U.S. 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 ~~December~~March 31, ~~2011~~2012

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

Commission File No.333-153182

Great Wall Builders Ltd.,

(Exact name of registrant as specified in its charter)


Texas	71-1051037
(State or other jurisdiction	(I.R.S. Employer Identification No.)
of incorporation or organization)

~~1177~~Via ~~South~~Kennedy US16/a ~~Highway~~Cap 40069, Bologna, Italy

Vero Beach, FL 32962

(Address of principal executive offices)

~~(206) 337~~+43-~~8045~~1-230-603-635

(Issuer's telephone number)

Indicate by checkmark whether the issuer: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter period that the registrant was 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 filed, an accelerated filer, a non-accelerated filer, or a smaller reporting company.

Large accelerated file

[ ]

Accelerated filer

[ ]

Non-accelerated filer

[ ]

Small Reporting company

[X]

Indicate by checkmark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes [x ] No [ X]

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). [x] Yes [ ] No

Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the most practicable date: ~~360~~349,~~000~~819,~~000~~293 as of ~~February~~May 1710, 2012.

GREAT WALL BUILDERS Ltd.

Form 10-Q Report Index

	Page No.
PART 1. FINANCIAL INFORMATION
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
Condensed Balance Sheets (unaudited)	2
Condensed Statements of Operations (unaudited)	3
Condensed Statements of Cash Flows (unaudited)	4
Notes to Condensed Financial Statements (unaudited)	5-7
Item 2. Management Discussion and Analysis of Financial Condition	8
Item 3. Quantitative and Qualitative Disclosures about Market Risk	10
Item 4. Control and Procedures	10
PART 11. OTHER INFORMATION
PART II. OTHER INFORMATION
Item 1. Legal Proceedings	1110
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds	1110
Item 3. Defaults Upon Senior Securities	1110
Item 4. Mine Safety Disclosures	10
Item 5. Other Information	11
Item 6. Exhibit	11
Item 7. Signature	11

PART 1: FINANCIAL STATEMENTS

Great Wall Builders Ltd.

(A Development Stage Company)

~~December~~March 31, ~~2011~~2012

(unaudited)

Index

Balance Sheets ~~(unaudited)~~

Statements of Operations ~~(unaudited)~~

Statements of Cash Flows ~~(unaudited)~~

Notes to the Financial Statements ~~(unaudited)~~

5-7

GREAT WALL BUILDERS LTD.

(A Development Stage Company)

Balance Sheets

(Expressed in U.S. dollars)

(unaudited)


	March 31, 2012 (unaudited)	June 30, 2011

ASSETS

Cash	$ –	$ 271

Total current assets	–	271

Property	–	37,500

Total Assets	$ –	$ 37,771

LIABILITIES

Current Liabilities

Accounts payable and accrued liabilities	$ 4,426	$ –
Loan from shareholder (Note 5)	66,082	–
Due to related parties (Note 4)	–	248,057

Total Liabilities	70,508	248,057

STOCKHOLDERS’ DEFICIT

Preferred stock
Authorized: 98,989,886 preferred shares with a par value of $0.0001 per share
Issued and outstanding: nil preferred shares	–	–

Common stock
Authorized: 918,816,988 common shares with a par value of $0.0001 per share
Issued and outstanding: 360,000,000 common shares	36,002	36,002

Additional paid-in capital	30,298	27,498

Accumulated deficit during the development stage	(136,808)	(273,786)

Total Stockholders’ Deficit	(70,508)	(210,286)

Total Liabilities and Stockholders’ Deficit	$ –	$ 37,771

	December 31, 2011 $	June 30, 2011 $
ASSETS
Cash	–	271
Total current assets	–	271
Property	–	37,500
Total Assets	–	37,771
LIABILITIES
Current Liabilities
Accounts payable and accrued liabilities	10,178	–
Loan from shareholder (Note 5)	53,105	–
Due to related parties (Note 4)	–	248,057
Total Liabilities	63,283	248,057
STOCKHOLDERS’ DEFICIT
Preferred Stock
Authorized: 98,989,886 preferred shares with a par value of $0.0001 per share
Issued and outstanding: nil preferred shares	–	–
Common Stock
Authorized: 918,816,988 common shares with a par value of $0.0001 per share
Issued and outstanding: 360,000,000 common shares	36,002	36,002
Additional Paid-In Capital	27,498	27,498
Accumulated Deficit during the Development Stage	(126,783)	(273,786)
Total Stockholders’ Deficit	(63,283)	(210,286)
Total Liabilities and Stockholders’ Deficit	–	37,771

(The accompanying notes are an integral part of these financial statements)

GREAT WALL BUILDERS LTD.

(A Development Stage Company)

Statements of Operations

(Expressed in U.S. dollars)

(unaudited)

	For the Three Months Ended December 31,		For the Six Months Ended December 31,		Accumulated from the Period from November 3, 2007 (Date of Inception) to December 31, 2011 $
	For the Three Months Ended March 31,		For the Nine Months Ended March 31,		Accumulated from the Period from November 3, 2007 (Date of Inception) to March 31, 2012 $
	2011 $	2010 $	2011 $	2010 $
	2012 $	2011 $	2012 $	2011 $
Revenues	$ –	$ –	$ –	$ –	$ 61,860
Operating Expenses
Cost of revenues	–	–	–	–	–
General and administrative	15,116	1,015	26,554	3,965	71,102
Gross profit
Management fees (Note 4)	–	19,545	–	39,090	291,098
General and administrative	10,025	740	36,579	4,705	81,127
Total Operating Expenses	15,116	20,560	26,554	43,055	362,200
Management fees (Note 4)	–	19,545	–	58,635	291,098
Net Loss before Other Income (Expense)	(15,116)	(20,560)	(26,554)	(43,055)	(300,340)
Total Operating Expenses	10,025	20,285	36,579	63,340	372,225
Net Loss before Other Income (Expense)	(10,025)	(20,285)	(36,579)	(63,340)	(310,365)
Other Income (Expense)
Gain on settlement of debt (Note 4)	–	–	173,557	–	173,557
Net income (loss)	$ (1510,~~116~~025)	$ (20,~~560~~285)	~~147~~$ 136,~~003~~978	$ (4363,~~055~~340)	$ (~~126~~136,~~783~~808)
Net Earnings per Share – Basic and Diluted	–	–	–	–
Net loss per share – basic and diluted	$ (0.00)	$ (0.00)	$ (0.00)	$ (0.00)
Weighted Average Shares Outstanding – Basic and Diluted	360,000,000	360,000,000	360,000,000	360,000,000
Weighted average shares outstanding – basic and diluted	360,000,000	360,000,000	360,000,000	360,000,000

(The accompanying notes are an integral part of these financial statements)

GREAT WALL BUILDERS LTD.

(A Development Stage Company)

Statements of Cash Flows

(Expressed in U.S. dollars)

(unaudited)

	For the Six Months Ended December 31, 2011 $	For the Six Months Ended December 31, 2010 $	Accumulated from the Period from November 3, 2007 (Date of Inception) to December 31, 2011 $
	For the Nine Months Ended March 31, 2012 $	For the Nine Months Ended March 31, 2011 $	Accumulated from the Period from November 3, 2007 (Date of Inception) to March 31, 2012 $
Operating Activities
Net income (loss)	~~147~~136,~~003~~978	(4363,~~055~~340)	(~~126~~136,~~783~~808)
Adjustments to net income (loss) relating to non-cash operating items:
Gain on settlement of debt	(173,557)	–	(173,557)
Changes in operating assets and liabilities:
Accounts payable and accrued liabilities	107,~~178~~226	4263,~~728~~272	107,~~178~~226
Due to related parties	–	–	248,057
Net Cash Used In Operating Activities	(1629,~~376~~353)	(~~327~~68)	(4255,~~105~~082)
Financing Activities:
Proceeds from issuance of common stock	–	–	26,000
Proceeds from loans from shareholders	5366,~~105~~082	–	5366,~~105~~082
Repayment to related parties	(37,000)	–	(37,000)
Net Cash Provided By Financing Activities	1629,~~105~~082	–	4255,~~105~~082
Decrease in Cash	(271)	(~~327~~68)	–
Cash – Beginning of Period	271	580	–
Cash – End of Period	–	~~253~~512	–
Supplemental Disclosures
Supplemental disclosures of non cash flow information
		–
Interest paid	–	–	–
Forgiveness of debt	2,800	–	–
Income tax paid	–	–	–

(The accompanying notes are an integral part of these financial statements)

GREAT WALL BUILDERS LTD.

(A Development Stage Company)

Notes to ~~the~~ Financial Statements (unaudited)

~~December~~March 31, ~~2011~~2012

Nature of Operations and Continuance of Business

Great Wall Builders Ltd. (the “Company”) was incorporated in the State of Texas on November 3, 2007. The Company formerly provided homes with a solar integrated system in Texas, with the plans to expand to other parts of the United States and China. The Company has ceased those operations and is now a development stage company, as defined by Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 915, Development Stage Entities. The Company’s focus is towards identifying and pursuing the development of a new business plan and direction. No assurances can be given that the Company will be successful in identifying and developing a successful business plan.

Going Concern

These financial statements have been prepared on a going concern basis, which implies that the Company will continue to realize its assets and discharge its liabilities in the normal course of business. As at ~~December~~March 31, ~~2011~~2012, the Company has a working capital deficit of $6370,~~283~~508 and an accumulated deficit of $~~126~~136,~~783~~808. The continuation of the Company as a going concern is dependent upon the continued financial support from its management, and its ability to identify future investment opportunities and obtain the necessary debt or equity financing, and generating profitable operations from the Company’s future operations. These factors raise substantial doubt regarding the Company’s ability to continue as a going concern. These financial statements do not include any adjustments to the recoverability and classification of recorded asset amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern.

Management plan is to continue to pay the expenses of the Company until they can successfully enter into a business combination, merger, or acquire revenue providing assets.

Summary of Significant Accounting Policies

Basis of Presentation

The accompanying unaudited financial statements have been prepared pursuant to the rules and regulations of the ~~Company~~Securities ~~have~~and ~~been~~Exchange ~~prepared~~Commission in(SEC) ~~accordance~~for ~~with~~interim ~~accounting~~financial ~~principles~~information. ~~generally~~Accordingly, ~~accepted~~they indo ~~the~~not ~~United~~include ~~States~~all ~~(“US~~of ~~GAAP”)~~the information and ~~are~~notes ~~expressed~~required inby U.S. ~~dollars~~GAAP for complete financial statements. The ~~Company’s~~accompanying ~~fiscal~~unaudited financial statements include all adjustments, composed of normal recurring adjustments, considered necessary by management to fairly state our results of operations, financial position and cash flows. The operating results for interim periods are not necessarily indicative of results that may be expected for any other interim period or for the full year. ~~end~~These isunaudited financial statements should be read in conjunction with the financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended June 30, 2011 (2011 Form 10-K) as filed with the SEC.

b) Use of Estimates

The preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. ~~The~~Actual Company regularly evaluates estimates and assumptions related to the deferred income tax asset valuation allowances. The Company bases its estimates and assumptions on current facts, historical experience and various other factors that it believes to be reasonable under the circumstances, the results ofcould which form the basis for making judgments about the carrying values of assets and liabilities and the accrual of costs and expenses that are not readily apparent from other sources. The actual results experienced by the Company may differ ~~materially and adversely~~ from ~~the~~those ~~Company’s~~ estimates. ~~To the extent there are material differences between the estimates and the actual results, future results of operations will be affected.~~

~~Interim~~Concentration ~~Financial~~of ~~Statements~~Risk

~~These~~Financial ~~interim~~instruments ~~financial~~that ~~statements~~potentially ~~have~~subject ~~been prepared on~~ the ~~same~~Company ~~basis~~to asconcentrations ~~the~~of ~~annual~~credit ~~financial~~risk ~~statements~~consist ~~and~~principally ~~in the opinion~~ of ~~management,~~cash. The ~~reflect all adjustments, which include only normal recurring adjustments, necessary to present fairly the~~ Company’s ~~financial~~did ~~position,~~not ~~results~~have ~~of operations and~~ cash ~~flows~~balances ~~for~~in ~~the~~excess ~~periods shown. The results~~ of ~~operations~~the ~~for~~Federal ~~such~~Deposit ~~periods~~Insurance ~~are~~Corporation ~~not~~limit ~~necessarily~~as ~~indicative~~ of ~~the~~March ~~results~~31, ~~expected~~2012 ~~for~~and aJune ~~full~~30, ~~year or for any future period~~2011.

~~Cash~~Revenue ~~and cash equivalents~~Recognition

The Company ~~considers~~is ~~all~~in ~~highly~~the ~~liquid~~development ~~instruments~~stage ~~with~~and ahas ~~maturity~~yet ofto ~~three~~realize revenues for the nine months orended ~~less~~March at31, 2012 and 2011. The Company plans to recognize revenue from the ~~time~~sales of ~~issuance~~its toproducts beor ~~cash~~services ~~equivalents~~in accordance with ASC 605, “Revenue Recognition. As” atRevenue ~~December~~will 31be ~~and~~recognized ~~June~~only 30when the price is fixed and determinable, ~~2011~~persuasive evidence of an arrangement exists, the ~~Company~~product ~~had~~or noservice ~~cash~~has ~~equivalents~~been provided, and collectability is reasonably assured.

GREAT WALL BUILDERS LTD.

(A Development Stage Company)

Notes to ~~the~~ Financial Statements (unaudited)

~~December~~March 31, ~~2011~~2012

Summary of Significant Accounting Policies (continued)

~~Revenue~~Loss ~~recognition~~per Common Share

~~The~~Basic ~~Company~~loss per common share excludes dilution and is incomputed by dividing net loss by the ~~development~~weighted ~~stage~~average ~~and~~number ~~has~~of ~~yet~~common toshares ~~realize~~outstanding ~~revenues~~during ~~from~~the ~~operations~~period. ~~The~~ ~~Company~~Diluted ~~plans~~loss toper ~~recognize~~common ~~revenue~~share ~~from~~reflect the ~~sales~~potential ofdilution ~~its~~that ~~products~~could occur if securities or ~~services~~other incontracts ~~accordance~~to ~~with~~issue ~~ASC~~common ~~605,~~stock ~~“Revenue~~were ~~Recognition.”~~exercised ~~Revenue~~or ~~will~~converted beinto ~~recognized~~common ~~only~~stock ~~when~~or resulted in the ~~price~~issuance isof ~~fixed~~common ~~and~~stock ~~determinable,~~that ~~persuasive~~then ~~evidence~~shared ofin anthe ~~arrangement~~loss ~~exists,~~of the ~~product~~entity. As orof ~~service~~March ~~has~~31, ~~been~~2012 ~~provided~~and June 30, ~~and~~2011, ~~collectability~~there iswere ~~reasonably~~no ~~assured~~outstanding dilutive securities.

f) Fair Value of Financial Instruments

~~Basic~~The Company follows guidance for accounting for fair value measurements of financial assets and ~~Diluted~~financial ~~Net~~liabilities ~~Loss~~and ~~per~~for ~~Share~~fair value measurements of nonfinancial items that are recognized or disclosed at fair value in the financial statements on a recurring basis. Additionally, the Company adopted guidance for fair value measurement related to nonfinancial items that are recognized and disclosed at fair value in the financial statements on a nonrecurring basis. The guidance establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to measurements involving significant unobservable inputs (Level 3 measurements). The three levels of the fair value hierarchy are as follows:

~~The~~• Level ~~Company~~1 ~~computes~~inputs ~~net~~are ~~loss~~quoted ~~per~~prices ~~share in accordance with ASC 260, Earnings per Share. ASC 260 requires presentation of both basic and diluted earnings per share~~ (~~“EPS”~~unadjusted) onin ~~the~~active ~~face~~markets offor ~~the~~identical ~~income~~assets ~~statement.~~or ~~Basic~~liabilities ~~EPS~~that ~~is computed by dividing net loss available to common shareholders (numerator) by~~ the ~~weighted~~Company ~~average~~has ~~number of shares outstanding (denominator) during~~ the ~~period.~~ability ~~Diluted EPS gives effect~~ to ~~all~~access ~~dilutive~~at ~~potential common shares outstanding during~~ the ~~period~~measurement ~~using the treasury stock method and convertible preferred stock using the if-converted method~~date. In computing diluted EPS, the average stock price for the period is used in determining the number of shares assumed to be purchased from the exercise of stock options or warrants. Diluted EPS excludes all dilutive potential shares if their effect is anti dilutive. As at December 31 and June 30, 2011, there were no potentially dilutive securities.

~~g) Financial~~• Level ~~Instruments~~2 inputs are inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly.

~~Pursuant~~• Level to3 ~~ASC 820, Fair Value Measurements and Disclosures, an entity is required to maximize the use of observable~~ inputs ~~and~~are ~~minimize the use of~~ unobservable inputs ~~when~~for ~~measuring fair value. ASC 820 establishes a fair value hierarchy based on~~ the ~~level~~asset ofor ~~independent, objective evidence surrounding the inputs used to measure fair value~~liability. A financial instrument’s categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. ASC 820 prioritizes the inputs into three levels that may be used to measure fair value:

~~Level~~The 1level in the fair value hierarchy within which a fair measurement in its entirety falls is based on the lowest level input that is significant to the fair value measurement in its entirety.

~~Level~~The 1Company’s ~~applies~~financial toinstruments ~~assets~~consist orprincipally of cash, accounts payable and accrued liabilities, ~~for~~and ~~which~~amounts ~~there~~due ~~are~~to ~~quoted~~related ~~prices~~parties. The inCompany ~~active~~believes ~~markets~~that ~~for~~the ~~identical~~recorded ~~assets~~values of all of its financial instruments approximate the current fair values because of their nature and respective maturity dates or ~~liabilities~~durations.

~~Level~~Management 2believes it is not practical to estimate the fair value of advances from related parties because the transactions cannot be assumed to have been consummated at arm’s length, the terms are not deemed to be market terms, there are no quoted values available for these instruments, and an independent valuation would not be practical due to the lack of data regarding similar instruments, if any, and the associated potential costs.

Level 2 applies to assets or liabilities for which there are inputs other than quoted prices that are observable for the asset or liability such as quoted prices for similar assets or liabilities in active markets; quoted prices for identical assets or liabilities in markets with insufficient volume or infrequent transactions (less active marketsg)~~; or model-derived valuations in which significant inputs are observable or can be derived principally from, or corroborated by, observable market data.~~

Level 3

Level 3 applies to assets or liabilities for which there are unobservable inputs to the valuation methodology that are significant to the measurement of the fair value of the assets or liabilities.

The Company’s financial instruments consist principally of accounts payable and accrued liabilities, and amounts due to related parties. Pursuant to ASC 820, the fair value of our cash is determined based on “Level 1” inputs, which consist of quoted prices in active markets for identical assets. We believe that the recorded values of all of our other financial instruments approximate their current fair values because of their nature and respective maturity dates or durations.

GREAT WALL BUILDERS LTD.

(A Development Stage Company)

Notes to the Financial Statements (unaudited)

December 31, 2011

Summary of Significant Accounting Policies (continued)

Recent Accounting Pronouncements

~~The~~In ~~Company~~May ~~has~~2011, ~~implemented~~the ~~all~~FASB ~~new~~issued ~~accounting~~ASU ~~pronouncements~~2011-04, ~~that~~“Amendments ~~are~~to Achieve Common Fair Value Measurement and Disclosure Requirements in ~~effect~~U.S. ~~These~~GAAP ~~pronouncements~~and ~~did~~International ~~not~~Financial ~~have~~Reporting ~~any~~Standards ~~material~~(IFRS) ~~impact~~of onFair Value Measurement – Topic 820.” ASU 2011-04 is intended to provide a consistent definition of fair value and improve the comparability of fair value measurements presented and disclosed in financial statements ~~unless~~prepared ~~otherwise~~in ~~disclosed,~~accordance with U.S. GAAP and IFRS. The amendments include those that clarify the ~~Company~~FASB’s ~~does~~intent ~~not~~about ~~believe~~the ~~that~~application ~~there~~of ~~are~~existing ~~any~~fair ~~other~~value ~~new~~measurement ~~accounting~~and ~~pronouncements~~disclosure ~~that~~requirements, ~~have~~as ~~been~~well ~~issued~~as those that ~~might~~change ~~have~~ a ~~material~~particular ~~impact~~principle onor ~~its~~requirement ~~financial~~for ~~position~~measuring fair value or ~~results~~for disclosing information about fair value measurements. This update is effective for annual and interim periods beginning after December 15, 2011. The adoption of ~~operations~~this ASU did not have a material impact on our financial statements.

Property

		Cost $		Accumulated Amortization $		Disposal $		December 31, 2011 Net Carrying Value $		June 30, 2011 Net Carrying Value $
Residential property lots		37,500		–		(37,500)		–		37,500

On August 2, 2011, the Company settled amounts owing to the former President and CEO of the Company with a transfer of title to three residential lots with a value of $37,500 (Note 4). As of March 31, 2012, the amount of property was $nil.

GREAT WALL BUILDERS LTD.

(A Development Stage Company)

Notes to Financial Statements (unaudited)

March 31, 2012

Related Party Transactions

As at ~~December~~March 31, ~~2011~~2012, the Company owes $nil (June 30, 2011 - $248,057) to the former President and CEO of the Company. On August 2, 2011, the former President and CEO of the Company and a director of the Company resigned. As part of the release and settlement agreement, the Company settled amounts owing of $248,057, with a final cash payment of $37,000, a transfer of title to three residential lots with a value of $37,500, resulting in a gain on settlement of debt of $173,557.

During the ~~six~~nine months ended ~~December~~March 31, ~~2011~~2012, the Company incurred $nil (~~2010~~2011 - $3958,~~090~~635) in management fees to the former President and CEO of the Company.

Loan from Shareholder

As at ~~December~~March 31, ~~2011~~2012, the Company owes $5366,~~105~~082 (2011 - $0) to a shareholder of the Company for financing of day-to-day operations. Under the terms of the loan, the amount owing is unsecured, non-interest bearing, and due on demand.

~~Common~~Stockholders’ ~~Shares~~Deficit

On November 22, 2011, the Company approved a seventy-five to one forward split, which increased the number of issued and outstanding common shares from 4,800,000 common shares to 360,000,000 common shares, which has been applied on a retroactive basis.

During the third quarter of 2012, $2,800 of consulting fees incurred for the Company were paid by a related party of the Company. The amounts due were forgiven, resulting in an increase in additional paid in capital. No gain or loss was recognized as part of this debt forgiveness.

Subsequent Events

WeThe ~~have~~Company ~~evaluated~~entered ~~subsequent~~in ~~events~~to ~~through~~an ~~February~~Asset ~~17,~~Purchase ~~2012~~Agreement to acquire certain intellectual property relating to manufacturing and distributing an electro-cracking devise designed to reduce emissions, lower fuel consumptions and improve engine performance. Under the ~~date~~terms of ~~issuance~~the ofagreement, the ~~financial~~Company ~~statements~~has agreed to issue 27,306,793 ~~and~~shares ~~did~~of ~~not~~restricted ~~identify~~common ~~any~~stock ~~material~~in ~~recognizable~~exchange ~~subsequent~~for ~~events~~these assets. As of March 31, 2012, the agreement has not been finalized.

Item 2: MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

COMPANY OVERVIEW AND BUSINESS OPERATIONS OVERVIEW

Great Wall Builders Ltd. (the “Company”) was incorporated in Texas on November 3, 2007, under the laws of the State of Texas to engage in any lawful corporate undertaking. The Company was previously engaged in developing a business plan to build affordable homes in the USA.

~~The~~On ~~Company~~March ~~decided~~28, ~~prior~~2012, tothe ~~its~~Company ~~fiscal~~completed ~~year~~the ~~ended~~acquisition ~~June~~of 30assets of DPOLUTION International, ~~2011~~Inc. (DPOLUTION), toa ~~redirect~~Nevada ~~its~~corporation ~~business~~including ~~focus~~certain ~~towards~~intellectual ~~identifying~~property related to manufacturing and ~~pursuing~~distributing ~~options~~an ~~regarding~~electro ~~the~~cracking ~~development~~devise ofdesigned ato ~~new~~reduce ~~business~~emissions, ~~plan~~lower fuel consumption and ~~direction~~improve engine performance. The ~~Company~~acquisition is ~~currently~~expected ~~looking~~to ~~for~~close ~~ventures~~on ofMay, ~~merit~~2012. Following ~~for~~completion ~~corporate~~of ~~participation~~the asacquisition, athe ~~means~~Company ofplans ~~enhancing~~to ~~stockholder~~redirect ~~value. This~~its ~~may~~business ~~involve~~plan ~~sales~~to offocus ~~our~~on ~~equity~~developing orits ~~debt~~business ~~securities~~relative into ~~merger~~its or acquisition ~~transactions~~. NoThe ~~such~~Company ~~ventures~~will ~~have~~research ~~been~~potential ~~identified~~production asand ofdistribution ~~the~~options ~~date~~for ofproducts ~~this~~related ~~quarterly~~to ~~report~~its recently acquired assets.

As of ~~December~~March 31, ~~2011~~2012, we had not generated any revenues. We have been issued an opinion by our auditor that raises substantial doubt about our ability to continue as a going concern based on our current financial position. Please refer to Note 1 of our financial statements.

RESULTS OF OPERATIONS

Working Capital

	M
	December 31,	June 30,
	March 31,	June 30,
	2011 $	2011 $
	2012 $	2011 $
Current Assets	-	271
Current Liabilities	6270,~~283~~508	248,057
Working Capital (Deficit)	(6370,~~283~~508)	(247,786)

Cash Flows

	Six months ended December 31, 2011 $	Six months ended December 31, 2010 $
	Nine months ended March 31, 2012 $	Nine months ended March 31, 2011 $
Cash Flows from (used in) Operating Activities	(1629,~~376~~353)	(~~327~~68)
Cash Flows from (used in) Financing Activities	1629,~~105~~082	-
Net Increase (decrease) in Cash During Period	(271)	(~~327~~68)

Operating Revenues

We have not generated any significant revenues since inception.

Operating Expenses and Net Loss

Operating expenses for the ~~six~~nine months ended ~~December~~March 31, ~~2011~~2012 were $2636,~~554~~579 compared with $4363,~~055~~340 for the ~~six~~nine months ended ~~December~~March 31, ~~2010~~2011. The decrease is due to the fact that the Company did not have any management fees for the current year but had higher general expenses relating to legal and transfer agent fees regarding the change in control/management that occurred during the year as well as increased accounting and rent.

~~management~~During ~~fees~~the nine months ended March 31, 2012, the Company recorded a net income of $136,978 compared with a net loss of $63,340 for the ~~current~~nine ~~year~~months ~~but~~ended ~~had~~March ~~higher~~31, ~~general~~2011. During ~~expenses~~the ~~relating~~nine month period ended March 31, 2012, the Company settled $248,057 of amounts owing to ~~legal~~the former management of the Company in exchange for a cash payment of $37,500 and ~~transfer~~three ~~agent~~residential ~~fees~~property ~~regarding~~lots ~~the~~valued ~~change~~at $37,500, which resulted in ~~control/management~~a ~~that~~gain ~~occurred~~on ~~during~~settlement ~~the~~of ~~year~~debt of $173,557.

During the six months ended December 31, 2011, the Company recorded a net income of $147,003 compared with a net loss of $43,055 for the six months ended December 31, 2010. During the six month period ended December 31, 2011, the Company settled $248,057 of amounts owing to the former management of the Company in exchange for a cash payment of $37,500 and three residential property lots valued at $37,500, which resulted in a gain on settlement of debt of $173,557.

Liquidity and Capital Resources

As at ~~December~~March 31, ~~2011~~2012, the Company’s cash and total assets was $nil compared to cash and total assets of $~~271~~37,771 as at June 30, 2011. The decrease in cash and total assets was due to the fact that the Company incurred operating expenditures during the year and repaid/settled related party debts with payment of cash and disposed of items held as property.

As at ~~December~~March 31, ~~2011~~2012, the Company had total liabilities of $6370,~~283~~508 compared with total liabilities of $248,057 as at June 30, 2011. The decrease in total liabilities is attributed to the settlement of $248,057 of outstanding related party debt from former management. As of ~~December~~March 31, ~~2011~~2012, the Company had accumulated new debt from a shareholder in the amount of $5366,~~105~~082 which was used to pay for operating expenses incurred on by the Company.

Cashflow from Operating Activities

During the ~~six~~nine months ended ~~December~~March 31, ~~2011~~2012, cash used in operating activities was $1629,~~376~~353 compared with $~~327~~68 of cash flows used in operating activities during the ~~six~~nine months ended ~~December~~March 31, ~~2010~~2011. The increase in the cash used for operating expenses is due to expenses incurred with respect to legal and filing fees incurred with the change in management and forward stock split of the Company’s issued and outstanding common shares.

Cashflow from Financing Activities

During the ~~six~~nine months ended ~~December~~March 31, ~~2011~~2012, the Company received $1629,~~105~~082 of cash from financing activities compared with $nil during the ~~six~~nine months ended ~~December~~March 31, ~~2010~~2011. The increase in cash flow from financing activities is related to funding provided by a shareholder of the Company to fund operating expenses and settle amounts owing from the former President and Director of the Company.

PLAN OF OPERATION AND FUNDING

We expect that working capital requirements will continue to be funded through a combination of our existing funds, advance from our officer and director, and further issuances of securities or debt. Our working capital requirements are expected to increase in line with the growth of our business.

Existing working capital, further advances from our officer and director, and anticipated cash flow are expected to be adequate to fund our operations over the next 12 months. We have no lines of credit or other bank financing arrangements. Generally, we have financed operations to date through the proceeds of the private placement of equity and advance from officer and director. In connection with our business plan, management anticipates additional increases in operating expenses and capital expenditures relating to:

(i) acquisition of businesses or assets; (ii) professional fees relating to such acquisitions; (iii) international and domestic travel expenses (iv) other expenses related to being a public company. We intend to finance these expenses with further issuances of securities, advance from our officer and director and debt. Thereafter, we expect we will need to raise additional capital and generate revenues to meet long-term operating requirements.

OFF-BALANCE SHEET ARRANGEMENTS

As of the date of this Quarterly Report, we do not have any off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, ~~revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that are material to investors.~~

revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that are material to investors.

Item 3: QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

We are a small reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and are not required to provide the information.

Item 4: CONTROLS AND PROCEDURES EVALUATION OF DISCLOSURE CONTROLS AND PROCEDURES

In connection with the preparation of this quarterly report, an evaluation was carried out by the Company management, with the participation of the chief executive officer and the chief financial officer, of the effectiveness of the Company disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934 ("Exchange Act") as of March 31, ~~2011~~2012. Disclosure controls and procedures are designed to ensure that information required to be disclosed in reports filed or submitted under the Exchange Act is recorded, processed, summarized, and reported within the time periods specified in the Commission rules and forms, and that such information is accumulated and communicated to management, including the chief executive officer and the chief financial officer, to allow timely decisions regarding required disclosures.

Based on that evaluation, the Company management concluded, as of the end of the period covered by this report, that the Company disclosure controls and procedures were effective in recording, processing, summarizing, and reporting information required to be disclosed, within the time periods specified in the Commission rules and forms, and such information was accumulated and communicated to management, including the chief executive officer and the chief financial officer, to allow timely decisions regarding required disclosures.

CHANGES IN INTERNAL CONTROL OVER FINANCIAL REPORTING

Our management has evaluated whether any change in our internal control over financial reporting occurred during the last fiscal quarter. Based on that evaluation, management concluded that there has been no change in our internal control over financial reporting during the relevant period that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

PART II. OTHER INFORMATION

Item 1: LEGAL PROCEEDINGS

We are not a party to any pending legal proceeding. We are not aware of any pending legal proceeding to which any of our officers, directors of our voting securities are adverse to us or have a material interest adverse to us.

Item 2: UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS.

There were no unregistered sales of equity securities during the quarterly period ended ~~December~~March 31, ~~2011~~2012.

Item 3: DEFAULTS UPON SENIOR SECURITIES

None

Item 4: MINE SAFETY DISCLOSURES

None.

Item 5: OTHER INFORMATION

None.

Item 6: EXHIBITS

Exhibit 31.

Certification of ~~Peter~~Daniele ~~Evan~~Brazzi ~~Bell~~ pursuant to rule 13a-14a.

Exhibit 32

Certification of ~~Peter~~Daniele ~~Evan~~Brazzi ~~bell~~ pursuant to U.S.C Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

101.INS*

XBRL Instance Document

101.SCH*

XBRL Taxonomy Extension Schema Document

101.CAL*

XBRL Taxonomy Extension Calculation Linkbase Document

101.DEF*

XBRL Taxonomy Extension Definition Linkbase Document

101.LAB*

XBRL Taxonomy Extension Definition Linkbase Document

101.PRE*

XBRL Taxonomy Extension Defition Linkbase Document

* XBRL Information is furnished and not filed or a part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, as amended, is deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended and otherwise is not subject to liability under these sections.

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.

Great Wall Builders Ltd.

/s/ ~~Peter~~Daniele ~~Evan Bell~~Brazzi

By: ~~Peter~~Daniele ~~Evan Bell~~Brazzi

Chief Executive Officer/Chief Financial Officer

~~February~~May 1721, 2012

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