U.S. SECURITIES AND EXCHANGE COMMISSION

~~Washington~~WASHINGTON, D.C. 20549

FORM 10-Q

~~[x] QUARTERLY~~Quarterly ~~REPORT~~Report ~~PURSUANT TO SECTION 13 OR 15(d) OF THE~~Under

~~SECURITIES EXCHANGE~~the ~~ACT~~Securities OFExchange Act of 1934

For ~~the Quarterly~~Quarter ~~period~~Ended: ~~ended January~~March 31, ~~2009~~2010

~~[] TRANSITION~~Commission ~~REPORT~~File ~~PURSUANT~~Number: ~~TO SECTION 13 OR 15(d) OF THE~~000-53099

~~SECURITIES EXCHANGE~~INDUSTRY ~~ACT~~CONCEPT OFHOLDINGS ~~1934~~INC..

~~Commission~~(Exact ~~File No. 000-53099~~name of small business issuer as specified in its charter)

YOUR WAY HOLDING CORP.

Colorado

20-8510684

(State of other jurisdiction

of incorporation)

(IRS Employer ID No.)

~~(Exact Name~~4501 ofE ~~Small~~50th ~~Business Issuer as specified in its charter)~~St.

Colorado	20-8510684
(State or other jurisdiction	(IRS Employer File Number)
of incorporation)

Vernon CA 90058

4363 South Quebec #4207
Denver, Colorado	80237
(Address of principal executive offices)	(zip code)

(Address of principal executive offices)

(~~720~~323) ~~272~~ 585-~~5211~~5281

(~~Registrant'~~Issuer’s ~~telephone~~ ~~number,~~Telephone ~~including area code~~Number)

Check whether the issuer: (1) filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the past 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]~~ __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.

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

~~Indicate by~~The ~~check~~number ~~mark~~of ~~whether~~shares of the registrant’s isonly aclass ~~shell~~of ~~company~~common ~~(as~~stock ~~defined~~issued inand ~~Rule 12b-2~~outstanding as of ~~the~~May ~~Exchange~~21, ~~Act)~~2010, ~~Yes~~was [21,510,000 ~~] No [X]~~shares.

AsIndicate ~~of January~~by ~~31,~~check ~~2009,~~mark whether the registrant ~~had~~is ~~outstanding~~a ~~22,010,000~~shell ~~shares~~company (as defined in Rule 12b-2 of the ~~registrant's~~ ~~common~~Exchange ~~stock.~~Act) [_] Yes x No

FORM 10-Q

YOUR WAY HOLDING CORP.

TABLE OF CONTENTS

	PAGE
PART I FINANCIAL INFORMATION
Item 1. Financial Statements for the period ended January 31, 2009
Balance Sheet (Unaudited)	5
Statements of Operations (Unaudited)	6
Statements of Cash Flows (Unaudited)	7
Consolidated Statement Of Shareholders' Equity	8
Notes to Financial Statements	9
Item 2. Management’s Discussion and Analysis and Plan of Operation	10
Item 3. Quantitative and Qualitative Disclosures About Market Risk	12
Item 4. Controls and Procedures	12
Item 4T. Controls and Procedures	12
PART II OTHER INFORMATION
Item 1. Legal Proceedings	13
Item 1A. Risk Factors	13
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds	17
Item 3. Defaults Upon Senior Securities	17
Item 4. Submission of Matters to a Vote of Security Holders	17
Item 5. Other Information	17
Item 6. Exhibits	17
Signatures	18

PART I.

~~- 2~~FINANCIAL -INFORMATION

PART I FINANCIAL INFORMATION

		Page No.

Item 1.	Financial Statements	3
	Consolidated Balance Sheets as of March 31, 2010 (unaudited) and December 31, 2009	F-1
	Unaudited Consolidated Statement of Operations for the Three Months Ended March 31, 2010 and 2009	F-2
	Unaudited Consolidated Statement of Cash Flows for the Thee-Month Periods Ended March 31, 2010 and 2009	F-3
	Notes to Consolidated Financial Statements	F-4
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations.	9
Item 3.	Quantitative and Qualitative Disclosures About Market Risk.	11
Item 4T.	Controls and Procedures.	12

	PART II
	OTHER INFORMATION

Item 1.	Legal Proceedings.	13
Item 1A.	Risk Factors.	13
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds.	13
Item 3.	Defaults Upon Senior Securities.	14
Item 4.	Submission of Matters to a Vote of Security Holders.	14
Item 5.	Other Information.	14
Item 6.	Exhibits.	14
	Signatures	15

~~References in this document to "us," "we," or "Company" refer to YOUR WAY HOLDING CORP. and our subsidiary, Your Way Gourmet, Inc.~~2

~~ITEM 1.~~PART ~~FINANCIAL STATEMENTS~~I.

~~YOUR WAY~~ITEM ~~HOLDING CORP~~1. FINANCIAL STATEMENTS

~~CONSOLIDATED FINANCIAL~~Industry ~~STATEMENTS~~Concept Holdings, Inc. And Subsidiary

~~(Unaudited)~~CONSOLIDATED FINANCIAL STATEMENTS

~~Quarter Ended January 31, 2009~~(Unaudited)

~~- 3~~Quarter -Ended March 31, 2010

~~Your Way Holding Corp.~~3

~~Consolidated Financial~~Industry ~~Statements~~Concept Holdings, Inc. And Subsidiary

~~(Unaudited)~~Consolidated Financial Statements

~~TABLE OF CONTENTS~~(Unaudited)

	PAGE
Balance Sheet (Unaudited)	5
Statements of Operations (Unaudited)	6
Statements of Cash Flows (Unaudited)	7
Consolidated Statement Of Shareholders' Equity (Unaudited)	8
Notes to Financial Statements	9

TABLE OF CONTENTS

- 4 -

	Page

CONSOLIDATED FINANCIAL STATEMENTS

Consolidated balance sheets	F-1
Consolidated statements of operations	F-2
Consolidated statements of cash flows	F-3
Notes to consolidated financial statements	F-4

~~YOUR WAY HOLDING CORP.~~4

~~CONSOLIDATED BALANCE~~Industry ~~SHEET~~Concept Holdings, Inc.

(~~A Development~~Formerly ~~Stage~~Your ~~Company~~Way Holding Corp.)

	Unaudited			Audited
	January			October
		31, 2009			31, 2008
ASSETS
Current Assets:
Cash and cash equivalents	$	10,124		$	5,860
Total Current Assets		10,124			5,860
Property, Plant, & Equipment
Office equipment (net of $32 and $8 depreciation)		342			366
TOTAL ASSETS	$	10,466		$	6,226
LIABILITIES AND SHAREHOLDERS' EQUITY
Current portion notes payable	$	28,500		$	22,000
Accounts payable		5,799			-
Interest payable					10
Other liabilities		1,736			1,380
Total current liabilities		36,035			23,390
Total Liabilities	$	36,035		$	23,390
SHAREHOLDERS' EQUITY
Preferred stock, $.10 par value per share;
Authorized 1,000,000 Shares; Issued
and outstanding -0- shares.		-			-
Common Stock, $.001 per share;
Authorized 50,000,000 Shares; Issued
and outstanding 22,010,000 shares		22,010			22,010
Capital paid in excess of par value		4,400			4,400
(Deficit) accumulated during the development stage		(51,979	)		(43,574	)
TOTAL SHAREHOLDERS' EQUITY		(25,569	)		(17,164	)
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY	$	10,466		$	6,226

Consolidated Balance Sheet

See Accompanying Notes To These Unaudited Financial Statements.

	Unaudited March 31, 2010			Audited December 31, 2009
ASSETS

Current Assets:
Cash and cash equivalents	$	2,689		$	6,004
Accounts receivable – net		172,811			20,740
Employee advances		600			600
Inventory		770,712			766,024
Total Current Assets		946,812			793,368

Property, Plant, & Equipment
Office equipment (net of depreciation)		6,755			7,781

TOTAL ASSETS	$	953,567		$	801,149

LIABILITIES AND SHAREHOLDERS’ EQUITY

Current Liabilities:
Accounts payable	$	331,742		$	293,620
Returns and allowance liability		11,665			14,905
Due to factor		341,746			329,222
Notes payable		560,000			250,000
Discount - convertible note		(262,640	)		—
Accrued interest payable		46,021			26,667
Related party advances		222,429			20,400
Taxes payable		144,845			144,846
Total current liabilities		1,395,808			1,079,660

Total Liabilities	$	1,395,808		$	1,079,660

SHAREHOLDERS’ EQUITY

Preferred stock, $.10 par value per share; Authorized 1,000,000 shares; Issued and outstanding -0- shares.		—			—
Common Stock, $.001 per share; Authorized 50,000,000 shares; Issued and outstanding 21,510,000 shares		21,510			22,060
Capital paid in excess of par value		3,859,333			690,383
(Deficit) accumulated during the development stage		(4,323,084	)		(990,954	)

TOTAL SHAREHOLDERS’ EQUITY		(442,241	)		(278,511	)

TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY	$	953,567		$	801,149

~~- 5~~See -Accompanying Notes To These Unaudited Financial Statements.

~~YOUR WAY HOLDING CORP.~~F-1

~~Unaudited Consolidated Statement Of Operations~~5

~~(A Development~~Industry ~~Stage~~Concept ~~Company)~~Holdings, Inc.

	3 Months			3 Months			February 21,
	Ended			Ended			2007 (inception)
	January			January			through January
		31, 2009			31, 2008			31, 2009
Revenue:	$	14,539		$	17,366		$	62,078
Cost of goods sold		6,053			8,773			32,609
Gross profit		8,486			8,593			29,469
General & Administrative Expenses
Accounting		2,500			750			10,250
Advertising		228			-			1,187
Consulting		0			-			865
Depreciation		24			24			120
Legal		0			-			31,124
Office		4,916			201			10,596
Salaries		3,488			2,450			14,290
Stock transfer		2,575			2,471			5,438
Taxes - payroll		304			187			1,341
Total G & A		14,035			6,083			75,211
Income (Loss) from operations		(5,549	)		2,510			(45,742	)
Other (Expenses) interest		(2,856	)		(187	)		(6,237	)
Net (Loss)	$	(8,405	)	$	2,323		$	(51,979	)
Basic (Loss) per common share		(0.00	)		0.00			(0.00	)
Weighted Average Common Shares Outstanding		22,010,000			22,010,000			22,010,000

(Formerly Your Way Holding Corp.)

~~See Accompanying~~Consolidated ~~Notes~~Statement Toof ~~These Unaudited Financial Statements.~~Operations

- 6 -

	Unaudited 3 Months Ended March 31, 2010			Unaudited 3 Months Ended March 31, 2009

Revenue: (net)	$	326,219		$	85,287
Cost of goods sold		281,697			148,398

Gross profit		44,522			(63,111	)

Operating expenses:
Advertising		—			1,551
Depreciation		1,026			1,027
Legal		2,562			33,033
General and administrative		3,285,161			36,944
Rent		21,189			21,653
Total General and Administrative		3,309,938			94,208

Income (Loss) from operations		(3,265,416	)		(157,319	)

Other income (expense):
Interest and accretion (expense)		(66,714	)		(1,732	)
Other income (expense)		(66,714	)		(1,732	)

Net (Loss)	$	(3,332,130	)	$	(159,051	)

Basic (Loss) per common share		(0.15	)		(0.01	)

Weighted Average Common Shares Outstanding		21,968,333			22,060,000

~~Your Way~~See ~~Holding~~Accompanying ~~Corp~~Notes To These Unaudited Financial Statements.

~~(A Development Stage Company)~~F-2

~~Consolidated Statement of Cash Flows~~6

						February 17,
	Three month			Three month		2007 Inception
	period ended			period ended		through
	January 31,			January 31,		January 31,
	2009			2008		2009
	(Unaudited)			(Unaudited)		(Unaudited)
Net (Loss)	$	(8,405	)	$	2,323	$	(51,979	)
Adjustments to reconcile decrease in net assets to net cash
provided by operating activities:
Depreciation		24			24		8
					-
Stock issued for services		-			-		865
Increase in accounts payable		79			79		-
Increase in other accrued liabilities		2			2		-
Increase in interest payable		187			187		288
Net cash (used) in operation activities		(8,113	)		2,615		(50,818	)
Cash flows from investing activities:
Purchase of office equipment		-			-		(470	)
Advances received from officer		-			-		200
Advances paid to officer		-			-		(200	)
Net cash (used) in investing activities		-			-		(470	)
Cash flows from financing activities:
Issuance of common stock		-			-		25,545
Notes payable		-			-		12,500
Net cash provided from financing activities		-			-		38,045
Net increase in cash		(8,113	)		2,615		(13,243	)
Cash at beginning of period		(13,243	)		14,691		-
Cash at end of period	$	(21,356	)	$	17,306	$	(13,243	)
Supplemental disclosure information:
Stock issued for services	$	-		$	-	$	865
Cash paid for interest	$	-		$	-	$	-
Cash paid for income taxes	$	-		$	-	$	-

Industry Concept Holdings, Inc.

~~See Accompanying~~(Formerly ~~Notes~~Your ToWay ~~These~~Holding ~~Unaudited Financial Statements~~Corp.)

~~- 7~~Consolidated -Statement of Cash Flows

Your Way Holding Corp.

	Unaudited 3 Months Ended March 31, 2010			Unaudited 3 Months Ended March 31, 2009
Net (Loss)	$	(3,332,130	)	$	(159,051	)

Adjustments to reconcile decrease in net assets to net cash provided by operating activities:
Depreciation		1,026			1,027
Stock issued for services		2,858,400
(Increase) in accounts receivable		—			(1,654	)
(Increase) Decrease in other receivables		(152,071	)		136
Decrease in deposits		—			4,000
Increase in inventory		(4,688	)		(71,169	)
Increase (Decrease) in accounts payable		38,122			(3,625	)
(Decrease in returns & allowance liability		(3,240	)		—
Increase (Decrease) in due to factor		12,523			(121,612	)
Increase (decrease) in other accrued liabilities		—			(2,658	)
Compensatory note issuance		310,000
Note discount accretion		47,360
Increase in interest payable		19,354			—
Net cash (used) in operating activities		(205,344	)		(354,606	)

Cash flows from investing activities:
		—			—
Net cash (used) in investing activities		—			—

Cash flows from financing activities:
Additional capital paid in		—			7,754
Advances to related & entities					(91,686	)
Advances from related parties		202,029			421,254
Net cash provided from financing activities		202,029			337,322

Net increase in cash		(3,315	)		(17,284	)
Cash at beginning of period		6,004			2,132
Cash at end of period	$	2,689		$	(15,152	)

Supplemental disclosure information:
Stock issued for services	$	2,858,400		$	—
Note issued for services	$	310,000		$	—
Cash paid for interest	$	—		$	—
Cash paid for income taxes	$	—		$	—

~~(A Development~~See ~~Stage~~Accompanying ~~Company)~~Notes To These Unaudited Financial Statements.

~~Consolidated Statement of Shareholders' Equity~~F-3

	Number Of				Capital Paid			Retained
	Common		Common		in Excess			Earnings
	Shares Issued (1)		Stock		of Par Value			(Deficit)			Total
Balance at February 21, 2007 (Inception)		-	$	-	$	-		$	-		$	-
February 22, 2007 issued 21,000,000
shares of par value $.001 common stock
to founder for services		21,000,000		21,000		(20,500	)					500
February 22, 2007 issued 800,000
shares of par value $.001 common stock
for cash of $500 and services valued at
$300 or $.001 per share.		800,000		800		-						800
February 22, 2007 issued 65,000
shares of par value $.001 common stock
for services valued at $65 or $.001 per share		65,000		65		-						65
February 22, 2007 issued 15,000
shares of par value $.001 common stock
for cash of $15 or $.001 per share		15,000		15		-						15
June 13, 2007 issued 30,000
shares of par value $.001 common stock
for cash of $30 or $.001 per share		30,000		30								30
October 31, 2007 issued 100,000
shares of par value $.001 common stock
for cash of $25,000 or $.25 per share		100,000		100		24,900						25,000
Net (Loss)		-		-		-			(24,045	)		(24,045	)
Balance at October 31, 2007		22,010,000		22,010		4,400			(24,045	)		2,365
Net (loss)		-							(19,529	)		(19,529	)
Balance at October 31, 2008		22,010,000		22,010		4,400			(43,574	)		(17,164	)
Net (loss)		-							(8,405	)		(8,405	)
Balance at January 31,2009 (Unaudited)		22,010,000	$	22,010	$	4,400		$	(51,979	)	$	(25,569	)

~~(1)~~Industry ~~As restated~~Concept ~~for a 42~~Holdings,~~000~~ ~~for~~Inc. 1and ~~common share recapitalization on February 22, 2007~~Subsidiary

~~See Accompanying~~NOTES ~~Notes~~TO ToCONSOLIDATED ~~These~~FINANCIAL ~~Unaudited Financial Statements.~~STATEMENTS

~~- 8~~(1) -Unaudited Financial Information

~~Your~~The unaudited financial information included for the three month interim period ended March 31, 2010 were taken from the books and records without audit. However, such information reflects all adjustments (consisting only of normal recurring adjustments, which are of the opinion of management, necessary to reflect properly the results of interim period presented). The results of operations for the three ~~Way~~ month ~~Holding~~period ~~Corp~~ended March 31, 2010 are not necessarily indicative of the results expected for the fiscal year ended December 31, 2010.

~~Notes To~~(2) ~~Unaudited~~ Financial Statements

For ~~The~~a ~~Three~~complete ~~Month~~set ~~Period Ended~~of ~~January~~footnotes, reference is made to the Company’s Report on Form 10K for the year ended December 31, 2009 as filed with the Securities and Exchange Commission and the audited financial statements included therein.

~~Note~~(3) 1Related -Party ~~Unaudited Financial Information~~Transactions

The ~~unaudited~~ ~~financial~~Company ~~information~~uses ~~included~~as ~~for~~one ~~the~~of ~~three~~its ~~month~~fabric ~~interim~~suppliers ~~period ended~~a ~~January~~company ~~31,~~under ~~2009~~common ~~were~~control ~~taken~~of ~~from~~an ~~the books and records without audit~~officer. ~~However,~~ ~~such~~Included ~~information~~in ~~reflects~~cost ~~all adjustments (consisting only~~ of ~~normal recurring~~goods ~~adjustments,~~sold ~~which~~for ~~are~~2009 ofwas ~~the~~fabric ~~opinion~~supplied ofby ~~management,~~this ~~necessary~~entity ~~to reflect~~in ~~properly~~amounts ~~the results~~ of ~~interim~~$79,978. ~~period~~A ~~presented).~~family ~~The~~related ~~results~~party ~~of operations~~and ~~for~~a ~~the~~related ~~three~~entity ~~month~~was ~~period~~owed ~~ended~~$222,419 ~~Janaury~~at March 31, ~~2009~~2010 ~~are~~and ~~not~~$20,400 ~~necessarily indicative~~at ofend ~~the~~2009 ~~results~~for ~~expected~~unsecured, ~~for~~non-interest ~~the~~bearing, ~~fiscal~~due ~~year~~on ~~ended~~demand ~~October~~working ~~31, 2009~~capital advances.

~~Note~~(4) 2Lease ~~- Financial Statements~~Commitments

~~For~~The Company shares office, design and manufacturing space with other companies related by common control, under a ~~complete~~ ~~set~~building lease held in the name of ~~footnotes,~~the ~~reference~~related party companies and guaranteed by an officer. The lease commenced in June 2009 and is ~~made~~for toa ~~the~~10 ~~Company’s~~year ~~Report~~term onexpiring ~~Form 10K-SB~~in May 2019, with a five year extension option. The lease calls for payments of approximately $9,700 per month plus costs in the first year, ~~ended~~escalating ~~October~~yearly 31to $12,000 ~~2008~~per asmonth ~~filed~~plus ~~with~~costs in year ten. The shared cost by Industry Concept Holdings, Inc. is approximately half of the ~~Securities~~overall ~~and Exchange~~cost ~~Commission~~under the lease on a shared space basis. The Company leases retail sales space under a lease in the name of a company related by common control and guaranteed by an officer, with monthly payments of $4,200 per month plus costs with possible escalations for certain sales volumes, with the ~~audited~~lease ~~financial~~term ~~statements~~expiring ~~included~~in May 2010. ~~therein~~ Future minimum lease payments under both leases, assuming current levels of shared use are: 2010 $80,000, 2011 $60,000, 2012 $62,000, 2013 $63,000, 2014 $65,000, after 2014 $294,000, total $624,000.

~~- 9~~(5) -Acccounts Receivable Factor Loans

~~ITEM 2.~~The ~~MANAGEMENT'S~~Company ~~DISCUSSION~~has ~~AND~~an ~~ANALYSIS~~ongoing ~~AND~~relationship ~~PLAN~~with OFa ~~OPERATION~~factor company (“the Factor”), which manages and collects the Company’s accounts receivable and loans money to the Company with the receivables as collateral, due on demand, with interest generally at 2% over the prime rate.

~~The following~~(6) discussion of our financial condition and results of operations should be read in conjunction with, and is qualified in its entirety by, the consolidated financial statements and notes thereto included in, Item 1 in this Quarterly Report on Form 10-Q. This item contains forward-looking statements that involve risks and uncertainties. Actual results may differ materially from those indicated in such forward-looking statements.Contingencies

~~Forward-Looking Statements~~At March 31, 2010 and December 31, 2009, the Company owed approximately $145,000 in unpaid federal and state payroll taxes. In response the Internal Revenue Service has filed a lien on all Company assets. The outstanding taxes currently remain unpaid. What actions, if any, authorities may take to collect the taxes are unknown at the present time.

~~This Quarterly Report on Form 10~~F-Q and the documents incorporated herein by reference contain forward-looking. Such forward-looking statements are based on current expectations, estimates, and projections about our industry, management beliefs, and certain assumptions made by our management. Words such as "anticipates", "expects", "intends", "plans", "believes", "seeks", "estimates", variations of such words, and similar expressions are intended to identify such forward-looking statements. These statements are not guarantees of future performance and are subject to certain risks, uncertainties, and assumptions that are difficult to predict; therefore, actual results may differ materially from those expressed or forecasted in any such forward-looking statements. Unless required by law, we undertake no obligation to update publicly any forward-looking statements, whether as a result of new information, future events, or otherwise. However, readers should carefully review the risk factors set forth herein and in other reports and documents that we file from time to time with the Securities and Exchange Commission, particularly the Report on Form 10-K, Form 10-Q and any Current Reports on Form 8-K.4

~~Overview and History~~8

~~Your~~ITEM ~~Way Holding Corp~~2. ~~was~~MANAGEMENT’S ~~incorporated~~DISCUSSION inAND ~~the~~ANALYSIS ~~State~~OF of Colorado on February 21, 2007. We develop, own, and operate a catering business in Colorado through our subsidiary corporation, Your Way Gourmet, Inc. We have no definitive plans to be involved in any other activities at the present time other than our catering business.FINANCIAL

~~Through our~~CONDITION ~~catering~~AND ~~business,~~RESULTS weOF ~~organize and cater a number of different events, from cocktail parties, to buffets of various kinds, to multi-course plated dinners.~~OPERATIONS

~~On February~~ The following discussion should be read in conjunction with our consolidated financial statements and notes thereto included herein. In connection with, ~~2007~~and because we desire to take advantage of, the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995, we caution ~~issued~~readers 21regarding certain forward looking statements in the following discussion and elsewhere in this report and in any other statement made by,~~880~~ or on our behalf,~~000~~ ~~restricted~~whether ~~common~~or ~~shares~~not ~~for~~in ~~cash~~future filings with the Securities and ~~past~~Exchange Commission. Forward looking statements are statements not based on historical information and which relate to future operations, strategies, financial results or other developments. Forward looking statements are necessarily based upon estimates and ~~services~~ assumptions that are inherently subject to significant business, economic and competitive uncertainties and contingencies, many of which are beyond our control and many of which, with respect to future business decisions, are subject to change. These uncertainties and contingencies can affect actual results and could cause actual results to differ materially from those expressed in any forward looking statements made by, or on our behalf. We disclaim any obligation to update forward looking statements.

InOVERVIEW ~~June, 2007,~~AND ~~we issued 30,000 restricted common shares for cash:~~HISTORY

~~In September~~We ~~and~~were ~~October~~incorporated in the State of Colorado on February 21, 2007, weunder ~~completed~~the aname ~~private~~“Your ~~placement~~Way ~~offering~~Holding ofCorp.” ~~our common~~Until ~~shares~~October ~~under~~31, ~~the~~2009 ~~provisions~~our business consisted of ~~Rule~~development, ~~504~~ownership and ~~analogous~~operation of a catering business in Colorado ~~securities laws.~~through Weour ~~raised~~subsidiary acorporation, ~~total~~Your ofWay ~~$25~~Gourmet,~~000~~ inInc. Through this ~~private~~catering ~~placement~~business, ~~offering~~we organized and ~~sold~~catered a number of different events, ~~total~~ from cocktail parties, to buffets of ~~100~~various kinds,~~000~~ ~~shares~~to multi-course plated dinners.

~~Our~~Effective October 29, 2009, we executed an agreement to acquire Industry Concepts LLC (“IC”) and Primp LLC ("Primp") and their members, in which we agreed to issue an aggregate of 20,430,000 shares of our Common Stock, including 16,430,000 shares to the members of IC and 4,000,000 shares to the members of Primp, in exchange for all of the issued and outstanding member ~~headquarters~~ interests ~~are~~of ~~located~~the atAcquired ~~4363~~Companies. ~~South~~In ~~Quebec~~addition, ~~#4207~~to facilitate this transaction and eliminate dilution of minority shareholders, ~~Denver~~members of our current management have agreed to voluntarily redeem an aggregate of 20,430,000 ~~Colorado~~shares ~~80237~~back to the Company. This Agreement included various conditions to effectiveness, including our receipt of audited financial statements of IC LLC that conformed to the financial condition as represented to us by IC. That audit has been completed and as a ~~Our~~ result, ~~phone~~on ~~number~~March at16, 2010 we terminated this acquisition and an aggregate of 16,430,000 shares of our ~~headquarters~~Common isStock ~~(720)272-5211~~have been returned to us. ~~Our~~The ~~fiscal~~acquisition ~~year~~of ~~end~~Primp isLLC as previously disclosed remains in effect. Relevant thereto, on March 16, 2010 we did acquire the rights to the tradename “Love Crush” from IC LLC in exchange for the issuance of 2,000,000 shares of our Common Stock. We intend to assign these rights to a to-be-formed wholly owned limited liability company by ~~October~~ the name of “Love Crush LLC” which will produce both private label garments as well as garments under the tradename “Love Crush”. The effective date of the Primp Acquisition was December 31, 2009.

~~Results~~We entered into this transaction because of our former management’s belief that by doing so we will significantly increase our shareholder’s future opportunity to enhance the value of their respective ownership in our Company. In addition, our former Board of Directors approved a “spin-off” of our wholly owned subsidiary company, Your Way Gourmet, Inc. The terms of ~~Operations~~this “spin-off” provide for a dividend to be issued to our shareholders of one share of common stock for every share that our shareholders owned as of October 28, 2009, the record date of the dividend. It is expected that this company will be “spun-off” in the near future by former management filing a registration statement with the SEC pursuant to the Securities Act of 1933, as amended.

~~The following~~Also ~~discussion~~as ~~involves~~a ~~our~~result ~~results~~ of ~~operations~~this ~~for~~transaction the ~~fiscal~~holders ~~quarter ending~~of ~~January~~a ~~31,~~majority ~~2009.~~of ~~For~~our ~~the~~issued ~~fiscal~~and ~~quarter~~outstanding ~~ended~~voting ~~January~~stock ~~31,~~have ~~2009~~authorized wechanging ~~had revenues~~our ofname ~~$14,539.~~to ~~For~~“Industry ~~the~~Concept ~~fiscal quarter ended January 31~~Holdings, ~~2008 we had revenues of $17,366~~Inc.” Weand ~~had~~changed ~~$62,078~~our infiscal ~~revenues~~year ~~from~~to ~~inception~~December ~~through January~~ 31~~, 2009~~.

~~Costs of goods include all direct costs incurred in providing services. Direct costs consist of food, beverages, and catering supplies.~~ Our ~~costs~~address ofis ~~goods~~4501 ~~for the fiscal quarter ended January 31, 2009 was $6,053, or approximately 41~~E.6% ~~of sales.~~50th ~~Our costs of goods for the fiscal quarter ended January 31~~Street, ~~2008 was $8~~Vernon,~~773,~~ orCA ~~approximately 50~~90058.5% ~~of sales.~~ Our ~~costs~~telephone ofnumber ~~goods~~is ~~from~~(323) ~~inception through January 31, 2009 was $32,609, or approximately 52~~585-5281.~~5% of sales.~~

~~- 10~~We -have not been subject to any bankruptcy, receivership or similar proceeding.

The difference between total sales and costs of goods is gross profit. Our gross profit for the fiscal quarter ended January 31, 2009 was $8,486, or approximately 58.4% of sales. Our gross profit for the fiscal quarter ended January 31, 2008 was $8,593, or approximately 49.5% of sales. Our gross profit from inception through January 31, 2009 was $29,469, or approximately 47.5% of sales. We have seen and continue to believe that increasing sales will eventually lower our cost of goods as a percentage of sales and increase our gross profit.9

~~The~~RESULTS ~~major components~~OF ~~of operating expenses include professional fees, salaries and associated payroll costs, rent and telephone expenses.~~OPERATIONS

~~Operating expenses,~~Comparison ~~which~~of isResults ~~comprised~~ of ~~general~~Operations ~~and administrative expenses,~~ for the ~~fiscal~~ ~~quarter~~three ~~ended~~months ~~January 31, 2009 was $8,773. Operating expenses for the fiscal quarter~~ ended ~~January~~March 31, ~~2008~~2010 ~~was $6,083. Operating Expenses from inception through January 31, 2009 was $75,211. The major component of these general~~ and administrative expenses were payments to independent contractors, professional fees, and pre-paid expenses, and accrued receivables. While our general and administrative expenses will continue to be our largest expense item, we believe that this expense will stabilize in the coming fiscal year as we reduce prepaid expenses.2009

WeDuring ~~had~~the ~~a net~~three ~~loss~~month ofperiod ended March 31, 2010, we generated $8326,~~405~~219 ~~for~~in revenues, compared to $85,287 during the ~~fiscal~~three ~~quarter~~month period ended ~~January~~March 31, 2009, ~~compared~~an increase of $240,932. This increase in revenues was attributable to ~~a net~~what ~~profit~~we consider to be the aggressive growth of $2our branded apparel,~~323~~ ~~for~~as well as growth in international licensing. Cost of goods sold during the ~~fiscal~~three ~~quarter~~month period ended ~~January~~March 31, ~~2008.~~2010 Wewas ~~had~~$54,717, acompared ~~net loss~~to of $51148,~~979~~398 ~~from~~during ~~inception~~the ~~through~~three ~~January~~month period ended March 31, 2009., Wea ~~will~~decrease ~~try~~of to$93,681 ~~continue~~ which management attributes to ~~operate~~sales atof agarments ~~profit~~from stock or previously produced in prior quarters in anticipation of future sales, ~~but~~lower ~~cannot~~cost ~~guarantee~~of toraw domaterials, somore efficient production planning and a greater emphasis on production in Mexico.

~~We believe~~Our ~~that~~general ~~overhead~~and ~~cost~~administrative inexpense ~~current~~during ~~operations~~the ~~should~~three ~~remain~~month ~~fairly~~period ~~constant as~~ended ~~sales~~March ~~improve~~31, 2010 was $3,309,938, compared to $94,208 during the three month period ended March 31, 2009, an increase of $3,215,730. ~~Each~~This ~~additional~~increase ~~sale~~was ~~and~~primarily ~~correspondingly~~as a result of our issuance of 15,880,000 shares of our common stock as part of the ~~gross~~termination ~~profit~~of the acquisition of Industry Concepts LLC and subsequent ~~such~~ issuance ~~sale~~of ~~have~~new ~~minimal~~shares ~~offsetting~~of ~~overhead~~common ~~cost.~~stock Ifto our ~~sales~~management ~~continue~~and others, which required us to ~~grow at~~expense ~~the~~$2,858,400 ~~same~~as ~~pace~~compensation. In addition, this increase also as ~~last~~a ~~fiscal~~result ~~quarter~~of increased consulting fees of $226,981, weas ~~could~~well beas ~~profitable~~factoring fees of $25,446, sales consulting of $26,804 and an increase in accounting charges of $19,602. We did not incur charges for ~~fiscal~~consulting ~~year 2009~~fees, ~~although~~factors itand issales ~~too~~consulting ~~early~~during tothe ~~predict~~three ~~profitability~~months ended March 31, 2009.

~~Liquidity and~~We ~~Capital~~also ~~Resources~~incurred increased interest expense of $10,518 during the three months ended March 31, 2010, compared to the similar period in 2009.

As ~~of January~~a 31result, ~~2009~~we incurred a net loss of $3,332,130 weduring ~~had~~the ~~cash~~three ormonth ~~cash~~period ~~equivalents~~ended ofMarch 31, 2010 (approximately $~~21,356~~0.15 per share), compared to ~~cash or~~a ~~cash~~net ~~equivalents~~loss of $17159,~~306~~051 asduring ofthe ~~January~~three month period ended March 31, ~~2008~~2009 (less than $0.01 per share).

~~Net~~LIQUIDITY ~~cash used~~AND inCAPITAL operating activities was $8,113 for the fiscal quarter ended January 31, 2009 compared to net cash provided by operating activities of $2,615 for the fiscal quarter ended January 31, 2008. Net cash used in operating activities was $50,818 from inception through January 31, 2009. We anticipate that overhead costs in current operations will remain fairly constant as sales improve.RESOURCES

~~Cash flows~~At ~~used~~March ~~in investing activities were -0- for the fiscal quarters ended January~~ 31, ~~2009 and 2008~~2010, ~~compared~~we tohad $~~470 from inception through January 31~~2,689 ~~2009.~~in ~~These~~cash ~~activities~~and ~~represent~~cash ~~the purchase of office equipment for our operations~~equivalents.

~~Cash flows~~Net ~~from~~cash ~~financing~~used in operating activities ~~were~~was $~~-0-~~205,344 ~~for~~during the ~~fiscal~~three ~~quarters~~month period ended ~~January~~ March 31, ~~2009 and 2008~~2010, compared to $38354,~~045 from~~606 ~~inception~~during ~~through~~the ~~January~~three month period ended March 31, 2009. ~~These~~We ~~cash~~anticipate ~~flows~~that ~~were~~overhead ~~principally~~costs ~~related~~in tocurrent ~~stock~~operations ~~sales~~will ~~and~~increase ~~loans~~in tothe ~~us for~~future as a result of our ~~operational~~anticipated increased marketing activities.

~~Over~~Cash ~~the next~~flows ~~twelve~~provided ~~months~~or ~~our~~used ~~capital~~in ~~costs~~investing ~~will~~activities bewere ~~approximately~~ $10-0- during the three month period ended March 31,~~000~~ to2010 and 2009. Cash flows provided or used by financing activities were $12202,~~000 primarily~~029 toduring ~~expand~~ our ~~current~~three ~~operations.~~month Weperiod ~~plan~~ended toMarch ~~buy~~31, ~~additional~~2010, ~~equipment~~ compared to be$337,322 ~~used~~during inthe ~~our~~three ~~operations~~month period ended March 31, 2009.

~~We believe~~At ~~that~~March ~~our~~31, ~~recent~~2010 ~~public~~and ~~offering~~2009 ~~will~~we ~~provide~~owed ~~sufficient~~approximately ~~capital~~$145,000 in unpaid federal and state payroll taxes. In response the ~~short~~ ~~term~~Internal ~~for~~Revenue Service has filed a lien on all our ~~current~~assets. ~~level~~The ofoutstanding ~~operations,~~taxes ~~which~~currently ~~includes~~remain ~~becoming profitable~~unpaid. ~~Additional~~What ~~resources~~actions, ~~will~~if beany, ~~needed~~authorities may take to ~~expand~~collect ~~into~~the ~~additional~~taxes are unknown at the present time. We are currently in negotiations with the IRS to resolve this ~~locations~~ situation but there can be no assurances that these discussions will result in a favorable resolution.

~~Otherwise~~As a result of the acquisition of Primp we have generated plans to expand our current operations, including increasing the number of our retail outlets. Our ability to implement this expansion will depend on the future availability of financing. We intend to raise funds through private placements of our common stock and through short-term borrowing. We estimate that we dowill ~~not~~require approximately ~~anticipate~~$5 ~~needing~~million in debt and/or equity capital to fully implement our expansion plans in the future and there are no assurances that we will be able to raise ~~additional~~this capital. ~~resources~~While we have engaged in discussions with various investment banking firms, venture capitalists and private investors to provide us these funds, as of the ~~next twelve~~date ~~months~~of this report we have not reached any agreement with any party that has agreed to provide us with the capital necessary to effectuate our proposed expansion. Our inability to

Until the current operations become cash flow positive, our officers and directors will fund the operations to continue the business. At this time we have no other resources on which to get cash if needed without their assistance.10

~~- 11~~obtain -sufficient funds from external sources will have a material adverse affect on our expansion plans and may have a negative impact on our future results of operations and financial condition.

~~Our principle~~Effective ~~source~~December of18, ~~liquidity~~2009, iswe ~~our~~assumed ~~operations.~~debt ~~Our variation~~ in ~~sales~~the isprincipal ~~based upon~~amount ~~the~~of ~~level~~$250,000 ofreceived ~~our~~from ~~catering~~three ~~event~~(3) ~~activity~~persons and ~~will~~entities, ~~account~~each ~~for~~of ~~the difference~~which ~~between~~was aan ~~profit~~“accredited ~~and~~investor” aas ~~loss.~~that ~~Also~~term ~~business activity~~ is ~~closely~~defined ~~tied to~~under ~~the~~Rule ~~economy~~501 of ~~Denver~~Regulation ~~and~~D ~~the~~promulgated ~~U.S.~~under ~~economy.~~the ASecurities ~~slow~~Act ~~down~~of in1933, ~~entertaining activity~~as ~~will~~amended. ~~have~~As apart ~~negative~~of ~~impact~~the toconsideration ~~our~~for ~~business.~~these ~~In any case~~notes, we ~~try~~issued ~~to operate~~an ~~with~~aggregate ~~minimal~~of ~~overhead.~~60,000 “restricted” ~~Our~~shares ~~primary~~of ~~activity~~our ~~will~~Common beStock to ~~seek~~these tothree ~~expand the~~note ~~number of catering events and, consequently, our sales~~holders. IfThese wenotes ~~succeed~~were ~~in expanding~~subsequently ~~our~~extended ~~customer~~until ~~base~~May ~~and generating sufficient sales~~31, ~~we will become profitable~~2010. We ~~cannot~~issued ~~guarantee~~an ~~that~~aggregate ~~this~~of ~~will~~60,000 ~~ever~~shares ~~occur.~~as ~~Our~~consideration ~~plan~~for isthe toextension ~~build our~~of ~~Company~~these ~~in any manner which will be successful~~notes.

~~Our accountants~~CRITICAL ~~have~~ACCOUNTING ~~expressed~~POLICIES ~~doubt~~AND about our ability to continue as a going concern as a result of our history of net loss. Our ability to achieve and maintain profitability and positive cash flow is dependent upon our ability to successfully develop a catering business and our ability to generate revenues.ESTIMATES

~~Plan~~Critical accounting estimates – The discussion and analysis of our financial condition and results of operations are based upon our consolidated financial statements, which have been prepared in accordance with accounting principles generally accepted in the United States. The preparation of these consolidated financial statements requires us to make estimates and judgments that affect the amounts of ~~Operation~~assets, liabilities, revenues and expenses, and related disclosure of contingent assets and liabilities. On an on-going basis, we evaluate our estimates based on historical experience and on various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions. The following represents a summary of our critical accounting policies, defined as those policies that we believe are the most important to the portrayal of our financial condition and results of operations and that require management’s most difficult, subjective or complex judgments, often as a result of the need to make estimates about the effects of matters that are inherently uncertain.

Leases – We ~~have not~~follow ~~been~~the ~~profitable~~guidance in ~~our~~SFAS ~~most~~No. ~~recent~~13 ~~fiscal~~“Accounting ~~quarter.~~for WeLeases,” ~~will~~as ~~attempt~~amended, which requires us to ~~operate~~ ~~for~~evaluate the ~~coming~~lease ~~fiscal~~agreements ~~year~~we atenter ainto ~~profit~~to determine whether they represent operating or capital leases at ~~break~~the ~~even~~inception of the lease.

~~Currently~~Stock-based compensation – Effective January 1, 2006, we ~~are~~adopted ~~conducting~~Financial ~~business~~Accounting inStandards ~~only~~Board ~~one~~(FASB) ~~location~~Statement of Financial Accounting Standard (SFAS) No. 123R, “Share Based Payment.” SFAS 123R requires a public entity to measure the cost of employee services received in exchange for an award of equity instruments based on the ~~Denver~~grant-date ~~Metropolitan~~fair ~~area~~value of the award. We ~~have~~That nocost ~~plans~~is torecognized ~~expand~~on ~~into~~a ~~other~~straight-line ~~locations~~basis orover ~~areas~~the employee service period (usually the vesting period). WeThat ~~believe~~cost ~~that~~is wemeasured ~~can maintain~~based ~~profitability~~on asthe wefair ~~are~~value ~~presently~~of ~~organized~~the ~~with~~equity ~~sufficient~~or ~~catering business~~liability instruments issued using the Black-Scholes option pricing model.

~~If we are not successful in our operations we will be faced with several options:~~INFLATION

1. Although ~~Cease~~ our operations ~~and~~are goinfluenced ~~out~~by general economic conditions, we do not believe that inflation had a material effect on our results of ~~business;~~operations during the three month period ended March 31, 2010.

~~2. Continue~~OFF-BALANCE toSHEET ~~seek alternative and acceptable sources of capital;~~ARRANGEMENTS

3.We ~~Bring in~~have ~~additional~~not ~~capital~~entered into any off-balance sheet arrangements that ~~may~~have ~~result~~or inare reasonably likely to have a ~~change~~current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of ~~control;~~operations, liquidity, capital expenditures or capital resources and would be considered material to investors.

4ITEM 3. ~~Identify~~ aQUANTITATIVE ~~candidate~~AND ~~for~~QUALITATIVE ~~acquisition~~DISCLOSURES ~~that~~ABOUT ~~seeks~~MARKET ~~access to the public marketplace and its financing sources~~RISK.

~~Currently, we~~We ~~have~~are ~~sufficient~~a ~~capital~~smaller toreporting ~~implement~~company ~~our~~and ~~proposed~~are ~~business~~not ~~operations~~required or to ~~sustain~~ ~~them~~provide ~~for~~ the ~~next~~information ~~twelve~~under ~~months.~~this Ifitem wepursuant ~~can~~to ~~become~~Regulation ~~profitable, we could operate at our present level indefinitely~~S-K.

~~To date, we have never had any discussions with any possible acquisition candidate nor have we any intention of doing so.~~11

ITEM 3 4T. ~~QUANTITATIVE~~ CONTROLS AND ~~QUALITATIVE DISCLOSURES ABOUT MARKET RISK~~PROCEDURES.

~~None.~~DISCLOSURE CONTROLS AND PROCEDURES

~~ITEM~~Disclosure Controls and Procedures- Our management, with the participation of our Principal Executive Officer and Principal Financial and Accounting Officer, have evaluated the effectiveness of our disclosure controls and procedures (as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Securities 4. Exchange ~~CONTROLS~~Act ~~AND~~of ~~PROCEDURES~~1934, as amended (the “Exchange Act”)) as of the end of the period covered by this report.

~~Not~~These controls are designed to ensure that information required to be disclosed in the reports we file or submit pursuant to the Securities Exchange Act of 1934 is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the Securities and Exchange Commission, and that such information is accumulated and communicated to our management, ~~applicable~~ including our Principal Executive Officer and Principal Financial and Accounting Officer, to allow timely decisions regarding required disclosure.

~~ITEM 4T~~Based on this evaluation, our Principal Executive Officer and Principal Financial and Accounting Officer, have concluded that our disclosure controls and procedures were effective as of March 31, 2010, at reasonable assurance levels. ~~CONTROLS~~We ~~AND~~believe ~~PROCEDURES~~that our financial statements presented in this quarterly report on Form 10-Q fairly present, in all material respects, our financial position, results of operations, and cash flows for all periods presented herein.

AsInherent ofLimitations ~~the end~~-Our ofmanagement, ~~the~~including ~~period~~our ~~covered~~Principal byExecutive ~~this~~Officer ~~report,~~and ~~based~~Principal onFinancial anand ~~evaluation~~Accounting ofOfficer, do not expect that our disclosure controls and procedures ~~(as~~will ~~defined~~prevent inall ~~Rules~~error ~~13a~~and ~~-15(e)~~all fraud. A control system, no matter how well conceived and operated, can provide only reasonable, not absolute, ~~15(d)-15(e)~~ assurance ~~under~~that the ~~Exchange~~objectives ~~Act),~~of ~~our~~the ~~Chief~~control ~~Executive~~system ~~Officer~~are met. The design of any system of controls is based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions. Further, the ~~Chief Financial~~design ~~Officer~~of ~~has~~a ~~concluded~~control system must reflect the fact that ~~our~~there ~~disclosure~~are ~~controls~~resource constraints, and ~~procedures~~the ~~are effective~~benefits toof ~~ensure~~controls ~~that~~must ~~information~~be ~~required~~considered relative to betheir ~~disclosed~~costs. byBecause usof the inherent limitations in ~~our Exchange~~all ~~Act~~control ~~reports~~systems, isno ~~recorded~~evaluation of controls can provide absolute assurance that all control issues and instances of fraud, ~~processed~~if any, ~~summarized~~within our Company have been detected. These inherent limitations include the realities that judgments in decision-making can be faulty, and ~~reported~~that ~~within~~breakdown ~~the applicable~~can ~~time~~occur ~~periods~~because ~~specified~~of bysimple ~~the~~error ~~SEC’s~~or ~~rules~~mistake. In particular, many of our current processes rely upon manual reviews and processes to ensure that neither human error nor ~~forms~~ system weakness has resulted in erroneous reporting of financial data.

Changes in Internal Control over Financial Reporting – There were no changes in our internal control over financial reporting during the period ended March 31, 2010, which were identified in conjunction with management’s evaluation required by paragraph (d) of Rules 13a- 1215 and 15d-15 under the Exchange Act, that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

~~There were~~MANAGEMENT noREPORT ~~changes~~ON inINTERNAL ~~our~~CONTROL ~~internal~~OVER ~~controls~~FINANCIAL over financial reporting that occurred during our most recent fiscal quarter that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.REPORTING

~~This report~~Our ~~does~~management ~~not~~is ~~include~~responsible anfor ~~attestation~~establishing ~~report~~and ofmaintaining ~~the~~adequate ~~company’s registered public accounting firm regarding~~ internal control over financial reporting. ~~Identified~~ as defined in ~~connection~~Rule ~~with~~13a-15(f) or 15d-15(f) promulgated under the ~~evaluation~~Exchange ~~required~~Act. byThose ~~paragraph~~rules ~~(d)~~define ofinternal ~~Rule~~control ~~240.13a-15 or~~over ~~Rule~~financial ~~240.15d-15~~reporting ofas ~~this~~a ~~chapter~~process ~~that~~designed ~~occurred~~to ~~during~~provide reasonable assurance regarding the ~~registrant’s~~reliability ~~last~~of financial reporting and the preparation of financial ~~fiscal~~ statements ~~quarter~~for ~~that~~external ~~has~~purposes ~~materially~~in ~~affected,~~accordance orwith isgenerally ~~reasonably~~accepted ~~likely~~accounting ~~to materially~~principles ~~affect,~~and ~~the~~includes ~~registrant’s~~those ~~internal~~policies ~~control~~and ~~over~~procedures ~~financial reporting.~~that:

~~PART II.~~• ~~OTHER~~Pertain ~~INFORMATION~~to the maintenance of records that in reasonable detail accurately and fairly reflect the transactions and dispositions of the assets of the company;

~~ITEM 1.~~• ~~LEGAL~~Provide ~~PROCEEDINGS~~reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and the receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the Company; and

~~There are no legal proceedings, to which we are a party, which could have a material adverse effect on our business, financial condition or operating results.~~12

~~ITEM 1A.~~• ~~RISK~~Provide ~~FACTORS~~reasonable assurance regarding prevention or timely detection of unauthorized acquisitions, use or disposition of the company’s assets that could have a material effect on the financial statements.

~~You should~~Because ~~carefully~~of ~~consider~~its ~~the~~inherent ~~risks~~limitations, ~~and~~internal ~~uncertainties~~controls ~~described~~over ~~below;~~financial ~~and~~reporting ~~all of~~may ~~the~~not ~~other~~prevent ~~information~~or ~~included~~detect inmisstatements. ~~this~~Projections ~~document.~~of ~~Any~~any evaluation of effectiveness to future periods are subject to the ~~following~~risk ~~risks could~~that ~~materially~~controls ~~adversely~~may ~~affect~~become ~~our~~inadequate ~~business,~~because ~~financial~~of ~~condition~~changes in conditions, or ~~operating results~~that ~~and~~the ~~could~~degree ~~negatively~~of ~~impact~~compliance with the ~~value~~policies ofor ~~your~~procedures ~~investment~~may deteriorate.

~~You should~~Management ~~carefully~~assessed ~~consider~~ the ~~risks~~effectiveness ~~and~~of ~~uncertainties~~our ~~described~~internal ~~below and the~~control ~~other~~over ~~information~~financial inreporting as of March 31, 210. In making this ~~document~~assessment, ~~before~~our ~~deciding~~management toused ~~invest~~the criteria established in ~~shares~~ Internal Control-Integrated Framework issued by the Committee of ~~our~~ ~~common~~Sponsoring ~~stock~~Organizations of the Treadway Commission (COSO).

~~The occurrence~~Based ofon ~~any~~an ofassessment ~~the~~carried ~~following~~out ~~risks~~May ~~could~~20-21, ~~materially~~2010, ~~and adversely affect~~management ~~our~~believes ~~business~~that, ~~financial~~as ~~condition~~of ~~and~~March ~~operating~~31, ~~result. In this case~~ 2010,~~the~~ ~~trading price of~~ our ~~common~~internal ~~stock~~control ~~could~~over ~~decline~~financial ~~and~~reporting ~~you might~~was ~~lose all or part of your investment~~effective.

~~We are~~PART ~~recently formed, have a limited operating history, and have been profitable only in the first fiscal quarter of 2008~~II. We ~~may~~OTHER ~~never sustain profitability, and, as a result, we could go out of business.~~INFORMATION

WeITEM ~~were formed as a Colorado business entity in February, 2007~~1. AtLEGAL the present time, we were only profitable in the first fiscal quarter of 2008. There can be no guarantee that we will ever be able to sustain our profitability. From our inception on February 21, 2007 through January 31, 2009, we generated $62,078 in revenue. We had a net loss of $51,979 for this period. Our sales depend upon the number of customers we can generate. We may never sustain profitability, and, as a result, we could go out of business.PROCEEDINGS

~~Because~~ As of the date of this report we ~~had~~believe ~~incurred~~we ~~operating~~owe ~~losses~~approximately ~~from~~$145,000 in past due federal and state payroll taxes. In response the Internal Revenue Service has filed a lien on all our ~~inception~~assets. The outstanding taxes currently remain unpaid. What actions, ~~our~~if ~~accountants~~any, authorities may take to collect the taxes are unknown at the present time. We have entered into discussions with the IRS and ~~expressed~~ while ~~doubts~~no ~~about~~assurances ~~our~~can ~~ability~~be toprovided, ~~continue~~we ashope to have a ~~going~~settlement ~~concern~~arrangement on this obligation with the IRS within the next six months.

~~For~~We ~~the period~~are ~~ended~~also ~~October~~party 31to that certain action entitled FTC Commercial Corp. v Primp, ~~2008~~LLC, ~~our~~et. ~~accountants~~al., ~~have~~Case ~~expressed~~No. ~~doubt~~BC432715, ~~about~~Los ~~our ability~~Angeles toSuperior ~~continue~~Court, asUnlimited Civil aDivision. ~~going~~FTC ~~concern~~has asalleged athat ~~result~~we ofowe ~~our~~approximately ~~continued~~$375,000 ~~net~~to ~~losses. Our~~it ~~ability~~relating to ~~achieve~~factoring ~~and~~activities. We ~~maintain~~have ~~profitability~~entered into settlement discussions with FTC and ~~positive~~while ~~cash~~no ~~flow~~assurances iscan be provided, we hope to have a ~~dependent~~ settlement ~~upon:~~arrangement on this obligation within the next six months.

♦Additionally, ~~our~~we ~~ability~~are also party to ~~develop~~that ~~significant~~certain ~~operations;~~action entitled Sparkart Group, Inc. v Primp et al, Case No. BC397176, Superior Court of California, County of Los Angeles, Unlimited Jurisdiction. We had previously entered into a settlement agreement on this matter and tendered payments of approximately $16,000 thereon, but were unable to meet the payment obligations due thereunder. We anticipate that the plaintiff in this matter will be applying to the court for entry of judgment against us in the principal amount of $49,000, plus costs and attorneys fees. We expect to enter into discussions with the plaintiff in this action, but as of the date of this report no settlement agreement is in place.

♦We ~~our~~are ~~ability~~party to ~~locate~~several ~~clients~~other ~~who~~litigation ~~will~~matters ~~purchase~~as of the date of this report, none of which we deem to be material to our ~~catering~~current ~~services;~~business ~~and~~operations. We are not aware of any other material threatened matters.

♦ITEM ~~our~~1A. ~~ability~~RISK ~~to generate revenues.~~FACTORS

~~- 13~~We are a smaller reporting company and are not required to provide the information under this item pursuant to Regulation S-K.

~~Based upon~~ITEM ~~current plans, we may incur operating losses in future periods because we may, from time to time, be incurring expenses but not generating sufficient revenues~~2. WeUNREGISTERED ~~expect~~SALES ~~approximately~~OF ~~$35,000~~EQUITY inSECURITIES ~~operating~~AND ~~costs~~USE over the next twelve months. We cannot guarantee that we will be successful in generating sufficient revenues or other funds in the future to cover these operating costs. Failure to generate sufficient revenues will cause us to go out of business.OF

~~Our limited operating history makes it difficult for us to evaluate our future business prospects and make decisions based on those estimates of our future performance.~~PROCEEDS

WeEffective ~~have~~March ~~a limited operating history~~16, ~~based~~2010 ~~upon~~we ~~limited~~issued ~~revenues and a lack of profitability. These factors make it difficult to evaluate our business on the basis of historical operations. As a consequence~~2, ~~our past results may not be indicative of future results. Although this is true for any business~~000,000 it“restricted” ~~is particularly~~shares ~~true for us because~~ of our ~~limited~~Common ~~operating~~Stock ~~history. Reliance on historical results may hinder our ability~~ to ~~anticipate~~IC ~~and~~LLC ~~timely adapt to increases or decreases~~ in ~~sales,~~consideration ~~revenues or expenses. For example, if we overestimate our future sales~~ for athe ~~particular~~assignment ~~period~~of orthe ~~periods~~trade ~~based~~name on“Love ~~our historical~~Crush.” ~~growth~~We ~~rate,~~did wenot ~~may~~receive ~~increase~~any ~~our~~cash ~~overhead~~proceeds ~~and~~from ~~other~~this ~~operating expenses~~issuance. toWe arelied ~~greater~~upon ~~degree than we would have if we correctly anticipated~~ the ~~lower~~ ~~sales~~exemption ~~level~~from ~~for~~registration ~~that~~provided ~~period~~by ~~and~~Section ~~reduced~~4/2 ~~our~~promulgated ~~controllable~~under ~~expenses accordingly.~~the IfSecurities weAct ~~make~~of ~~poor~~1933, ~~budgetary decisions~~ as ~~a result of unreliable historical data~~amended, ~~we could be continue~~ to ~~incur~~issue ~~losses, which may result in a~~these ~~decline in our stock price~~ shares.

We have a lack of liquidity and will need additional financing in the future. Additional financing may not be available when needed, which could delay, indefinitely postpone, or prevent our successful development.13

WeIn ~~are only minimally capitalized. Because we are only minimally capitalized~~addition, weour ~~expect to~~Board ~~experience a lack~~ of ~~liquidity~~Directors ~~for~~authorized the ~~foreseeable~~issuance ~~future~~of inan ~~our~~aggregate ~~proposed operations.~~of We11,830,000 ~~will~~shares ~~adjust~~of our ~~expenses~~Common asStock ~~necessary~~ to ~~prevent~~four ~~cash~~(4) ~~flow~~persons ~~or liquidity~~and ~~problems. However~~entities, weincluding ~~expect~~10,530,000 weshares ~~will~~in ~~need~~favor ~~additional~~of ~~financing~~a ofTrust ~~some type,~~in which weGreg ~~do not now possess~~Lorber, ~~to fully develop~~ our ~~operations.~~current WeChief ~~expect~~Executive ~~to rely~~Officer ~~principally~~and ~~upon~~a ~~our~~director, ~~ability~~is tothe ~~raise~~beneficiary ~~additional~~and ~~financing~~500,000 ~~the~~shares ~~success~~ of ~~which~~ ~~cannot~~Common beStock ~~guaranteed.~~in Wefavor ~~will~~of ~~look~~a atTrust ~~both~~in ~~equity~~which ~~and~~Andrea ~~debt~~J. ~~financing~~Payne, ~~including~~ ~~loans from~~ our ~~principal shareholder. However, at the present time, we~~current ~~have~~ Secretary noand ~~definitive~~a ~~plans for financing in place~~director, ~~other~~is ~~than~~ the ~~funds~~beneficiary. ~~which~~All ~~may be~~of ~~loaned~~these toshares uswere byissued ~~Ms.~~in ~~Vagi,~~consideration ~~our~~for ~~President.~~services Inpreviously ~~the event that we need additional capital~~rendered, ~~Ms.~~as ~~Vagi~~well ~~has agreed to loan such funds~~ as ~~may~~for beincentives ~~necessary through December 31, 2009~~ for ~~working~~future ~~capital purposes~~performance. ToWe ~~the~~did ~~extent~~not ~~that~~receive weany ~~experience a~~proceeds ~~substantial~~from ~~lack~~this ofissuance. ~~liquidity,~~We ~~our~~relied ~~development~~upon inthe ~~accordance~~exemption ~~with~~from ~~our~~registration ~~proposed plan~~provided ~~may~~by beSection ~~delayed~~4/2 orand ~~indefinitely~~Regulation ~~postponed~~D, ~~our~~each ~~operations~~promulgated ~~could~~under bethe ~~impaired, we~~Securities ~~may~~Act ~~never~~of ~~become profitable~~1933, ~~fail~~ as ~~an organization~~amended, ~~and~~to ~~our~~issue ~~investors~~these ~~could lose some or all of their investment~~shares.

~~As a~~Relevant ~~company~~to ~~with~~the ~~limited~~shares ~~operating~~issued ~~history~~to the Trust of Mr. Lorber, all but 2,000,000 of these shares shall be placed into escrow, to be held subject to certain “earn-out” provisions. Specifically, 2,843,333 shares shall be released annually upon issuance of our annual audit of our financial statements if and when we generate net income of $182,500 in 2010, $270,000 in 2011 and $557,500 in 2012. For purposes of the earn-out, net income shall be defined as gross revenues, minus cost of sales, minus general and administrative expense, but shall not include any extraordinary expenses that the Company may be required to deduct from such net income. The Board shall have discretion up to an amount equal to 5% in authorizing the release of any shares on an annual basis. In the event these thresholds are ~~inherently~~not amet, ~~risky~~these shares will be returned to our authorized but ~~investment~~ unissued shares.

Effective March 18, 2010 we issued 2,000,000 “restricted” shares of our Common Stock to Matt Milonas in consideration for his agreement to serve as President and Chief Financial Officer of our Company We ~~have~~did ~~a limited~~not ~~operating~~receive ~~history~~any proceeds from this issuance. ~~Because~~Of wethese shares, 1,000,000 shares are abeing ~~company~~held ~~with~~in atrust ~~limited~~to ~~history,~~insure ~~the operations~~that ~~which~~Mr. weMilonas ~~engage~~remains in, ~~the~~our ~~catering~~employ ~~business~~for a minimum of two (2) years. These 1,000,000 isshares anwill ~~extremely~~be ~~risky business~~released at that time. AnWe ~~investor~~relied ~~could~~upon ~~lose~~the ~~his~~exemption ~~entire~~from ~~investment~~registration provided by Section 4/2 promulgated under the Securities Act of 1933, as amended, to issue these shares.

~~Because we~~Effective ~~are~~March ~~small~~30, ~~and~~2010 dowe ~~not~~issued ~~have~~an ~~much~~aggregate ~~capital~~of 50,000 we“restricted” ~~must~~shares ~~limit~~of our ~~operations.~~Common ~~A company~~Stock to three persons/entities in ~~our~~consideration ~~industry~~for ~~with~~their ~~limited~~extension ~~operations~~of secured promissory notes previously issued by us in the aggregate principal amount of $250,000. Repayment of these notes has abeen ~~smaller~~extended ~~opportunity~~until toMay be31, 2010. We did not receive any proceeds from this issuance. ~~successful~~ We relied upon the exemption from registration provided by Section 4/2 promulgated under the Securities Act of 1933, as amended, to issue these shares.

~~Because we~~ITEM ~~are small and do not have much capital, we must limit our operations~~3. WeDEFAULTS ~~must limit~~UPON ~~our~~SENIOR operations to the Denver, Colorado metropolitan area as the only geographical area in which we operate. Because we may have to limit our operations, we may not generate sufficient sales to make a profit. If we do not make a profit, we may have to suspend or cease operations.SECURITIES

~~Our operations are subject to our ability to successfully market our services. We have no substantial history of being able to successfully market our services.~~None

~~Our operations~~ITEM ~~will depend, among other things, upon our ability to develop and to market our catering business to clients~~4. ~~Further,~~SUBMISSION ~~there~~OF isMATTERS ~~the~~TO ~~possibility~~A ~~that our~~VOTE ~~operations~~OF ~~will~~SECURITY ~~not generate income sufficient to meet operating expenses or will generate income, if any, at rates lower than those anticipated or necessary to sustain the investment~~HOLDERS. ~~An investor could lose his entire investment.~~

~~- 14~~ None -

~~There are~~ITEM ~~factors~~5. ~~beyond~~OTHER ~~our control which may adversely affect us.~~INFORMATION

Our operations may also be affected by factors which are beyond our control, principally general market conditions and changing client preferences. Any of these problems, or a combination thereof, could have affect on our viability as an entity. We may never become profitable, fail as an organization, and our investors could lose some or all of their investment. None

~~Intense competition~~ITEM ~~in our market could prevent us from developing revenue and prevent us from achieving annual profitability~~6. ~~In either situation, we may never become profitable, fail as an organization, and our investors could lose some or all of their investment.~~EXHIBITS

The catering industry is highly competitive with respect to price and service. There are numerous competitors, many well-established, including national, regional and local organizations possessing substantially greater financial, marketing, personnel and other resources than we do. There can be no assurance that we will be able to respond to various competitive factors affecting the catering industry. The catering industry is also generally affected by changes in client preferences, national, regional and local economic conditions and demographic trends. The performance of catering may also be affected by factors such as demographic considerations, and the type, number and location of competing operations. In addition, factors such as inflation, increased labor and employee benefit costs and a lack of availability of employees may also adversely affect our industry in general and our operations in particular. We cannot guarantee that we will be able to successfully compete.

Exhibit No.	Description

31.1	Certification of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

31.2	Certification of Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

32	Certification of Chief Executive Officer and Chief Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

~~Our success will be dependent upon our management’s efforts. We cannot sustain profitability without the efforts of our management.~~14

Our success will be dependent upon the decision making of our directors and executive officers. These individuals intend to commit as much time as necessary to our business, but this commitment is no assurance of success. The loss of Ms. Vagi, our President, would harm our operations. We have no written employment agreements with Ms. Vagi. We have not obtained key man life insurance on the lives of any of our officers or directors.SIGNATURES

~~We have~~Pursuant noto ~~experience~~the asrequirements aof ~~public~~Section ~~company~~12 of the Securities and Exchange Act of 1934, the Registrant has duly caused this Report to be signed on its behalf by the undersigned, thereunto duly authorized on May 24, 2010.

WeDated: ~~have never~~May ~~operated as a public company. We have no experience in complying with the various rules and regulations which are required of a public company. As a result~~24, we2010 ~~may~~INDUSTRY ~~not~~CONCEPT ~~be able to operate successfully as a public company~~HOLDINGS, ~~even if our operations are successful~~INC. WeBy:/s/ ~~plan~~Greg toLorber_________________________ ~~comply~~Greg ~~with~~Lorber, ~~all~~Chief ofExecutive ~~the~~Officer ~~various rules~~ and ~~regulations~~Principal ~~which~~Executive ~~are~~Officer ~~required~~By:/s/ ofMatt aMilonas________________________ ~~public~~Matthew ~~company. However~~Milonas, ifPrincipal weFinancial ~~cannot operate~~Officer ~~successfully~~And asPrincipal aAccounting ~~public company, your investment may be materially adversely affected. Our inability to operate as a public company could be the basis of your losing your entire investment in us.~~Officer

~~Our stock has no substantial public trading market and there is no guarantee a trading market will ever develop for our securities.~~15

There has been, and continues to be, no substantial public market for our common stock. We are listed on the OTC Bulletin Board under the symbol YWYH. An active trading market for our shares has not, and may never develop or be sustained. If you purchase shares of common stock, you may not be able to resell those shares at or above the initial price you paid. The market price of our common stock may fluctuate significantly in response to numerous factors, some of which are beyond our control, including the following:

* actual or anticipated fluctuations in our operating results;

* changes in financial estimates by securities analysts or our failure to perform in line with such estimates;

* changes in market valuations of other companies, particularly those that market services such as ours;

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* announcements by us or our competitors of significant innovations, acquisitions, strategic partnerships, joint ventures or capital commitments;

* introduction of product enhancements that reduce the need for our products;

* departures of key personnel.

Of our total outstanding shares as of January 31, 2009, a total of 20,780,000, or approximately 94.4%, will be restricted from immediate resale but may be sold into the market in the near future. This could cause the market price of our common stock to drop significantly, even if our business is doing well.

As restrictions on resale end, the market price of our stock could drop significantly if the holders of restricted shares sell them or are perceived by the market as intending to sell them.

Applicable SEC rules governing the trading of “Penny Stocks” limit the liquidity of our common stock, which may affect the trading price of our common stock.

Our common stock is currently not quoted in any market. If our common stock becomes quoted, we anticipate that it will trade well below $5.00 per share. As a result, our common stock is considered a “penny stock” and is subject to SEC rules and regulations that impose limitations upon the manner in which our shares can be publicly traded. These regulations require the delivery, prior to any transaction involving a penny stock, of a disclosure schedule explaining the penny stock and the associated risks. Under these regulations, certain brokers who recommend such securities to persons other than established customers or certain accredited investors must make a special written suitability determination for the purchaser and receive the written purchaser’s agreement to a transaction prior to purchase. These regulations have the effect of limiting the trading activity of our common stock and reducing the liquidity of an investment in our common stock.

The over-the-counter market for stock such as ours is subject to extreme price and volume fluctuations.

The securities of companies such as ours have historically experienced extreme price and volume fluctuations during certain periods. These broad market fluctuations and other factors, such as new product developments and trends in the our industry and in the investment markets generally, as well as economic conditions and quarterly variations in our operational results, may have a negative effect on the market price of our common stock.

Buying low-priced penny stocks is very risky and speculative.

The shares being offered are defined as a penny stock under the Securities and Exchange Act of 1934, and rules of the Commission. The Exchange Act and such penny stock rules generally impose additional sales practice and disclosure requirements on broker-dealers who sell our securities to persons other than certain accredited investors who are, generally, institutions with assets in excess of $5,000,000 or individuals with net worth in excess of $1,000,000 or annual income exceeding $200,000, or $300,000 jointly with spouse, or in transactions not recommended by the broker-dealer. For transactions covered by the penny stock rules, a broker-dealer must make a suitability determination for each purchaser and receive the purchaser's written agreement prior to the sale. In addition, the broker-dealer must make certain mandated disclosures in penny stock transactions, including the actual sale or purchase price and actual bid and offer quotations, the compensation to be received by the broker-dealer and certain associated persons, and deliver certain disclosures required by the Commission. Consequently, the penny stock rules may affect the ability of broker-dealers to make a market in or trade our common stock and may also affect your ability to resell any shares you may purchase in the public markets.

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We do not expect to pay dividends on common stock.

We have not paid any cash dividends with respect to our common stock, and it is unlikely that we will pay any dividends on our common stock in the foreseeable future. Earnings, if any, that we may realize will be retained in the business for further development and expansion.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS.

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

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K

Exhibits

The following financial information is filed as part of this report:

(a) (1) FINANCIAL STATEMENTS

(2) SCHEDULES

(3) EXHIBITS. The following exhibits required by Item 601 to be filed herewith are incorporated by reference to previously filed documents:

Exhibit Number	Description
3.1*	Articles of Incorporation
3.2*	Bylaws
21.1*	List of Subsidiaries
31.1	Certification of CEO/CFO pursuant to Sec. 302
32.1	Certification of CEO/CFO pursuant to Sec. 906

* Previously filed with Form SB-2 Registration Statement, December 11, 2007.

(b) The Company filed no reports on Form 8-K during the three months ended January 31, 2009.

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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.

	Your Way Holding Corp.
Date March 12, 2009	By:	/s/ Lynn M. Vagi
		Lynn M. Vagi, President, Chief Executive Officer and Chief Financial Officer

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