UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 10-Q


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

For the quarterly period ended ~~March~~September 3130, 2011


[ ]	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 000-54184

Evolution Acquisition Corporation

(Exact name of Registrant as specified in its charter)


Cayman Islands	N/A
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

c/o Nautilus Global Partners

700 Gemini, Suite 100, Houston, TX 77056

(Address of principal executive offices) (Zip Code)

(281) 488-3883

(Registrant’s telephone number, including area code)

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 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 (Check one):


Large accelerated filer o	Accelerated filer o

Non-accelerated filer o (Do not check if a smaller reporting company)	Smaller reporting company x

Indicate by check mark whether the registrant is a shell company (as defined in rule 12b-2 of the Exchange Act). YES [X] NO [__]

At ~~May~~November 1310, 2011 there were 998,275 shares of Registrant’s ordinary shares outstanding.

GENERAL INDEX

		Page Number
	PART I. FINANCIAL INFORMATION
ITEM 1.	FINANCIAL STATEMENTS	3
ITEM 2.	MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS	109
ITEM 3.	QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK	1110
ITEM 4.	CONTROLS AND PROCEDURES	1110
	PART II. OTHER INFORMATION
ITEM 1.	LEGAL PROCEEDINGS	1110
ITEM 1.(A)	RISK FACTORS	1210
ITEM 2.	UNREGISTERED SALES OF EQUITY SECURITIES & USE OF PROCEEDS	1211
ITEM 3.	DEFAULTS UPON SENIOR SECURITIES	1211
ITEM 4.	SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS	1211
ITEM 5.	OTHER INFORMATION	1211
ITEM 6.	EXHIBITS	1211
	SIGNATURES	1211

PART I - FINANCIAL INFORMATION

ITEM 1. ~~FINANCIAL STATEMENTS~~

~~Evolution~~FINANCIAL ~~Acquisition Corporation~~STATEMENTS

(AEvolution ~~Development~~Acquisition ~~Stage Company)~~Corporation

~~Condensed~~(A ~~Balance~~Development ~~Sheets~~Stage Company)

	March 31, 2011 (Unaudited)			June 30, 2010 (Audited)
ASSETS
CURRENT ASSETS
Cash and cash equivalents	$	1,218		$	1,425
Total assets	$	1,218		$	1,425
LIABILITIES AND SHAREHOLDERS’ DEFICIT
CURRENT LIABILITIES
Payable to affiliate	$	8,403		$	5,835
Accounts payable		218			--
Total current liabilities		8,621			5,835
SHAREHOLDERS’ DEFICIT
Preference shares, $0.000128 par value, 781,250 shares authorized, none issued and outstanding		--			--
Ordinary shares, $.000128 par value; 39,062,500 shares authorized;
998,275 shares issued and outstanding as of March 31, 2011 and June 30, 2010		128			128
Additional paid in capital		6,596			6,596
Deficit accumulated during development stage		(14,127	)		(11,134	)
Total shareholders’ deficit		(7,403	)		(4,410	)
Total liabilities and shareholders’ deficit	$	1,218		$	1,425

Condensed Balance Sheets

See accompanying notes to condensed financial statements.


		September 30, 2011 (Unaudited)		June 30, 2011 (Audited)
ASSETS

CURRENT ASSETS
Cash and cash equivalents	$	-	$	-

Total assets	$	-	$	-

LIABILITIES AND SHAREHOLDERS’ DEFICIT

CURRENT LIABILITIES
Payable to affiliate	$	7,403	$	7,403
Accounts payable		454		335
Total current liabilities		7,857		7,748

SHAREHOLDERS’ DEFICIT

Preference shares, $0.000128 par value, 781,250 shares authorized, none issued and outstanding		-		-
Ordinary shares, $.000128 par value; 39,062,500 shares authorized; 998,275 shares issued and outstanding as of September 30, 2011 and June 30, 2011.		128		128
Additional paid in capital		6,596		6,596
Deficit accumulated during development stage		(14,581)		(14,472)
Total shareholders’ deficit		(7,857)		(7,748)
Total liabilities and shareholders’ deficit	$	-	$	-

3See accompanying notes to condensed financial statements.

~~Evolution Acquisition Corporation~~3

(AEvolution ~~Development~~Acquisition ~~Stage Company)~~Corporation

~~Condensed~~(A ~~Statements~~Development ofStage ~~Operations~~Company)

~~(Unaudited)~~Condensed Statements of Operations

	Nine Months Ended March 31, 2011			Nine Months Ended March 31, 2010			Cumulative During Development Stage (September 27, 2006 to March 31, 2011)
Revenues	$	--		$	--		$	--
Expenses
Formation, general and administrative expenses		2,993			1,782			14,127
Total operating expenses		2,993			1,782			14,127
Operating loss		(2,993	)		(1,782	)		(14,127	)
Income tax expense (benefit)		--			--			--
Net loss	$	(2,993	)	$	(1,782	)	$	(14,127	)
Basic and diluted loss per share	$	(0.00	)	$	(0.00	)	$	(0.02	)
Weighted average ordinary shares outstanding – basic and diluted		998,275			998,275			929,458

(Unaudited)

See accompanying notes to condensed financial statements.


	Three Months Ended September 30, 2011		Three Months Ended September 30, 2010		Cumulative During Development Stage (September 27, 2006 to September 30, 2011)

Revenues	$	-		-		-

Expenses
Formation, general and administrative expenses		109		-		14,581
Total operating expenses		109		-		14,581

Operating loss		(109)		-		(14,581)

Income tax expense (benefit)		-		-		-

Net loss	$	(109)		-		(14,581)

Basic and diluted loss per share	$	(0.00)		(0.00)		(0.02)
Weighted average ordinary shares outstanding – basic and diluted		998,275		998,275		936,339

4See accompanying notes to condensed financial statements.

~~Evolution Acquisition Corporation~~4

(AEvolution ~~Development~~Acquisition ~~Stage Company)~~Corporation

~~Condensed~~(A ~~Statements~~Development ofStage ~~Operations~~Company)

~~(Unaudited)~~Condensed Statements of Cash Flows

	Three Months Ended March 31, 2011			Three Months Ended March 31, 2010
Revenues	$	--		$	--
Expenses
Formation, general and administrative expenses		218			--
Total operating expenses		218			--
Operating loss		(218	)		--
Income tax expense (benefit)		--			--
Net loss	$	(218	)	$	--
Basic and diluted loss per share	$	(0.00	)	$	(0.00	)
Weighted average ordinary shares outstanding – basic and diluted		998,275			998,275

(Unaudited)

See accompanying notes to condensed financial statements


	Three Months Ended September 30, 2011			Three Months Ended September 30, 2010		Cumulative During Development Stage (September 27, 2006 to September 30, 2011)
Cash flows from operating activities
Net loss		$	(109)	$	-	$	(14,581)
Adjustments to reconcile net loss to cash used in operating activities:
Shares issued to Founder for payment of formation costs			-		-		110
Changes in operating assets and liabilities
Payable to affiliate			-		-		7,403
Accounts payable			109		-		454
Net cash used in operating activities			-		-		(6,614)

Cash flows from investing activities
Net cash provided by investing activities			-		-		-

Cash flows from financing activities
Proceeds from issuance of ordinary shares			-		-		6,614
Net cash provided by financing activities			-		-		6,614

Net increase (decrease) in cash			-		-		-

Cash at beginning of the period			-		1,425		-
Cash at end of the period		$	-	$	1,425	$	-

Supplemental disclosures of cash flow information:
Interest paid		$	-	$	-	$	-
Income taxes paid		$	-	$	-	$	-

5See accompanying notes to condensed financial statements.

~~Evolution Acquisition Corporation~~5

(AEvolution ~~Development~~Acquisition ~~Stage Company)~~Corporation

~~Condensed~~(A ~~Statements~~Development ofStage ~~Cash Flows~~Company)

~~(Unaudited)~~NOTES TO CONDENSED FINANCIAL STATEMENTS

	Nine Months Ended March 31, 2011			Nine Months Ended March 31, 2010			Cumulative During Development Stage (September 27, 2006 to March 31, 2011)
Cash flows from operating activities
Net loss	$	(2,993	)	$	(1,782	)	$	(14,127	)
Adjustments to reconcile net loss to net cash used in operating activities:
Shares issued to Founder for payment of formation costs		--			--			110
Changes in operating assets and liabilities
Payable to affiliate		2,568			1,782			8,403
Accounts payable		218			--			218
Net cash used in operating activities		(207	)		--			(5,396	)
Cash flows from investing activities
Net cash provided by investing activities		--			--			--
Cash flows from financing activities
Proceeds from issuance of ordinary shares		--			--			6,614
Net cash provided by financing activities		--			--			6,614
Net increase (decrease) in cash		(207	)		--			1,218
Cash at beginning of the period		1,425			1,425			--
Cash at end of the period	$	1,218		$	1,425		$	1,218
Supplemental disclosures of cash flow information:
Interest paid	$	-		$	-		$	-
Income taxes paid	$	-		$	-		$	-

September 30, 2011

~~See~~NOTE ~~accompanying~~1 ~~notes~~- toOrganization, ~~condensed~~Business ~~financial~~and ~~statements.~~Operations

6On September 27, 2006, Evolution Acquisition Corporation (the "Company") was formed in the Cayman Islands with the objective to acquire, or merge with, an operating business. The Company’s formation and administrative costs of $2,592 were financed through the issuance of 859,375 shares of ordinary shares at par value of $0.000128 per share for consideration of $110 together with a payable to the Founders of $2,482.

~~Evolution~~At ~~Acquisition~~September ~~Corporation~~30, 2011, the Company had not yet commenced operations. All activity from September 27, 2006 (“Date of Inception”) through September 30, 2011 relates to the Company’s formation. The Company selected June 30 as its fiscal year-end.

(AThe ~~Development~~Company, ~~Stage~~based on its proposed business activities, is a "blank check" company. The Securities and Exchange Commission defines such a company as “a development stage company” as it either has no specific business plan or purpose, or has indicated that its business plan is to engage in a merger or acquisition with an unidentified company or companies, or other entity or person; and has issued "penny stock", as defined in Rule 3a51-1 under the Securities Exchange Act of 1934. Many states have enacted statutes, rules and regulations limiting the sale of securities of "blank check" companies in their respective jurisdictions. Management does not intend to undertake any efforts to cause a market to develop in its securities, either debt or equity, until the Company) concludes a business combination with an operating entity.

~~NOTES~~The TOCompany ~~CONDENSED~~was ~~FINANCIAL~~organized ~~STATEMENTS~~to acquire a target company or business seeking the perceived advantages of being a publicly-held company and, to a lesser extent, that desires to employ the Company’s funds in its business. The Company’s principal business objective for the next 12 months and beyond will be to achieve long-term growth potential through a business combination rather than short-term earnings. The Company will not restrict its potential candidate target companies to any specific business, industry or geographical location. The analysis of new business opportunities will be undertaken by or under the supervision of the officers and directors of the Company.

~~March~~NOTE ~~31,~~2 ~~2011~~- Summary of Significant Accounting Policies

~~NOTE~~Interim 1financial ~~- Organization, Business and Operations~~information

OnThe ~~September~~financial ~~27,~~statements ~~2006~~included herein, ~~Evolution~~which ~~Acquisition~~have ~~Corporation~~not (been audited pursuant to the ~~"Company")~~rules and ~~was~~regulations ~~formed~~of the Securities and Exchange Commission, reflect all adjustments which, in the ~~Cayman~~opinion ~~Islands~~of ~~with~~management, ~~the~~are ~~objective~~necessary tofor ~~acquire~~a fair presentation of financial position, orresults ~~merge~~of operations and cash flows for the interim periods on a basis consistent with, anthe ~~operating~~annual ~~business~~audited statements. All such adjustments are of a normal recurring nature. The ~~Company’s~~results ~~formation~~of ~~and~~operations ~~administrative~~for ~~costs~~interim periods are not necessarily indicative of $2the results that may be expected for any other interim period or for a full year. Certain information,~~592~~ ~~were~~accounting ~~financed~~policies ~~through~~and footnote disclosures normally included in consolidated financial statements prepared in conformity with accounting principles generally accepted in the ~~issuance~~United States of ~~859~~America have been omitted pursuant to such rules and regulations,~~375~~ ~~shares~~although ofwe ~~ordinary~~believe ~~shares~~that atthe ~~par~~disclosures ~~value~~are ofadequate $0to make the information presented not misleading.~~000128~~ ~~per~~These ~~share~~financial ~~for~~statements ~~consideration~~should ofbe ~~$110~~read ~~together~~in conjunction with aour ~~payable~~audited tofinancial statements included in our Form 10-K for the ~~Founders~~year ofended $2June 30,~~482~~ 2011, filed with the Securities and Exchange Commission on October 6, 2011.

AtBasis ~~March 31, 2011, the Company had not yet commenced operations. All activity from September 27, 2006 (“Date~~ of ~~Inception”) through March 31, 2011 relates to the Company’s formation. The Company selected June 30 as its fiscal year-end.~~Presentation

~~The~~These ~~Company,~~financial ~~based~~statements onare ~~its~~presented ~~proposed~~on ~~business~~the ~~activities,~~accrual isbasis aof ~~"blank~~accounting check" company. The Securities and Exchange Commission defines such a company as “a development stage company” as it either has no specific business plan or purpose, or has indicated that its business plan is to engage in aaccordance ~~merger or acquisition~~ with angenerally ~~unidentified~~accepted ~~company~~accounting orprinciples ~~companies, or other entity or person; and has issued ‘penny stock,’ as defined~~ in ~~Rule 3a51-1 under~~ the ~~Securities~~United ~~Exchange~~State ~~Act~~ of ~~1934. Many states have enacted statutes~~America, ~~rules~~whereby ~~and~~revenues ~~regulations~~are ~~limiting~~recognized in the ~~sale~~period ofearned ~~securities~~and ofexpenses ~~"blank~~when ~~check" companies in their respective jurisdictions~~incurred. ~~Management~~The ~~does~~Company ~~not~~also ~~intend~~follows tothe ~~undertake~~accounting ~~any~~guidelines ~~efforts~~for toaccounting ~~cause~~for aand ~~market~~reporting ~~to develop~~ in ~~its~~Development ~~securities,~~Stage ~~either~~Enterprise ~~debt~~in orpreparing ~~equity,~~its ~~until~~financial ~~the Company concludes a business combination with an operating entity~~statements.

The Company was organized to acquire a target company or business seeking the perceived advantages of being a publicly-held company and, to a lesser extent, that desires to employ the Company’s funds in its business. The Company’s principal business objective for the next 12 months and beyond will be to achieve long-term growth potential through a business combination rather than short-term earnings. The Company will not restrict its potential candidate target companies to any specific business, industry or geographical location. The analysis of new business opportunities will be undertaken by or under the supervision of the officers and directors of the Company.6

NOTE 2 - Summary of Significant Accounting Policies (Continued)

~~Interim~~Statement ~~financial~~of ~~information~~Cash Flows

~~The~~For ~~financial~~purposes ~~statements included herein, which have not been audited pursuant to the rules and regulations~~ of the ~~Securities~~statement ~~and Exchange Commission, reflect all adjustments which, in the opinion~~ of ~~management, are necessary for a fair presentation of financial position, results of operations and~~ cash flows, ~~for~~we ~~the~~consider ~~interim~~all ~~periods~~highly onliquid ainvestments ~~basis consistent with the annual audited statements~~(i. ~~All such adjustments are of a normal recurring nature~~e., ~~The~~investments ~~results~~which, ofwhen ~~operations~~purchased, ~~for~~have ~~interim~~original ~~periods~~maturities ~~are not necessarily indicative~~ of ~~the~~three ~~results~~months ~~that may be expected for any other interim period~~ or ~~for~~less) a full year. Certain information, accounting policies and footnote disclosures normally included in consolidated financial statements prepared in conformity with accounting principles generally accepted in the United States of America have been omitted pursuant to ~~such rules and regulations, although we believe that the disclosures are adequate to make the information presented not misleading. These financial statements should~~ be ~~read~~cash ~~in conjunction with our audited financial statements included in our Form 10 Amendment #2 for the year ended June 30, 2010, filed with the Securities and Exchange Commission on January 27, 2011~~equivalents.

~~Basis~~Use of ~~Presentation~~Estimates

~~These~~The preparation of financial statements ~~are~~in ~~presented~~conformity onwith accounting principles generally accepted in the ~~accrual~~United ~~basis~~States of ~~accounting~~America inrequires ~~accordance~~management ~~with~~to ~~generally~~make ~~accepted~~estimates ~~accounting~~and ~~principles~~assumptions inthat affect the ~~United~~reported ~~State~~amounts of ~~America,~~assets ~~whereby~~and ~~revenues~~liabilities ~~are~~and ~~recognized~~disclosure inof ~~the~~contingent ~~period~~assets ~~earned~~ and ~~expenses~~liabilities ~~when~~at ~~incurred.~~the ~~The~~date ~~Company~~of ~~also~~the ~~follows~~financial ~~the~~statements ~~accounting~~and ~~guidelines~~reported ~~for~~amounts ~~accounting~~of ~~for~~revenue and ~~reporting~~expenses induring ~~Development~~the ~~Stage~~reporting ~~Enterprise~~period. inActual ~~preparing~~results ~~its~~could ~~financial~~differ ~~statements~~from those estimates.

7Loss Per Ordinary Share

~~NOTE~~Basic 2loss -per ~~Summary~~ordinary share is based on the weighted effect of ~~Significant~~ordinary ~~Accounting~~shares ~~Policies~~issued ~~(Continued)~~and outstanding, and is calculated by dividing net loss by the weighted average shares outstanding during the period. Diluted loss per ordinary share is calculated by dividing net loss by the weighted average number of ordinary shares used in the basic loss per share calculation plus the number of ordinary shares that would be issued assuming exercise or conversion of all potentially dilutive ordinary shares outstanding. The Company does not present diluted earnings per share for years in which it incurred net losses as the effect is antidilutive.

~~Statement~~At ofSeptember ~~Cash~~30, ~~Flows~~2011 and June 30, 2011, there were no potentially dilutive ordinary shares outstanding.

~~For~~Income ~~purposes of the statement of cash flows, we consider all highly liquid investments (i.e., investments which, when purchased, have original maturities of three months or less) to be cash equivalents.~~Taxes

~~Use~~Evolution Acquisition Corporation was registered as an Exempted Company in the Cayman Islands, and therefore, is not subject to Cayman Island income taxes for 20 years from the Date of ~~Estimates~~Inception. While the Company has no intention of conducting any business activities in the United States, the Company would be subject to United States income taxes based on such activities that would occur in the United States.

The ~~preparation~~Company ofaccounts ~~financial~~for ~~statements~~income intaxes ~~conformity~~using ~~with~~the ~~accounting~~liability ~~principles~~method ~~generally~~whereby ~~accepted~~deferred intax ~~the~~asset ~~United~~and ~~States~~liability ofaccount ~~America~~balances ~~requires~~are ~~management~~determined tobased ~~make~~on ~~estimates~~differences ~~and~~between ~~assumptions~~financial ~~that~~reporting ~~affect~~and ~~the~~tax ~~reported~~bases ~~amounts~~ of assets and liabilities and ~~disclosure~~are ofmeasured ~~contingent~~using ~~assets~~the enacted tax rates and ~~liabilities~~laws atthat will be in effect when the ~~date~~differences are expected to reverse. In assessing the realization of deferred tax assets, management considers whether it is likely that some portion or all of the ~~financial~~deferred ~~statements~~tax ~~and~~assets ~~reported~~will ~~amounts~~be realized. The ultimate realization of ~~revenue~~deferred ~~and~~tax ~~expenses~~assets ~~during~~is dependent upon the ~~reporting~~Company ~~period.~~attaining ~~Actual~~future ~~results~~taxable ~~could~~income ~~differ~~during ~~from~~periods in which those ~~estimates~~temporary differences become deductible.

~~Loss~~Fair ~~Per~~Value ~~Ordinary~~of ~~Share~~Financial Instruments

~~Basic~~Our ~~loss~~financial ~~per~~instruments ~~ordinary~~consist ~~share is based on the weighted effect~~ of ~~ordinary~~accounts ~~shares~~payable ~~issued~~ and ~~outstanding,~~payables ~~and~~to isan ~~calculated by dividing net loss by the weighted average shares outstanding during the period~~affiliate. ~~Diluted~~ ~~loss~~We ~~per~~believe ~~ordinary share is calculated by dividing net loss by~~ the ~~weighted~~fair ~~average~~value ~~number~~ of ~~ordinary~~our ~~shares~~payables ~~used~~reflects intheir ~~the~~carrying ~~basic loss per share calculation plus the number of ordinary shares that would be issued assuming exercise or conversion of all potentially dilutive ordinary shares outstanding~~amounts. ~~The Company does not present diluted earnings per share for years in which it incurred net losses as the effect is antidilutive.~~

AtThe ~~March~~fair ~~31,~~value ~~2011~~of ~~and~~the ~~June~~Company’s ~~30,~~financial ~~2010,~~instruments ~~there~~reflects ~~were~~the noamounts ~~potentially~~that ~~dilutive~~the ~~ordinary~~Company ~~shares~~estimates ~~outstanding~~to receive in connection with the sale of an asset or paid in connection with the transfer of a liability in an orderly transaction between market participants at the measurement date (exit price). The guidance also established a fair value hierarchy that prioritizes the use of inputs used in valuation techniques into the following three levels:

~~Income~~Level ~~Taxes~~1 – quoted prices in active markets for identical assets and liabilities.

~~Evolution~~Level ~~Acquisition~~2 ~~Corporation~~– ~~was~~observable ~~registered~~inputs asother anthan ~~Exempted~~quoted ~~Company~~prices in ~~the~~active ~~Cayman~~markets ~~Islands, and therefore, is not subject to Cayman Island income taxes~~ for 20identical ~~years~~assets ~~from~~and ~~the Date of Inception~~liabilities. ~~While~~ the Company has no intention of conducting any business activities in the United States, the Company would be subject to United States income taxes based on such activities that would occur in the United States.

~~The~~Level ~~Company~~3 ~~accounts~~– ~~for~~unobservable income taxes using the liability method whereby deferred tax asset and liability account balances are determined based on differences between financial reporting and tax bases of assets and liabilities and are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverseinputs. In assessing the realization of deferred tax assets, management considers whether it is likely that some portion or all of the deferred tax assets will be realized. The ultimate realization of deferred tax assets is dependent upon the Company attaining future taxable income during periods in which those temporary differences become deductible.

~~Fair~~As ~~Value~~ of ~~Financial~~September ~~Instruments~~30, 2011 and June 30, 2011, the Company did not have financial assets or liabilities that would require measurement on a recurring basis based on this guidance.

~~Our financial instruments consist of accounts payable and payables to an affiliate. We believe the fair value of our payables reflects their carrying amounts.~~7

~~The~~NOTE ~~fair~~2 ~~value~~- ofSummary ~~the Company’s financial instruments reflects the amounts that the Company estimates to receive in connection with the sale~~ of anSignificant ~~asset~~Accounting orPolicies ~~paid in connection with the transfer of a liability in an orderly transaction between market participants at the measurement date~~ (~~exit price~~Continued)~~. The guidance also established a fair value hierarchy that prioritizes the use of inputs used in valuation techniques into the following three levels:~~

~~Level~~Recently 1Issued –Accounting ~~quoted prices in active markets for identical assets and liabilities.~~Pronouncements

~~Level~~Accounting 2standards –that ~~observable~~have ~~inputs~~been issued or proposed by the FASB or other ~~than~~standards-setting ~~quoted~~bodies ~~prices~~are innot ~~active~~expected ~~markets~~to ~~for~~have ~~identical~~a ~~assets~~material impact on the Company’s financial position, results of operations and ~~liabilities~~cash flows.

~~Level~~NOTE 3 –- ~~unobservable~~Liquidity ~~inputs.~~and Capital Resources

AsThe ofCompany ~~March~~has 31no revenues for the period from inception (September 27, ~~2011~~2006) ~~and~~through ~~June~~September 30, ~~2010~~2011, and does not intend to realize revenues until the consummation of a merger with an operating entity. The Company’s ~~did~~principal ~~not~~business ~~have~~objective ~~financial~~for ~~assets~~the ornext ~~liabilities~~12 ~~that~~months ~~would~~and ~~require~~beyond ~~measurement~~will onbe to achieve long-term growth potential through a ~~recurring~~business ~~basis~~combination ~~based~~rather onthan ~~this~~short-term ~~guidance~~earnings. There can be no assurance that the Company will ever consummate the business combination; achieve or sustain profitability or positive cash flows from its operations, reduce expenses or sell ordinary shares. To date, the Company has funded its formation activities primarily through issuances of its ordinary shares and a payable to affiliate.

8NOTE 4 - Payable to Affiliate and Accounts Payable

~~NOTE~~The 2Company had a payable to affiliate of $7,403 to a Founder of the Company as of September 30, 2011 and June 30, 2011. The payable is non-interest ~~Summary~~bearing and payable on demand. The Company also had accounts payable related to the formation of ~~Significant~~the ~~Accounting~~Company ~~Policies~~and ~~(Continued)~~general and administrative expenses of $454 and $345 as of September 30, 2011 and June 30, 2011, respectively.

~~Recently~~NOTE ~~Issued~~5 ~~Accounting~~- ~~Pronouncements~~Ordinary Shares

~~Accounting~~On ~~standards~~September ~~that~~27, ~~have~~2006, ~~been~~the ~~issued~~Company orwas ~~proposed~~formed bywith ~~the~~859,375 ~~FASB~~shares orof ~~other~~its ~~standards-setting~~restricted ~~bodies~~ordinary ~~are~~shares ~~not~~issued ~~expected~~at par value of $0.000128 per share, for consideration of $110 to ~~have~~its founding shareholders. The stock, along with a ~~material~~payable ~~impact~~issued onto a Founder of $2,482, were the basis of the funding of the Company’s ~~financial~~formation ~~position~~costs. On December 21, ~~results~~2008, the Company sold 138,900 shares of ~~operations~~its ~~and~~restricted ~~cash~~ordinary ~~flows~~shares for $6,614. The restricted ordinary shares were sold to approximately 450 offshore private investors pursuant to a Private Placement Offering in lots of 300 shares each at approximately $0.05 per share. No underwriting discounts or commissions were paid with respect to such sales.

NOTE 36 - ~~Liquidity~~Preference ~~and Capital Resources~~Shares

The Company ~~has~~is noauthorized ~~revenues~~to ~~for~~issue ~~the period from inception (September 27~~781,250 ~~2006)~~shares ~~through March 31, 2011, and does not intend to realize revenues until the consummation~~ of apreference ~~merger~~shares with ansuch ~~operating~~designations, ~~entity. The~~voting ~~Company’s~~and ~~principal~~other ~~business~~rights ~~objective for the next 12 months~~ and ~~beyond~~preferences ~~will~~as bemay ~~to achieve long-term growth potential through a business combination rather than short-term earnings. There can~~ be nodetermined ~~assurance~~from ~~that~~time ~~the~~to ~~Company~~time ~~will~~by ~~ever consummate~~ the ~~business~~Board ~~combination;~~of ~~achieve~~Directors. At orSeptember ~~sustain profitability or positive cash flows from its operations~~30, ~~reduce expenses or sell ordinary shares. To date~~2011, ~~the~~there ~~Company~~were ~~has~~no ~~funded~~preference ~~its formation activities primarily through issuances of its ordinary~~ shares ~~and~~issued aor ~~payable to affiliate~~outstanding.

NOTE 47 - ~~Payable~~Commitments ~~to Affiliate~~ and ~~Accounts Payable~~Contingencies

The Company ~~had~~may abecome ~~payable~~subject to ~~affiliate~~various ofclaims ~~$8,403~~ and ~~$5,835~~litigation. The ~~to a Founder of the~~ Company asvigorously ofdefends ~~March~~its ~~31,~~legal ~~2011~~position ~~and~~when ~~June~~these ~~30,~~matters ~~2010, respectively~~arise. The ~~payable~~Company is ~~non-interest~~neither ~~bearing~~a ~~and~~party ~~payable~~to, onnor ~~demand. The~~the ~~Company~~subject ~~also~~of, ~~had~~any ~~accounts~~material ~~payable~~pending ~~related~~legal proceeding nor to the ~~formation~~knowledge of the Company, ~~and~~are ~~general~~any ~~and~~such ~~administrative~~legal ~~expenses~~proceedings ofthreatened ~~$218~~against ~~and~~the ~~$-0- as of March 31, 2011 and June 30, 2010, respectively~~Company.

NOTE 58 -– ~~Ordinary~~Subsequent ~~Shares~~Events

OnThe ~~September 27, 2006, the~~ Company ~~was~~considered ~~formed~~all ~~with~~subsequent ~~859,375~~events ~~shares~~through ofNovember ~~its restricted ordinary shares issued at par value of $0.000128 per share~~10, ~~for consideration of $110 to its founding shareholders. The stock~~2011, ~~along with a payable issued to a Founder of $2,482, were~~ the ~~basis~~date of the ~~funding~~financial ofstatements ~~the Company’s formation costs. On December 21, 2008, the Company sold 138,900 shares of its restricted ordinary shares for $6,614. The restricted ordinary shares~~ were ~~sold~~available to ~~approximately~~be ~~450 offshore private investors pursuant to a Private Placement Offering in lots of 300 shares each at approximately $0~~issued.~~05 per share. No underwriting discounts or commissions were paid with respect to such sales.~~

~~NOTE 6 - Preference Shares~~8

~~The~~ITEM ~~Company is authorized to issue 781,250 shares of preference shares with such designations, voting and other rights and preferences as may be determined from time to time by the Board of Directors~~2. ~~At March 31, 2011, there were no preference shares issued or outstanding.~~

~~NOTE~~MANAGEMENT’S 7DISCUSSION -AND ~~Commitments~~ANALYSIS ~~and~~OF ~~Contingencies~~FINANCIAL CONDITION AND RESULTS OF OPERATIONS

~~The~~Disclosure ~~Company~~Regarding ~~may~~Forward ~~become~~Looking subject to various claims and litigation. The Company vigorously defends its legal position when these matters arise. The Company is neither a party to, nor the subject of, any material pending legal proceeding nor to the knowledge of the Company, are any such legal proceedings threatened against the Company.Statements

~~NOTE~~Statements, 8other –than ~~Subsequent~~historical ~~Events~~facts, contained in this Quarterly Report on Form 10-Q, including statements of potential acquisitions and our strategies, plans and objectives, are "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended (the "Securities Act"), and Section 21E of the Securities Exchange Act of 1934, as amended (the "Exchange Act"). Although we believe that our forward looking statements are based on reasonable assumptions, we caution that such statements are subject to a wide range of risks, trends and uncertainties that could cause actual results to differ materially from those projected. Among those risks, trends and uncertainties are important factors that could cause actual results to differ materially from the forward looking statements, including, but not limited to; the effect of existing and future laws, governmental regulations and the political and economic climate of the United States; the effect of derivative activities; and conditions in the capital markets. We undertake no duty to update or revise these forward-looking statements.

~~The~~When ~~Company~~used ~~considered~~in ~~all~~this ~~subsequent~~Form ~~events~~10-Q, ~~through~~the ~~May~~words, 13"expect," ~~2011~~"anticipate," ~~the~~"intend," ~~date~~"plan," ~~the~~"believe," ~~financial~~"seek," ~~statements~~"estimate" ~~were~~and ~~available~~similar expressions are intended to beidentify ~~issued~~forward-looking statements, although not all forward-looking statements contain these identifying words. Because these forward-looking statements involve risks and uncertainties, actual results could differ materially from those expressed or implied by these forward-looking statements for a number of important reasons.

9General

~~ITEM~~Evolution 2Acquisition Corporation (“we,” “us,” or the “Company”) is a development stage company formed solely for the purpose of identifying and entering into a business combination with a privately held business or company, domiciled and operating in an emerging market that is seeking the advantages of being a publicly held corporation whose stock is eventually traded on a major United States stock exchange. ~~MANAGEMENT’S~~ We ~~DISCUSSION~~intend ~~AND~~to ~~ANALYSIS~~focus OFon ~~FINANCIAL~~targets ~~CONDITION~~located ~~AND~~primarily ~~RESULTS~~in OFAsia, ~~OPERATIONS~~South America and Eastern Europe, as we believe that businesses with operating history and growth potential in these locations would benefit significantly from access to the United States capital markets and may offer the potential of capital appreciation stemming from the economic growth in such emerging markets.

~~Disclosure~~Plan ~~Regarding~~of ~~Forward Looking Statements~~Operation

~~Statements,~~We ~~other~~have ~~than~~not ~~historical~~engaged ~~facts,~~in ~~contained~~any inbusiness ~~this~~activities ~~Quarterly~~that ~~Report~~generate onrevenue. Our ~~Form~~activities ~~10-Q,~~to ~~including~~date ~~statements~~have ofbeen ~~potential~~primarily ~~acquisitions~~focused ~~and~~upon our ~~strategies,~~formation ~~plans~~ and ~~objectives,~~raising ~~are~~capital. We ~~"forward-looking~~have ~~statements"~~conducted ~~within~~private ~~the~~offerings ~~meaning~~ of ~~Section~~our ~~27A~~ordinary ofshares, the ~~Securities~~proceeds ~~Act~~ of ~~1933,~~which aswe ~~amended~~intend ~~(the~~to ~~"Securities~~use ~~Act"),~~for ~~and~~payment ~~Section 21E~~ of ~~the~~costs ~~Securities~~associated ~~Exchange~~with ~~Act of 1934~~formation, asaccounting ~~amended~~and ~~(the~~auditing ~~"Exchange Act"). Although we believe that our forward looking statements are based on reasonable assumptions~~fees, welegal ~~caution that such statements are subject to a wide range of risks~~fees, ~~trends~~ and ~~uncertainties~~costs ~~that~~associated ~~could~~with ~~cause~~identifying ~~actual~~acquisition ~~results~~targets toand ~~differ~~completing ~~materially~~necessary ~~from~~due ~~those projected~~diligence. ~~Among~~ In ~~those risks~~addition, ~~trends~~we ~~and~~expect ~~uncertainties~~to ~~are~~incur ~~important~~costs ~~factors~~related ~~that could cause actual results~~ to ~~differ~~filing ~~materially~~periodic ~~from~~reports ~~the~~with ~~forward looking statements, including, but not limited to;~~ the ~~effect~~Securities ~~of existing~~ and ~~future~~Exchange ~~laws,~~Commission. We ~~governmental~~believe ~~regulations~~we ~~and~~will ~~the~~be ~~political~~able ~~and~~to ~~economic~~meet ~~climate~~these ofcosts ~~the~~for ~~United~~at ~~States;~~least the ~~effect~~next of12 ~~derivative~~months ~~activities;~~by ~~and~~obtaining ~~conditions~~loans infrom ~~the~~our ~~capital~~shareholders, ~~markets. We~~management ~~undertake no duty to update~~ or ~~revise~~other ~~these forward-looking statements~~investors.

~~When~~We ~~used~~may inconsider ~~this~~a ~~Form~~business ~~10-Q,~~which ~~the~~has ~~words,~~recently ~~"expect,"~~commenced ~~"anticipate~~operations," ~~"intend,"~~is ~~"plan,"~~a ~~"believe,"~~developing ~~"seek,"~~company ~~"estimate"~~in ~~and~~need ~~similar~~of ~~expressions~~additional ~~are~~funds ~~intended~~for expansion into new products or markets, is seeking to ~~identify~~develop ~~forward-looking~~a ~~statements~~new product or service, ~~although~~or ~~not~~is ~~all~~an ~~forward-looking~~established ~~statements~~business ~~contain~~which ~~these~~may ~~identifying~~be ~~words~~experiencing financial or operating difficulties and is in need of additional capital. ~~Because~~In ~~these~~the ~~forward-looking~~alternative, ~~statements~~a business combination may involve ~~risks~~the ~~and~~acquisition ~~uncertainties~~of, ~~actual~~or ~~results~~merger ~~could~~with, ~~differ~~a ~~materially~~company ~~from~~which ~~those~~does ~~expressed~~not orneed ~~implied~~substantial byadditional ~~these~~capital, ~~forward-looking~~but ~~statements~~which ~~for~~desires to establish a ~~number~~public trading market for its shares, while avoiding, among other things, the time delays, significant expense, and loss of ~~important~~voting ~~reasons~~control which may occur in a public offering.

~~General~~9

~~Evolution~~Comparison ~~Acquisition Corporation (“we,” “us,” or the “Company”) is a development stage company formed solely for the purpose~~ of ~~identifying and entering into a business combination with a privately held business or company, domiciled and operating in an emerging market that is seeking~~ the ~~advantages~~three ofmonths ~~being~~ended aSeptember ~~publicly held corporation whose stock is eventually traded on a major United States stock exchange. We intend to focus on targets located primarily in Asia~~30, ~~South~~2011 ~~America~~ and Eastern Europe, as we believe that businesses with operating history and growth potential in these locations would benefit significantly from access to the United States capital markets and may offer the potential of capital appreciation stemming from the economic growth in such emerging markets.2010

~~Plan~~Because we currently do not have any business operations, we have not had any revenues during the three months ended September 30, 2011 and 2010. Total expenses for the three months ended September 30, 2011 were $109 compared with $-0- for the three months ended September 30, 2010. The increase was caused by the Company becoming an SEC reporting company in the fourth quarter of ~~Operation~~2010.

WeLiquidity ~~have not engaged in any business activities that generate revenue. Our activities to date have been primarily focused upon our formation~~ and ~~raising~~Capital capital. We have conducted private offerings of our ordinary shares, the proceeds of which we intend to use for payment of costs associated with formation, accounting and auditing fees, legal fees, and costs associated with identifying acquisition targets and completing necessary due diligence. In addition, we expect to incur costs related to filing periodic reports with the Securities and Exchange Commission. We believe we will be able to meet these costs for at least the next 12 months by obtaining loans from our shareholders, management or other investors.Resources

WeAs ~~may~~of ~~consider~~September ~~a business which has recently commenced operations~~30, ~~is a developing company in need of additional funds for expansion into new products or markets~~2011, iswe ~~seeking~~do tonot ~~develop~~maintain a ~~new~~cash ~~product~~balance orand ~~service,~~must orrely ison an ~~established~~affiliate ~~business~~to ~~which~~fund ~~may~~business beoperations. ~~experiencing~~The ~~financial~~Company ~~or operating difficulties and~~ is inactively ~~need~~pursuing ~~of additional capital. In the alternative, a business combination may involve the acquisition of, or~~ merger ~~with,~~opportunities aas ~~company~~described ~~which~~in ~~does not need substantial additional capital, but which desires to establish a public trading market for its shares, while avoiding, among other things,~~ the ~~time~~“General” ~~delays,~~Section ~~significant expense, and loss~~ of ~~voting~~Management’s ~~control~~Discussion ~~which~~and ~~may occur in a public offering~~Analysis.

10Off-Balance Sheet Arrangements

~~Comparison~~We ofdo ~~the~~not ~~nine~~have ~~months~~any ~~ended~~significant ~~March~~off-balance 31sheet arrangements that have, ~~2011~~or ~~and~~are ~~2010~~reasonably likely to have, a current or future material effect on our financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources.

~~Because~~ITEM ~~we currently do not have any business operations, we have not had any revenues during the nine months ended March 31, 2011 and 2010~~3. Total expenses for the nine months ended March 31, 2011 were $2,993 compared with $1,782 for the nine months ended March 31, 2010. The increase was caused by additional expenses related to becoming a publicly reporting company.

~~Comparison~~QUANTITATIVE ofAND ~~the~~QUALITATIVE ~~three~~DISCLOSURES ~~months~~ABOUT ~~ended~~MARKET ~~March 31, 2011 and 2010~~RISK

~~Because~~Not ~~we currently do not have any business operations, we have not had any revenues during the three months ended March 31, 2011 and 2010~~applicable. Total expenses for the three months ended March 31, 2011 were $218 compared with $0 for the three months ended March 31, 2010. The increase was caused by additional expenses related to becoming a publicly reporting company.

~~Liquidity~~ITEM ~~and Capital Resources~~4.

AsCONTROLS ofAND March 31, 2011, we had cash and cash equivalents of $1,218 and current liabilities of $8,403 to a related party and $218 to unrelated parties. The Company is actively pursuing merger opportunities as described in the “General” Section of Management’s Discussion and Analysis, and believes that it will be able to fund necessary expenses through the continued funding from its founding shareholders in the form of payables, but may seek additional financing in connection with a potential business combination or if it otherwise requires additional funds.PROCEDURES

~~Off~~Evaluation of Disclosure Controls and Procedures. Our Chief Executive and Financial Officer has reviewed and evaluated the effectiveness of our disclosure controls and procedures (as defined in Exchange Act Rules 240.13a-~~Balance~~15(e) ~~Sheet~~or ~~Arrangements~~15d-15(e)) as of the end of the period covered by this report. Based on that evaluation, the Chief Executive and Financial Officer has concluded that our current disclosure controls and procedures provide him with reasonable assurance that they are effective to provide him with timely material information relating to us required to be disclosed in the reports we file or submit under the Exchange Act.

WeChanges doin ~~not~~Internal ~~have~~Control ~~any~~over ~~significant~~Financial ~~off-balance~~Reporting. There ~~sheet~~has ~~arrangements~~been ~~that~~no ~~have,~~change orin ~~are~~our ~~reasonably~~internal ~~likely~~control toover ~~have,~~financial areporting ~~current~~during orthe ~~future~~period ~~material~~covered ~~effect~~by onthis ~~our~~report ~~financial~~that ~~condition,~~has ~~revenues~~materially affected, or ~~expenses,~~is ~~results~~reasonably oflikely ~~operations,~~to ~~liquidity~~materially affect, ~~capital~~our ~~expenditures~~internal orcontrol ~~capital~~over ~~resources~~financial reporting.

~~ITEM~~PART 3.II ~~QUANTITATIVE~~- ~~AND~~OTHER ~~QUALITATIVE DISCLOSURES ABOUT MARKET RISK~~INFORMATION

~~Not~~ITEM ~~applicable~~1. LEGAL PROCEEDINGS.

~~ITEM 4~~None. ~~CONTROLS AND PROCEDURES~~

~~Evaluation~~ITEM ~~of Disclosure Controls and Procedures~~1A. Our Chief Executive and Financial Officer has reviewed and evaluated the effectiveness of our disclosure controls and procedures (as defined in Exchange Act Rules 240.13a-15(e) or 15d-15(e)) as of the end of the period covered by this report. Based on that evaluation, the Chief Executive and Financial Officer has concluded that our current disclosure controls and procedures were effective and provide him with reasonable assurance that they are effective to provide him with timely material information relating to us required to be disclosed in the reports we file or submit under the Exchange Act.

~~Changes~~RISK ~~in Internal Control over Financial Reporting~~FACTORS. There has been no change in our internal control over financial reporting during the period covered by this report that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

~~PART~~There IIhave -been ~~OTHER~~no ~~INFORMATION~~material changes to the risk factors previously disclosed under Item 1A of the Company’s Annual Report on Form 10K for the year ended June 30, 2011.

ITEM 12. ~~LEGAL PROCEEDINGS.~~

~~None.~~UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

11None.

~~ITEM 1A. RISK FACTORS.~~10

~~There~~ITEM have been no material changes to the risk factors previously disclosed under Item 1A of the Company’s Annual Report on Form 10 Amendment #2, filed with the Securities and Exchange Commission on January 27, 20113.

~~ITEM~~DEFAULTS 2.UPON ~~UNREGISTERED~~SENIOR ~~SALES OF EQUITY~~ SECURITIES ~~AND USE OF PROCEEDS~~.

None.

ITEM 34. ~~DEFAULTS UPON SENIOR SECURITIES.~~

~~None~~SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.

~~ITEM 4~~None. ~~SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.~~

~~None~~ITEM 5.

~~ITEM 5.~~ OTHER INFORMATION.

None.

ITEM 6. ~~EXHIBITS.~~

~~Exhibit~~EXHIBITS.

Exhibit Number ~~Description~~

31 Certification of Principal Executive Officer and Principal Financial Officer pursuant to Rule 13a-14(a) or 15d-14(a) of the Securities and Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.Description

~~32 Certification of Principal Executive Officer and Principal Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.~~31

~~SIGNATURES~~Certification pursuant to Rule 13a-14(a) or 15d-14(a) of the Securities and Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

~~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.~~32

Date: May 13, 2011	EVOLUTION ACQUISITION CORPORATION
	By: /s/ Joseph Rozelle
	Name: Joseph Rozelle
	Title: President, Chief Financial Officer and Director

Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

12 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.


Date: November 10, 2011	EVOLUTION ACQUISITION CORPORATION

	By: /s/ Joseph Rozelle
	Name: Joseph Rozelle
	Title: President, Chief Financial Officer and Director

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