entity would not be required to calculate the fair value of a reporting unit unless the entity determines, based on a qualitative assessment, that it is more likely than not that its fair value is less than its carrying amount. The ASU includes a number of factors to consider in conducting the qualitative assessment. The ASU is effective for annual and interim goodwill impairment tests performed for fiscal years beginning after December 15, 2011. Early adoption is permitted. The adoption of ASU 2011-08 did not have an impact on our consolidated financial statements.

ASIn OFJune ~~DECEMBER~~2011, 31the FASB issued ASU No. 2011-05, Comprehensive Income (Topic 220): Presentation of Comprehensive Income. Under the amendments, an entity has the option to present the total of comprehensive income, the components of net income, and the components of other comprehensive income either in a single continuous statement of comprehensive income or in two separate but consecutive statements. The presentation option under current GAAP to present the components of other comprehensive income as part of the statement of changes in stockholders’ equity has been eliminated. The amendments in this Update should be applied retrospectively. For public entities, the amendments are effective for fiscal years, and interim periods within those years, beginning after December 15, 2011. Early adoption is permitted because compliance with amendments is already permitted. We already comply with this presentation.

CHINA INSURE HOLDINGS, INC.

(f/k/a Europa Acquisition III, Inc.)

(A Development Stage Company)

NOTES TO FINANCIAL STATEMENTS

(UNAUDITED)

~~The~~NOTE ~~amendments~~1—SUMMARY inOF ~~this~~SIGNIFICANT ~~ASU~~ACCOUNTING ~~should~~POLICIES beAND ~~applied~~ORGANIZATION retrospectively. For public entities, the amendments are effective for fiscal years, and interim periods within those years, beginning after December 15, 2011. Early adoption is permitted, because compliance with the amendments is already permitted. The amendments do not require any transition disclosures. Due to the recency of this pronouncement, the Company is evaluating its timing of adoption of ASU 2011-05, but will adopt the ASU retrospectively by the due date.(CONTINUED)

OnRecently ~~September~~Issued ~~15,~~Accounting 2011, the FASB issued ASU 2011-08, Intangibles – Goodwill and Other, which simplifies how an entity is required to test goodwill for impairment. This ASU would allow an entity to first assess qualitative factors to determine whether it is necessary to perform the two-step quantitative goodwill impairment test. Under the ASU, an entity would not be required to calculate the fair value of a reporting unit unless the entity determines, based on a qualitative assessment, that it is more likely than not that its fair value is less than its carrying amount. The ASU includes a number of factors to consider in conducting the qualitative assessment. The ASU is effective for annual and interim goodwill impairment tests performed for fiscal years beginning after December 15, 2011. Early adoption is permitted. This standard is not expected to have a material impact on the Company’s reported results of operations or financial position. Pronouncements

~~NOTE~~In ~~2 LOANS~~December ~~PAYABLE~~2010, the FASB issued ASU No. 2010-29, ~~RELATED~~Disclosure ~~PARTY~~of Supplementary Pro Forma Information for Business Combinations (“ASC 805”). The objective of this standard is to address diversity in practice about the interpretation of the pro forma revenue and earnings disclosure requirements for business combinations. This standard specifies that if a public entity presents comparative financial statements, the entity should disclose revenue and earnings of the combined entity as though the business combination(s) that occurred during the current year had occurred as of the beginning of the comparable prior annual reporting period only. This standard also expands the supplemental pro forma disclosures under ASC 805 to include a description of the nature and amount of material, nonrecurring pro forma adjustments directly attributable to the business combination included in the reported pro forma revenue and earnings. This standard is effective prospectively for business combinations for which the acquisition date is on or after the beginning of the first annual reporting period beginning on or after December 15, 2010. Early adoption is permitted. The adoption of ASU 2010-29 did not have an impact on our consolidated financial statements.

~~During~~In December 2010, the ~~year~~FASB ~~ended~~issued ~~June~~ASU ~~30,~~No. ~~2011~~2010-28, Intangibles — Goodwill and Other (ASC 350): When to Perform Step 2 of the ~~principal~~Goodwill ~~stockholder~~Impairment ~~loaned~~Test for Reporting Units with Zero or Negative Carrying Amounts. The objective of this standard is to address questions about entities with reporting units with zero or negative carrying amounts because some entities concluded that Step 1 of the ~~Company~~test $6is passed in those circumstances because the fair value of their reporting unit is greater than zero. The amendments in this standard modify Step 1 of the goodwill impairment test for reporting units with zero or negative carrying amounts. For those reporting units,~~701~~ an entity is required to ~~pay~~perform ~~expenses. During~~Step 2 of the ~~six~~goodwill ~~month~~impairment ~~period~~test ~~ended~~if ~~December~~it 31is more likely than not that a goodwill impairment exists. This standard is effective for fiscal years, ~~2011~~and interim periods within those years, ~~the~~beginning ~~principal~~after ~~stockholder~~December ~~loaned~~15, 2010. Early adoption is not permitted. The adoption of ASU 2010-28 did not have an ~~additional~~impact ~~$2,316~~on our consolidated financial statements.

~~As of December 31, 2011 the principal stockholder loaned the Company $9,017 to pay expenses. The note is due on demand and is non-interest bearing.~~10

AsCHINA ofINSURE ~~December 31~~HOLDINGS, ~~2011, a related party loaned to the Company $10,085 to pay expenses~~INC. ~~The note is due on demand and is non-interest bearing. An in-kind contribution of interest of $91 was recorded on the loan.~~

~~NOTE~~(f/k/a ~~3 STOCKHOLDERS’~~Europa ~~DEFICIENCY~~Acquisition III, Inc.)

(A) ~~Stock~~Development ~~Issued~~Stage ~~for Services~~Company)

~~On June~~NOTES ~~30,~~TO ~~2010,~~FINANCIAL ~~the Company issued 100,000 shares of common stock to its founders having a fair value of $1,000 ($0.01/share) in exchange for services provided (See Note 4).~~STATEMENTS

-9-

CHINA inSURE HOLDINGS, INC.

(f/k/aEUROPA ACQUISITION III, INC.)

(A DEVELOPMENT STAGE COMPANY)

CONDENSED NOTES TO FINANCIAL STATEMENTS

AS OF DECEMBER 31, 2011

(UNAUDITED)

~~(B)~~NOTE ~~Amendment~~2—LOAN toPAYABLE ~~Articles~~– ofRELATED ~~Incorporation~~PARTY

OnDuring ~~January~~the 13year ended June 30, 2011, the ~~Company~~principal ~~amended~~stockholder ~~its~~loaned ~~Articles~~the ofCompany ~~Incorporation~~$6,701 to ~~change~~pay ~~its~~expenses. ~~name~~During tothe ~~China~~nine ~~inSure~~month ~~Holdings~~period ~~Inc.(See~~ended ~~Note~~March ~~1(A))~~31, 2012, the principal stockholder loaned an additional $16,805.

~~(C)~~As ~~Cash~~of ~~contributed~~March on31, 2012 the principal stockholder loaned the Company’s ~~behalf~~$9,017 to pay expenses. The note is due on demand and is non-interest bearing.

As of ~~June~~March 3031, ~~2011~~2012, a ~~stockholder~~related ~~forgave~~party ~~loans~~loaned ofto the Company $214,~~112~~488 to pay expenses. The note is due on demand and ~~this~~is ~~was~~non-interest ~~recorded~~bearing. byAn ~~the~~in-kind ~~Company~~contribution asof ~~contributed~~interest ~~capital~~of ~~(See~~$725 ~~Note~~was 4)recorded on the loan.

~~(D)~~NOTE ~~Expenses paid on Company~~3—STOCKHOLDERS’s’ ~~behalf~~DEFICIENCY

~~During~~Stock ~~the~~Issued ~~year~~for ~~ended June 30, 2011, the principal stockholder paid $6,885 of accounts payable on the Company’s behalf, $6,885 of which was recorded as an in kind contribution of capital. (See Note 4).~~Services

On June 30, 2010, the Company issued 100,000 shares of common stock to its founders having a fair value of $1,000 (E$0.01/share) ~~In-Kind~~in ~~Contribution~~exchange for services provided.

~~For~~Amendment ~~the~~to ~~year~~Articles ~~ended June 30, 2011, a shareholder~~ of ~~the Company contributed services having a fair value of $500 (See Note 4).~~Incorporation

~~For~~On ~~the~~January ~~six months ended December 31~~13, 2011, athe ~~shareholder~~Company ofamended ~~the~~its ~~Company~~Articles ~~contributed~~of ~~services~~Incorporation ~~having~~to achange ~~fair~~its ~~value~~name ofto ~~$600~~China ~~(See~~inSure ~~Note~~Holdings 4)Inc.

~~NOTE~~Cash ~~4 RELATED~~contributed ~~PARTY~~on ~~TRANSACTION~~Company’s behalf

OnAs of June 30, ~~2010~~2011, ~~the~~a ~~Company~~stockholder ~~issued~~forgave ~~100,000~~loans ~~shares~~ of ~~common stock to its founders having a fair value of~~ $12,~~000~~112 ~~($0.01/share)~~and inthis ~~exchange~~was ~~for~~recorded ~~services~~by ~~provided.~~the ~~(See~~Company ~~Note~~as ~~3(A))~~contributed capital.

~~During~~Expenses ~~the year ended June 30, 2011, Europa Capital (a related party)~~ paid ~~$2,112 in legal expenses and filing fees~~ on ~~behalf of the~~ Company.’s’ These amounts are recorded as a related party loan payable. The amounts are unsecured, non interest bearing and due on demand. As of June 30, 2011, a stockholder forgave loans of $2,112 and this was recorded by the Company as contributed capital (See note 3(C)).behalf

~~-10-~~During the year ended June 30, 2011, the principal stockholder paid $6,885 of accounts payable on the Company’s behalf, $6,885 of which was recorded as an in kind contribution of capital.

~~CHINA~~In-Kind ~~inSURE HOLDINGS, INC.~~Contribution

~~(f/k/aEUROPA~~For ~~ACQUISITION~~the ~~III~~year ended June 30, ~~INC~~2011, a shareholder of the Company contributed services having a fair value of $500.)

(AFor ~~DEVELOPMENT~~the ~~STAGE~~nine ~~COMPANY)~~months ended March 31, 2012, a shareholder of the Company contributed services having a fair value of $900.

~~CONDENSED NOTES TO FINANCIAL STATEMENTS~~11

ASCHINA OFINSURE ~~DECEMBER 31~~HOLDINGS, ~~2011~~INC.

(f/k/a Europa Acquisition III, Inc.)

(A Development Stage Company)

NOTES TO FINANCIAL STATEMENTS

(UNAUDITED)

~~During~~NOTE ~~the~~4—RELATED ~~year~~PARTY ~~ended June 30, 2011, the principal stockholder paid $6,885 of accounts payable on the Company’s behalf, which was recorded as an in kind contribution of capital (See Note 3(D)).~~TRANSACTION

~~During~~On ~~the year ended~~ June 30, ~~2011~~2010, the ~~principal stockholder loaned the~~ Company $6issued 100,~~701~~000 toshares ~~pay~~of ~~expenses~~common ~~(See~~stock ~~Note~~to ~~2).~~its ~~The~~founders ~~amount~~having isa ~~due~~fair onvalue ~~demand~~of ~~and~~$1,000 ~~the~~($0.01/share) ~~note~~in isexchange ~~non-interest~~for ~~bearing~~services provided.

~~For~~During the year ended June 30, 2011, Europa Capital (a ~~shareholder~~related party) paid $2,112 in legal expenses and filing fees on behalf of the Company. ~~contributed~~These ~~services~~amounts ~~having~~are recorded as a ~~fair~~related ~~value~~party loan payable. The amounts are unsecured, non interest bearing and due on demand. As of June 30, 2011, a stockholder forgave loans of $~~500~~2,112 ~~(See~~and ~~Note~~this ~~3(E))~~was recorded by the Company as contributed capital.

~~For~~During the ~~six~~year ~~months~~ ended ~~December~~June 3130, 2011, athe ~~shareholder~~principal stockholder paid $6,885 of accounts payable on the Company’s ~~contributed~~behalf, ~~services~~which ~~having~~was arecorded ~~fair~~as ~~value~~an ofin ~~$600~~kind ~~(See~~contribution ~~Note~~of ~~3(E))~~capital.

During the ~~six~~year ~~months~~ ended ~~December~~June 3130, 2011, the principal stockholder loaned the Company $26,~~317~~701 to pay ~~expenses (See Note 2)~~. The ~~note~~amount is due on demand and the note is non-interest bearing.

~~During~~For the ~~three~~year ~~months~~ ended ~~December~~June 3130, 2011, a ~~related~~shareholder ~~party~~of ~~loaned~~ the Company ~~$10,085~~contributed toservices ~~pay~~having ~~expenses~~a ~~(see~~fair ~~Note~~value ~~2). The~~of ~~note is due on demand and is non-interest bearing~~$500.

~~NOTE~~For ~~5 GOING~~the ~~CONCERN~~nine months ended March 31, 2012, a shareholder of the Company contributed services having a fair value of $900.

AsDuring ~~reflected in~~ the ~~accompanying~~nine ~~condensed~~months ~~unaudited~~ended ~~financial~~March ~~statements~~31, 2012, the ~~Company~~principal isstockholder inloaned the ~~development stage with limited operations. The~~ Company ~~has a net loss of~~ $342,~~700~~316 ~~from inception and a working capital and stockholders’ deficiency of $23,512 at December 31, 2011 and used $28,099 cash in operations from inception. This raises substantial doubt about its ability~~ to ~~continue~~pay ~~as a going concern~~expenses. The ~~ability~~note ~~of the Company to continue as a going concern~~ is ~~dependent~~due on ~~the~~demand ~~Company’s ability to raise additional capital~~ and ~~implement its business plan. The financial statements do not include any adjustments that might be necessary if the Company~~ is ~~unable~~non-interest ~~to continue as a going concern~~bearing. Management intends to provide the Company with additional loans as needed and is seeking a merger target to implement its strategic plans. Management feels these actions provide the opportunity for the Company to continue as a going concern.

During the nine months ended March 31, 2012, a related party loaned the Company $14,488 to pay expenses. The note is due on demand and is non-~~11-~~interest bearing.

CHINA INSURE HOLDINGS, INC.

(f/k/a Europa Acquisition III, Inc.)

(A Development Stage Company)

NOTES TO FINANCIAL STATEMENTS

(UNAUDITED)

NOTE 5—GOING CONCERN

As reflected in the accompanying condensed unaudited financial statements, the Company is in the development stage with limited operations. The Company has a net loss of $39,557 from inception and a working capital deficit and stockholders’ deficiency of $27,435 at March 31, 2012 and used $32,503 cash in operations from inception. This raises substantial doubt about its ability to continue as a going concern. The ability of the Company to continue as a going concern is dependent on the Company’s ability to raise additional capital and implement its business plan. The financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern. Management intends to provide the Company with additional loans as needed and is seeking a merger target to implement its strategic plans. Management feels these actions provide the opportunity for the Company to continue as a going concern

Item 2.

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

The following discussion provides information which management believes is relevant to an assessment and understanding of our results of operations and financial condition. The discussion should be read along with our financial statements and notes thereto contained elsewhere in this Quarterly Report on Form 10-Q. The following discussion and analysis contains forward-looking statements, which involve risks and uncertainties. Our actual results may differ significantly from the results, expectations and plans discussed in these forward-looking statements.

Plan of Operation

We were organized as a vehicle to investigate and, if such investigation warrants, acquire a target company or business seeking the perceived advantages of being a publicly held corporation. Our principal business objective for the next three fiscal quarters and beyond such time will be to achieve long-term growth potential through a combination with a business rather than immediate, short-term earnings. We will not restrict our potential candidate target companies to any specific business, industry or geographical location and, thus, may acquire any type of business.

We do not currently engage in any business activities that provide cash flow. The costs of investigating and analyzing business combinations for the next two fiscal quarters and beyond such time will be paid with money in our treasury or with additional amounts, as necessary, to be loaned to or invested in us by our stockholders, management or other investors.

During the next two fiscal quarters we anticipate incurring costs related to filing of the Exchange Act reports. We believe we will be able to meet these costs through use of funds in our treasury and additional amounts, as necessary, to be loaned by or invested in us by our stockholders, management or other investors.

We are in the development stage and have negative working capital, negative stockholders’ equity and have not earned any revenues from operations to date. These conditions raise substantial doubt about our ability to continue as a going concern. We are currently devoting our efforts to locating merger candidates. Our ability to continue as a going concern is dependent upon our ability to develop additional sources of capital, locate and complete a merger with another company, and ultimately, achieve profitable operations.

We may consider as an acquisition target a business which has recently commenced operations, is a developing company in need of additional funds for expansion into new products or markets, is seeking to develop a new product or service, or is an established business which may be experiencing financial or operating difficulties, and is in need of additional capital. In the alternative, a business combination may involve the acquisition of, or merger with, a company which does not need substantial additional capital, but which desires to establish a public trading market for its shares, while avoiding, among other things, the time delays, significant expense, and loss of voting control which may occur in a public offering.

Our officers and directors have not had any preliminary contact or discussions with any representative of any other entity regarding a business combination with us. Any target business that is selected may be a financially unstable company or an entity in its early stages of development or growth, including entities without established records of sales or earnings. In that event, we will be subject to numerous risks inherent in the business and operations of financially unstable and early stage or potential emerging growth companies. In addition, we may effect a business combination with an entity in an industry characterized by a high level of risk, and, although our management will endeavor to evaluate the risks inherent in a particular target business, there can be no assurance that we will properly ascertain or assess all significant risks.

-12-

Our management anticipates that it will likely be able to effect only one business combination, due primarily to our limited financing and the dilution of interest for present and prospective stockholders, which is likely to occur as a result of our management’s plan to offer a controlling interest to a target business in order to achieve a tax-free reorganization. This lack of diversification should be considered a substantial risk in investing in us, because it will not permit us to offset potential losses from one venture against gains from another.

We anticipate that the selection of a business combination will be complex and extremely risky. Because of general economic conditions, rapid technological advances being made in some industries and shortages of available capital, our management believes that there are numerous firms seeking even the limited additional capital which we will have and/or the perceived benefits of becoming a publicly traded corporation. Such perceived benefits of becoming a publicly traded corporation include, among other things, facilitating or improving the terms on which additional equity financing may be obtained, providing liquidity for the principals of and investors in a business, creating a means for providing incentive stock options or similar benefits to key employees, and offering greater flexibility in structuring acquisitions, joint ventures and the like through the issuance of stock. Potentially available business combinations may occur in many different industries and at various stages of development, all of which will make the task of comparative investigation and analysis of such business opportunities extremely difficult and complex.

Results of Operation

We have not had any operating income since inception. For the ~~six~~nine months ended ~~December~~March 31, ~~2011~~2012 we incurred a net loss of $1519,~~132~~989 and since inception we have incurred a net loss of $3439,~~700~~557. Expenses from inception were comprised of costs mainly associated with legal, accounting and office expense.

Liquidity and Capital Resources

At ~~December~~March 31, ~~2011~~2012, we had no capital resources and we will need additional capital to continue operations for the next twelve months. We intend to rely upon the issuance of common stock and loans from shareholders to fund administrative expenses pending acquisition of an operating company. However, our shareholders are under no obligation to provide such funding.

Management anticipates seeking out a target company through solicitation. Such solicitation may include newspaper or magazine advertisements, mailings and other distributions to law firms, accounting firms, investment bankers, financial advisors and similar persons, the use of one or more World Wide Web sites and similar methods. No estimate can be made as to the number of persons who will be contacted or solicited. Management may engage in such solicitation directly or may employ one or more other entities to conduct or assist in such solicitation. Management and its affiliates will pay referral fees to consultants and others who refer target businesses for mergers into public companies in which management and its affiliates have an interest. Payments are made if a business combination occurs, and may consist of cash or a portion of the stock in the Company retained by management and its affiliates, or both.

As reflected in the accompanying unaudited condensed financial statements, the Company has a net loss of $3439,~~700~~557 from inception and a working capital deficit and stockholders’ deficiency of $2327,~~512~~435 at ~~December~~March 31, ~~2011~~2012 and used $2832,~~099~~503 of cash in operations from inception. This raises substantial doubt about its ability to continue as a going concern. The ability of the Company to continue as a going concern is dependent on the Company's ability to raise additional capital and implement its business plan. The financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.

Management believes that actions presently being taken to obtain additional funding and implement its strategic plans provide the opportunity for the Company to continue as a going concern.

During the ~~six~~nine months ended ~~December~~March 31, ~~2011~~2012 the principal stockholder loaned the Company $2,316 to pay expenses. As of ~~December~~March 31, ~~2011~~2012 the principal stockholder loaned the Company $9,017 to pay expenses. The note is due on demand and is non-interest bearing.

As of ~~December~~March 31, ~~2011~~2012, a related party loaned to the Company $1014,~~085~~488 to pay expenses. The note is due on demand and is non-interest bearing. An in-kind contribution of interest of $91725 was recorded on the loan.

~~-13-~~15

~~Recent~~Recently Issued Accounting Pronouncements

In December 2010, the FASB issued ASU No. ~~2011~~2010-~~03;~~29, ~~Reconsideration~~Disclosure of ~~Effective~~Supplementary ~~Control~~Pro Forma Information for ~~Repurchase~~Business ~~Agreements~~Combinations (“ASC 805”). In ~~April,~~The ~~2011,~~objective of this standard is to address diversity in practice about the ~~FASB~~interpretation ~~issued~~of ~~ASU~~the ~~No.~~pro ~~2011-03~~forma revenue and earnings disclosure requirements for business combinations. ~~The~~This ~~amendments~~standard inspecifies ~~this~~that ~~ASU~~if ~~remove~~a ~~from~~public ~~the~~entity ~~assessment~~presents ofcomparative ~~effective~~financial ~~control~~statements, the ~~criterion~~entity ~~relating~~should todisclose revenue and earnings of the ~~transferor’s~~combined ~~ability~~entity toas ~~repurchase~~though orthe ~~redeem~~business ~~financial~~combination(s) ~~assets~~that onoccurred ~~substantially~~during the ~~agreed~~current ~~terms,~~year ~~even~~had inoccurred as of the ~~event~~beginning of ~~default~~the bycomparable ~~the~~prior ~~transferee.~~annual ~~The~~reporting ~~amendments~~period inonly. ~~this~~This ~~ASU~~standard also ~~eliminate~~expands the ~~requirement~~supplemental pro forma disclosures under ASC 805 to ~~demonstrate~~include ~~that~~a description of the ~~transferor~~nature ~~possesses~~and ~~adequate~~amount ~~collateral~~of material, nonrecurring pro forma adjustments directly attributable to ~~fund~~the ~~substantially~~business ~~all~~combination included in the ~~cost~~reported pro forma revenue and earnings. This standard is effective prospectively for business combinations for which the acquisition date is on or after the beginning of ~~purchasing~~the ~~replacement~~first annual reporting period beginning on or after December 15, 2010. Early adoption is permitted. The adoption of ASU 2010-29 did not have an impact on our consolidated financial ~~assets~~statements.

~~The~~In ~~guidance~~December in2010, ~~this~~the FASB issued ASU isNo. ~~effective~~2010-28, ~~for~~Intangibles — Goodwill and Other (ASC 350): When to Perform Step 2 of the ~~first~~Goodwill ~~interim~~Impairment orTest ~~annual~~for ~~period~~Reporting ~~beginning~~Units onwith Zero or ~~after~~Negative ~~December~~Carrying ~~15, 2011~~Amounts. The ~~guidance~~objective ~~should~~of bethis ~~applied~~standard ~~prospectively~~is to ~~transactions~~address questions about entities with reporting units with zero or ~~modifications~~negative ofcarrying ~~existing~~amounts ~~transactions~~because some entities concluded that ~~occur~~Step on1 orof ~~after~~the test is passed in those circumstances because the ~~effective~~fair ~~date.~~value ~~Early~~of ~~adoption~~their reporting unit is ~~not~~greater ~~permitted~~than zero. The ~~Company~~amendments ~~will~~in ~~adopt~~this standard modify Step 1 of the ~~methodologies~~goodwill ~~prescribed~~impairment bytest ~~this~~for ~~ASU~~reporting byunits ~~the~~with ~~date~~zero ~~required~~or negative carrying amounts. For those reporting units, ~~and~~an ~~does~~entity ~~not~~is ~~anticipate~~required ~~that~~to perform Step 2 of the ~~ASU~~goodwill ~~will~~impairment ~~have~~test if it is more likely than not that a ~~material~~goodwill ~~effect~~impairment onexists. ~~its~~This ~~financial~~standard ~~position~~is oreffective ~~results~~for fiscal years, and interim periods within those years, beginning after December 15, 2010. Early adoption is not permitted. The adoption of ~~operations~~ASU 2010-28 did not have an impact on our consolidated financial statements.

~~ASU~~Off ~~No.~~Balance ~~2011-04;~~Sheet Amendments to Achieve Common Fair Value Measurement and Disclosure Requirements in U.S. GAAP and IFRSs. In May, 2011, the FASB issued ASU No. 2011-04. The amendments in this ASU generally represent clarifications of Topic 820, but also include some instances where a particular principle or requirement for measuring fair value or disclosing information about fair value measurements has changed. This ASU results in common principles and requirements for measuring fair value and for disclosing information about fair value measurements in accordance with U.S. GAAP and IFRSs. The amendments in this ASU are to be applied prospectively. For public entities, the amendments are effective during interim and annual periods beginning after December 15, 2011. Early application by public entities is not permitted.Items

~~The~~Under ~~Company will adopt~~ the ~~methodologies~~SEC ~~prescribed~~regulations, bywe ~~this~~are ~~ASU~~required byto ~~the~~disclose ~~date~~off-balance ~~required,~~sheet ~~and~~arrangements ~~does~~that ~~not~~have ~~anticipate~~or ~~that~~are ~~the~~reasonably ~~ASU~~likely ~~will~~to have a ~~material~~current or future effect on ~~its~~our financial ~~position~~condition, such as changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that are material to investors. An off-balance sheet arrangement means a transaction, agreement or contractual arrangement to which any entity that is not consolidated with us is a party, under which we have:

~~ASU~~• ~~No.~~any ~~2011-05;~~obligation ~~Amendments~~under tocertain ~~Topic~~guarantee ~~220~~contracts, Comprehensive Income. In June, 2011, the FASB issued ASU No. 2011-05. Under the amendments in this ASU, an entity has the option to present the total of comprehensive income, the components of net income, and the components of other comprehensive income either in a single continuous statement of comprehensive income or in two separate but consecutive statements. In both choices, an entity is required to present each component of net income along with total net income, each component of other comprehensive income along with a total for other comprehensive income, and a total amount for comprehensive income. This ASU eliminates the option to present the components of other comprehensive income as part of the statement of changes in stockholders' equity. The amendments in this ASU do not change the items that must be reported in other comprehensive income or when an item of other comprehensive income must be reclassified to net income.

~~The~~• ~~amendments~~any inretained ~~this~~or ~~ASU~~contingent ~~should~~interest bein ~~applied~~assets ~~retrospectively.~~transferred ~~For~~to ~~public~~an ~~entities,~~unconsolidated ~~the~~entity ~~amendments~~or ~~are~~similar ~~effective~~arrangement ~~for~~that ~~fiscal~~serves ~~years,~~as ~~and interim periods within those years~~credit, ~~beginning~~liquidity ~~after~~or ~~December~~market ~~15,~~risk ~~2011.~~support ~~Early adoption is permitted, because compliance with the amendments is already permitted. The amendments do not require any transition disclosures. Due~~ to ~~the~~that ~~recency~~entity offor ~~this~~such ~~pronouncement~~assets, ~~the Company is evaluating its timing of adoption of ASU 2011-05, but will adopt the ASU retrospectively by the due date.~~

On• ~~September~~any ~~15,~~obligation ~~2011,~~under ~~the~~a ~~FASB~~contract ~~issued~~that ~~ASU 2011-08, Intangibles – Goodwill and Other, which simplifies how an entity is required to test goodwill for impairment. This ASU~~ would ~~allow an entity to first assess qualitative factors to determine whether it is necessary to perform the two-step quantitative goodwill impairment test. Under the ASU, an entity would not~~ be ~~required~~accounted tofor ~~calculate~~as ~~the fair value of~~ a ~~reporting~~derivative ~~unit unless the entity determines~~instrument, ~~based~~except ~~on a qualitative assessment,~~ that it is ~~more~~both ~~likely~~indexed ~~than not that its fair value is less than its carrying amount. The ASU includes a number of factors~~ to ~~consider~~our instock ~~conducting the qualitative assessment. The ASU is effective for annual~~ and ~~interim~~classified ~~goodwill~~in ~~impairment~~shareholder ~~tests~~equity ~~performed~~in ~~for~~our ~~fiscal~~statement ~~years beginning after December 15, 2011. Early adoption is permitted. This standard is not expected to have a material impact on the Company’s reported results~~ of ~~operations or~~ financial position ., and

~~-14-~~• any obligation arising out of a material variable interest held by us in an unconsolidated entity that provides financing, liquidity, market risk or credit risk support to us, or engages in leasing, hedging or research and development services with us.

We do not have any off-balance sheet arrangements that we are required to disclose pursuant to these regulations. In the ordinary course of business, we enter into operating lease commitments, purchase commitments and other contractual obligations. These transactions are recognized in our financial statements in accordance with generally accepted accounting principles in the United States.

Critical Accounting Policies

WeSee ~~have~~“Note ~~identified~~1. ~~the~~Summary ~~policies~~of ~~outlined~~Significant ~~below~~Accounting asPolicies ~~critical to our business operations~~ and anOrganization” ~~understanding~~in of“Item ~~our results of operations~~1. ~~The~~Financial ~~list~~Statements” isherein ~~not~~for ~~intended to be~~ a ~~comprehensive~~discussion ~~list~~ of ~~all~~the ofcritical ~~our~~ accounting policies. Inand ~~many~~estimates ~~cases,~~adopted ~~the accounting treatment of a particular transaction is specifically dictated by accounting principles generally accepted~~ in ~~the~~this ~~United~~Quarterly ~~States,~~Report ~~with~~on noForm ~~need for management's judgment in their application~~10-Q.

~~The~~Item ~~Company accounts for income taxes under FASB Codification Topic 740-10-25 (“ASC 740-10-25”)~~3. ~~Under~~ ~~ASC~~Quantitative ~~740-10-25, deferred tax assets~~ and ~~liabilities~~Qualitative ~~are~~Disclosures ~~recognized~~about ~~for~~Market ~~the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases~~Risk. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. Under ASC 740-10-25, the effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date.

Off Balance Sheet Transactions

None.

Item 3. Quantitative and Qualitative Disclosures About Market Risk

Smaller reporting companies are not required to provide the information required by this item.

Item 4.

Controls and Procedures

Disclosure ~~controls~~Controls and ~~procedures.~~Procedures

Pursuant to Rule 13a-15(b) under the Securities Exchange Act of 1934 (“Exchange Act”), the Company carried out an evaluation, with the participation of the Company's management, including the Company's Chief Executive Officer (“CEO”) and Chief Financial Officer (“CFO”),of the effectiveness of the Company's disclosure controls and procedures (as defined under Rule 13a-15(e) under the Exchange Act) as of the end of the period covered by this report. Based upon that evaluation, the Company's CEO and CFO concluded that that there is a material weakness in internal control due to the fact that we do not have accounting personnel with sufficient knowledge, experience and training in U.S. ~~GAAP~~generally accepted accounting principles (GAAP) standards, and therefore disclosure controls and procedures are not effective in providing reasonable assurance that information required to be disclosed in our reports under the Exchange Act is recorded, processed, summarized and reported within the time periods prescribed by SEC rules and regulations, and that such information is accumulated and communicated to our management to allow timely decisions regarding required disclosure.

Material Weakness

During the assessment of the effectiveness of internal control over financial reporting as of ~~December~~March 31, ~~2011~~2012, our management identified a material weakness related to the lack of requisite U.S. ~~generally accepted accounting principles (~~GAAP) expertise of our ~~Chief~~CFO ~~Financial Officer~~ and our internal ~~bookkeeper~~accountants. ~~We do not have accounting personnel with sufficient knowledge, experience and training in U.S. GAAP standards.~~ This could result in us being unable to fully identify and resolve certain accounting and disclosure issues that could lead to a failure to maintain effective controls over preparation, review, and approval of certain significant account reconciliation from Chinese GAAP to U.S. GAAP.

Remedial Measures

In order to mitigate the material weakness, we have engaged an outside accounting consultant to assist us in the preparation of our financial statements to ensure that these financial statements are prepared in conformity to U.S. GAAP. This outside accounting consultant is a certified public accountant in the U.S. and has significant experience in the preparation of financial statements in conformity with U.S. GAAP. We believe that the engagement of this consultant will lessen the possibility that a material misstatement of our annual or interim financial statements will not be prevented or detected on a timely basis,. ~~and~~We we will continue to monitor the effectiveness of this action and make any changes that our management deems appropriate. We expect to continue to rely on this outside consulting arrangement to supplement our internal accounting staff for the foreseeable future. Until such time as we hire the proper internal accounting staff with the requisite U.S. GAAP experience, however, it is unlikely we will be able to remediate the material weakness in our internal control over financial reporting.

Changes in ~~internal~~Internal ~~control~~Control over ~~financial~~Financial ~~reporting.~~Reporting

There ~~were~~have been no changes ~~that~~in ~~occurred~~the toCompany’s ~~our~~ internal control over financial reporting during the ~~quarter~~last quarterly period covered by this ~~Quarterly~~report ~~Report on Form 10-Q~~ that ~~has~~have materially affected, or are reasonably likely to materially affect, ~~our~~the Company’s internal control over financial reporting.

~~-15-~~17

PART II - OTHER INFORMATION

Item 1.

Legal Proceedings.

None.

Item 1A.

Risk Factors

Smaller reporting companies are not required to provide the information required by this item.

Item 2.

Unregistered Sales of Equity Securities and Use of Proceeds

None.

Item 3.

Defaults Upon Senior Securities.

None.

Item 4. ~~(Removed~~Mine ~~and~~Safety ~~Reserved).~~Disclosures

~~Item~~The 5.Company ~~Other~~is ~~Information~~not required to provide disclosures required by this Item.

Item 5.

Other Information

None.

Item 6. Exhibits.

(a) Exhibits

Exhibit Number		Description
31.1*		Certification of the Principal Executive Officer and Principal Financial Officer pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1+		Certification of the Principal ~~Executrive~~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.
101.INS**		XBRL Instance Document
101.SCH**		XBRL Taxonomy Extension Schema Document
101.CAL**		XBRL Taxonomy Extension Calculation Linkbase Document.
101.DEF**		XBRL Taxonomy Extension Definition Linkbase Document.
101.LAB**		XBRL Taxonomy Extension Label Linkbase Document.
101.PRE**		XBRL Taxonomy Extension Presentation Linkbase Document.

*Filed with this report.

**Furnished and not filed or a part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, as amended, deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and otherwise not subject to liability under these sections.

+In accordance with SEC Release 3308238, Exhibit 32.1 is being furnished with this report.

~~-16-~~18

SIGNATURES

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 thereunto duly authorized.

Signature	Title	Date
/s/ Hua Zhang	President, Chief Executive Officer, and Chief Financial Officer	~~February~~May 115, 2012
Hua Zhang	(Duly ~~Authorized~~authorized ~~Officer~~officer, ~~Principal~~principal ~~Executive~~executive ~~Officer~~officer and ~~Principal~~principal ~~Financial~~financial ~~Officer~~officer)

~~-17-~~19

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