UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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 endedSeptember 30,December 31, 2011or

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

orFor the transition period from __________to __________ to __________

Commission File Number:000-52276

NEWS OF CHINA INC.W&E Source Corp.

(Exact name of registrant as specified in its charter)

Delaware Intercorp, Inc., 113 Barksdale Professional Center, Newark, DE 19711

(Address of principal executive offices) (Zip Code)

(450) 443-1153(302) 722-6266

(Registrant’s telephone number, including area code)

1855 Tallyrand, Suite 203A, Brossard, Quebec, Canada, J4W 2Y9News of China, Inc.

(Former name former address and former fiscal year, if changed since last report)of Registrant)

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 [   ]

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 [   ]

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.

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

APPLICABLE ONLY TO CORPORATE ISSUERS

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date: 25,900,000
47,900,000 shares of common stock issued and outstanding as of November 10, 2011

iFebruary 8, 2012.

TABLE OF CONTENTS

- ii -

PART I – FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS News of China Inc. (A Development Stage Company) Financial Statements (Unaudited) Contents   Balance SheetsW&E Source Corp. (A Development Stage Company) Financial Statements (Unaudited)   Contents Consolidated Balance Sheets Consolidated Statements of Operations and Comprehensive Loss Consolidated Statements of Cash Flows Notes to Consolidated Financial Statements 1 W&E Source Corp. (Formerly News of China, Inc.) (A Development Stage Company) Consolidated Balance Sheets (Unaudited)     December 31,     June 30,       2011     2011                 Assets             Current Assets:             Cash $  65,831   $  14,013   Prepaid assets   992     -   Other receivables   161     -        Total current assets   66,984     14,013   Deposit   4,000     -                 Total assets $  70,984   $  14,013                 Liabilities and Shareholders’ Deficit             Liabilities:             Account payable and accrued liabilities $  9,367   $  5,878   Accounts payable, related parties   6,769     -   Advances from related parties   125,920     30,033                 Total liabilities   142,056     35,911                 Shareholders' deficit:             Common stock, $0.0001 par value, 500,000,000 shares      authorized, 25,900,000 shares issued and outstanding   2,590     2,590   Additional paid-in capital   173,695     173,695   Accumulated other comprehensive income   1,734     1,677   Deficit accumulated during the development stage   (249,091 )   (199,860 )               Total shareholders’ deficit   (71,072 )   (21,898 )               Total liabilities and shareholders’ deficit $  70,984   $  14,013   2 W&E Source Corp. (Formerly News of China, Inc.) (A Development Stage Company) Consolidated Statements of Operations and Comprehensive Loss (Unaudited)                             From                               Inception                               (October 11,       For the Three     For the Three     For the Six     For the Six     2005) to       Months Ended     Months Ended     Months Ended     Months Ended     December       December 31,     December 31,     December 31,     December 31,     31,       2011     2010     2011     2010     2011   Revenues $  -   $  -   $  -   $  -   $  -                                   Expenses                                    General and administrative expenses   39,275     1,470     49,162     6,527     253,363   Other (income) expense:                                    Foreign currency exchange (gain) loss   -     502     69     691     (3,125 )      Interest income   -     -     -     -     (1,147 ) Net loss   (39,275 )   (1,972 )   (49,231 )   (7,218 )   (249,091 ) Other comprehensive income                                    Cumulative foreign currency translation adjustment   79     457     57     1,054     1,734   Comprehensive loss $  (39,196 ) $  (1,515 ) $  (49,174 ) $  (6,164 ) $  (247,357 ) Basic and diluted weighted average number of shares outstanding   25,900,000     25,900,000     25,900,000     25,900,000         Basic and diluted loss per share $  (0.00 ) $  (0.00 ) $  (0.00 ) $  (0.00 )       3 W&E Source Corp. (Formerly News of China, Inc.) (A Development Stage Company) Consolidated Statements of Cash Flows (Unaudited)     For the six     For the six     From Inception       months ended     months ended     (October 11, 2005) to     December 31,     December 31,     December 31,       2011     2010     2011   Cash flows from:                        Operating activities                        Net loss $  (49,231 ) $  (7,218 ) $  (249,091 )      Adjustments to reconcile net loss to net cash used in operating activities:                      Change in operating assets and liabilities:                                Prepaid assets   (992 )   -     (992 )              Other receivables   (161 )   -     (161 )              Deposit   (4,000 )   -     (4,000 )              Accounts payable and accrued liabilities   3,489     (622 )   9,367                Accounts payable, related parties   6,769     -     6,769        Net cash used in operating activities   (44,126 )   (7,840 )   (238,108 )                          Financing activities                                Proceeds from advances-related parties   100,000     100     130,033                Repayment of loans payable, shareholders   (4,113 )   -     (4,113 )              Proceeds from capital stock issuance   -     -     176,285        Net cash provided by financing activities   95,887     100     302,205                                    Cumulative translation adjustment   57     1,054     1,734                            Net change in cash   51,818     (6,686 )   65,831                Beginning of period   14,013     28,601     -                End of period $  65,831   $  21,915   $  65,831                            Supplemental Information:                                Income tax paid $  -   $  -   $  -                Interest paid $  -   $  -   $  -   4 W&E Source Corp. (Formerly News of China, Inc.) (A Development Stage Company) Notes to Consolidated Financial Statements (Unaudited) - 1 - News of China Inc. (A Development Stage Company) Balance Sheets (Unaudited)     September 30,     June 30,       2011     2011                 Assets              Cash $ 4,201   $ 14,013                 Total assets $ 4,201   $ 14,013                 Liabilities and Shareholders’ Deficit             Liabilities:              Accrued liabilities $ 6,044   $ 5,878    Loan payable, shareholders   30,033     30,033                 Total liabilities   36,077     35,911                 Shareholders' deficit:              Common stock, $0.0001 par value, 25,900,000 shares authorized, 25,900,000 shares issued and outstanding   2,590     2,590    Additional paid-in capital   173,695     173,695    Accumulated other comprehensive income   1,655     1,677    Deficit accumulated during the development stage   (209,816 )   (199,860 )               Total shareholders’ deficit   (31,876 )   (21,898 )               Total liabilities and shareholders’ deficit $ 4,201   $ 14,013   - 2 - News of China Inc. (A Development Stage Company) Statements of Operations and Comprehensive Loss (Unaudited)     For the three     For the three             months ended     months ended     From Inception       September 30,     September 30,     (October 11, 2005) to     2011     2010     September 30, 2011   Revenues   NIL     NIL     NIL                       Expenses                                General and administrative expenses $ 9,887   $ 5,057   $ 214,088                Foreign currency exchange loss   69     189     (3,125 )              Interest   -     -     (1,147 )     9,956     5,246     209,816   Net loss   (9,956 )   (5,246 )   (209,816 ) Other comprehensive income                                Cumulative translation adjustment   (22 )   597     1,655   Comprehensive loss $ (9,978 ) $ (4,649 ) $ (208,161 ) Basic and diluted weighted average number ofshares outstanding   25,900,000     25,900,000       Basic and diluted loss per share   (0.00 )   (0.00 )       - 3 - News of China Inc. (A Development Stage Company) Statements of Cash Flows (Unaudited)     For the three     For the three     From Inception       months ended     months ended     (October 11,       September 30,     September 30,     2005) to     2011     2010     September 30,                   2011   Cash flows from:                                Operating activities                                Net loss $ (9,956 ) $ (5,246 ) $ (209,816 )               Adjustments to reconcile net loss to cash used in operating activities:                                     Accrued expenses   166     4,689     6,044              Cash used inoperating activities   (9,790 )   (557 )   (203,772 )                                  Financing activities                                  Loans payable, shareholders   -     100     30,033                  Capital stock issuance   -     -     176,285              Cash provided by financing activities   -     100     206,318                                      Cumulative translation adjustment   (22 )   597     1,655                                Net Change in cash   (9,812 )   140     4,201                Beginning of period   14,013     28,601     -                End of period $ 4,201   $ 28,741   $ 4,201                                Supplemental Information:                                Income tax paid $ -   $ -   $ -                Interest paid   -     -     -   - 4 - News of China Inc. (A Development Stage Company) Notes to Financial Statements (Unaudited) Note 1 – Organization, Nature of Operations and Basis of Presentation The CompanyW&E Source Corp. (“the Company”) was incorporated in the State of Delaware on October 11, 2005 and is based in Montréal, Québec, Canada. The Company is a development stage enterprise and its main activities to date have been developing a market for its services. In January 2012, the Company changed its name from News of China, Inc. to W&E Source Corp. and increased its authorized shares to 500,000,000 shares. On August 25, 2011, the Company incorporated a company called Airchn Travel Global, Inc. (“ATGI”) in the State of Washington, USA. ATGI is a wholly owned subsidiary of the Company. ATGI focuses on a business segment of travel businesses which includes air ticket reservations, hotel reservations and other travel services. On October 4, 2011, the Company incorporated a company called Airchn Travel (Canada) Inc. (“ATCI”) in the Province of British Columbia, Canada. ATCI is a wholly owned subsidiary of ATGI. ATCI has a similar business segment as ATGI. The accompanying unaudited interim financial statements as of June 30,December 31, 2011 and December 31, 2010 and for the three and six months ended June 30,December 31, 2011 and 2010 have been prepared in accordance with accounting principles generally accepted in the United States of America ("US GAAP") for interim financial information, and pursuant to the instructions to Form 10-Q and Article 8 of Regulation S-X of the Securities and Exchange Commission ("SEC") and on the same basis as the annual audited financial statements. The financial statements as of and for the three and six months ended June 30,December 31, 2011 and 2010 are unaudited. In the opinion of the management, these financial statements included all adjustments, which, unless otherwise disclosed, are of a normal recurring nature, necessary for a fair presentation of the financial position, results of operations, and cash flows for the period presented. The results for interim periods are not necessary indicative of results for the entire year. The balance sheet at December 31, 2010June 30, 2011 has been derived from audited financial statements; however, the notes to the financial statements do not include all of the information and notes required by accounting principles generally accepted in the United States of America for complete financial statements. The accompanying unaudited interim financial statements should be read in conjunction with the financial statements and notednotes thereto included in the audited financial statements presented elsewhere herein.filed with the SEC on Form 10K. Principles of Consolidation.The consolidated statements include the accounts of the Company and its wholly owned subsidiaries, ATGI and ATCI. All inter-company transactions and balances were eliminated. Use of Estimates.The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the financial statements and the reported amounts of revenues and expense during the period. Actual results could differ from those estimates. Subsequent Events.The Company evaluated events subsequent to September 30,December 31, 2011 through the date of the financial statements were issued and no items required additional disclosure.issued. 5 Note 2 – Going Concern As reflected in the accompanying financial statements, the Company has an accumulated deficit of $209,816,$249,091, and a net loss for the three-monthsix-month periods ended September 30,December 31, 2011 and 2010 of $9,956$49,231 and $5,246,$7,218, respectively. Also, the Company currently does not have any business activities to generate funds for its own operations. These factors raise substantial doubt about our ability to continue as a going concern. The Company’s ability to continue as a going concern is dependent on its ability to raise additional capital and implement its business plan. These financial statements do not include any adjustments to the recoverability and classification of recorded asset amounts and classification of liabilities that might be necessary should the Company be 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. - 5 -Note 3 – Related Parties Mrs. Hong Ba serves as the Chief Executive Officer and Director of the Company. Mr. Feng Li, the husband of Mrs. Ba, is the owner of the Canada Airchn Financial Inc. (“CAFI”). For the six months ended December 31, 2011, ATCI accrued $2,400 expense for office rent from CAFI. Rent payable to CAFI was $2,353 as of December 31, 2011. At December 31, 2011, the Company has a payable of $4,416 to Mr. Li, which includes his advance to ATGI on September 28, 2011 and his reimbursable expenses. At December 31, 2011, the Company received an investment advance of $100,000 from Mrs. Ba. The advance includes $50,000 to ATGI on October 12, 2011 and $50,000 to ATCI on October 14, 2011. The advances bear no interest and are due on demand. Subsequent to December 31, 2011, these advances were converted to the consideration for Mrs. Ba’s subscription of the Company’s common stock. See Note 5. Mr. Chen Xi Shi, the Chief Financial Officer and Director of the Company, makes advances to the Company from time to time for the Company’s operations. These advances are due on demand and are non-interest bearing. As of December 31, 2011 and 2010, the Company had payables to Mr. Chen Xi Shi in the amount of $25,920 and $30,033, respectively. Note 4 – Commitment and Contingencies The Company leases office space under an operating lease commenced on November 11, 2011. The office lease provides for escalated lease payments through the five-year term, which expires on October 31, 2016. For the six months ended December 31, 2011, the Company recorded rent expense of $3,571 under the terms of the lease on a straight-line basis. The Company has recorded accrued liabilities of $3,571 related to this lease as of December 31, 2011. The following is a schedule by years of future minimum rental payments required under the operating lease as of December 31, 2011. Year ending June 30,   Amount   2012 $  8,730   2013   21,441   2014   22,191   2015   22,968   2016   23,772   2017 and thereafter   8,014   Total $  107,116   6 The Company paid additional operating costs separately defined by the lease of $728 for the six months ended December 31, 2011. Note 5 – Subsequent Events On January 17, 2012, the Company filed a Certificate of Amendment to its Certificate of Incorporation to change its name from News of China Inc. to W& E Source Corp. and to increase its total authorized shares to 500,000,000, par value $0.0001 per share. As a result of the name change, the Company’s listing symbol on OTCQB is also changed to WESC, effective January 20, 2012. On January 23, 2012, the Company entered into a Stock Purchase Agreement with Mrs. Ba, pursuant to which the Company agreed to issue up to 22,000,000 shares of the Company’s common stock to Ms. Ba for an aggregate purchase price of $630,000 approximately (RMB 4,000,000). The shares purchased pursuant to the Stock Purchase Agreement are subject to a lock-up period of 5 years. 7 ITEM 2 MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Forward Looking Statements This report contains forward-looking statements. These statements relate to future events or our future financial performance. In some cases, you can identify forward-looking statements by terminology such as “may”, “should”, “expects”, “plans”, “anticipates”, “believes”, “estimates”, “predicts”, “potential” or “continue” or the negative of these terms or other comparable terminology. These statements are only predictions and involve known and unknown risks, uncertainties and other factors, including the risks in the section entitled “Risk Factors” beginning on page 9, that may cause our company’s or our industry’s actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by these forward-looking statements. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance or achievements. Except as required by applicable law, including the securities laws of the United States, we do not intend to update any of the forward-looking statements to conform these statements to actual results. Our financial statements are stated in United States dollars (US$) and are prepared in accordance with United States generally accepted accounting principles. In this quarterly report, unless otherwise specified, all references to “common shares” refer to the common shares of our capital stock. As used in this quarterly report, the terms “we”, “us”, “our”, “News of China”“W&E Source Corp.”, “the Company” means News of China Inc.W&E Source Corp., unless otherwise indicated. Corporate Overview We are a development stage company incorporated in Delaware on October 11, 2005. Our principal business until recently has been to provide an online financial media outlet for researching China-related stocks. This media outlet providesprovided financial news and commentary, online video broadcasting, and other information for researching China-related stocks. China-related stocks refer to the stocks issued by companies whose main operations are located in China. In our online financial media outlet, we provided financial news and commentary, online video broadcasting, and other information for researching China-related stocks listed on the United States and Canadian stock markets. “China-related stocks” refer However, due to stock issued by companies whose main operations are located in China. Due to the inefficiency of China’s capital markets, more and more China-related companies are seeking avenues to access the public markets in the United States and Canada to raise capital needed to cope with China’s fast growing economy. Stock exchanges in the United States and Canada have also expressed interest in attracting more Chinese companies. We finished our online financial media outlet software development in August, 2006,problems and our media outlet became operational online at www.newsofchina.com in August 2006. Since the successful launch of our online financial media outlet,other difficulties, we updated the contents of our online financial media outlet with relevant news updates, editorials and market analyses relating to public companies with business operations in China. In addition to Mr. Chenxi Shi and Mr. Zibing Zhang, we also engaged additional part time staff members to help us gather relevant financial information for the contents of our online financial media outlet. In December of 2006, Messrs. Zhang and Shi traveled to China to promote our business with the investment community there. During this trip, Messrs. Zhang and Shi attended meetings with candidates who can assist us to gather and collect relevant financial information in China on Chinese reporting companies. Messrs. Zhang and Shi also met with individuals from Beijing University to discuss the possibility of organizing an investor relations forum at Beijing University and to promote the benefits of our online media outlet to the attendees. - 6 - Our online financial media outlet has experienced software difficulty and is currentlywere not operational. We are working on fixing the software problem for our online financial media outlet but we are unsure when we can have it operational again. In August 2007, we started the incorporation process of incorporating a wholly owned subsidiary in China called News of China (Beijing) Management Consultants Co., Ltd. We paid the initial capital registration fee of $30,000 as required under Chinese company law. However, the further capital contribution in the amount of $120,000 was too onerous for our company at this early development stage, so we decided not to invest the remaining $120,000 and cancelled the incorporation process. The $30,000 advance was refunded to our company and the incorporation of our subsidiary was cancelled. In our management’s opinion, we have not been able to achieve the milestones we set to fully implement our business operations. Because we have not been able to generate revenues from ouroperations in online financial media outlet and we have little working capital remained,for researching China-related stocks. In July 2011, the Company’s new management team began re-evaluating our management has decided to suspend the implementation of our current business plan until such time when we are ableand determined that it would be in the best interest of the Company to obtain further financing. We anticipate that we will need to raise between $2,000,000 and $2,500,000 in additional financing through sales of our securities in traditional private placement offerings or other types of private placement transactions such as Private Investment in Public Equity (“PIPE”) before we can continue implementing our current business plan. Alternatively, we may decide to pursuetake a new business direction. In the new business model, the Company will serve as an incubator for innovative enterprises across various industries with diverse practices. The Company will identify such enterprises and acquire them through various business combination transactions. As an incubator, the Company will provide the necessary assistance and environment for the acquired businesses to grow with the eventual goal of spinning them off as independent publicly reporting entities. The Company has identified the global tourism market as its first investment target. As it currently exists, the tourism industry is fragmented into various geographic regions. We believe that approaching this industry from a global perspective is an emerging market with tremendous growth potential. We plan to set up and/or acquire offices in various regions of the world and through them, develop the local tourism industry and expand our local tourism market. Ultimately, we plan to unify and manage our regional offices and to market our global services through the internet. 8 We have recently set up two subsidiaries, Airchn Travel Globla, Inc. in Seattle, Washington (“ATGI”) and Airchn Travel (Canada) Inc., in Vancouver, British Columbia in Canada (“ATCI”). We are also currently setting up a different directionsubsidiary in Beijing, China. We plan to set up additional subsidiaries in Hong Kong, Macau, Taiwan, Japan and Korea in the near future. We will eventually engage in services such as, airline and cruise ticketing, customized and packaged tours, travel blogs, travel magazines, sales of travel related merchandise, group hotel reservations, business travel arrangements, conference travel arrangements, car rental and admission ticket sale for local tourist attractions. As per of our new business plan, we will continue to explore other thanbusiness growth opportunities, regardless of industry, in order to diversify our current business plan.operations and investments. In order to reflect our new business plan better, on January 17, 2012, the Company filed a Certificate of Amendment to its Certificate of Incorporation with the Secretary of State of Delaware to changed its name from New of China, Inc. to W&E Source Corp. In connection the name change, our listing symbol on the OTCQB also changed from “NWCH” to “WESC.” Our new website which is currently under construction can be accessed atwww.wescus.com. In addition, the Company also increased its total authorized shares to 500,000,000 to anticipate future financing through the issuance of our equity or convertible debt to finance our business. Results of Operations The following summary of our results of operations should be read in conjunction with our unaudited financial statements for the fiscal quarter ended September 30,December 31, 2011 and 2010. Three and Six Months Ended December 31, 2011 and 2010 which are included herein.   For the three     For the three     For the Three     For the Three     months ended     months ended     Months Ended     Months Ended     September 30,     September 30,     December 31,     December 31,     2011     2010     2011     2010   Revenues   NIL     NIL   $  -   $  -                           Expenses                         General and administrative expenses $ 9,887   $ 5,057     39,275     1,470   Foreign currency exchange loss   69     189     -     502     39,275     1,972   Net loss $ 9,956   $ 5,246   $  (39,275 ) $  (1,972 ) 9     For the Six     For the Six       Months Ended     Months Ended       December 31,     December 31,       2011     2010   Revenues $  -   $  -                 Expenses                      General and administrative expenses   49,162     6,527            Foreign currency exchange loss   69     691       49,231     7,218   Net loss $  (49,231 ) $  (7,218 ) Revenues We have not generated any revenues from operations since our inception and we did not generate any revenues from operations in the three months ended September 30, 2011 and 2010.inception. Expenses Expenses for the three and six months ended September 30,December 31, 2011 increased by 95.51%$37,303 and $42,013 over the same period in 2010 primarily because of the increases in professional fees related to legal and accounting.accounting as well as general and administrative expenses to establish ATGI and ATCI. Liquidity and Capital Resources Our financial condition for the fiscal quarter ended September 30,December 31, 2011 and the changes between those periods for the respective items are summarized as follows: Working Capital   September 30, 2011     June 30, 2011     December 31, 2011     June 30, 2011   Current Assets $  4,201   $  14,013   $  66,984   $  14,013   Current Liabilities   36,077     35,911     142,056     35,911   Working Capital $  (31,876 ) $  (21,898 ) Working Capital Deficit $  (75,072 ) $  (21,898 ) - 7 - Our working capital deficit increased by 45.56%343% since the previous fiscal year ended June 30, 2011 because we have not generated any revenues and have continued to incurredincur expenses to maintaindevelop our Company’s operations. Cash Flows Cash Used in Operating Activities For the threesix months ended September 30,December 31, 2011, our cash used in operating activities stayed at a similar levelincreased by $36,286 from $7,840 for the same period of previous year. The increase is mainly due to the increases in professional fees related to legal and accounting as well as general and administrative expenses to establish ATGI and ATCI. 10 Cash Provided by Financing Activities For the threesix months ended September 30,December 31, 2011, there were no cash flowswe received a $100,000 advance from the financing activities.our CEO and repaid $4,113 for a loan from one of our shareholders. For the threesix months ended September 30,December 31, 2010, we received a $100 advance from one of our shareholders. Cash Requirements Over the next 12 months12-months ending September 30,December 31, 2012, we anticipate that we will incur the following operating expenses: Expense   Amount   General and administrative $  24,000   Professional fees   30,000   Foreign currency exchange loss   6,000   Total $  60,000   Management believes that our company’s cash will not be sufficient to meet our working capital requirements for the next 12 month period. Should this prove to be the case, our company plans to raise the capital required to satisfy our immediate short-term needs and additional capital required to meet our estimated funding requirements for the next 12 months primarily through the private placement of our equity securities. There is no assurance that our company will be able to obtain further funds required for our continued working capital requirements. There is substantial doubt about our ability to continue as a going concern as the continuation of our business is dependent upon the continued financial support from our shareholders, our ability to obtain necessary equity financing to continue operations, and achieving a profitable level of operations. The issuance of additional equity securities by us could result in a significant dilution in the equity interests of our current stockholders. Obtaining commercial loans, assuming those loans would be available, will increase our liabilities and future cash commitments. In addition to the issues set out above regarding our ability to raise capital, global economies are currently undergoing a period of economic uncertainty related to the tightening of credit markets worldwide. This has resulted in numerous adverse effects, including unprecedented volatility in financial markets and stock prices, slower economic activity, decreased consumer confidence and commodity prices, reduced corporate profits and capital spending, increased unemployment, liquidity concerns and volatile but generally declining energy prices. We anticipate that the current economic conditions and the credit shortage will adversely impact our ability to raise financing. In addition, if the future economic environment continues to be less favorable than it has been in recent years, we may experience difficulty in completing our current business plan. - 8 - Off Balance Sheet Arrangements We have no significant off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that is material to stockholders. 11 Recently Issued Accounting Standards We continue to assess the effects of recently issued accounting standards. The impact of all recently adopted and issued accounting standards has been disclosed in the Footnotes to the financial statements. ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK Not Applicable. ITEM 4(T).4. CONTROLS AND PROCEDURES. Disclosure Controls and Procedures We maintain “disclosure controls and procedures”, as that term is defined in Rule 13a-15(e), promulgated by the Securities and Exchange Commission pursuant to the Securities Exchange Act of 1934, as amended. Disclosure controls and procedures include controls and procedures designed to ensure that information required to be disclosed in our company’s reports filed under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms, and that such information is accumulated and communicated to our management, including our principal executive officer and principal accounting officer to allow timely decisions regarding required disclosure. As required by paragraph (b) of Rules 13a-15 under the Securities Exchange Act of 1934, our management, with the participation of our principal executive officer and principal financial officer, evaluated our company’s disclosure controls and procedures as of the end of the period covered by this quarterly report on Form 10-Q. Based on this evaluation, our management concluded that as of the end of the period covered by this quarterly report on Form 10-Q, our disclosure controls and procedures were not effective due to the material weaknesses described in Management's Report on Internal Control over Financial Reporting contained in the Company’s 2011 Annual Report on Form 10-K. Changes in Internal Control over Financial Reporting There were no changes in our internal control over financial reporting during the firstsecond quarter of our fiscal year ending SeptemberJune 30, 2012 that have materially affected, or are reasonably likely to materially affect our internal control over financial reporting. PART II – OTHER INFORMATION ITEM 1. LEGAL PROCEEDINGS. We know of no material, active or pending legal proceedings against our company, nor are we involved as a plaintiff in any material proceeding or pending litigation. There are no proceedings in which any of our directors, officers or affiliates, or any registered or beneficial shareholder, is an adverse party or has a material interest adverse to our interest. ITEM 1A. RISK FACTORS Our common shares are considered speculative. Prospective investors should consider carefully the risk factors set out below. - 9 -12 Risks Related To Our CompanyBusiness TheOur revenue will be derived from the global travel industry and a prolonged or substantial decrease in global travel volume, as well as other industry trends, could adversely affect us. Our revenue is derived from the global travel industry. As a result, our revenue is directly related to the overall level of travel activity, and is therefore significantly impacted by declines in, or disruptions to, travel in any region due to factors entirely outside of our control. Such factors include: global security issues, political instability, acts or threats of terrorism, hostilities or war and other political issues that could adversely affect global air travel volume; epidemics or pandemics, such as H1N1 “swine” flu, avian flu and Severe Acute Respiratory Syndrome (“SARS”); natural disasters, such as hurricanes, volcanic activity and resulting ash clouds, earthquakes and tsunamis, such as the recent disaster in Japan; general economic conditions, particularly to the extent that adverse conditions may cause a decline in travel volume, such as the crisis in the global credit and financial crisis has had,markets, diminished liquidity and may continuecredit availability, declines in consumer confidence and discretionary income, declines in economic growth, increases in unemployment rates and uncertainty about economic stability; the financial condition of travel suppliers, including airlines and hotels, and the impact of any changes such as airline bankruptcies or consolidations on the cost and availability of air travel and hotel rooms; changes to laws and regulations governing the airline and travel industry and the adoption of new laws and regulations detrimental to operations, including environmental and tax laws and regulations, including the recent carbon emissions reduction targets for flights to and from the European Union area by the end of 2012; fuel price escalation; work stoppages or labor unrest at any of the major airlines or other travel suppliers or at airports; increased security, particularly airport security that could reduce the convenience of air travel; travelers’ perception of the occurrence of travel-related accidents, of the environmental impact of air travel, particularly in regards to CO2emissions, or of the scope, severity and timing of the other factors described above; and changes in occupancy and room rates achieved by hotels. If there were to be a prolonged substantial decrease in travel volume, for these or any other reason, it would have an adverse impact on our business, financial condition and financial condition.results of operations. The ongoing global financial crisistravel industry may also limit our ability to accessnot recover from the capital markets at a time when we would like, or need, to raise capital, which could have an impact on our ability to react to changing economic and business conditions. Accordingly, if therecent global financial crisis and currentrecession to the extent anticipated or may not grow in line with long-term historical trends following any recovery. As a participant in the global travel industry, our business and operating results are impacted by global economic downturn continue or worsen,conditions, including the recent European debt crisis, a slowdown in growth of the Chinese economy, a prolonged slow economic recovery in Japan and a general reduction in net disposable income as a result of fiscal measures adopted by countries to address high levels of budgetary indebtedness, which may adversely affect our business, results of operations and financial condition. In our industry, the recent financial crisis and global recession have resulted in higher unemployment, a decline in consumer confidence, large-scale business failures and tightened credit markets. As a result, the global travel industry, which historically has grown at a rate in excess of global GDP growth during economic expansions, has experienced a cyclical downturn. A continuation of recent adverse economic developments in areas such as employment levels, business conditions, interest rates, tax rates, fuel and energy costs, particularly the expected rise in the price of crude oil, and other matters could reduce discretionary spending further and cause the travel industry to continue to contract. In addition, the global economy may not recover as quickly or to the extent anticipated, and consumer spending on leisure travel and business spending on corporate travel may not increase despite improvement in economic conditions. As a result, our business may not benefit from a broader macroeconomic recovery, which could adversely affect our business, financial condition or results of operations. 13 The travel industry is highly competitive, and we are subject to risks relating to competition that may adversely affect our performance. Our businesses operate in highly competitive industries. If we cannot compete effectively, we may lose share to our competitors, which may adversely affect our financial performance. Our continued success depends, to a large extent, upon our ability to compete effectively in industries that contain numerous competitors, some of which may have significantly greater financial, marketing, personnel and other resources than us. The travel industry is seasonal.      Our business travel operations will experience seasonal fluctuations, reflecting seasonal variations in demand for travel services. During the first quarter, demand for travel services generally declines and the number of bookings flattens or decreases, in part due to a slowdown in business activity during the holidays. Demand for travel services generally peaks during the second half of the year and there may be seasonal fluctuations in allocations of travel services made available to us by travel suppliers. Consequently, our revenue may fluctuate from quarter to quarter. Our business depends on the technology infrastructure of third parties.      We rely on third-party computer systems and other service providers, including the computerized reservation systems of airlines and hotels to make reservations and confirmations. Other third parties provide, for instance, our back-up data center, telecommunications access lines, significant computer systems and software licensing, support and maintenance service and air-ticket delivery. Any interruption in these or other third-party services or deterioration in their performance could be materially and adversely affected.impair the quality of our service. Risks Related To Our Company We have only commenced our business operations in October, 2005 and we have a limited operating history. If we cannot successfully manage the risks normally faced by start-up companies, we may not achieve profitable operations and ultimately our business may fail. We have a limited operating history. We are currently a development stage company and have developed preliminarily the necessary software for the planned online financial media outlet.company. Accordingly, we have a very limited operating history and we face all of the risks and uncertainties encountered by early-stage companies. As at September 30,of December 31, 2011, we had an accumulated deficit of $209,816.$249,091. We anticipate continuing to incur significant losses until, at the earliest, we generate sufficient revenues to offset the substantial up-front expenditures and operating costs associated with developing and marketing our services. There can be no assurance that we will ever operate profitably. We will also encountered risks and difficulties frequently experienced by growing companies in evolving industries such as the travel agency and travel service industry. Our operating history to date is not adequate to evaluate how we will address these risks and difficulties in the future. Some of the risks relate to our ability to: (i) attract and retain customers and encourage our customers to engage in repeat transactions; (ii) retain our existing agreements and relationships with travel suppliers such as hotels and airlines and to expand our product and service offerings on satisfactory terms with our travel suppliers; (iii) operate, support, expand and develop our operations, our call centers, our website, and our communications and other systems; (iv) diversify our sources of revenue; (v) maintain effective control of our expenses; and (vi) respond to changes in our regulatory environment. If we are not successful in addressing any or all of these risks, our business may be materially affected in an adverse manner. 14 There is substantial doubt about our ability to continue as a going concern, which may hinder our ability to obtain future financing. In their report dated September 21,October 11, 2011, our independent auditors stated that our financial statements for the period from October 11, 2005 (Date of Inception) to June 30, 2011 were prepared assuming that we would continue as a going concern. Our ability to continue as a going concern is an issue raised as we have never generated any revenue from operations. We anticipate that we will continue to experience net operating losses. Our ability to continue as a going concern is subject to our ability to obtain necessary funding from outside sources, including obtaining additional funding from the sale of our securities. Our lack of revenue and continued net operating losses increase the difficulty in meeting such goals and there can be no assurances that such methods will prove successful. We have no customers and generate no revenues and have only limited marketing experience to develop customers. We have not yet entered into any agreements to sell our online financial medial outlet services or products to any customers. We do not believe that we will generate significant revenues in the immediate future. We will not generate any meaningful revenues unless we successfully launch our online financial media outletregional offices and we obtain contracts with a significant number of customers. There can be no assurance that we will ever be able to obtain contracts with a significant number of customers to generate meaningful revenues or achieve profitable operations. We have only limited experience in developing and marketing online financial mediaour travel services, and there is limited information available concerning the potential performance or market acceptance of our proposed services. There can be no assurance that unanticipated expenses, problems or technical difficulties will not occur which would result in material delays in commercialization of our services or that our efforts will result in successful commercialization. - 10 - We need substantial additional financing and a failure to obtain such required financing will inhibit our ability to grow or we may have to curtail or cease operations. Our capital requirements relating to the developing and marketing of our services have been, and will continue to be, significant. We are dependent on the proceeds of future financing in order to continue in business and to develop and commercialize additional proposed services. We anticipate requiring approximately $2,000,000 to $2,500,000 in additional financing for our longer term growth. Our management has decided to suspend implementation of our current business plan until such time when additional financing of approximately $2,000,000 to $2,500,000 is achieved. There can be no assurance that we will be able to raise the substantial additional capital resources necessary to permit us to pursue our business plan. We have no current arrangements with respect to, or sources of, additional financing and there can be no assurance that any such financing will be available to us on commercially reasonable terms, or at all. Any inability to obtain additional financing will have a material adverse effect on us, such as requiring us to significantly curtail or cease operations. In that case, you may lose your entire investment. The continued growth of our business will require additional funding from time to time which would be used for general corporate purposes. General corporate purposes may include acquisitions, investments, repayment of debt, capital expenditures, repurchase of our capital stock and any other purposes that we may specify in any prospectus supplement. Obtaining additional funding would be subject to a number of factors including market conditions, operational performance and investor sentiment. These factors may make the timing, amount, terms and conditions of additional funding unattractive, or unavailable, to us. The terms of any future financing may adversely affect your interest as stockholders. If we require additional financing in the future, we may be required to incur indebtedness or issue equity securities, the terms of which may adversely affect your interests in our company. For example, the issuance of additional indebtedness may be senior in right of payment to your shares upon our liquidation. In addition, indebtedness may be under terms that make the operation of our business more difficult because the lender’s consent will be required before we take certain actions. Similarly the terms of any equity securities we issue may be senior in right of payment of dividends to your common stock and may contain superior rights and other rights as compared to your common stock. Further, any such issuance of equity securities may dilute your interest in our company, which may reduce the value of your investment. We could lose our competitive advantages if we are not able to continuously develop superior services in our market niche and gain substantial market penetration quickly. Our success and ability to compete depends, to a significant degree, on our ability to continuously develop superior services in our selected market niche of targeting and providing information on publicly reporting companies with business based in China and obtain substantial market penetration quickly. Our business model is vulnerable to duplication by competitors, especially competitors who are established in providing business and financial information of publicly reporting companies, who have superior financial and technological resources, industry experiences and marketing capacities. It is difficult to take, and we have not taken, any action to protect our business model in our selected market niche. If any of our competitors copies our business model or develops similar services independently, we would not be able to compete as effectively. We may face regulatory difficulties for our services. Development of such a media solution might be subject to regulations of various national, state, and provincial authorities in various jurisdictions. To comply with the regulations we may face a variety of bureaucratic difficulties that may likely add extra financial burden to our company. The online media industry in China is subject to regulations of several Ministries and the State Agencies, including China Internet Network Information Center (CNNIC), The Ministry of Public Security of the People’s Republic of China, the Ministry of Information Industry of the People’s Republic of China, and Internet Society of China (ISC) etc. Although we are not required to obtain authorization from these Ministries and State Agencies, the accessibility of our planned online media might be blocked in China for political or other unpredictable reasons, which might affect our business activities in China substantially. - 11 - The uncertain legal environments in the People’s Republic of China and our industry may be vulnerable to local government agencies who have persistent bureaucratic power over customers, reporters and other parties who wish to renegotiate the terms and conditions of, or terminate their agreements or other understandings with us, when we enter substantial agreement of manufacturing and marketing of our proposed services in China. Our Certificate of Incorporation and Bylaws contain limitations on the liability of our directors and officers, which may discourage suits against directors and executive officers for breaches of fiduciary duties. Our Certificate of Incorporation, as amended, and our Bylaws contain provisions limiting the liability of our directors for monetary damages to the fullest extent permissible under Delaware law. This is intended to eliminate the personal liability of a director for monetary damages on an action brought by origin our right for breach of a director’s duties to us or to our stockholders except in certain limited circumstances. In addition, our Certificate of Incorporation, as amended, and our Bylaws contain provisions requiring us to 15 indemnify our directors, officers, employees and agents serving at our request, against expenses, judgments (including derivative actions), fines and amounts paid in settlement. This indemnification is limited to actions taken in good faith in the reasonable belief that the conduct was lawful and in, or not opposed to our best interests. The Certificate of Incorporation and the Bylaws provide for the indemnification of directors and officers in connection with civil, criminal, administrative or investigative proceedings when acting in their capacities as agents for us. These provisions may reduce the likelihood of derivative litigation against directors and executive officers and may discourage or deter stockholders or management from suing directors or executive officers for breaches of their fiduciary duties, even though such an action, if successful, might otherwise benefit our stockholders and directors and officers. Our success depends on our management team and other key personnel, the loss of any of whom could disrupt our business operations. Our future success will depend in substantial part on the continual services of our senior management, including our President and Chief Executive Officer, Chenxi Shi, and our Vice President, Zibing Zhang.Hong Ba, As a startup company, currently none of the senior management team draws salaries from our company. We do not carry key person life insurance on any of our officers or employees. The loss of the services of one or more of our key personnel could impede implementation of our business plan and result in reduced profitability. Our future success will also depend on the continued ability to attract, retain and motivate highly qualified technical, sales and marketing, customer support personnel. Competition for qualified personnel is intense in our industry. We cannot assure you that we will be able to retain our key personnel or that we will be able to attract, assimilate or retain qualified personnel in the future. Our inability to hire and retain qualified personnel or the loss of the services of our key personnel could have a material adverse effect upon our business, financial condition and results of operations. Because our officers, directors and principal shareholders control a majority of our common stock, investors will have little or no control over our management or other matters requiring shareholder approval. Our officers and directors and their affiliates in the aggregate, beneficially own approximately 84.16%79.33% of issued and outstanding shares of our common stock. As a result, they have the ability to control matters affecting minority shareholders, including the election of our directors, the acquisition or disposition of our assets, and the future issuance of our shares. Because our officers, directors and principal shareholders control the company, investors will not be able to replace our management if they disagree with the way our business is being run. Because control by these insiders could result in management making decisions that are in the best interest of those insiders and not in the best interest of the investors, you may lose some or all of the value of your investment in our common stock. Because we do not have sufficient insurance to cover our business losses, we might have uninsured losses, increasing the possibility that you would lose your investment. We may incur uninsured liabilities and losses as a result of the conduct of our business. We do not currently maintain any comprehensive liability or property insurance. Even if we obtain such insurance in the future, we may not carry sufficient insurance coverage to satisfy potential claims. We do not carry any business interruption insurance. Should uninsured losses occur, any purchasers of our common stock could lose their entire investment. - 12 - Risks Relating to our Business Our success depends upon the development of China’s and the world’s capital markets. China is one of the fastest growing economies in the world. China is now taking great efforts to develop its current capital market into a more effective one. The growth of China’s capital market might significantly reduce the necessity of Chinese companies to go public in the United States and Canada. Furthermore, Chinese companies also have the options to go public in other global capital markets such as those in Hong Kong and Singapore. The development of other global capital markets can also attract more companies to go public in those alternative stock markets. Moreover, Chinese regulators might limit the number and the ability of Chinese companies to go public in the United States and Canada. Because our online financial media outlet will focus on North American publicly reporting companies with business based in China, all these circumstances can have an adverse effect on our business. We face competition from larger and stronger companies that have the resources to provide superior and less costly services. The markets that we are entering are intensely competitive. We expect additional competition to come from the increasing number of new market entrants who can develop potentially competitive services. We will face competition from numerous sources, including, large established traditional and online media who have superior resources and industry experiences. Our potential competitors may succeed in developing services that are more effective or less costly (or both) than our services. Some of our potential competitors may be large, well-financed and established companies that have greater resources and, therefore, may be better able than us to compete for a share of the market. Our business is to provide online financial information through our online financial media outlet for researching China-related stocks to North America financial institutions. To our best knowledge, there is no established online media focused on our selected market niche yet. However, we have to compete with a large number of traditional media providing similar or even superior services such as The Wall Street Journal, CNBC, Bloomberg and Financial Times. Competition also comes from various financial online media such as finance.yahoo.com, Reuters.com, wallst.net etc. These traditional and online financial media have superior financial resources, industry experiences, market penetration and marketing capacity. Potential new entrants can copy our business model and compete with us in our selected market niche as well. Our competitive edge relies upon providing a one place financial media solution for researching China-related stocks listed in North American stock exchanges. Our Chinese cultural and language literacy and local connections in China enable us to provide information that is not available to these established traditional and online media. Our media will also cover information about China-related companies, especially small to medium sized ones, which are usually not covered by these established media. However, there is no assurance we can compete with these established or new competitors effectively, and if we fail to provide superior services effectively than these competitors, our business will fail and you will lose your entire investment. Our operations depend upon the timeliness and quality of the services of web hosting service providers. Our online financial media outlet is dependent on the quality and the timeliness of web hosting services. We currently use the web hosting services of DailyRazor Hosting (www.dailyrazor.com), a division of Vecordia Corporation. The failure to provide high quality and timely services of the provider will have material adverse effects on our business activities and our profitability. We may face technological difficulties Our online media outlet services are dependent upon the smooth operation of the software we develop. Shortcomings and bugs in the software may have material adverse effect on our business. Our online media outlet may also be vulnerable to attacks from hackers and computer viruses, which may cause interruption of our business. - 13 - We may be sued by reporting companies covered by our online financial media outlet, and investors who rely on information disseminated through our online financial media outlet. We may have dispute with China related reporting companies about the materials and information we cover and disseminate through our online financial media outlet and thus be sued by these companies. Investors who make investment decisions relying upon information disseminated through our financial media outlet may also sue us for their losses. These legal proceedings might have material negative effect on profitability of our business. Risks Relating to the People’s Republic of China The economic policies of the People’s Republic of China could affect our business. OurChina is one of the regions which we will focus our business is to provide financial information through our online financial media outlet for researching China’s listed companies in the United States and Canada.development. Accordingly, our results of operations and prospects are subject, to a significant extent, to the economic, political and legal developments in the People’s Republic of China. While the People’s Republic of China’s economy has experienced significant growth in the past 20 years, such growth has been uneven, both geographically and among various sectors of the economy. The Chinese government has implemented various measures to encourage economic growth and guide the allocation of resources. Some of these measures benefit the overall economy of the People’s Republic of China, but they may also have a negative effect on us. 16 The economy of the People’s Republic of China has been changing from a planned economy to a more market-oriented economy. In recent years, the Chinese government has implemented measures emphasizing the utilization of market forces for economic reform and the reduction of state ownership of productive assets, and the establishment of corporate governance in business enterprises; however, a substantial portion of productive assets in the People’s Republic of China are still owned by the Chinese government. In addition, the Chinese government continues to play a significant role in regulating industry development by imposing industrial policies. It also exercises significant control over the People’s Republic of China’s economic growth through the allocation of resources, the control of payment of foreign currency-denominated obligations, the setting of monetary policy and the provision of preferential treatment to particular industries or companies. Capital outflow policies in the People’s Republic of China may hamper our ability to expand our business and/or operations. The People’s Republic of China has adopted currency and capital transfer regulations. These regulations may require us to comply with complex regulations for the movement of capital. Although our management believes that it is currently in compliance with these regulations, should these regulations or the interpretation of them by courts or regulatory agencies change, we may not be able to remit income earned and proceeds received in connection with any off-shore operations or from other financial or strategic transactions we may consummate in the future. Fluctuation of the Renminbi could materially affect our financial condition and results of operations. Fluctuation of the Renminbi, the currency of the People’s Republic of China, could materially affect our financial condition and results of operations. The value of the Renminbi fluctuates and is subject to changes in the People’s Republic of China’s political and economic conditions. Since July 2005, the conversion of Renminbi into foreign currencies, including United States dollars, is pegged against the inter-bank foreign exchange market rates or current exchange rates of a basket of currencies on the world financial markets. As of September 30,December 31, 2011, the exchange rate between the Renminbi and the United States dollar was 6.34966.3523 Renminbi to every oneeveryone United States dollar. - 14 - We may have difficulty establishing adequate management, legal and financial controls in the People’s Republic of China. The People’s Republic of China historically has not adopted a Western style of management and financial reporting concepts and practices, as well as in modern banking, computer and other control systems. We may have difficulty in hiring and retaining a sufficient number of qualified employees to work in the People’s Republic of China. As a result of these factors, we may experience difficulty in establishing management, legal and financial controls, collecting financial data and preparing financial statements, books of account and corporate records and instituting business practices that meet Western standards. It will be extremely difficult to acquire jurisdiction and enforce liability against our officers, directors and assets based in The People’s Republic of China. Because some of our executive officers and current directors are Chinese citizens, it may be difficult, if not impossible, to acquire jurisdiction over these persons in the event a lawsuit is initiated against us and/or our officers and directors by a stockholder or group of stockholders in the United States. Our business may face regulatory difficulties in the People’s Republic of China. The online media industry in China is subject to regulations of several Ministries and the State Agencies, including China Internet Network Information Center (CNNIC), The Ministry of Public Security of the People’s Republic of China, the Ministry of Information Industry of the People’s Republic of China, and Internet Society of China (ISC). Although we are not required to obtain authorization or approval from these Ministries and State Agencies as a foreign online media, the accessibility of our online media might be blocked in China for political or other unpredictable reasons, which might adversely affect our business activities in China substantially. To comply with the regulations the Company may face a variety of bureaucratic difficulties that may likely add extra financial burden to our company. Bureaucracy and corruption that are often seen in China may also have adverse effects on our operation and financial conditions. Risks Associated With Our Common Stock Trading on the OTC Bulletin BoardOTCQB may be volatile and sporadic, which could depress the market price of our common stock and make it difficult for our stockholders to resell their shares. Our common stock is quoted on the OTC Bulletin BoardOTCQB service of the Financial Industry Regulatory Authority (“FINRA”). Trading in stock quoted on the OTC Bulletin BoardOTCQB is often thin and characterized by wide fluctuations in trading prices due to many factors that may have little to do with our operations or business prospects. This volatility could depress the market price of our common stock for reasons unrelated to operating performance. Moreover, the OTC Bulletin BoardOTCQB is not a stock exchange, and trading of securities on the OTC Bulletin BoardOTCQB is often more sporadic than the trading of securities listed on a quotation system like Nasdaq or a stock exchange like the American Stock Exchange. Accordingly, our shareholders may have difficulty reselling any of their shares. - 15 - Our stock is a penny stock. Trading of our stock may be restricted by the SEC’s penny stock regulations and the FINRA’s sales practice requirements, which may limit a stockholder’s ability to buy and sell our stock. 17 Our stock is a penny stock. The Securities and Exchange Commission has adopted Rule 15g-9 which generally defines “penny stock to be any equity security that has a market price (as defined) less than $5.00 per share or an exercise price of less than $5.00 per share, subject to certain exceptions. Our securities are covered by the penny stock rules, which impose additional sales practice requirements on broker-dealers who sell to persons other than established customers and “accredited investors”. The term “accredited investor” refers generally to institutions with assets in excess of $5,000,000 or individuals with a net worth in excess of $1,000,000 or annual income exceeding $200,000 or $300,000 jointly with their spouse. The penny stock rules require a broker-dealer, prior to a transaction in a penny stock not otherwise exempt from the rules, to deliver a standardized risk disclosure document in a form prepared by the SEC which provides information about penny stocks and the nature and level of risks in the penny stock market. The broker-dealer also must provide the customer with current bid and offer quotations for the penny stock, the compensation of the broker-dealer and its salesperson in the transaction and monthly account statements showing the market value of each penny stock held in the customer’s account. The bid and offer quotations, and the broker-dealer and salesperson compensation information, must be given to the customer orally or in writing prior to effecting the transaction and must be given to the customer in writing before or with the customer’s confirmation. In addition, the penny stock rules require that prior to a transaction in a penny stock not otherwise exempt from these rules, the broker-dealer must make a special written determination that the penny stock is a suitable investment for the purchaser and receive the purchaser’s written agreement to the transaction. These disclosure requirements may have the effect of reducing the level of trading activity in the secondary market for the stock that is subject to these penny stock rules. Consequently, these penny stock rules may affect the ability of broker-dealers to trade our securities. We believe that the penny stock rules discourage investor interest in, and limit the marketability of, our common stock. In addition to the “penny stock rules” promulgated by the Securities and Exchange Commission, the Financial Industry Regulatory Authority has adopted rules that require that in recommending an investment to a customer, a broker-dealer must have reasonable grounds for believing that the investment is suitable for that customer. Prior to recommending speculative low priced securities to their non-institutional customers, broker-dealers must make reasonable efforts to obtain information about the customer’s financial status, tax status, investment objectives and other information. Under interpretations of these rules, the Financial Industry Regulatory Authority believes that there is a high probability that speculative low-priced securities will not be suitable for at least some customers. The Financial Industry Regulatory Authority requirements make it more difficult for broker-dealers to recommend that their customers buy our common stock, which may limit your ability to buy and sell our stock. Other Risks Trends, Risks and Uncertainties We have sought to identify what we believe to be the most significant risks to our business, but we cannot predict whether, or to what extent, any such risks may be realized nor can we guarantee that we have identified all possible risks that might arise. Investors should carefully consider all of the risk factors before making an investment decision with respect to our common stock. ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS None. ITEM 3. DEFAULTS UPON SENIOR SECURITIES None. - 16 -18 ITEM 5. OTHER INFORMATION On August 25, 2011, we incorporated a company called Airchin Travel Global, Inc. in the State of Washington. Airchin Travel Global, Inc. will be a wholly owned subsidiary of our company. On October 4, 2011, we incorporated a company called Airchin Travel (Canada) Inc. in the Province of British Columbia. Airchin Travel (Canada) Inc. will be a wholly owned subsidiary of Airchin Travel Global, Inc. We are currently incorporating a company in China tentatively to be named AirchinAirchn (Beijing) Business Inc. (ABI). We are waiting for approval of this incorporation by the Chinese government. AirchinAirchn (Beijing) Business Inc. will be a wholly owned subsidiary of AirchinAirchn Travel Global, Inc. We haveOn January 17, 2012, the Company filed a Certificate of Amendment to its Certificate of Incorporation to change its name from News of China Inc. to W& E Source Corp. and to increase its total authorized shares to 500,000,000, par value $0.0001 per share. As a result of the name change, the Company’s listing symbol on the OTCQB is also received an expression of interest from Hong Bachanged to subscribe for 22,000,000 shares of common stock for subscription proceeds of RMB 4,000,000.WESC, effective January 20, 2012. Change of Address We have closed our Quebec office. 19 ITEM 6. EXHIBITS (3) Articles of Incorporation and By-laws 3.1 Articles of Incorporation (attached as an exhibit to our registration statement on Form SB-2 filed September 25, 2006) 3.2 By-Laws (attached as an exhibit to our registration statement on Form SB-2 filed September 25, 2006) 3.3* Certificate of Amendment to the Certificate of Incorporation filed on January 17, 2012. (10) Material Contracts 10.1 Form of Subscription Agreement between News of China Inc. and placees (attached as an exhibit to our registration statement on Form SB-2 filed September 25, 2006) 10.2 Form of Private Placement Subscription Agreement with Chenling Shi (attached as an exhibit to our current report on Form 8-K filed on June 22, 2009) (14) Code of Ethics 14.1 Code of Ethics adopted September 10, 2007 (attached as an exhibit to our annual report on Form 10-KSB filed September 28, 2007) (16) Letter re change in certifying accountant 16.1 Letter dated October 13, 2011 from RSM Richter Chamberland LLP, Chartered Accountants (attached as an exhibit to our current report on Form 8-K filed on October 13, 2011) (21) Subsidiaries 21.121.1* Airchn Travel Global, Inc. incorporated in the stateList of Washington on August 25, 2011 21.2 Airchn Travel (Canada) Inc. incorporated in the province of British Columbia on October 4, 2011Subsidiaries. (31) Section 302 Certification 31.1* Certification Statement of the Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 31.2* Certification Statement of the Chief Financial Officer pursuant to Section 302 of the Sarbanes-OxleySarbanes- Oxley Act of 2002 (31)(32) Section 906 Certification 32.1* Certification Statement of the Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 32.2* Certification Statement of the Chief Financial Officer pursuant to Section 906 of the Sarbanes-OxleySarbanes- Oxley Act of 2002 101.INS* XBRL INSTANCE DOCUMENT 101.SCH* XBRL TAXONOMY EXTENSION SCHEMA 101.CAL* XBRL TAXONOMY EXTENSION CALCULATION LINKBASE 101.DEF* XBRL TAXONOMY EXTENSION DEFINITION LINKBASE 101.LAB* XBRL TAXONOMY EXTENSION LABEL LINKBASE 101.PRE* XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE *filed herewith - 17 -20 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. NEWS OF CHINA INC.W&E Source Corp. By: /s/ Hong Ba Hong Ba CEO and Director Principal Executive Officer Date: February 10, 2012 /s/ Chenxi Shi Chenxi Shi CFO and Director Principal Financial Officer and Principal Accounting Officer Date: February 10, 2012 By: /s/ Hong Ba Hong Ba CEO and Director Principal Executive Officer Date: November 14, 2011 /s/ Chenxi Shi Chenxi Shi CFO and Director Principal Financial Officer and Principal Accounting Officer Date: November 14, 2011 Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated. /s/ Hong Ba Hong Ba CEO and Director Principal Executive Officer Date: Date: November 14, 2011 /s/ Chenxi Shi Chenxi Shi CFO and Director Principal Financial Officer and Principal Accounting Officer Date: November 14, 2011 - 18 -21