UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DCD.C. 20549

FORMForm 10-Q

[X]
Quarterly Report pursuant to Section  QUARTERLY REPORT PURSUANT TO SECTION 13 orOR 15(d) of the Securities Exchange Act ofOF THE SECURITIES EXCHANGE ACT OF 1934
  
 
For the quarterly period ended May 31,November 30, 2010
  
[   ]
Transition Report pursuant toTRANSITION REPORT PURSUANT TO SECTION 13 orOR 15(d) of the Securities Exchange Act ofOF THE SECURITIES EXCHANGE ACT OF 1934
 
For the transition period from __________ to __________
Commission File Number:  333-138189

Atheron Inc.
(Exact name of registrant as specified in its charter)

333-138189
Commission File Number
New America Energy Corp.
(Exact name of registrant as specified in its charter)
NevadaN/A
(State or other jurisdiction of incorporation or organization)(IRSI.R.S. Employer Identification No.)

3598 Durango St. Palanan, Makati City, Philippines 1235
5614C Burbank Road SE, Calgary, AB, CanadaT2H 1Z4
(Address of principal executive offices)(Zip Code)

011 63 2 728 1626
(800) 508-6149
(Registrant’s  telephone number)number, including area code)

(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 [X] Yes    [ ]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 [  ] 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.

[ ] Large accelerated filer[  ]Accelerated filer[  ]
Non-accelerated filer
[X]   ]Smaller reporting company[X]
(Do not check if a smaller reporting company) 


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

State
Yes [X] No [ ]

APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDINGS DURING THE PRECEDING FIVE YEARS:

Indicate by check mark whether the number of shares outstanding of eachregistrant filed all documents and reports required to be filed by Section 12, 13 or 15(d) of the issuer’s classesSecurities Exchange Act of common stock, as1934 subsequent to the distribution of the latest practicable date: 2,150,000 common shares as of June 30, 2010.securities under a plan confirmed by a court.

Yes [  ]  No [  ]

APPLICABLE ONLY TO CORPORATE ISSUERS

53,750,000 common shares outstanding as of January 10, 2011
(Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.)

 
 


New America Energy Corp.

TABLE OF CONTENTS

 
TABLE OF CONTENTS
Page
PART I – FINANCIAL INFORMATION
Financial Information
1.2
2.3
3.4
4T.4
PART II – OTHER INFORMATION
Other Information
1.6
1A.6
2.6
3.6
4.Reserved)6
5.6
6.6
Signatures7
 
 
21


PART I - FINANCIAL INFORMATION

Item 1.     Financial Statements

Our financial statements included in this Form 10-Q are as follows:


TheseThe accompanying unaudited financial statements have been prepared in accordance with accounting principles generally accepted in the United States of Americaaccounting principles for interim financial information and with the SEC instructions tofor Form 10-Q.10-Q and Article 210 8-03 of Regulation S-X.  Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements.  In the opinion of management, all adjustments considered necessary for a fair presentation have been included.  All such adjustments are of a normal recurring nature.  Operating results for the interimthree month period ended May 31,November 30, 2010 are not necessarily indicative of the results that canmay be expected for the full year.fiscal year ending August 31, 2011.  For further information refer to the financial sta tements and footnotes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended August 31, 2010.
 
Page
Unaudited Financial Statements
Balance SheetsF-1
Statements of OperationsF-2
Statement of Changes in Stockholders’ DeficitF-3
Statements of Cash FlowsF-4
Notes to Financial StatementsF-5 to F-7


 
32

NEW AMERICA ENERGY CORP
(FORMERLY: ATHERON,, INC. INC)
(A DEVELOPMENT STAGE COMPANY)
BALANCE SHEETS
As of May 31,November 30, 2010 and August 31, 20092010

 November 30,  August 31, 
May 31,
2010
(unaudited)
 
August 31,
2009
(audited)
 
2009
(unaudited)
  
2010
(derived from audited)
 
         
ASSETS         
         
Current Assets         
Cash and equivalents$0 $0 $0  $0 
Prepaid expenses 0  0
             
TOTAL ASSETS$ 0 $ 0 $0  $0 
             
LIABILITIES AND STOCKHOLDERS’ DEFICIT             
             
Current Liabilities             
Accounts payable and accrued expenses $1,129  $842 
Accounts payable – related parties  2,500   - 
Loan payable - related party$ 50,985 $ 44,985  0   54,985 
             
Total Liabilities  3,629   55,827 
        
Stockholders’ Deficit             
Common Stock, $.001 par value, 75,000,000 shares authorized, 2,150,000 shares issued and outstanding  2,150   2,150
Common Stock, $.001 par value, 75,000,000 shares authorized, 53,750,000 shares issued and outstanding  53,750   2,150 
Additional paid-in capital 40,850  40,850  44,235   40,850 
Deficit accumulated during the development stage  (93,985)   (87,985)  (101,614)  (98,827)
Total stockholders’ deficit  (50,985)   (44,985)  (3,629)  (55,827)
             
TOTAL LIABILITIES AND STOCKHOLDERS’ DEFICIT$ 0 $ 0 $0  $0 

See accompanying notes to the interim financial statements.statements

 
F-1


ATHERON INC.NEW AMERICA ENERGY CORP
(AFORMERLY: ATHERON, INC)
 (A DEVELOPMENT STAGE COMPANY)
STATEMENTS OF OPERATIONS (unaudited)
Nine and Three Months Ended May 31,November 30, 2010 and 2009
Period from May 8, 2006 (Inception) to May 31,November 30, 2010

 Three Months Ended November 30,  
Period from
May 8, 2006
 
Nine Months ended
May 31, 2010
  
Nine Months ended
May 31, 2009
  
Three Months ended
May 31, 2010
  
Three Months ended
May 31, 2009
  
Period from
May 8, 2006
(Inception) to
May 31, 2010
 2010  2009  
(Inception) to
November 30, 2010
 
Revenues$-0-  $-0-  $-0-  $-0-  $-0- $0  $0  $0 
                              
General and administrative expenses:                              
Professional fees 6,000   6,000   2,000   2,000    93,985  2,787   2,000   101,614 
                  
                  
                  
                  
                  
                  
                  
Net Loss$(6,000) $(6,000) $(2,000) $(2,000) $(93,985) $(2,787) $2,000  $(101,614)
                              
Net loss per share:                              
Basic and diluted$(0.00) $(0.00) $(0.00) $(0.00) $(0.04) $(0.00) $(0.00)    
                              
Weighted average shares outstanding:                              
Basic and diluted 2,150,000   2,150,000   2,150,000   2,150,000   2,150,000  53,750,000   53,750,000     

See accompanying notes to the interim financial statements.statements

 
F-2


NEW AMERICA ENERGY CORP
(FORMERLY: ATHERON,, INC. INC)
(A DEVELOPMENT STAGE COMPANY)
STATEMENT OF CHANGES IN STOCKHOLDERS’ DEFICIT (unaudited)
Period from May 8, 2006 (Inception) to May 31,November 30, 2010

 
 
 
Common stock
 
 
Additional
paid-in
 
Deficit
accumulated
during the
development
   
 Shares Amount capital stage  Total
Issuance of common stock for cash @$.001   2,150,000 $ 2,150 $ 40,850 $ -  $ 43,000
Net loss for the period ended August 31, 2006   -    -    -  (43,985)  (43,985)
Balance August 31, 2006 2,150,000  2,150  40,850  (43,985)  ( 985)
Net loss for the year ended August 31, 2007   -    -    -  (25,000)  (25,000)
Balance August 31, 2007 2,150,000  2,150  40,850  (68,985)  (25,985)
Net loss for the year ended August 31, 2008   -    -    -  (9,000)  (9,000)
Balance August 31, 2008 2,150,000  2,150  40,850  (77,985)  (34,985)
Net loss for year ended August 31, 2009   -    -    -  (10,000)  (10,000)
Balance August 31, 2009 2,150,000  2,150  40,850  (87,985)  (44,985)
Net loss for six months ended May 31, 2010   -    -    -  (6,000)  (6,000)
Balance May 31, 2010 2,150,000 $2,150 $40,850 $(93,985) $(50,985)
  Common stock  
Additional
paid-in
  
Deficit accumulated
during the
    
  Shares  Amount  capital  development stage  Total 
Issuance of common stock  for cash @$.001  53,750,000  $2,150  $40,850  $-  $43,000 
Net loss for the period ended August 31, 2006              (43,985)  (43,985)
Balance, August 31, 2006  53,750,000   2,150   40,850   (43,985)  (985)
Net loss for the year ended August 31, 2007          -   (25,000)  (25,000)
Balance, August 31, 2007  53,750,000   2,150   40,850   (68,985)  (25,985)
Net loss for the year ended August 31, 2008  -       -   (9,000)  (9,000)
Balance, August 31, 2008  53,750,000   2,150   40,850   (77,985)  (34,985)
Net loss for year ended August 31, 2009  -       -   (10,000)  (10,000)
Balance, August 31, 2009  53,750,000   2,150   40,850   (87,985)  (44,985)
Net loss for year ended August 31, 2010  -       -   (10,842)  (10,842)
Balance, August 31, 2010  53,750,000   2,150   40,850   (98,827)  (55,827)
Stock Split  -   51,600   (51,600)  -   - 
Related parties loan forgiven  -   -   54,985   -   54,985 
Net loss for the period  -   -   -   (2,787)  (2,787)
Balance, November 30, 2010  53,750,000  $53,750  $44,235  $(101,614) $(3,629)

See accompanying notes to the interim financial statements.statements

 
F-3


ATHERON INC.NEW AMERICA ENERGY CORP
(AFORMERLY: ATHERON, INC)
 (A DEVELOPMENT STAGE COMPANY)
STATEMENTS OF CASH FLOWS (unaudited)
NineThree Months Ended May 31,November 30, 2010 and 2009
 Period from May 8, 2006 (Inception) to May 31,November 30, 2010

Nine Months ended
May 31, 2010
  
Nine Months ended
May 31, 2009
  
Period From
May 8, 2006
(Inception) to
May 31, 2010
       Period From 
CASH FLOWS FROM OPERATING ACTIVITIES       
       May 8, 2006 
 Three Months Ended  (Inception) to 
 November 30,  November 30, 
 2010  2009  2010 
Cash Flows From Operating Activities         
Net loss$(6,000 $(6,000 $(93,985) $(2,787) $(2,000) $(101,614)
Change in non-cash working capital items
Prepaid expenses
   -0-     -0-     -0-
CASH FLOWS USED BY OPERATING ACTIVITIES  (6,000   (6,000   (93,985)
Change in non-cash working capital items            
Accounts payable  2,787       3,629 
Cash Flows Used by Operating Activities  0   (2,000)  (97,985)
                      
CASH FLOWS FROM FINANCING ACTIVITIES          
Cash Flows From Financing Activities            
Proceeds from sales of common stock 0   0   43,000  0   0   43,000 
Loan from related party 6,000   6,000    50,985  0   2,000   54,985 
CASH FLOWS PROVIDED BY FINANCING ACTIVITIES  6,000    6,000     93,985
Cash Flows Provided By Financing Activities  0   2,000   97,985 
                      
NET INCREASE IN CASH -0-   -0-   -0-
Net Increase In Cash  0   0   0 
                      
Cash, beginning of period  -0-    -0-    -0-  0   0   0 
Cash, end of period$ -0-  $ -0-  $ -0- $0  $0  $0 
                      
SUPPLEMENTAL CASH FLOW INFORMATION          
Supplemental Cash Flow Information            
Interest paid$ -0-  $ -0-  $ -0-            
Income taxes paid$ -0-  $ -0-  $ -0- $0  $0  $0 
 $0  $0  $0 
            
Supplemental non-cash financing activity:            
Related party loan forgiven as additional paid in capital $(54,985) $0  $(54,985)

See accompanying notes to the interim financial statements.statements

 
F-4

ATHERON, INC.NEW AMERICA ENERGY CORP
(AFORMERLY: ATHERON, INC)
 (A DEVELOPMENT STAGE COMPANY)
NOTES TO THE FINANCIAL STATEMENTS
May 31,November 30, 2010

NOTE 1 – SUMMARY OF ACCOUNTING POLICIES

Nature of Business

Atheron,New America Energy Corp (formerly “Atheron, Inc. (“Atheron”) was incorporated in Nevada on May 8, 2006.  AtheronIt is a development stage company located in Makati City 1235, Philippines. AtheronNew America Energy Corp is developing technology for ethanol-methanol gasoline.  AtheronIt operates out of office space owned by a director and stockholder of the Company.  The facilities are provided at no charge.  There can be no assurances that the facilities will continue to be provided at no charge in the future.
On November 5, 2010, the Company’s sole director approved a name change to New America Energy Corp. and a twenty-five (25) new for one (1) old forward stock split of the Company’s issued and outstanding shares of common stock, such that its issued and outstanding shares of common stock increased from 2,150,000 to 53,750,000. This forward split will not affect the number of the Company’s authorized common shares, which has been set at 75,000,000.
On November 16, 2010, the Nevada Secretary of State accepted for filing of a Certificate of Amendment, wherein we have effected an amendment to the Company’s Articles of Incorporation to change our name from Atheron Inc. to New America Energy.
The forward stock split and name change has become effective with the Over-the-Counter Bulletin Board at the opening of trading on December 1, 2010 under the Company’s new symbol “NECA”. Our new CUSIP number is 641872106.
The effect of the stock split has been recognized retroactively in the stockholders’ equity accounts as of May 8, 2006, the date of our inception, and in all shares and per share data in the financial statements.

Development Stage Company

The accompanying financial statements have been prepared in accordance with generally accepted accounting principles related to development-stage companies.  A development-stage company is one in which planned principal operations have not commenced or if its operations have commenced, there has been no significant revenues there from.

Basis of Presentation

Certain information and footnote disclosures normally included in annual financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted. We believe that the disclosures are adequate to make the financial information presented not misleading. These condensed financial statements should be read in conjunction with the audited consolidated financial statements and the notes thereto for the year ended August 31, 2009.2010. All adjustments were of a normal recurring nature unless otherwise disclosed. In the opinion of management, all adjustments necessary for a fair statement of the results of operations for the interim period have been included. The results of operations for such interim periods are not necessarily indicative of the results for the full year.

Cash and Cash Equivalents

Atheron considersWe consider all highly liquid investments with maturities of three months or less to be cash equivalents.  At May 31,November 30, 2010 and August 31, 20092010 the Company had $0 of cash.

Fair Value of Financial Instruments

Atheron’sNew America Energy Corp’s financial instruments consist of cash and cash equivalents and a loan payable to a related party. The carrying amount of these financial instruments approximates fair value due either to length of maturity or interest rates that approximate prevailing market rates unless otherwise disclosed in these financial statements.

 
F-5

ATHERON, INC.NEW AMERICA ENERGY CORP
(AFORMERLY: ATHERON, INC)
 (A DEVELOPMENT STAGE COMPANY)
NOTES TO THE FINANCIAL STATEMENTS
May 31, 2010November 30, 2009

NOTE 1 – SUMMARY OF ACCOUNTING POLICIES (continued)

Income Taxes

Income taxes are computed using the asset and liability method.  Under the asset and liability method, deferred income tax assets and liabilities are determined based on the differences between the financial reporting and tax bases of assets and liabilities and are measured using the currently enacted tax rates and laws.  A valuation allowance is provided for the amount of deferred tax assets that, based on available evidence, are not expected to be realized.

Basic loss per shareLoss Per Share

Basic loss per share has been calculated based on the weighted average number of shares of common stock outstanding during the period.

Use of Estimates

The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date the financial statements and the reported amount of revenues and expenses during the reporting period.  Actual results could differ from those estimates.

Basic loss per share

Basic loss per share has been calculated based on the weighted average number of shares of common stock outstanding during the period.

Recent Accounting Pronouncements

AtheronThe Company does not expect the adoption of recently issued accounting pronouncements to have a significant impact on the Company’s results of operations, financial position or cash flow.

NOTE 2 – LOAN PAYABLE – RELATED PARTY TRANSACTIONS

Atheron hasThe Company  received loans totaling $50,985$54,985 for working capital from a shareholder and officer of the Company.  The loans arewere unsecured, non-interest bearing and due upon demand.

NOTE 3 – INCOME TAXESOn November 5, 2010, the loans owned to a related party were forgiven and were recorded as additional paid-in-capital.

ForOn November 1, 2010, the periods ended May 31, 2010, Atheron has incurred net losses and, therefore, has no tax liability.  The net deferred tax asset generatedCompany entered into a three-years consulting agreement with the Company’s sole director. Under the terms of agreement, the consultant shall be paid $2,500 a month, payable on the 1st of each month, pursuant to the services to be rendered by the loss carry-forward has been fully reserved.  The cumulative net operating loss carry-forward is approximately $93,985 at May 31,consultant.  During the three month period ended November 30, 2010, and will expire beginningthe Company did not make any cash payments, leaving an amount of $2,500 in the year 2026.
F-6

Table of Contentsbalance sheets as accounts payable – related party.
ATHERON, INC.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO THE FINANCIAL STATEMENTS
May 31, 2010

NOTE 3 – INCOME TAXES (continued)

The cumulative tax effect at the expected rate of 34% of significant items comprising our net deferred tax amount is as follows:
 2010
Deferred tax asset attributable to: 
  Net operating loss carryover$31,955
  Valuation allowance (31,955)
      Net deferred tax asset$-

NOTE 43 – LIQUIDITY AND GOING CONCERN
 
Atheron hasWe have negative working capital, hasand incurred losses since inception, and hashave not yet received revenues from sales of products or services.  These factors create substantial doubt about the Company’s ability to continue as a going concern.  The financial statements do not include any adjustment that might be necessary if the Company is unable to continue as a going concern.
 
The ability of AtheronNew America Energy Corp to continue as a going concern is dependent on the Company generating cash from the sale of its common stock and/or obtaining debt financing and attaining future profitable operations.  Management’s plans include selling its equity securities and obtaining debt financing to fund its capital requirement and ongoing operations; however, there can be no assurance the Company will be successful in these efforts.

F-6

NEW AMERICA ENERGY CORP
(FORMERLY: ATHERON, INC)
 (A DEVELOPMENT STAGE COMPANY)
NOTES TO THE FINANCIAL STATEMENTS
November 30, 2009

NOTE 54 – SUBSEQUENT EVENTS

On December 23, 2010, the Company’s sole director cancelled and returned to treasury 5,000,000 post split common shares.

Management has evaluated subsequent events through the date on which the financial statements were submitted to the Securities and Exchange Commission and has determined it does not have any additional material subsequent events to disclose.


 
F-7


Item ITEM 2.               Management’s DiscussionMANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATION
This quarterly report contains forward-looking statements relating to future events or our future financial performance.  In some cases, you can identify forward-looking statements by terminology such as "may", "should", "intends", "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 Analysisinvolve known and unknown risks, uncertainties and other factors which may cause our or our industry's actual results, levels of Financial Conditionactivity or performance to be materially different from any future results, levels of activity or performance expressed or implied by these forward-looking statements.

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

Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity or performance.  Except as required by applicable law and 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.

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

All dollar amounts stated herein are in US dollars unless otherwise indicated.

The management’s discussion and analysis of our financial condition and results of operations are based upon our financial statements, which have been prepared in accordance with generally accepted accounting principles ("GAAP") in the United States of America.  The following discussion of our financial condition and results of operations should be read in conjunction with our audited financial statements for the year ended August 31, 2010, along with the accompanying notes.  As used in this quarterly report, the terms "we", "us", "our", and the "Company" means New America Energy Ltd.

Forward-Looking Statements

Certain statements, other than purely historical information, including estimates, projections, statements relating to our business plans, objectives, and expected operating results, and the assumptions upon which those statements are based, are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934.   These forward-looking statements generally are identified by the words “believes,” “project,” “expects,” “anticipates,” “estimates,” “intends,” “strategy,” “plan,” “may,” “will,” “would,” “will be,” “will continu e,” “will likely result,” and similar expressions.  We intend such forward-looking statements to be covered by the safe-harbor provisions for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995, and are including this statement for purposes of complying with those safe-harbor provisions.  Forward-looking statements are based on current expectations and assumptions that are subject to risks and uncertainties which may cause actual results to differ materially from the forward-looking statements. Our ability to predict results or the actual effect of future plans or strategies is inherently uncertain.  Factors which could have a material adverse affect on our operations and future prospects on a consolidated basis include, but are not limited to: changes in economic conditions, legislative/regulatory changes, availability of capital, interest rates, competition, and generally accepted accounting principles. These risks and uncertainties should also be considered in evaluating forward-looking statements and undue reliance should not be placed on such statements.  We undertake no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise.  Further information concerning our business, including additional factors that could materially affect our financial results, is included herein and in our other filings with the SEC.

Overview

We were formed as a Nevada corporation on May 8, 2006.  Our principal executive offices are located at 3598 Durango St. Palanan, Makati City 1235, Philippines. Our telephone number is 011.63.2.728.1626. Susanna Hilario is our President, Secretary, Chief Executive Officer, Chief Financial Officer, and sole director.

We are in the business of developing a technology for ethanol-methanol gasoline which is prepared from light oil, naphtha, straight-run gasoline and key additives (our “Product”).  Our mixed gasoline formula is not yet completed and will require further research and development before it is ready for commercial use. Once developed, we intend to license our formula initially in the Philippines, and if demand warrants, into China and other countries in Asia.

We believe our mixed gasoline formula will offer a number of advantages over existing gasoline products.  Our formula should provide better miscibility than traditional gasoline.  Miscibility refers to the property of various substances, liquids in particular, to be mixed together and form a homogenous material.  The greater the miscibility in gasoline, the cleaner it will burn, resulting in better overall engine performance and cleaner pistons, rings, plugs and exhaust ports.  In addition, we believe our formula will have a lower evaporation rate.  A main ingredient in gasoline is ethanol, which evaporates easily.  An excessive amount of unburned evaporated fuel tends to result in higher quantities of smog in the atmosphere. Our formula is designed to prevent an excessive amountamo unt of evaporation.
4


We also believe our product will prevent premature detonation, or “knocking,” in the engine.  Lead was previously used as an effective anti-knocking agent by increasing the fuel’s octane rating. Our formula uses anti-knocking additives that similarly increase the octane rating for greater efficiency and power.  Our formula is expected to have higher stability.  When gasoline is stagnant for a certain period of time, gums and varnishes tend to build up and precipitate in the gasoline, causing what is known as “stale fuel.” This results in buildup in the cylinders and fuel lines, complicating engine start-up. A stabilizer, which will be used in our formula, is expected to help prevent buildup and extend the life of the engine.


3

Finally, we believe our mixed gasoline formula will cost less to consumers than traditional gasoline.  We believe that our mixed gasoline formula will help alleviate the burden on the consuming public.  We plan to license our formula initially in the Philippines, and then branch off to other nations if demand grows.  The regular gas price at the pump in the Philippines is about $3 per gallon similar to that in United States, only the GDP per capita in the Philippines is only 3% of that in the United States, so an increase in gas prices has a more drastic impact in the Philippines than in the United States.  President Macapagal-Arroyo warned that rising oil prices threaten the country’s foreign exchange reserves as well as its energy supply. With these repercussions in place, we are hopeful that our low-costlower-cost mixed gasoline formula will have a positive impact in the Filipino market.

We are a development stage company and have not generated any sales to date. We are in the initial stages of developing our formula, have very limited cash resources and are in need of substantial additional capital to execute our business plan. For these and other reasons, our independent auditors have raised substantial doubt about our ability to continue as a going concern.

Purchase or Sale of Equipment
We do not have plans to purchase any significant equipment in the next twelve months.

Results of operations for the three and nine months ended May 31, 2010 and 2009, and for the period from Inception (May 8, 2006) to May 31, 2010

We have not earned any revenues since our inception on May 8, 2006. We do not anticipate earning revenues until such time that we have fully developed our mixed gasoline formula and are able to obtain license fees in connection with our formula. We are presently in the development stage of our business and we can provide no assurance that we will develop our formula or successfully market it.
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We incurred operating expenses in the amount of $2,000 for the three months ended May 31, 2010, compared with $2,000 for the three months ended May 31, 2009. The entire amount for each mentioned period was attributable to professional fees

We incurred a net loss in the amount of $2,000 for the three months ended May 31, 2010, compared with $2,000 for the three months ended May 31, 2009.

We incurred operating expenses in the amount of $6000 for the nine months ended May 31, 2010, compared with $6,000 for the nine months ended May 31, 2009. We incurred operating expenses in the amount of $93,985 for the period from May 8, 2006 (Inception) to May 31, 2010.  The entire amount for each mentioned period was attributable to professional fees.  We anticipate our operating expenses will increase as we undertake our plan of operations. The increase will be attributable to undertaking the additional research phases of our mixed gasoline formula and the professional fees associating with our becoming a reporting company under the Securities Exchange Act of 1934.
We incurred a net loss in the amount of $93,985 for the period from May 8, 2006 (inception) to May 31, 2010.  Our losses are attributable to operating expenses together with a lack of any revenues.
Liquidity and& Capital Resources

As of May 31,November 30, 2010 we had total current assets of $0 cash. Our total current liabilitiesour cash resources were $nil, as of May 31, 2010they were $50,985. This amount consists of a loan from a shareholder and officer of the Company. The loan is non-interest bearing and is due upon demand. As a result, we had working capital deficit of $50,985 as of May 31, 2010.
Operating activities used $93,985 in cash for the period from inception (May 8, 2006) to Mayon August 31, 2010.  Our net losstotal liabilities were $3,629, as compared to $55,827 as at August 31, 2010.  This significant change was as a result of $93,985 for this period was the sole componentall loans owed to a related party being forgiven and recorded as additional paid-in-capital, on November 5, 2010, significantly reducing our working capital deficit.  However, we did assume a three year monthly obligation of our negative operating cash flow. We primarily relied$2500 as a result of a new consulting contract commencing on cash from loans to fund our operationsNovember 1, 2010, which amount accrued during the period ended May 31, 2010.current quarter, but was not paid.

The successAs of November 30, 2010, the Company had not undertaken any material commitments for capital expenditures.

Our ability to meet our business plan beyondfinancial liabilities and commitments is primarily dependent upon the next 12 months is contingentcontinued issuance of equity to new stockholders, the ability to borrow funds, and ultimately upon us obtaining additional financing. We intendour ability to fund operations through debt and/or equity financing arrangements, which mayachieve and maintain profitable operations.  There are no assurances that we will be insufficientable to fundobtain required funds for our capital expenditures, working capital, or other cash requirements. We do not have any formal commitments or arrangements for the sales of stock or the advancement or loan of funds at this time.continued operations.  There can be no assurance that such additional financing will be available to us when needed or, if available, that it can be obtained on acceptable terms,commercially reasonable terms.  If we are not able to obtain the additional financing on a timely basis, we will not be able to meet our other obligations as they become due and we will be forced to scale down or at all.perhaps even cease the operation of our business.

Off Balance Sheet Arrangements

As of May 31, 2010, there were no off balance sheet arrangements.
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Going Concern
We have a working capital deficit and have not yet received revenues from sales of products or services.  These factors createThere is substantial doubt about our ability to continue as a going concern.  The financial statements included with this quarterly report do not include any adjustment that might be necessary if we are unable to continueconcern as a going concern.
Our ability to continue as a going concernthe continuation of our business is dependent on our generating cash fromupon obtaining further short and long-term financing, achieving success in the salecommercializing of our common stock and/or obtaining debt financingProduct, and attaining futureachieving a profitable level of operations.  Management’s plans include selling ourThe issuance of additional equity securities by us could result in a significant dilution in the equity interests of our current stockholder.  Obtaining commercial loans, assuming those loans would be available, will increase our liabilities and obtaining debt financing to fundfuture cash commitments.

Results of Operations

For the three months ending November 30, 2010, our capital requirement and ongoing operations; however, there can be no assurance that we will be successfulnet loss was $2,787, with revenues of $nil.  This has not materially changed from our the same period in these efforts.the prior fiscal year, where our net loss was $2,000 on revenues of $nil.

Item ITEM 3.               Quantitative and Qualitative Disclosures About Market RiskQUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

A smaller reporting company is not required to provide the information required by this Item.

Item 4T.     Controls and ProceduresITEM 4.               CONTROLS AND PROCEDURES

We carried out an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) as of May 31,November 30, 2010.  This evaluation was carried out under the supervision and with the participation of our Chief Executive Officer and our Chief Financial Officer, Susanna Hilario.Rick Walchuk.  Based upon that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that, as of May 31,November 30, 2010, our disclosure controls and procedures are effective.  There have been no changes in our internal controls over financial reporting during the quarter ended May 31,November 30, 2010.


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Disclosure controls and procedures are controls and other procedures that are designed to ensure that information required to be disclosed in our reports filed or submitted under the Exchange Act are recorded, processed, summarized and reported, within the time periods specified in the SEC's rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed in our reports filed under the Exchange Act is accumulated and communicated to management, including our Chief Executive Officer and Chief Financial Officer, to allow timely decisions regarding required disclosure.

Limitations on the Effectiveness of Internal Controls

Our management does not expect that our disclosure controls and procedures or our internal control over financial reporting will necessarily prevent all fraud and material error. Our disclosure controls and procedures are designed to provide reasonable assurance of achieving our objectives and our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures are effective at that reasonable assurance level.  Further, the design of a control system must reflect the fact that there are resource constraints, and the benefits of controls must be considered relative to their costs. Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within the Company have been detected.detecte d. These inherent limitations include the realities that judgments in decision-making can be faulty, and that breakdowns can occur because of simple error or mistake. Additionally, controls can be circumvented by the individual acts of some persons, by collusion of two or more people, or by management override of the internal control. The design of any system of controls also is based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions. Over time, control may become inadequate because of changes in conditions, or the degree of compliance with the policies or procedures may deteriorate.

 
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PART II – OTHER INFORMATION

Item ITEM 1.               Legal ProceedingsLEGAL PROCEEDINGS

We are not a party to any pending legal proceeding. We are not aware of any pending legal proceeding to which any of our officers, directors, or any beneficial holders of 5% or more of our voting securities are adverse to us or have a material interest adverse to us.None

Item 1A:  Risk FactorsITEM 1A.            RISK FACTORS

A smaller reporting company is not required to provide the information required by this Item.

Item ITEM 2.               Unregistered Sales of Equity Securities and Use of ProceedsUNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

NoneNone.

Item ITEM 3.               Defaults upon Senior SecuritiesDEFAULTS UPON SENIOR SECURITIES

NoneNone.

Item ITEM 4.               Removed and Reserved(REMOVED AND RESERVED)

Item ITEM 5.               Other InformationOTHER INFORMATION

NoneNone.

Item ITEM 6.               ExhibitsEXHIBITS

Exhibit NumberDescription of Exhibit
3.1Incorporated by reference to the Registration Statement on Form SB-2 filed on October 25, 2006.
3.2Bylaws, as amendedIncorporated by reference to the Registration Statement on Form SB-2 filed on October 25, 2006.
10.1Release entered into by Susanna HilarioIncorporated by reference to the Current Report on Form 8-K filed on November 8, 2010.
10.2Release entered into by Rey V. SuperaIncorporated by reference to the Current Report on Form 8-K filed on November 8, 2010.
31.1Section 302 Certification- Principal Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Filed herewith
31.2Section 302 of the Sarbanes-Oxley Act of 2002Certification - Principal Financial OfficerFiled herewith
32.1
Filed herewith


 
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SIGNATURES

In accordance withPursuant to the requirements of the Securities and Exchange Act of 1934, the Registrantregistrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.


 Atheron Inc.NEW AMERICA ENERGY CORP.
  
Date:July 12, 2010January 13, 2011By:/s/ Rick Walchuk
  Name:Rick Walchuk
 
By:       /s/ Susanna Hilario
             Susanna Hilario
Title:Chief Executive Officer, Chief Financial Officer, Principal Executive Officer, Principal Financial and Accounting Officer, and Director


 
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