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FORM 10-Q
| [X] | | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF = THE=20 SECURITIES EXCHANGE ACT OF 1934 |
| | | For the period ended September 30, 2007 = |
| | |
Commission File Number 000-25997
China Holdings, Inc.
(Exact Name of Small Business = Issuer as=20 specified in its Charter)
Nevada | | 91-1939533 |
(State or other Jurisdiction of Incorporation = or=20 Organization) | | (I.R.S. Employer Identification Number) = |
| | | |
78365 Hwy 111, Ste. 382
LaQuinta, CA = | | 92253 |
(Address of principal executive = offices) | | (Zip Code) |
| | | |
Former Name: Silver Bow Antique Aviation
Check whether the Issuer (1) filed all reports = required to be=20 filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 = during the=20 preceding 12 months (or for such shorter period that the Registrant was = required=20 to file such reports) and (2) has been subject to such filing = requirements for=20 the past 90 days.
Indicate the number of shares outstanding of each of = the=20 issuer's classes of Common Equity, as of the latest practicable = date.
| Common Stock, no par value | | 3,190,400 |
| Title of Class | | Number of Shares Oustanding at September 30, = 2007=20 |
| No exhibits included. | |
PART I
ITEM 1. Financial Information
Financial Statements
China Holdings, Inc.
(A Development Stage = Company)
BALANCE=20 SHEET
(Unaudited)
| ASSETS | | September 30 , 2007 | | December 31, 2006 |
| CURRENT ASSETS: | | | | |
| | Deposit Cash/New Business Oper. | $ | 0 | $ | 0 |
| | | Total Current Assets | $ | 0 | $ | 0 |
| FIXED ASSETS: (Note 3) | | | | |
| | Property/Equipment Less
| $ | 0 | $ | 0 |
| | Accumulated Depreciation | < | 0 | $ | 0 |
| | | Net Fixed Assets | $ | 0 | $ | 0 |
| TOTAL ASSETS | $ | 0 | $ | 0 |
| LIABILITIES & SHAREHOLDERS' EQUITY = | | | | |
| Current Liabilities: (Note 4) | | | | |
| | Misc. Accured Liabilities | $ | 0 | $ | 0 |
| | Other Liabilities | | 0 | | 0 |
| | | Total current liabilities | $ | 0 | $ | 0 |
| LONG TERM LIABILITIES: (Note 5) | $ | 176,321 | $ | 176,321 |
| | Net Total Long Term Liabilities | $ | 0 | $ | 0 |
| TOTAL LIABILITIES | $ | 0 | $ | 0 |
| SHAREHOLDERS' EQUITY (NOTE 1) | | | | |
| | 1,000 shares authorized; -0-
shares issued and=20 outstanding | $ | 0 | $ | 0 |
| | Common stock, par value $ = .001;
99,999,000=20 shares authorized;
issued & outstanding 3,190,400 | | 3,190 | | 3,190 |
| | Paid-in capital | | 20,000 | | 20,000 |
| | Retained earnings <Accum. Deficit> = | | <199,511> | | <199,511> |
NET EQUITY/RETAINED EARNINGS=20
<DEFICIT> | $ | <176,321> | $ | <176,321> |
| TOTAL ASSETS/LIABILITIES | $ | 0 | $ | |
The accompanying notes are an integral part of these financial = statements.=20
China Holdings, Inc.
(A Development Stage Company)=20
STATEMENTS OF OPERATIONS
(Unauditied)
| | | For the three months
ending September 30, = 2007 | | For the nine months
ending September 30, = 2007 | | Cumulative from
inception
(Aug 10, 1998) = to=20
September 30, 2007 |
| | | -------------------- | | -------------------- | | ---------------------- |
| | | | | | | |
Revenues | $ | - | $ | - | $ | - |
Operating expenses | | -0- | | -0- | | 199511 |
Net loss from operations | | -0- | | -0- | | (199511) |
| | | | | | | |
Other income (expense) | | - | | - | | - |
Net loss | $ | -0- | $ | -0- | $ | (199511) |
| | | | | | | |
Net loss per share | $ | (0.00) | $ | (0.00) | | (0.62) |
| | | | | | | |
Weighted average common shares outstanding | | 3,190,400 | | 3,190,400 | | 3,190,400 |
| | | | | | | |
The accompanying notes are an integral part of these = condensed=20 financial statements.
China Holdings, Inc.
(A Development Stage=20 Company)
STATEMENTS OF CASH FLOWS
For the three months
ending September 30, = 2007 | | For the nine months
ending September 30, = 2007 | | Cumulative from
inception
(Aug 10, 1998) = to=20
September 30, 2007 | | | | -------------------------------- | | ------------------------------ | | ---------------------------- |
| | | | | | | |
Operating Activities
Net loss | $ | -0- | $ | -0- | $ | (199511) |
Adjustments to reconcile net loss to net cash used in = operations:=20 | | | | | | |
Issuance of shares for services rendered | | - | | - | | 473 |
Issuance of notes payable to related parties for services = rendered=20 | | - | | - | | 70,000 |
Changes in operating assets and liabilities: | | | | | | |
Increase in accounts payable | | -0- | | -0- | | -0- |
Increase in accounts payable related parties | | | | - | | -0- |
| | | --------------------------- | | ------------------------------ | | ------------------------------- |
Net cash used in operating activities | | - | | - | | (1,027) |
Investing Activities | | - | | - | | - |
Financing Activities
Issuance of shares for cash | | - | | - | | 1,027 |
| | | --------------------------- | | ------------------------------ | | ------------------------------- |
Net cash provided by financing activities | | - | | - | | 1,027 |
Net change in cash
Cash at beginning of period | | - | | - | | - |
| | | --------------------------- | | ------------------------------ | | ------------------------------- |
Cash at end of period | $ | - | $ | - | $ | - |
| | | =3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D = | | =3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D = | | =3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D= |
Supplemental Information:
Cash paid for interest and income = taxes=20 | $ | - | $ | - | $ | - |
| | | =3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D = | | =3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D = | | =3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D= |
Non-cash investing and financing activities:
Issuance of = notes=20 payable to related parties for services | $ | - | $ | - | $ | 70,000 |
| | | =3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D = | | =3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D = | | =3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D= |
Reclassification from accounts payable to accounts payable- = related=20 parties due to payment of accounts payable by related parties = | $ | -0- | $ | - | $ | -0- |
| | | =3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D = | | =3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D = | | =3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D= |
Conversion of related party notes payable to common = stock | $ | 70,000 | $ | - | $ | 70,000 |
| | | | | | | The accompanying notes are an integral part of these FINANCIAL=20 STATEMENTS. China Holdings, Inc.
(A Development Stage = Company)
Notes=20 to Financial Statements
For The Three Months Ended September 30, = 2007 GENERAL:
The condensed consolidated financial statements of = China=20 Holdings, Inc. included herein, have been prepared pursuant to the rules = and=20 regulations of the Securities and Exchange Commission. Although certain=20 information normally included in financial statements prepared in = accordance=20 with generally accepted accounting principles has been condensed or = omitted,=20 Silver Bow believes that the disclosures are adequate to make the = information=20 presented not misleading. The condensed financial statements for the = nine month=20 period ended September 30, 2007 should be read in conjunction with the = financial=20 statements and notes thereto included in this report. The condensed consolidated financial statements included herein = reflect all=20 normal recurring adjustments that, in the opinion of management, are = necessary=20 for fair presentation. The Company has not commenced operations and has no working = capital. NOTE 1 - ORGANIZATION AND BUSINESS PLAN: Company was organized under the laws of the State of Nevada on April = 28, 1994=20 under the name of Silver Bow Antique Aviation. The Company was = incorporated to=20 engage in any lawful activities. The Company's articles initially authorized 1,000 shares of Preferred = Stock=20 and 10,000 shares of Common Stock, both at a par value of $.001 per = share. Common Stock. During 1996, certain consulting services were rendered to the Company = by the=20 majority stockholder, Magellan Capital Corporation, (a Nevada = Corporation doing=20 business in California) and 4 other individuals. The value of such = services were=20 at the stated par value for 1,041 shares issued on July 15, 1995 and = have been=20 stated on the Balance sheet, the Statement of Operations and the Cash = Flow=20 Statement at $936 for the year ending 12/31/96, which amount reflects = the par=20 value of the original issue on the date of the 900 for 1 forward stock = split on=20 the 1,041 shares. Revised number of shares issued and outstanding after = the=20 foregoing split were 936,900, with a total value of $936.00 as of the = end of the=20 year September 30, 1996. On December 30, 1998, 2,053,500 shares were sold for $2,054 cash at = the=20 stated par value of $.001 per share. Total shares outstanding at year = end=20 12/31/98 were 2,990,400, with a total value of $2,990. On September 25, 2001, 200,000 shares were issued at the stated par = value of=20 $.001 per share for services rendered through September, 2001: 100,000 = shares to=20 Darren J. Holm, the newly appointed President of the Company and 50,000 = shares=20 each to Randall Baker, Secretary and Norm LeBoeuf, Controller. The total number of Common Stock shares outstanding and issued as of = the end=20 of September 30, 2007 and 2006 were 3,190,400, total value $53,190. No = other=20 transactions have taken place since those dates for the Common Stock of = the=20 Company: Total Common Stock Shares outstanding and issued at September = 30, 2007=20 were 3,190,400, total value of $53,190. On October 6, 2005 Silver Bow Antique Aviation, a Nevada corporation, = merged=20 with China Holdings, Inc, a Wyoming corporation with the Wyoming = corporation=20 surving for the purpose of effecting a name change and redomincile from = Nevada=20 to Wyoming. Preferred Stock. The original articles of incorporation, April 28, 1994, authorized = 1,000=20 shares of Preferred Stock with a stated par value of $.001 per share. = From=20 inception (April 28, 1994) through September 30, 2007, no Preferred = Stock Shares=20 have been issued, and, none are outstanding. NOTE 2- SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: The Articles of Incorporation (as revised) authorize China Holdings, = Inc. to=20 issue up to 99,999,000 shares of Common Stock with a par value of $.001 = per=20 share and 1,000 shares of Preferred Stock, with a par value of $.001 per = share.=20 As of the period ending September 30, 2007, there were 3,190,400 shares = of=20 Common Stock issued and outstanding. As of September 30, 2007 = ASSETS: The Company has no Fixed Assets for the period ending September 30, = 2007 and=20 December 31, 2006. NOTE 4 - CURRENT LIABILITIES: Following are the Current Liabilities of the Company as of September = 30, 2007=20 and December 31, 2006 were: | Category Description | | Amounts due
9/30/2007 | | Amounts due
12/31/2006 | | Current Liabilities | $ | 0 | $ | 0 | | TOTAL LIABILITIES | $ | 0 | $ | NOTE 5. LONG TERM LIABILITY Assets and current liabilities have been consolidated into a long = term=20 liability note in favor of a D.K. Mork, the majority stock holder of = China=20 Holdings, as set fourth in Part I - Item 6 . NOTE 6. GOING CONCERN AND INCIDENTAL COSTS: Incidental costs to maintain legal registrations of the Company in = the State=20 of Nevada and with the Security and Exchange Commissions have been paid = or=20 assumed by Mr. Dempsey Mork, Chief Financial Officer/ Director, the = majority=20 shareholder of China Holdings. This will continue for the foreseeable=20 future. List of Exhibits | | | 31 | 302 Certification | | | 32 | (B) Reports on Form 8-K None.
ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES Audit, tax and accounting fees for ongoing normal business activities = will=20 continue to be paid by Mr. Dempsey Mork, Chief Financial Officer, = Director, the=20 majority Shareholder of China Holdings. The Board of Directors, acting as the Audit Committee considered = whether, and=20 determined that, the auditor's provision of non-audit services was = compatible=20 with maintaining the auditor's independence. All of the services = described above=20 for fiscal years through the period ending September 30, 2007, and were = approved=20 by the Company=92s Board of Directors pursuant to its policies and = procedures.=20 SIGNATURES Pursuant to the requirements of Section 13 or 15(d) of the Securities = Exchange Act of 1934, as amended, the Company has duly caused this = Report to be=20 signed on its behalf by the undersigned duly authorized person. Date: March 1, 2008 China Holdings, Inc. /s/ Darren J. Holm
----------------------------------
By: = Darren J.=20 Holm, President Pursuant to the requirements of the Securities Exchange Act of 1934, = the=20 Registrant has duly caused this report to be signed on its behalf by the = undersigned thereunto duly authorized. Signature | | Capacity | | Date | | /s/ Darren J. Holm | | President/CEO Director | | March 1, 2008 | | Darren J. Holm | | | | | | | | | | | | /s/ Dempsey K. Mork | | CFO/Director | | March 1, 2008 | | Dempsey K. Mork | | | | | | | | | | | | /s/ Norbert LeBoeuf | | Secretary/Director | | March 1, 2008 | | Norbert LeBoeuf | | | |
|
