U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q/A
Amendment No. 2
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the quarterly period ended: June 30, 2008
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from ____ to ____
Commission file number: 000-50340
NAVSTAR MEDIA HOLDINGS, INC.
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(Exact name of registrant as specified in its charter)
NEVADA 75-2980786
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(State of incorporation) (IRS Employer ID No.)
26, Chaowai Road, Suite A2205,
Chaoyang District, Beijing, 100020, China
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(Address of principal executive offices)
Registrant's telephone number,
including area code:
Phone: 011-86-10-85653268
Fax: 011-86-10-85653223
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 is a shell company (as defined in
Rule 12b-2 of the Exchange Act). Yes [X] No [ ]
As of June 30, 2008, the Registrant had 26,980,609 shares of common stock
outstanding.
EXPLANATORY NOTE
We are filing this Form 10-Q/A (the "Amended Filing") to amend our Form 10-Q for
the fiscal quarter ended June 30, 2008, originally filed with the Securities and
Exchange Commission on August 19, 2008 and amended on August 22, 2008 (the
"Original Filings"), to correct errors in Part I, Item 4T Controls and
Procedures.
The Amended Filing is limited in scope to such item and does not amend, update,
or change any other items or disclosures contained in the Original Filings.
Accordingly, other items that remain unaffected are omitted in this filing.
Except as described in this paragraph, we do not purport by this Amended Filing
to update any of the information contained in the Original Filings.
ITEM 4T Controls and Procedures
Disclosure Controls and Procedures. Our disclosure controls and procedures are
designed to ensure that information required to be disclosed in reports that we
file or submit under the Securities Exchange Act of 1934 (the "Exchange Act") is
recorded, processed, summarized and reported within the time periods specified
in the rules and forms of the United States Securities and Exchange Commission.
Our Chief Executive Officer and Chief Financial Officer have reviewed the
effectiveness of our "disclosure controls and procedures" (as defined in
Exchange Act Rules 13a-14(c) and 15d-14(c)) within the end of the period covered
by this Quarterly Report on Form 10-Q and have concluded that the disclosure
controls and procedures are not effective. Management believes, that the
Company's lack of sufficient accounting personnel and an operating accounting
department has materially negatively affected the Company's ability to ensure
that that material information relating to the Company is recorded, processed,
summarized, and reported in a timely manner. There were no significant changes
in our internal controls or in other factors that could significantly affect
these controls subsequent to the last day they were evaluated by our Chief
Executive Officer and Chief Financial Officer Changes in Internal Control over
Financial Reporting.
During the fiscal quarter ended June 30, 2008, there have been no new changes in
the Company's internal control over financial reporting, other than commencing
remediation measures as described in the Company's Annual Report on Form 10-K/A
for the year ended December 31, 2007, which still have not been completed, that
have materially affected, or are reasonably likely to materially affect, its
internal control over financial reporting.
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SIGNATURES
In accordance with the requirements of the Exchange Act, the registrant caused
this report to be signed on its behalf by the undersigned,
NAVSTAR MEDIA HOLDINGS, INC.
By: /s/ Yanbin Wang
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(Yanbin Wang, Chief Executive Officer,
Principal Executive Officer)
Dated: March 10, 2009
By: /s/ Xiuzhen Qiao
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Xiuzhen Qiao, Chief Financial Officer
(Principal Financial and Accounting Officer)
Dated: March 10, 2009
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