Race World International 10-Q 2011 Q2 Quarterly report

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

þ  QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2011

o TRANSITION REPORT UNDER SECTION 13 OR 15 (d) OF THE EXCHANGE ACT

For the transition period from _________ to _________

Commission File Number: 000-53909

RACE WORLD INTERNATIONAL, INC.

(Name of Small Business Issuer in its charter)

Nevada	20-872068
(state or other jurisdiction of incorporation or organization)	(I.R.S. Employer I.D. No.)
252 Dongen East Street Kuiwen District, Weifang, Shandong, China	261041
(Address of principal executive offices)	(Zip Code)

15906367765

(Registrant’s telephone number, including area code)

Indicate by check mark whether the registrant (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter period that the registrant was require to file such reports), and (2) has been subject to such filing requirements for the past 90 days.  Yes   þ   No o 

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company.  See definition of “large accelerated filer”, “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.  (Check one):

Large accelerated filer o      Accelerated filer o     Non-accelerated filer o     Smaller reporting company þ

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

APPLICABLE ONLY TO CORPORATE ISSUERS

As of August 10, 2011 the registrant had 46,200,000 shares of common stock outstanding.

Race World International, Inc.

Table of Contents

2

PART I - FINANCIAL INFORMATION

Race World International Inc.
(A Development Stage Company)
June 30, 2011
	Index
Balance Sheet (Unaudited)	F-1
Statement of Operations and Other Comprehensive Loss (Unaudited)	F-2
Statement of Cash Flows (Unaudited)	F-3
Notes to the Unaudited Financial Statements	F-4

3

RACE WORLD INTERNATIONAL, Inc.
(A Development Stage Company)
UNAUDITED  BALANCE SHEETS
		June 30, 2011		December 31, 2010
ASSETS
CURRENT ASSETS
Cash at Bank	$	8,029	$	-
Refundable Taxes		2,503		396
TOTAL CURRENT ASSETS	$	10,532	$	396
LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
CURRENT  LIABILITIES
Accounts payable and accrued liabilities	$	27,384	$	27,384
Loans from Related Party		126,782		108,952
TOTAL CURRENT LIABILITIES	$	154,166	$	136,336
STOCKHOLDERS'  EQUITY ( DEFICIT )
Capital stock
Authorized
20,000,000 shares of preferred stock, $0.001 par value,
50,000,000 shares of common stock, $0.001 par value,
Issued and outstanding
46,200,000 common shares	$	46,200	$	46,200
Additional Paid in Capital		215,631		215,631
Deficit accumulated during the development stage		(405,465)		(397,771)
TOTAL STOCKHOLDERS' EQUITY/(DEFICIT)	$	(143,634)	$	(135,940)
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY/(DEFICIT)	$	10,532	$	396
The accompanying notes are an integral part of these financial statements

F-1

RACE WORLD INTERNATIONAL, Inc.
(A Development Stage Company)
UNAUDITED INTERIM  STATEMENTS OF OPERATIONS
										Cumulative results
		Three months		Three months		Six months		Six months		from inception
		ended		ended		ended		ended		(December 29, 2006) to
		June 30, 2011		June 30, 2010		June 30, 2011		June 30, 2010		June 30, 2011
REVENUE
Revenues	$	-	$	-	$	-	$	-	$	14,073
Total Revenues	$	-	$	-	$	-	$	-	$	14,073
EXPENSES
Office and general	$	11,396	$	26,435	$	13,367	$	50,146	$	244,744
Professional Fees		(11,310)		12,977		(5,673)		28,592		166,418
Total Expenses	$	86	$	39,412	$	7,694	$	78,738	$	411,162
Loss from operations	$	(86)	$	(39,412)	$	(7,694)	$	(78,738)	$	(397,089)
Loss on Sale of Assets	$	-	$	-	$	-	$	-	$	(8,376)
NET LOSS	$	(86)	$	(39,412)	$	(7,694)	$	(78,738)	$	(405,465)
BASIC AND DILUTED LOSS PER COMMON SHARE
	$	-	$	-	$	-	$	-
WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING
	$	46,200,000	$	46,200,000	$	46,200,000	$	46,200,000
The accompanying notes are an integral part of these financial statements

F-2

RACE WORLD INTERNATIONAL, Inc.
(A Development Stage Company)
UNAUDITED INTERIM  STATEMENTS OF STOCKHOLDERS' EQUITY (DEFICIT)
From inception (December 29, 2006) to June 30, 2011
									Deficit
	Common Stock								accumulated
					Additional		Share		during the
	Number of				Paid-in		Subscriptions		development
	shares		Amount		Capital		Receivable		stage		Total
Issue of common stock for
cash on December 29, 2006	19,700,000	$	19,700	$	78,800	$	-	$	-	$	98,500
Issue of common stock for
cash on August 9, 2007	26,200,000		26,200		107,131		-		-		133,331
Net loss for the period
ended December 31, 2007			-		-		-		(21,508)		(21,508)
Balance,
December 31, 2007	45,900,000	$	45,900	$	185,931	$	-	$	(21,508)	$	210,323
Issue of common stock for
cash on August 19 ,2008	300,000		300		29,700		-		-		30,000
Net loss for the year
ended December 31, 2008	-		-		-		-		(135,649)		(135,649)
Balance,
December 31, 2008	46,200,000	$	46,200	$	215,631	$	-	$	(157,157)	$	104,674
Net loss for the year
ended December 31, 2009	-		-		-		-		(46,152)		(46,152)
Balance,
December 31, 2009	46,200,000	$	46,200	$	215,631	$	-	$	(203,309)	$	58,522
Net loss for the year
ended December 31, 2010	-		-		-		-		(194,462)		(194,462)
Balance,
December 31, 2010	46,200,000	$	46,200	$	215,631	$	-	$	(397,771)	$	(135,940)
Net loss for the 6 months
ended June 30, 2011	-		-		-		-		(7,694)		(7,694)
Balance,
June 30, 2011	46,200,000	$	46,200	$	215,631	$	-	$	(405,465)	$	(143,634)
The accompanying notes are an integral part of these financial statements

F-3

RACE WORLD INTERNATIONAL, Inc.
(A Development Stage Company)
UNAUDITED INTERIM  STATEMENTS OF CASH FLOWS
			Six months		Six months		December 29, 2006
			ended		ended		(date of inception) to
			June 30, 2011		June 30, 2010		June 30, 2011
OPERATING ACTIVITIES
	Net loss	$	(7,694)	$	(78,738)	$	(405,465)
	Adjustment to reconcile net loss to net cash
	used in operating activities
	Loss on sale of race vehicle						8,376
	Depreciation				1,625		6,624
	(Increase) decrease in Refundable Taxes		(2,107)		1,087		(2,503)
	Increase (decrease) in accrued expenses	$	-	$	32,288	$	136,336
NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES
		$	(9,801)	$	(43,738)	$	(256,632)
INVESTING ACTIVITIES
	Promissory Note receivable (Note 3)		-		-		(95,000)
NET CASH PROVIDED BY INVESTING ACTIVITIES
		$	-	$	-	$	(95,000)
FINANCING ACTIVITIES
	Proceeds from sale of common stock		-		-		261,831
	Advances from shareholders		17,830		366,069		97,830
NET CASH PROVIDED BY FINANCING ACTIVITIES
		$	-	$	366,069	$	359,661
NET INCREASE ( DECREASE) IN CASH		$	8,029	$	322,331	$	8,029
CASH, BEGINNING OF PERIOD		$	-	$	1,874	$	-
CASH, END OF PERIOD		$	8,029	$	324,205	$	8,029
Supplemental cash flow information and noncash financing activities:
Cash paid for:
	Interest	$	-	$	-	$	21
Non-cash events:
	Proceeds from property & equipment
	offset against advances from shareholders	$	-	$	-	$	80,000
	Promissory note receivable	$	-	$	-	$	95,000
	Purchase of property and equipment	$	-	$	-	$	(95,000)
The accompanying notes are an integral part of these financial statements

F-4

RACE WORLD INTERNATIONAL, Inc.

(A Development Stage Enterprise)

NOTES TO THE UNAUDITED FINANCIAL STATEMENTS

June 30, 2011

NOTE 1 -ORGANIZATION AND DEVELOPMENT STAGE ACTIVITIES

The company was incorporated under the laws of the State of Nevada on December 29, 2006.  The company purpose in the Articles of Incorporation is to engage in any lawful activity or activities in the State of Nevada and throughout the world.  The Company has no cash flows from operations.  The Company is currently exploring possible mergers/acquisitions of operating entities.  Such mergers/acquisitions may not be available or may not be available on reasonable terms.  The resolution of this going concern issue is dependent on the realization of management’s plans.  If management is unsuccessful in merging/acquiring operating entities, the Company will be required to liquidate assets and curtail or possibly cease operations.

NOTE 2 -SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

The financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States.  Because a precise determination of many assets and liabilities is dependent on future events, the preparation of financial statements for a period necessarily involves the use of estimates which have been made using careful judgment.

The financial statements have, in management’s opinion, been properly prepared within reasonable limits of materiality and within the framework of the accounting policies summarized below:

Cash and cash equivalents

The Company considers all short-term investments, including investments in certificates of deposit, with a maturity date at purchases of three months or less to be cash equivalents.

Revenue recognition

Revenue is recognized on the sale and transfer of goods and services.

Foreign currencies

The functional currency of the Company is the United States dollar.  Transactions in foreign currencies are translated into United States dollars at the rates in effect on the transaction date.  Exchange gains or losses arising on translation or settlement of foreign currency denomination monetary items are included in the statement of operations.

Financial instruments

The Company’s financial instruments consist of cash, refundable taxes, and accounts payable and accrued liabilities, and loans from a related party.

Management is of the opinion that the Company is not subject to significant interest, currency or credit risks on the financial instruments included in these financial statements.  The fair market values of these financial instruments approximate their carrying values.  

Income Taxes

The Company follows the asset and liability method of accounting for income taxes.  Under this method, current taxes are recognized for the estimated income taxes payable for the current period.

Deferred income taxes are provided based on the estimated future tax effects of temporary differences between financial statement carrying amounts of assets and liabilities and their respective tax bases as well as the benefit of losses available to be carried forward to future years for tax purposes.

Deferred tax assets and liabilities are measured using enacted tax rates that are expected to apply to taxable income in the years in which those temporary differences are expected to be covered or settled.  The effect of deferred tax assets and liabilities of a change in tax rates is recognized in operations in the period that includes the enactment date.  A valuation allowance is recorded for deferred tax assets when it is more likely than not that such deferred tax assets will not be realized.

F-5

RACE WORLD INTERNATIONAL, Inc.

(A Development Stage Company)

NOTES TO THE UNAUDITED FINANCIAL STATEMENTS

June 30, 2011

NOTE 2 -SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

Net Loss per Share

Basic loss per share is computed by dividing loss for the period available to common stockholders by the weighted average number of common stock outstanding during the period.

Recent Accounting Pronouncements

The company has evaluated all the recent accounting pronouncements and believes that none of them will have a material effect on the company’s financial statement.

NOTE 3 - PROMISSORY NOTE RECEIVABLE – RELATED PARTY

On August 15th, 2007 the Company issued a note receivable in the amount of $205,000 which pays monthly interest of 0.5% per month and carries an effective annual interest rate of 6.17%.  The capital of $205,000 is payable upon demand and is due from JPI Project Management Inc., a related company.  JPI is owned solely by the former President’s spouse.  

On December 31, 2007 a demand of $10,000 was made on the original $205,000 note, reducing it to its ending December 31, 2007 balance of $195,000.  The $10,000 payment was made on behalf of the company by JPI to reduce the shareholder’s loan account.  Interest payments due from September to December 2007 were also made through payments on behalf of the company by JPI to reduce the outstanding shareholder’s loan.  

On March 31, 2008 a demand of $10,000 was made on the original $205,000 note, reducing it to its ending March 31, 2008 balance of $185,000.  The $10,000 payment was made on behalf of the company by JPI to reduce the shareholder’s loan account.  Interest payments due from January to March 2008 were also made through payments on behalf of the company by JPI to reduce the outstanding shareholder’s loan.  On June 30, 2008 a demand of $35,000 was made on the remaining $185,000 note, reducing it to its June 30, 2008 balance of $150,000.  The $35,000 payment was made on behalf of RWI by JPI to reduce the shareholder’s loan account.  Interest payments due April to June 2008 were also made through payments on behalf of RWI by JPI to reduce the outstanding shareholder’s loan.

On June 30, 2008 a demand of $35,000 was made on the remaining $185,000 note, reducing it to its June 30, 2008 balance of $150,000.  The $35,000 payment was made on behalf of the company by JPI to reduce the shareholder’s loan account.  Interest payments due April to June 2008 were also made through payments on behalf of the company by JPI to reduce the outstanding shareholder’s loan.

On July 1, 2008 a demand of $100,000 was made on the remaining $150,000 note, reducing it to its July 1, 2008 balance of $50,000.  A $5,000 payment was made on behalf of the company by JPI to reduce the shareholder’s loan account, while the other $95,000 payment was made on behalf of the company for the purchase of a 1988 Formula Atlantic Swift DB4 race car, spare parts, and team support vehicle.  The $95,000 purchase price was subjected to an appraisal by an approved auto specialist.

On September 30, 2008 a demand of $30,000 was made on the remaining $50,000 note, reducing it to its September 30, 2008 balance of $20,000.  The $20,000 payment was made on behalf of the company by JPI to reduce the shareholder’s loan account.  

On December 31, 2008 a demand of $20,000 was made on the remaining $20,000 note for payment in full.  The $20,000 payment was made on behalf of the company by JPI to reduce the shareholder’s loan account.  Interest payments were also made through payments on behalf of the company by JPI to reduce the shareholder’s loan account.

NOTE 4 – STOCKHOLDERS' EQUITY

On December 29, 2006, the Company completed a private placement offering of 19,700,000 common shares to its officers and directors for $98,500.

On August 9, 2007, the Company completed a private placement offering of 26,200,000 common shares to its remaining founders for $133,331.

On August 19, 2008, the Company completed a private placement offering of 300,000 common shares to new subscribers for net proceeds of $30,000.

F-6

RACE WORLD INTERNATIONAL, Inc.
(A Development Stage Company)
NOTES TO THE UNAUDITED FINANCIAL STATEMENTS
June 30, 2011
NOTE 5 – RELATED PARTY TRANSACTIONS
As of June 30, 2011, total advances from a party related to the director of the Company were $126,782. The amount is unsecured, non-interest bearing and is due on demand.
NOTE 6 - INCOME TAXES
June 30, 2011            December 31, 2010
	405,465                                               397,771
35%                                                   35%
141,913                                              139,220
(141,913)                                          (139,220)
$        0                                               $       0
Management believes that it is not more likely than not that it will create sufficient taxable income sufficient to realize its deferred tax assets.  It is reasonably possible these estimates could change due to future income and the timing and manner of the reversal of deferred tax liabilities.  Due to its losses, the Company has no income tax expense
The Company has computed its June 30, 2011 operating loss carry-forwards for income tax purposes to be approximately $7,694 and its cumulative losses from inception to be $405,465.

F-7

ITEM 2.  Management Discussion and Analysis of Financial Condition and Results of Operations.  

Safe Harbor Statement

This report on Form 10-Q contains certain forward-looking statements.  All statements other than statements of historical fact are “forward-looking statements” for purposes of these provisions, including any projections of earnings, revenues, or other financial items; any statements of the plans, strategies, and objectives of management for future operation; any statements concerning proposed new products, services, or developments; any statements regarding future economic conditions or performance; statements of belief; and any statement of assumptions underlying any of the foregoing. Such forward-looking statements are subject to inherent risks and uncertainties, and actual results could differ materially from those anticipated by the forward-looking statements.

These forward-looking statements involve significant risks and uncertainties, including, but not limited to, the following: competition, promotional costs, and risk of declining revenues.  Our actual results could differ materially from those anticipated in such forward-looking statements as a result of a number of factors.  These forward-looking statements are made as of the date of this filing, and we assume no obligation to update such forward-looking statements.  The following discusses our financial condition and results of operations based upon our consolidated financial statements which have been prepared in conformity with accounting principles generally accepted in the United States.  It should be read in conjunction with our financial statements and the notes thereto included elsewhere herein.

The following discussion should be read in conjunction with our consolidated financial statements, including the notes thereto, appearing elsewhere in this Form 10-Q.  The discussions of results, causes and trends should not be construed to imply any conclusion that these results or trends will necessarily continue into the future.

Overview

We were incorporated pursuant to the laws of the State of Nevada on December 29, 2006 under the name Race World International, Inc. Race World was formed to develop and operate a motorsports theme park.

Liquidity and Capital Resources

As of June 30, 2011, we had cash and cash equivalents of $8,029 and a working capital deficiency of $146,634.  As of June 30, 2011 our accumulated deficit was $405,465.  For the six months ended June 30, 2011 our net loss was $7,694 compared to $78,738 during the same period in 2010.  This decrease was due mostly to lower office and general fees and professional fees.

Our loss was funded by proceeds from shareholder loans and from the sale of our common stock.  During the six months ended June 30, 2011, we received $17,830 from a shareholder and our cash position increased by $8,029.  

We used net cash of $9,801 in operating activities for the six months ended June 30, 2011 compared to using net cash of $43,738 in operating activities for the same period in 2010.  We did not use any money in investing activities for the six months ended June 30, 2011 nor did we use any money for investing activities during the same period in 2010.  

During the six months ended June 30, 2011 our monthly cash requirement was approximately $1,338, compared to approximately $7,290 for the same period in 2010.

These financial statements have been prepared on the assumption that we are a going concern, meaning we will continue in operation for the foreseeable future and will be able to realize assets and discharge liabilities in the ordinary course of operations.  Different bases of measurement may be appropriate when a company is not expected to continue operations for the foreseeable future.  Our continuation as a going concern is dependent upon our ability to attain profitable operations and generate funds there-from, and/or raise equity capital or borrowings sufficient to meet current and future obligations.  Management plans to raise equity financings over the next twelve months to finance operations.  There is no guarantee that we will be able to complete any of these objectives.  We have incurred losses from operations since inception and at June 30, 2011, have a working capital deficiency and an accumulated deficit that creates substantial doubt about our ability to continue as a going concern.

Results of Operations for the three months ended June 30, 2011 compared to the three months ended June 30, 2010 and from inception to June 30, 2011.

Limited Revenues

Since our inception on December 29, 2006 to June 30, 2011, we have earned limited revenue of $14,073.  As of June 30, 2011, we have an accumulated deficit of $405,465 and we did not earn any revenues during the three months ending on June 30, 2011.  At this time, our ability to generate any significant revenues continues to be uncertain.  Our financial statements contain an additional explanatory paragraph in Note 2, which identifies issues that raise substantial doubt about our ability to continue as a going concern.  Our financial statements do not include any adjustment that might result from the outcome of this uncertainty.

Net Loss

We incurred a net loss of $86 for the three months ended June 30, 2011, compared to a net loss of $39,412 for the same period in 2010.  This decrease in net loss is mostly due to lower office and general fees and professional fees.  From inception on December 29, 2006 to June 30, 2011, we have incurred a net loss of $405,465.  Our basic and diluted loss per share was $0.00 for the three months ended June 30, 2011, and $0.00 for the same period in 2010.  

4

Expenses

Our total operating expenses decreased from $39,412 to $86 for the three months ended June 30, 2011 compared to the same period in 2010.  This decrease in expenses is mostly due to office and general fees.  Since our inception on December 29, 2006 to June 30, 2011, we have incurred total operating expenses of $411,162.

Our professional fees, consisting primarily of legal, accounting and auditing fees, where $(11,310) for the three months ended June 30, 2011 compared to $12,977 for the same period in 2010.  Since our inception on December 29, 2006 until June 30, 2011 we have spent $166,418 on professional fees.

Our office and general fees decreased $15,038 from $26,435 to $11,397 for the three months ended June 30, 2011 compared to the same period in 2010.  Since our inception on December 29, 2006 until June 30, 2011 we have spent $244,744 on office and general fees.

Results of Operations for the six months ended June 30, 2011 compared to the six months ended June 30, 2010

Limited Revenues

We did not earn any revenues during the six months ending on June 30, 2011, no did we earn any revenues earned during the same period in 2010.  At this time, our ability to generate any significant revenues continues to be uncertain.

Net Loss

We incurred a net loss of $7,694 for the six months ended June 30, 2011, compared to a net loss of $78,738 for the same period in 2010.  This decrease in net loss is mostly due to lower office and general and professional fees.  Our basic and diluted loss per share was $0.00 for the six months ended June 30, 2011, and $0.00 for the same period in 2010.  

Expenses

Our total operating expenses decreased from $78,738 to $7,694 for the six months ended June 30, 2011 compared to the same period in 2010.  This decrease in expenses is mostly due to lower office and general and professional fees.

Our professional fees, consisting primarily of legal, accounting and auditing fees, where $(5,673) for the six months ended June 30, 2011 compared to $28,592 for the same period in 2010.  

Our office and general fees decreased $36,779 from $50,146 to $13,367 for the six months ended June 30, 2011 compared to the same period in 2010.  

5

Inflation

The amounts presented in the financial statements do not provide for the effect of inflation on our operations or financial position.  The net operating losses shown would be greater than reported if the effects of inflation were reflected either by charging operations with amounts that represent replacement costs or by using other inflation adjustments.

Off-Balance Sheet Arrangements

As of June 30, 2011, we had no off-balance sheet transactions that have or are reasonably likely to have a current or future effect on our financial condition, changes in our financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources.

ITEM 3.  Quantitative and Qualitative Disclosure About Market Risks.

Not applicable.

ITEM 4.  Control and Procedures

Not applicable

ITEM 4T.  Control and Procedures.

Management's Report on Internal Control over Financial Reporting.

Our Internal control over financial reporting is a process that, under the supervision of and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, was designed to provide reasonable assurances regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles.  Our internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect our transactions and dispositions of our assets; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that our receipts and expenditures are being made only in accordance with authorizations of our management and our trustees; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of our assets that could have a material effect on our financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements.  Also, projections of any evaluation of effectiveness to future periods are subject to the risk that our controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

As management, it is our responsibility to establish and maintain adequate internal control over financial reporting.  As of June 30, 2011, under the supervision and with the participation of our management, including our Chief Executive Officer, we evaluated the effectiveness of our internal control over financial reporting using criteria established in Internal Control - Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission

("COSO").  Based on our evaluation, we concluded that the Company maintained effective internal control over financial reporting as of June 30, 2011, based on criteria established in the Internal Control Integrated Framework issued by the COSO.

This quarterly report does not include an attestation report of the company's registered public accounting firm regarding internal control over financial reporting.  Management's report was not subject to attestation by the company's registered public accounting firm pursuant

to temporary rules of the Securities and Exchange Commission that permit the company to provide only management's report in this quarterly report.

Evaluation of disclosure controls and procedures.  

As of June 30, 2011, the Company's chief executive officer and chief financial officer conducted an evaluation regarding the effectiveness of the Company's disclosure controls and procedures (as defined in Rules 13a-15(e) or 15d-15(e) under the Exchange Act.  Based upon the evaluation of these controls and procedures, our chief executive officer and chief financial officer concluded that our disclosure controls and procedures were effective as of the date of filing this annual report applicable for the period covered by this report.

Changes in internal controls.  

During the period covered by this report, no changes occurred in our internal control over financial reporting that materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

6

PART II – OTHER INFORMATION

ITEM 1.  Legal Proceedings.

As of August 10, 2011 there are no material pending legal proceedings, other than ordinary routine litigation incidental to our business, to which we or any of our subsidiaries are a party or of which any of our properties is the subject.  Also, our management is not aware of any legal proceedings contemplated by any governmental authority against us.

ITEM 2.  Unregistered Sales of Equity Securities.

None.

ITEM 3.  Defaults Upon Senior Securities.

None.

ITEM 4.  Submission of Matters to a Vote of Security Holders.

None.

ITEM 5.  Other Information.

None.

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ITEM 6.  Exhibits.

Number	Description
31.1	Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1	Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on our behalf by the undersigned thereunto duly authorized.

	RACE WORLD INTERNATIONAL, INC. (REGISTRANT)
��
Date:  August 10, 2011	/s/ Wang Shi Bin
	Wang Shi Bin
	President, Chief Executive Officer, Chief Financial Officer, Director
	(Authorized Officer for Registrant)

8