UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

~~(Mark~~ X . ~~One~~QUARTERLY REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934

XFor .the ~~QUARTERLY~~quarterly ~~REPORT~~period ~~PURSUANT~~ended TOSeptember ~~SECTION~~30, ~~13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934~~ 2010

~~For~~ . ~~the~~TRANSITION ~~quarterly~~REPORT ~~period~~UNDER ~~ended~~SECTION ~~March~~13 ~~31,~~OR ~~2010.~~15 (d) OF THE EXCHANGE ACT

orFor the transition period from ____________ to____________

.Commission ~~TRANSITION~~File ~~REPORT~~No. ~~PURSUANT~~000- ~~TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934~~ 28559

~~For~~UAGH, ~~the transition period from _______________________ to ___________________________~~ INC.

~~Commission~~(Exact ~~File~~name ~~Number: 000-28559~~of Registrant as specified in its charter)

UAGH, Inc.

(Exact name of registrant as specified in its charter)


Delaware	36-4408076
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

16625 Dove Canyon Rd, #102-331,San Diego, CA	92127
(Address of principal executive offices)	(Zip Code)

(~~858~~801) ~~756~~560-~~0369~~ 1400

(Registrant'’s telephone number, including area code)

~~_______________________________________________________~~ ____________

(Former name, former address and former fiscal year, ~~if changed since last report)~~

~~Indicate~~if bychanged ~~check~~since ~~mark~~last ~~whether the registrant (1~~report) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes X . No .

Indicate by check mark whether the ~~registrant~~Registrant ishas a(1) ~~large~~filed ~~accelerated~~all ~~filer,~~reports anrequired ~~accelerated~~to ~~filer,~~be afiled ~~non-accelerated~~by ~~filer,~~Section 13 or a15(d) ~~smaller~~of ~~reporting~~the ~~company.~~Securities ~~See~~Exchange Act of 1934 (the ~~definitions~~“Exchange ofAct”) ~~"large~~during ~~accelerated~~the ~~filer,"~~preceding ~~"accelerated~~12 ~~filer"~~months ~~and~~(or ~~"smaller~~for ~~reporting~~such ~~company"~~shorter inperiod ~~Rule~~that ~~12b-~~the Registrant was required to file such reports), and (2) ofhas been subject to such filing requirements for the ~~Exchange~~past ~~Act~~90 days. Yes . 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 (§232.405) of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes . No .

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


Large accelerated filer	.	Accelerated filer	.
Non-accelerated filer	. (Do not check if a smaller reporting company)	Smaller reporting company	X .

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

APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY

PROCEEDINGS DURING THE PRECEDING FIVE YEARS:

Indicate by check mark whether the ~~registrant~~Registrant has filed all documents and reports required to be filed by Sections 12, 13 or 15(d) of the Securities and Exchange Act of 1934 ~~subsequent~~after to the distribution of securities under a plan confirmed by a court. Yes X . No .

APPLICABLE ONLY TO CORPORATE ISSUERS:

Indicate the number of shares outstanding of each of the ~~issuer'~~Registrant’s classes of common stock, as of ~~May~~the 17latest practicable date: November 15, 2010: – 670,741 shares of common stock.

~~ITEM 1. FINANCIAL INFORMATION~~2

~~UAGH,~~PART ~~Inc~~I. FINANCIAL INFORMATION

(AItem ~~development~~1. Financial ~~stage company)~~Statements

~~Table~~UAGH, ~~of Contents~~Inc.

Condensed Balance Sheets as of March 31, 2010 (Unaudited) and June 30, 2009	3
Condensed Statements of Operations for the three and nine months ended March 31, 2010 and 2009 and for the period from August 16, 2006 (date of bankruptcy settlement) through March 31, 2010 (Unaudited)	4
Condensed Statements of Cash Flows for the nine months ended March 31, 2010 and 2009 and for the period from August 16, 2006 (date of bankruptcy settlement) through March 31, 2010 (Unaudited)	5
Notes to Condensed Financial Statements (Unaudited)	6

(A development stage company)

2Table of Contents

UAGH, Inc.



Condensed Balance Sheets as of September 30, 2010 (Unaudited) and June 30, 2010		4

Condensed Statements of Operations for the three months ended September 30, 2010 and 2009 and for the period from August 16, 2006 (date of bankruptcy settlement) through September 30, 2010 (Unaudited)		5

Condensed Statements of Cash Flows for the three months ended September 30, 2010 and 2009 and for the period from August 16, 2006 (date of bankruptcy settlement) through September 30, 2010 (Unaudited)		6

Notes to Condensed Financial Statements (Unaudited)		7

~~(A development stage company)~~3

~~Condensed~~UAGH, ~~Balance Sheets~~Inc.

~~As of March 31, 2010~~ (~~unaudited)~~A ~~and~~development ~~June~~stage ~~30, 2009~~company)

		March 31, 2010		June 30, 2009
ASSETS		(Unaudited)
CURRENT ASSETS
Cash	$	-	$	-
TOTAL ASSETS	$	-	$	-
LIABILITIES AND STOCKHOLDERS' EQUITY DEFICIT)
CURRENT LIABILITIES
Accounts payable and other accrued liabilities		30,808		18,150
Accrued interest payable		4,412		2,679
Advances from stockholder		37,634		32,069
Total Current Liabilities		72,854		52,898
Convertible notes payable – related party		3,777		3,777
TOTAL LIABILITIES		76,631		56,675
COMMITMENTS AND CONTINGENCIES		-		-
STOCKHOLDERS' EQUITY (DEFICIT)
Preferred stock, $0.01 par value per share; 10,000,000 shares authorized; no shares issued and outstanding		-		-
Common stock, $0.01 par value per share; 100,000,000 shares authorized; 670,741 shares issued and outstanding at March 31, 2010 and June 30, 2009		6,707		6,707
Additional paid-in capital		(4,642)		(5,585)
Deficit accumulated during development stage		(78,696)		(57,797)
Total Stockholders' Equity (Deficit)		(76,631)		(56,675)
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)	$	-		-

Condensed Balance Sheets

~~The~~As ~~accompanying~~of ~~notes~~September ~~are~~30, an2010 ~~integral part of these~~ (unaudited) ~~condensed~~and ~~interim~~June ~~financial~~30, ~~statements.~~2010


		September 30,		June 30,
		2010		2010
		(unaudited)
CURRENT ASSETS
Cash	$	-	$	-

TOTAL ASSETS	$	-	$	-

LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)

CURRENT LIABILITIES
Accounts payable and other accrued liabilities	$	20,736	$	29,820
Accrued interest payable		5,570		4,988
Advances from stockholder		54,197		44,197
Convertible notes payable - related party		3,777		3,777
Total current liabilities		84,280		82,782

TOTAL LIABILITIES		84,280		82,782

COMMITMENTS AND CONTINGENCIES		-		-

STOCKHOLDERS' EQUITY (DEFICIT)
Preferred stock, $0.01 par value per share; 10,000,000 shares authorized; no shares issued and outstanding		-		-
Common stock, $0.01 par value per share; 100,000,000 shares authorized; 670,741 shares issued and outstanding at September 30, 2010 and June 30, 2010		6,707		6,707
Additional paid-in capital		(3,478)		(4,085)
Deficit Accumulated during Development Stage		(87,509)		(85,404)
Total Stockholders' Equity (Deficit)		(84,280)		(82,782)

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)	$	-	$	-

~~UAGH,~~The ~~Inc~~accompanying notes are an integral part of these unaudited condensed interim financial statements.

~~(A development stage company)~~4

~~Condensed~~UAGH, ~~Statements of Operations~~Inc.

~~For~~(A ~~the~~development ~~three~~stage ~~months and nine months ended March 31, 2010 and 2009 and for the period~~ company)

~~from~~Condensed ~~August~~Statements ~~16, 2006 (date~~ of ~~bankruptcy settlement) through March 31, 2010~~Operations

~~(Unaudited)~~For the three months ended September 30, 2010 and 2009 and for the period

		Three months ended March 31,				Nine months ended March 31,				Period from August 16, 2006 (date of bankruptcy settlement) through March 31,
		2010		2009		2010		2009		2010
OPERATING EXPENSES
General and administrative	$	3,145	$	-	$	18,223	$	21,360	$	72,219
Total operating expense		3,145		-		18,223		21,360		72,219
OPERATING LOSS		(3,145)		-		(18,223)		21,360)		(72,219)
Other Income/ (expense):
Interest expense		(902)		(695)		(2,676)		(2,024)		(6,477)
NET LOSS	$	(4,136)	$	(695)	$	(20,899)	$	(23,384)	$	(78,696)
LOSS PER SHARE – Basic and fully diluted	$	(0.01)	$	(0.01)	$	(0.01)	$	(0.01)
WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING – Basic and fully diluted		670,741		668,356		670,741		668,356

from August 16, 2006 (date of bankruptcy settlement) through September 30, 2010

~~The accompanying notes are an integral part of these unaudited condensed interim financial statements~~(Unaudited)


						Period from
						August 16, 2006
						(date of bankruptcy
		Three Months		Three Months		settlement)
		Ended		Ended		through
		September 30,		September 30,		September 30,
		2010		2009		2010
OPERATING EXPENSES
General and administrative	$	916	$	8,196	$	78,710
Total operating expense		916		8,196		78,710

OPERATING LOSS		(916)		(8,196)		(78,710)

Other Income/ (expense):
Interest expense		(1,189)		(783)		(8,799)

NET LOSS	$	(2,105)	$	(8,979)	$	(87,509)


LOSS PER SHARE - Basic and fully diluted	$	(0.01)	$	(0.01)

WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING - Basic and fully diluted		670,741		670,741

~~UAGH,~~The ~~Inc~~accompanying notes are an integral part of these unaudited condensed interim financial statements.

~~(A development stage company)~~5

~~Condensed~~UAGH, ~~Statements of Cash Flow~~Inc.

~~For the nine months ended March 31, 2010 and 2009 and for the period from August 16, 2006~~ (~~date~~A ofdevelopment ~~bankruptcy~~stage ~~settlement~~company) ~~through March 31, 2010 (Unaudited)~~

		Nine months ended March 31,				Period from August 16, 2006 (date of Bankruptcy settlement) through March 31,
		2010		2009		2010
Cash flow from operating activities:
Net loss	$	(20,899)	$	(23,384)	$	(78,696)
Adjustment to reconcile net loss to net cash used in operating activities:
Non-cash interest expense		2,676		2,024		6,477
Changes in operating assets and liabilities:
Accounts payable and accrued liabilities		12,658		13,866		30,808
Notes payable – related party		5,565		7,494		37,634
Net cash used from operating activities		-		-		(3,777)
Cash flow from financing activities:
Proceeds of borrowings under convertible note payable		-		-		3,777
Net cash provided by financing activities		-		-		3,777
Net change in cash		-		-		-
Cash at beginning of period		-		-		-
Cash at end of period	$	-	$	-	$	-
Supplemental cash flow information:
Cash paid for interest	$	-	$	-	$	-
Cash paid for taxes	$	-	$	-	$	-
Non-cash investing and financing activities:
Conversion of shareholder advances to note payable	$	-	$	-	$	24,139

Statements of Cash Flows

~~The~~For ~~accompanying~~the ~~notes~~three ~~are~~months anended ~~integral~~September ~~part~~30, of2010 ~~these~~and ~~unaudited~~2009 ~~condensed~~and ~~interim~~for ~~financial~~the ~~statements.~~period

5from August 16, 2006 (date of bankruptcy settlement) through September 30, 2010

~~UAGH, Inc.~~ (Unaudited)

(A development stage company)


		Three Months Ended September 30,		Three Months Ended September 30,		Period from August 16, 2006 (date of bankruptcy settlement) through September 30,
		2010		2009		2010
Cash flow from operating activities:
Net loss	$	(2,105)	$	(8,979)	$	(87,509)
Adjustment to reconcile net loss to
net cash used in operating activities:
Non-cash interest expense		1,189		783		8,799
Changes in operating assets and liabilities:
Accounts payable and accrued liabilities		(9,084)		4,290		20,736
Due to shareholder		10,000		3,906		54,197
Net cash used by operating activities		-		-		(3,777)

Cash flow from financing activities:
Proceeds of borrowings under convertible note payable		-		-		3,777
Net cash provided by financing activities		-		-		3,777
Net change in cash		-		-		-

Cash at beginning of period		-		-		-
Cash at end of period	$	-	$	-	$	-

Supplemental cash flow information:
Cash paid for interest	$	-	$	-	$	-
Cash paid for taxes	$	-	$	-	$	-
Non-cash investing and financing activities:
Conversion of shareholder advances to note payable		-		-		24,139

~~Notes~~The toaccompanying ~~Condensed~~notes ~~Financial~~are ~~Statements~~an integral part of these unaudited condensed interim financial statements.

~~March 31, 2010~~ 6

~~(Unaudited)~~UAGH, Inc.

~~Note~~ (A -development ~~Background~~stage ~~and~~company) ~~Description of Business~~

~~UAGH,~~Notes Inc. (the “Company” or “UAGH”) was incorporated in July 2001, in accordance with the Laws of the State of Delaware. The Company is the U. S. Bankruptcy Court mandated reincorporation of and successor to ~~Universal~~Condensed ~~Access~~Financial ~~Global~~Statements ~~Holdings, Inc. which was discharged from bankruptcy on August 16, 2006.~~

~~The~~September accompanying interim financial statements of UAGH have been prepared without audit in accordance with accounting principles generally accepted in the United States of America and the rules of the Securities and Exchange Commission and should be read in conjunction with the audited financial statements and notes thereto contained in the Company’s Annual Report on Form 10-K for the year ended June 30, ~~2009.~~2010 In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of financial position and the results of operations for the interim periods presented have been reflected herein. The results of operations for interim periods are not necessarily indicative of the results to be expected for the full year. Notes to the financial statements that would substantially duplicate the disclosure contained in the audited financial statements for the most recent fiscal year ended June 30, 2009, as reported the Company’s Annual Report on Form 10-K for the year ended June 30, 2009, have been omitted.

The Company's emergence from Chapter 11 of Title 11 of the United States Code on August 16, 2006 created the combination of a change in majority ownership and voting control - that is, loss of control by the then-existing stockholders, a court-approved reorganization, and a reliable measure of the entity's fair value - resulting in a fresh start, creating, in substance, a new reporting entity. Accordingly, the Company, post bankruptcy, has no assets and minimal liabilities and operating activities. Therefore, the Company, as a new reporting entity, qualifies as a "development stage enterprise" as defined in Financial Accounting Standards Board (~~“FASB”~~Unaudited) ~~Accounting Standards Codification (“ASC”) Topic No. 915 (formerly Statement of Financial Accounting Standards No. 7).~~

~~The~~Note ~~Company’s~~A ~~post~~-~~bankruptcy~~ ~~business~~Background ~~plan is to locate~~ and ~~combine~~Description ~~with an existing, privately-held company which is profitable or, in management's view, has growth potential, irrespective~~ of the industry in which it is engaged. However, the Company does not intend to combine with a private company which may be deemed to be an investment company subject to the Investment Company Act of 1940. A combination may be structured as a merger, consolidation, exchange of the Company's common stock for stock or assets or any other form which will result in the combined enterprise's becoming a publicly-held corporation.Business

~~Note~~UAGH, BInc. (the "Company"), was incorporated in July 2001, in accordance with the laws of the State of Delaware. The Company is the U. S. Bankruptcy Court-mandated ~~Summary~~reincorporation of ~~Significant~~and ~~Accounting~~successor ~~Policies~~to Universal Access Global Holdings, Inc., which was discharged from bankruptcy on August 16, 2006. Concurrent with the approval of the Plan of Reorganization, the Company changed its post-bankruptcy year-end‏ to June 30.

The ~~Company~~accompanying ~~follows~~interim ~~the~~financial ~~accrual~~statements ~~basis~~ of ~~accounting~~UAGH have been prepared without audit in accordance with accounting principles generally‏ accepted ~~accounting~~in ~~principles.~~the ~~Concurrent~~United States of America and the rules of the Securities and Exchange Commission and should be read in conjunction with the ~~approval~~audited consolidated financial statements and notes thereto contained in the Company’s Annual Report on Form 10-K for the year ended June 30, 2010. In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of financial position and the ~~Plan~~results of ~~Reorganization~~operations for the interim periods presented have been reflected herein. The results of operations for interim periods are not necessarily indicative of the results to be expected for the full year. Notes to the financial statements that would substantially duplicate the disclosure contained in the audited financial statements for the most recent fiscal year ended June 30, 2010, as reported the Company’s ~~changed~~Annual ~~its~~Report ~~post~~on Form 10-~~bankruptcy~~K for the year~~-end‏~~ toended June 30, 2010, have been omitted.

The ~~preparation~~Company's ofemergence ~~financial~~from ~~statements~~Chapter in11 ~~conformity~~of ~~with~~the ~~generally~~Bankruptcy ~~accepted~~Code ~~accounting~~on ~~principles~~August ~~(“GAAP”)~~16, in2006, created the ~~United~~combination ~~States~~ of ~~America~~a ~~requires~~change ~~management~~in tomajority ~~make~~ownership ~~estimates~~ and ~~assumptions~~voting control - that ~~affect~~is, loss of control by the ~~Balance~~then-existing ~~Sheet~~stockholders, ~~Statement~~a ofcourt-approved ~~Operations~~reorganization, and ~~footnote~~a ~~disclosures~~reliable measure of the entity's fair value - resulting in a fresh start, creating, in substance, a new reporting ~~period~~entity. ~~Actual~~Accordingly, ~~results~~the ~~could~~Company, ~~differ~~post ~~from~~bankruptcy, ~~those~~has ~~estimates~~no assets and minimal liabilities and operating activities. Therefore, the Company, as a new reporting entity, qualifies as a "development stage enterprise" as defined in Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic No. 915.

~~Management~~The ~~acknowledges~~Company's ~~that~~post-bankruptcy itbusiness plan is ~~solely~~to ~~responsible~~locate ~~for~~and ~~adopting~~combine ~~sound~~with ~~accounting~~an ~~practices~~existing, ~~establishing~~privately-held ~~and~~company ~~maintaining~~which ais ~~system~~profitable ofor, ~~internal~~in ~~accounting~~management's ~~control~~view, ~~and~~has ~~preventing~~growth ~~and~~potential, ~~detecting~~irrespective ~~fraud.~~of ~~The~~the ~~Company's~~industry ~~system~~in ofwhich ~~internal~~it ~~accounting~~is ~~control~~engaged. isHowever, ~~designed~~the toCompany ~~assure,~~does ~~that~~not 1)intend ~~recorded~~to ~~transactions~~combine ~~are~~with ~~valid;~~a 2)private ~~valid~~company ~~transactions~~which ~~are~~may ~~recorded;~~be ~~and~~deemed 3)to ~~transactions~~be ~~are~~an ~~recorded~~investment incompany ~~the~~subject ~~proper~~to ~~period~~the inInvestment aCompany ~~timely~~Act ~~manner~~of to1940. ~~produce~~A ~~financial~~combination ~~statements~~may ~~which~~be ~~present~~structured ~~fairly~~as ~~the~~a ~~financial~~merger, ~~condition~~consolidation, ~~results~~exchange of ~~operations~~the ~~and~~Company's ~~cash~~common ~~flows~~stock offor ~~the~~stock ~~Company~~or ~~for~~assets or any other form which will result in the ~~respective~~combined ~~periods~~enterprise's ~~being~~becoming ~~presented~~a publicly-held corporation.

1.Note B - Summary of Significant Accounting Policies

~~Cash~~The ~~and~~Company ~~cash~~follows ~~equivalents~~the accrual basis of accounting in accordance with generally‏ accepted accounting principles.

The ~~Company~~preparation ~~considers~~of ~~all~~financial ~~highly-liquid~~statements ~~investments~~under ~~with~~generally ~~maturities~~accepted ~~from~~accounting ~~date~~principles (“GAAP”) in the United States of ~~purchase~~America requires management to make estimates and assumptions that affect the reported amounts of ~~three~~assets ~~months~~and orliabilities ~~less~~and todisclosure beof ~~cash~~contingent ~~equivalents~~assets and liabilities at the date of the financial statements and the reported amounts of expenses during the reporting period. Actual results could differ from those estimates.

Management acknowledges that it is solely responsible for adopting sound accounting practices, establishing and maintaining a system of internal accounting control and preventing and detecting fraud. The Company's system of internal accounting control is designed to ensure that 1) recorded transactions are valid, 2) valid transactions are recorded, and 3) transactions are recorded in the proper period and in a timely manner to prepare financial statements which present fairly the financial condition, results of operations and cash flows of the Company for the respective periods being presented.

~~Income (Loss) per share~~7

~~Basic~~1. ~~earnings~~Cash ~~(loss)~~and ~~per~~cash share is calculated by dividing the net income (loss) available to common stockholders by the weighted-average number of common shares outstanding during the respective period presented in our accompanying financial statements.equivalents

6The Company considers all highly liquid investments with maturities from date of purchase of three months or less to be cash equivalents.

Diluted earnings (loss) per share (EPS) is calculated by dividing net income by the weighted average number of shares and dilutive common stock equivalents (convertible notes and interest on the notes, stock awards and options) outstanding during the period2. ~~Common~~Income stock equivalents represent the dilutive effect of the assumed exercise of the outstanding stock options and warrants, using the treasury stock method, at either the beginning of the respective period presented or the date of issuance, whichever is later, and only common stock equivalents are considered dilutive based upon the company’s net income (~~loss~~Loss) ~~position at calculation date. During periods of net losses, basic and diluted net losses~~ per ~~common~~ share ~~are equivalent.~~

AsBasic ofearnings ~~March~~(loss) ~~31,~~per ~~2010~~share ~~and~~(“EPS”) ~~subsequent~~is ~~thereto,~~calculated by dividing the ~~Company~~net ~~had~~income no(loss) ~~outstanding~~available ~~stock~~to ~~warrants~~common orstockholders ~~options~~by ~~which~~the ~~could~~weighted-average benumber ~~considered~~of common ~~stock~~shares ~~equivalents.~~outstanding ~~See~~during ~~Note~~the Drespective ~~regarding~~period ~~Convertible~~presented ~~Note~~in ~~Payable,~~the ~~Related~~accompanying ~~Party~~financial statements.

3Diluted EPS is calculated by dividing net income by the weighted average number of common shares and dilutive common stock equivalents (convertible notes and interest on the notes, stock awards and stock options) outstanding during the period. Common stock equivalents represent the dilutive effect of the assumed exercise of the outstanding stock options and warrants, using the treasury stock method, at either the beginning of the respective period presented or the date of issuance, whichever is later, and only if the common stock equivalents are considered dilutive based upon the Company's net income (loss) position at the calculation date. During periods of net losses, basic and diluted net loss per common share are equivalent.

~~Fair~~As ~~value~~ of ~~assets~~September 30, 2010, and ~~liabilities~~subsequent thereto, the Company had no outstanding stock warrants or options which could be considered common stock equivalents. See Note D regarding Convertible Note Payable, related party.

~~The~~3. ~~carrying~~Fair ~~amount~~value of ~~cash~~assets and ~~cash equivalents, accounts payable and notes payable, represent approximated fair value due to the short-term maturity of these instruments.~~liabilities

4.The carrying amount of cash and cash equivalents, accounts payable, and notes payable approximated fair value due to the short-term maturity of these instruments.

4. Income taxes

The Company uses the asset and liability method of accounting for income taxes. At ~~March~~September 3130, 2010, the deferred tax asset and deferred tax liability accounts, as recorded when material to the financial statements, are entirely the result of temporary differences. Temporary differences represent differences in the recognition of assets and liabilities for tax and financial reporting purposes.

As of ~~March~~September 3130, 2010, the deferred tax asset related to the Company's net operating loss carry-forward is fully reserved. Due to the provisions of Internal Revenue Code Section 338, the Company may have no net operating loss carryforwards available to offset financial ~~statements~~statement or tax return taxable income in future periods as a result of a change in control involving 50 percentage points or more of the issued and outstanding securities of the Company.

Note C - Going Concern Uncertainty

The Company has no post-bankruptcy operating history, no cash on hand, no assets and has a business plan with inherent risk. Because of these factors, the Company's auditors have issued an audit opinion on the Company’'s June 30, ~~2009~~2010 financial statements which includes a statement describing our going concern status. This means, in the auditor’'s opinion, substantial doubt about our ability to continue as a going concern ~~exists~~existed at the date of their opinion.

The Company’'s majority stockholder maintains the corporate status of the Company and has provided all nominal working capital support on the Company's behalf since the bankruptcy discharge date. Because of the Company's lack of operating assets, its continuance is fully dependent upon the majority stockholder's continuing support. The majority stockholder intends to continue the funding of nominal necessary expenses to sustain the corporate entity.

The Company’'s continued existence is dependent upon its ability to generate sufficient cash flows from operations to support its daily operations as well as provide sufficient resources to retire existing liabilities and obligations on a timely basis. Further, the ~~company~~Company faces considerable risk in its business plan and a potential shortfall of funding due to our inability to raise capital in the equity securities market. If no additional operating capital is received during the next twelve months, the Company will be forced to rely on additional funds loaned by management and/or significant ~~shareholders~~stockholders. The Company remains dependent upon additional external sources of financing; including being dependent upon its management and/or significant shareholders to provide sufficient working capital in excess of the Company’s initial capitalization to preserve the integrity of the corporate entity.

The Company anticipates offering future sales of equity securities. However, there is no assurance that the Company will be able to obtain additional funding through the sales of additional equity securities or, that such funding, if available, will be obtained on terms favorable to or affordable by the Company.8

The Company's ~~certificate~~remains ofdependent ~~incorporation~~upon ~~authorizes~~additional ~~the~~external ~~issuance~~sources of upfinancing; toincluding ~~100~~being ~~million~~dependent ~~shares~~upon ofits ~~common~~management ~~stock.~~and/or ~~The~~significant ~~Company's~~stockholders ~~ability~~ to ~~issue~~provide ~~common~~sufficient ~~stock~~working ~~may~~capital ~~limit~~in ~~the~~excess ~~Company's ability to obtain debt or equity financing as well as impede potential takeover~~ of the Company~~, which takeover may be in the best interest of stockholders. The Company~~'s ~~ability~~initial tocapitalization ~~issue these authorized but unissued securities may also negatively impact our ability~~ to ~~raise~~preserve ~~additional capital through~~ the ~~sale~~integrity of ~~our~~the ~~debt~~corporate ~~or equity securities~~entity.

The ~~intent~~Company ofanticipates ~~management~~offering ~~and~~future ~~significant~~sales ~~stockholders~~of isequity tosecurities. However, ~~provide~~there ~~sufficient~~is ~~working~~no ~~capital~~assurance ~~necessary~~that tothe ~~support~~Company ~~and~~will ~~preserve~~be ~~the~~able ~~integrity~~to ofobtain ~~the~~additional ~~corporate~~funding ~~entity.~~through ~~However,~~the nosales ~~formal~~of ~~commitments~~additional orequity ~~arrangements~~securities ~~to advance~~ or, ~~loan~~that ~~funds~~such tofunding, ~~the~~if ~~Company~~available, ~~exist.~~will ~~There~~be isobtained noon ~~legal~~terms ~~obligation~~favorable ~~for~~to ~~either management~~ or ~~significant~~affordable ~~stockholders~~by tothe ~~provide additional future funding~~Company.

7The Company's certificate of incorporation authorizes the issuance of up to one hundred million shares of common stock. The Company's ability to issue common stock may limit the Company's ability to obtain debt or equity financing as well as impede potential takeover of the Company, which takeover may be in the best interest of stockholders. The Company's ability to issue these authorized but unissued securities may also negatively impact our ability to raise additional capital through the sale of our debt or equity securities.

InIt ~~such~~is athe ~~restricted~~intent ~~cash~~of ~~flow~~management ~~scenario,~~and ~~the~~significant ~~Company~~stockholders ~~would~~to beprovide ~~unable~~sufficient toworking ~~complete~~capital ~~its~~necessary ~~business~~to ~~plan~~support ~~steps,~~ and ~~would,~~preserve ~~instead,~~the ~~delay~~integrity ~~all~~of ~~cash~~the ~~intensive~~corporate ~~activities~~entity. However, ~~Without~~no ~~necessary~~formal ~~cash~~commitments ~~flow,~~or ~~the~~arrangements ~~Company~~to ~~may~~advance ~~become~~or ~~dormant~~loan ~~during~~funds to the ~~next~~Company ~~twelve~~exist. There ~~months,~~is orno ~~until~~legal ~~such~~obligation ~~time~~for aseither ~~necessary~~management ~~funds~~or ~~could~~significant bestockholders ~~raised~~to inprovide ~~the~~additional ~~equity~~future ~~securities market~~funding.

~~While~~In ~~the~~such ~~Company~~a isrestricted ofcash ~~the~~flow ~~opinion~~scenario, ~~that~~the ~~good~~Company ~~faith~~would ~~estimates~~be ofunable ~~the~~to ~~Company's~~complete ~~ability~~its tobusiness ~~secure~~plan ~~additional~~steps, ~~capital~~and inwould, ~~the~~instead, ~~future~~delay toall ~~reach~~cash ~~its~~intensive ~~goals~~activities. Without ~~have~~necessary ~~been~~cash ~~made~~flow, ~~there~~the isCompany nomay ~~guarantee~~become ~~that~~dormant during the ~~Company~~next ~~will~~twelve ~~receive~~months, ~~sufficient~~or ~~funding~~until tosuch ~~sustain~~time ~~operations~~as ornecessary ~~implement~~funds ~~any~~could ~~future~~be ~~business~~raised ~~plan~~in ~~steps~~the equity securities market.

~~Note~~While Dthe –Company ~~Related~~is ~~Party~~of ~~Transactions~~the opinion that good faith estimates of the Company's ability to secure additional capital in the future to reach its goals have been made, there is no guarantee that the Company will receive sufficient funding to sustain operations or implement any future business plan steps.

~~Convertible~~ Note ~~Payable~~D - Related Party Transactions

OnConvertible ~~May~~Note 18Payable, ~~2007,~~related the Company borrowed $1,777 from Tryant, LLC, its majority stockholder, under a convertible promissory note. On July 31, 2007, the Company borrowed an additional $2,000 from Tryant LLC under the same terms. The notes are due on demand and bear interest at 10%. The notes are convertible into shares of common stock of the Company at a rate of $0.035 per share at the option of the holder. Management evaluated the convertible notes in accordance with SFAS No. 133 and EITF 00-19, which are both incorporated in Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic No. 810 – 10, “Derivatives and Hedging”, and determined that there is no embedded derivative of the conversion feature of the note. Management evaluated the convertible note payable in accordance with EITF 00-27, which is incorporated in FASB ASC Topic No. 470, “Debt”, and determined that there was no intrinsic value of the conversion option due to the fact that the debt is not convertible at a discount to market value of the stock.party

~~Advances~~On May 18, 2007, the Company borrowed $1,777 from ~~Stockholder~~Tryant, LLC, its majority stockholder, under a convertible promissory note. On July 31, 2007, the Company borrowed an additional $2,000 from Tryant LLC under the same terms. The notes are due on demand and bear interest at 10%. The notes are convertible into shares of common stock of the Company at the rate of $0.035 per share at the option of the holder. Management evaluated the convertible notes in accordance with ASC 815-40 and determined that there is no embedded derivative of the conversion feature of the note and that there was no intrinsic value of the conversion option due to the fact that the debt is not convertible at a discount to the market value of the stock.

~~During~~Shareholder ~~the nine months ended March 31, 2010, Tryant, LLC made~~ advances ~~totaling $5,565 for working capital purposes. These advances were non-interest bearing~~ and Notes payable ~~on demand. UAGH imputed interest on these advances at a rate of 10% per year. Interest expense of $943 was recorded to additional paid~~-in ~~capital~~related ~~for the nine months ended March 31, 2010.~~ party

AsDuring ofthe ~~March~~year 31ended June 30, 2010, ~~there~~Tryant, isLLC amade ~~total~~advances ~~balance~~totaling of $3712,~~634~~128 ~~that~~for ~~has~~working ~~been~~capital ~~advanced~~purposes. byFor the three month period ended September 30, 2010, Tryant, LLC advanced $10,000. These ~~The~~advances ~~notes~~were ~~outstanding~~non-interest asbearing and payable on demand. UAGH imputed interest on these advances at a rate of 10% per year. For the twelve months ended June 30, ~~2008~~2010, $1,500 was recorded to interest expense and ~~earlier,~~to ~~totaling~~additional ~~$24~~paid-in capital. For the three months ended September 30,~~139,~~ ~~earn~~2010 the company recorded imputed interest atof 8%$607.

~~Note~~As Eof –September ~~New~~30, ~~Accounting~~2010 ~~Pronouncements~~there is a total balance of $54,197 that has been advanced by Tryant, LLC. The notes outstanding as of June 30, 2008 and earlier, totaling $24,139, earn interest at 8%.

In June 2009, the FASB issued FASB ASC 105-10-65 (Prior authoritative literature: FASB Statement 168, The FASB Accounting Standards Codification and the Hierarchy of Generally Accepted Accounting Principles). Under FASB ASC 105-10-65 (Prior authoritative literature: FASB Statement 168, The FASB Accounting Standards Codification and the Hierarchy of Generally Accepted Accounting Principles), the FASB Accounting Standards Codification ™ (the “Codification”) will become the exclusive source of authoritative U.S. generally accepted accounting principles (“U.S. GAAP”) recognized by the FASB to be applied by nongovernmental entities. Rules and interpretive releases of the Securities and Exchange Commission (“SEC”) under authority of federal securities laws are also sources of authoritative GAAP for SEC registrants. The Codification will supersede all then-existing non-SEC accounting and reporting standards, with the exception of certain non-SEC accounting literature which will become nonauthoritative. FASB ASC 105-10-65 (Prior authoritative literature: FASB Statement 168, The FASB Accounting Standards Codification and the Hierarchy of Generally Accepted Accounting Principles) was effective for the Company’s 2009 first fiscal quarter. The adoption of FASB ASC 105-10-65 (Prior authoritative literature: FASB Statement 168, The FASB Accounting Standards Codification and the Hierarchy of Generally Accepted Accounting Principles) did not have a material impact on the Company’s Financial Statements. All references to U.S. GAAP provided in the notes to the Financial Statements have been updated to conform to the Codification.9

InNote ~~May~~E ~~2009, the FASB issued FASB ASC 855~~-~~10-25~~ ~~(Prior~~New ~~authoritative~~Accounting literature: FASB Statement 165, Subsequent Events). FASB ASC 855-10-25 (Prior authoritative literature: FASB Statement 165, Subsequent Events) provides guidance on management’s assessment of subsequent events and incorporates this guidance into accounting literature. FASB ASC 855-10-25 (Prior authoritative literature: FASB Statement 165,Subsequent Events) was effective prospectively for interim and annual periods ending after June 15, 2009. The implementation of this standard did not have a material impact on the Company’s financial position and results of operations. The Company has evaluated subsequent events through May 17, 2010, the date of issuance of the Company’s financial position and results of operations.Pronouncements

~~The~~In ~~Company~~October ~~has~~2009, ~~reviewed~~the ~~all~~FASB ~~other~~issued ~~recently~~ASU ~~issued~~2009-13, ~~but~~Multiple-Deliverable ~~not~~Revenue ~~yet~~Arrangements, ~~adopted~~(amendments to ASC 605, ~~accounting~~Revenue ~~standards~~Recognition) in(ASU ~~order~~2009-13). ASU 2009-13 requires entities to ~~determine~~allocate ~~their~~revenue ~~effects,~~in ifan ~~any,~~arrangement using estimated selling prices of the delivered goods and services based on ~~its~~a ~~consolidated~~selling ~~results~~price hierarchy. The amendments eliminate the residual method of ~~operation,~~revenue ~~financial~~allocation ~~position~~and orrequire ~~cash~~revenue ~~flows~~to be allocated using the relative selling price method. ~~Based~~ASU 2009-13 should be applied on ~~that~~a ~~review~~prospective basis for revenue arrangements entered into or materially modified in fiscal years beginning on or after June 15, ~~the~~2010, ~~Company~~with ~~believes~~early ~~that~~adoption ~~none~~permitted. ofThe ~~these~~adoption ~~pronouncements~~of ~~will~~ASU ~~have~~2009-13 ahad ~~significant~~no effect on ~~its~~the ~~consolidated~~Company's results of operations or financial ~~statements~~condition.

8From time to time, new accounting pronouncements are issued by FASB that are adopted by the Company as of the specified effective date. If not discussed, management believes that the impact of recently issued standards, which are not yet effective, will not have a material impact on the Company’s financial statements upon adoption.

Note F –- Subsequent Events

~~The~~On ~~previously~~October ~~signed~~29, ~~Letter~~2010, ofUAGH, ~~Intent~~Inc. ~~that~~(the ~~was~~“Registrant”) ~~signed~~entered oninto ~~January~~an 13agreement (the “Rescission Agreement”), effective as of October 4, 2010 ~~was~~(the ~~terminated.~~“Effective Date”), with The ~~parties~~Markers ~~mutually~~Companies, ~~agreed~~Inc., to(“TMC ~~terminate~~Nevada”), Markers Companies, LLC, an Arizona limited liability company (“MC LLC”), Vincent Goett (“Goett”), and Michael Broussard (“Broussard,” and collectively with the ~~Letter~~Registrant, ofTMC ~~Intent~~Nevada, ~~because~~MC ~~UAGH~~LLC, ~~Inc.~~and ~~was~~Goett, ~~unable~~the “Parties”), which served to ~~comply~~rescind ~~with~~the ~~Rule~~License ~~15c2-11~~Agreement ofentered ~~OTCBB~~into ~~Exchange~~by and ~~delisted~~among the Parties dated as of August 27, 2010.

9In connection with the Rescission Agreement, Vincent Goett and Michael Broussard resigned from all director and officer positions with the Registrant and its subsidiary, TMC Nevada, effective as of the Effective Date. Mr. Goett had been appointed as the Co-Chief Executive Officer and Chairman of the Board of the Registrant, and as the Co-Chief Executive Officer and Chairman of the Board of TMC Nevada. Mr. Broussard had been appointed as the Co-Chief Executive Officer and a Director of the Registrant and as the Co-Chief Executive Officer and a Director of TMC Nevada.

~~ITEM~~Following 2their resignations, Jeff D. ~~PLAN~~Jenson OFremains ~~OPERATIONS~~as the Registrant’s sole officer and director.

~~MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION OR PLAN OF OPERATION~~10

~~FORWARD-LOOKING~~Item ~~STATEMENT~~2. Management’s ~~NOTICE~~Discussions and Analysis of Financial Condition and Results of Operations.

~~This Form 10~~Forward-~~Q contains certain forward-~~looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. For this purpose any statements contained in this Form 10-Q that are not statements of historical fact may be deemed to be forward-looking statements. Without limiting the foregoing, words such as "may," "will," "expect," "believe," "anticipate," "estimate" or "continue" or comparable terminology are intended to identify forward-looking statements. These statements by their nature involve substantial risks and uncertainties, and actual results may differ materially depending on a variety of factors, many of which are not within our control. These factors include but are not limited to economic conditions generally and in the industries in which we may participate; competition within our chosen industry, including competition from much larger competitors; technological advances and failure to successfully develop business relationships.Statements

~~PLAN~~Statements OFmade ~~OPERATION~~in this Quarterly Report which are not purely historical are forward-looking statements with respect to the goals, plan objectives, intentions, expectations, financial condition, results of operations, future performance and our business, including, without limitation, (i) our ability to raise capital, and (ii) statements preceded by, followed by or that include the words “may,” “would,” “could,” “should,” “expects,” “projects,” “anticipates,” “believes,” “estimates,” “plans,” “intends,” “targets” or similar expressions.

~~The~~Forward-looking ~~Company~~statements isinvolve ~~seeking~~inherent torisks ~~acquire~~and ~~assets~~uncertainties, orand ~~shares~~important offactors an(many ~~entity~~of ~~actively engaged in business~~ which ~~generates~~are ~~revenues.~~beyond ~~The~~our ~~Company~~control) ~~has~~that nocould ~~particular~~cause ~~acquisitions~~actual inresults ~~mind~~to ~~and~~differ ~~has~~materially ~~not~~from ~~entered~~those ~~into~~set ~~any~~forth ~~negotiations~~in ~~regarding~~the ~~such~~forward-looking anstatements, ~~acquisition.~~including ~~None of~~ the ~~Company's officers~~following, ~~directors,~~general ~~promoters~~economic or ~~affiliates~~industry ~~have~~conditions, ~~engaged~~nationally and/or in ~~any~~the ~~substantive~~communities ~~contact~~in orwhich ~~discussions~~we ~~with~~may ~~any~~conduct ~~representative~~business, ofchanges ~~any~~in ~~other company regarding~~ the ~~possibility~~interest ofrate anenvironment, ~~acquisition~~legislation or ~~merger~~regulatory ~~between~~requirements, ~~the~~conditions ~~Company and such other company as~~ of the ~~date~~securities ofmarkets, ~~this~~our ~~quarterly~~ability ~~report. The Board of Directors intends~~ to ~~obtain~~raise ~~certain~~capital, ~~assurances~~changes ofin ~~value~~accounting ofprinciples, ~~the~~policies ~~target~~or ~~entity's~~guidelines, ~~assets~~financial ~~prior~~or topolitical ~~consummating~~instability, ~~such~~acts aof ~~transaction.~~war ~~Any business combination~~ or ~~transaction~~terrorism, ~~will~~other ~~likely~~economic, ~~result~~competitive, ingovernmental, aregulatory ~~significant~~and ~~issuance~~technical offactors ~~shares~~affecting ~~and~~our ~~substantial~~current ~~dilution~~or topotential ~~present~~business ~~stockholders~~and ofrelated ~~the Company~~matters.

~~The Company has~~Accordingly, ~~and~~results ~~will~~actually ~~continue~~achieved tomay ~~have,~~differ nomaterially ~~capital~~from ~~with~~expected ~~which~~results toin ~~provide~~these ~~the owners of business opportunities with any significant cash or other assets~~statements. Forward-looking ~~However,~~statements ~~management~~speak ~~believes~~only ~~the~~as ~~Company will be able to offer owners~~ of ~~acquisition candidates~~ the ~~opportunity~~date tothey ~~acquire~~are amade. We ~~controlling~~do ~~ownership~~not ~~interest~~undertake, ~~in a publicly registered company without incurring the cost~~ and ~~time~~specifically ~~required to conduct an initial public offering. The owners of the acquisition candidate will~~disclaim, ~~however,~~any ~~incur~~obligation ~~significant~~to ~~legal~~update ~~and~~any ~~accounting~~forward-looking ~~costs~~statements into ~~connection~~reflect ~~with~~events ~~the~~or ~~acquisition~~circumstances ofoccurring aafter ~~business opportunity, including~~ the ~~costs~~date of ~~preparing~~such ~~Form 8-K's, 10-K's, 10-Q's, agreements and related reports and documents~~statements.

~~LIQUIDITY~~Plan ~~AND~~of ~~CAPITAL RESOURCES~~Operation

~~The~~Our ~~Company~~plan ~~remains in the development stage and has experienced no significant change in liquidity or capital resources or stockholders' equity since inception. The Company's balance sheet as~~ of ~~March~~operation ~~31,~~for ~~2010,~~the ~~reflects~~next a12 ~~total~~months ~~asset~~is ~~value~~to: of(i) ~~$0.~~consider ~~The~~guidelines ~~Company has little cash or line~~ of ~~credit,~~industries ~~other~~in ~~than that~~ which ~~present~~we ~~management~~ may ~~agree~~have toan ~~extend~~interest; to(ii) oradopt ~~invest in the Company, nor does it expect to have one before~~ a ~~merger~~business isplan ~~effected.~~regarding ~~The~~engaging ~~Company~~in ~~will~~the ~~carry~~business ~~out its plan~~ of ~~business~~any asselected ~~discussed~~industry; ~~above.~~and ~~The~~(iii) ~~Company cannot predict~~ to ~~what~~commence ~~extent~~such ~~its~~operations ~~liquidity~~through funding and/or ~~capital resources will be diminished prior to~~ the ~~consummation~~acquisition of a ~~business~~going ~~combination~~concern orengaged ~~whether~~in ~~its capital will be further depleted by the operating losses (if~~ any) ofindustry ~~the business entity which the Company may eventually acquire~~selected.

~~RESULTS~~During OFthe ~~OPERATIONS~~next 12 months, our only foreseeable cash requirements, which may be advanced by our management or principal stockholders as loans to us, will relate to maintaining our good standing or the payment of expenses associated with legal, accounting and other fees related to our compliance with the Exchange Act requirements of being a reporting issuer and reviewing or investigating any potential acquisition or business combination candidate. Because we have not determined any business or industry in which our operations will be commenced, and we have not identified any prospective acquisition or business combination candidate as of the date of this Quarterly Report, it is impossible to predict the amount of any such costs or required advances. Any such loan will be on terms no less favorable to us than would have been made available to us from a commercial lender in an arm’s length transaction.

~~During~~Results ~~the~~of period from July 1, 2009 through March 31, 2010, the Company has engaged in no significant operations other than maintaining its reporting status with the SEC and seeking a business combination. No revenues were received by the Company during this period.Operations

~~For~~Three ~~the~~Months ~~current~~Ended ~~fiscal~~September ~~year~~30, ~~the Company anticipates incurring a loss as a result of legal and accounting expenses~~2010, ~~and~~Compared expenses associated with locating and evaluating acquisition candidates. The Company anticipates that until a business combination is completed with an acquisition candidate, it will not generate revenues, and may continue to ~~operate~~Three atMonths aEnded ~~loss~~September ~~after completing a business combination~~30, ~~depending upon the performance of the acquired business~~2009.

10We had no operations during the quarterly period ended September 30, 2010, nor do we have operations as of the date of this filing. General and administrative expenses were $916 for the September 30, 2010, period compared to $8,196 for the September 30, 2009, period. General and administrative expenses for the three months ended September 30, 2010, were comprised mainly of legal fees. We recorded interest expense of $1,189 which resulted in a net loss of $2,105 for the September 30, 2010 period compared to a net loss of $8,979 for the September 30, 2009, period.

~~NEED FOR ADDITIONAL FINANCING~~11

Additional capital will be required to meet the Company's cash needs and obligations required for the costs of compliance with the continuing reporting requirements of the Securities Exchange Act of 1934, as amended, and for the costs of accomplishing its goal of completing a business combination, for an indefinite period of time. Accordingly, in the event the Company is able to complete a business combination during this period, it anticipates that its existing capital will be sufficient to allow it to accomplish the goal of completing a business combination. There is no assurance, however, that the available funds will ultimately prove to be adequate to allow it to complete a business combination, and once a business combination is completed, the Company's needs for additional financing are likely to increase substantially. In addition, as current management is under no obligation to continue to extend credit to the Company and/or invest in the Company, there is no assurance that such credit or investment will continue or that it will continue to be sufficient for future periods.Liquidity

~~ITEM~~We 3.have ~~QUANTITATIVE~~no ~~AND~~current ~~QUALITATIVE~~cash ~~DISCLOSURES ABOUT MARKET RISK~~resources.

~~Not~~During the next 12 months, our only foreseeable cash requirements will relate to maintaining our good standing in the State of Delaware. We do not have any cash reserves to pay for our administrative expenses for the next 12 months. In the event that additional funding is required byin ~~smaller~~order to keep us in good standing and other fees related to our compliance with the Exchange Act requirements of being a reporting ~~companies~~issuer and reviewing or investigating any potential acquisition or business combination candidate, we may attempt to raise such funding through loans or through additional sales of our common stock.

~~ITEM~~Item 4T3. Quantitative ~~CONTROLS~~and ~~AND~~Qualitative ~~PROCEDURES~~Disclosures About Market Risk.

~~(a)~~Not Evaluation of Disclosure Controls and Procedures. The Company's management is responsible for establishing and maintaining adequate internal control over financial reporting (as defined in Rule 13a-15(f) under the Securities Exchange Act of 1934, as amended). Management conducted an evaluation of the effectiveness of the Company's internal control over financial reporting. We are committed to maintaining disclosure controls and procedures designed to ensure that information required to be disclosed in our periodic reports filed under the Securities Exchange Act of 1934, as amended, or the Exchange Act, is recorded, processed, summarized and reported within the time periods specified in the SEC's rules and forms, and that such information is accumulated and communicated to our management, including our chief executive officer and chief financial officer, as appropriate, to allow for timely decisions regarding required disclosure. In designing and evaluating our disclosure controls and procedures, management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives, and management necessarily is required to apply its judgment in evaluating the cost-benefit relationship of possible controls and procedures and implementing controls and procedures.

~~Under~~Item the supervision and with the participation of our management, including our principal executive officer and principal financial officer, we conducted an evaluation of our disclosure controls and procedures, as such term is defined under Rules 13a-15(e) and 15d-15(e) promulgated under the Exchange Act4T. Controls ~~Based on this evaluation, our principal executive officer~~ and our principal financial officer concluded that our disclosure controls and procedures were not effective at a reasonable assurance level as of March 31, 2010, the end of the period covered by this ReportProcedures. The Company’s current lack of capital resources limits its ability to address the deficiencies in its disclosure controls and procedures. However, due to the limited operations of the Company, the cost of remediation would outweigh the perceived benefits.

~~(b)~~Evaluation ~~Changes~~of inDisclosure ~~Internal~~Controls ~~Control~~and over Financial Reporting. There were no changes in the Company's internal controls over financial reporting, known to the chief executive officer or the chief financial officer, that occurred during the period covered by this report that has materially affected, or is reasonably likely to materially affect, the Company's internal control over financial reporting.Procedures

~~PART~~Our IImanagement, with the participation of our chief executive officer and chief financial officer, evaluated the effectiveness of our disclosure controls and procedures as defined in Rule 13a-15(e) ~~OTHER~~under ~~INFORMATION~~the Exchange Act as of the end of the period covered by this Quarterly Report on Form 10-Q. In designing and evaluating the disclosure controls and procedures, our management recognized that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives. In addition, the design of disclosure controls and procedures must reflect the fact that there are resource constraints and that management is required to apply its judgment in evaluating the benefits of possible controls and procedures relative to their costs. The design of any disclosure controls and procedures also 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.

~~ITEM~~Based 1on this evaluation, our principal executive officer and our principal financial officer, who is one person, concluded that our disclosure controls and procedures were not effective at a reasonable assurance level as of September 30, 2010, the end of the period covered by this Report. ~~LEGAL~~The ~~PROCEEDINGS~~Company’s current lack of capital resources limits its ability to address the deficiencies in its disclosure controls and procedures. However, due to the limited operations of the Company, the cost of remediation would outweigh the perceived benefits.

NoChanges legal proceedings are threatened or pending against UAGH, Inc. or any of our officers or directors. Further, none of our officers, directors or affiliates are parties against UAGH, Inc., or have any material interests in ~~actions~~Internal ~~that~~Control ~~are~~over ~~adverse~~Financial ~~to our own.~~Reporting

~~ITEM~~Our ~~1A.~~management, ~~RISK~~with ~~FACTORS~~the participation of the chief executive officer and chief financial officer, has concluded there were no significant changes in our internal controls over financial reporting that occurred during our last quarter that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

~~The~~PART ~~Company's~~II ~~business~~- isOTHER ~~subject to numerous risk factors, including the following.~~INFORMATION

~~The~~Item ~~Company has had very limited operating history and no revenues or earnings from operations~~1. ~~The~~Legal ~~Company has no significant assets or financial resources~~Proceedings. The Company will, in all likelihood, sustain operating expenses without corresponding revenues, at least until the consummation of a business combination. This may result in the Company incurring a net operating loss which will increase continuously until the Company can consummate a business combination with a target company. There is no assurance that the Company can identify such a target company and consummate such a business combination.

11No legal proceedings are threatened or pending against UAGH, Inc. or any of our officers or directors. Further, none of our officers, directors or affiliates are parties against UAGH, Inc., or have any material interests in actions that are adverse to our own.

~~Our~~Item ~~proposed business plan is speculative in nature~~1A. Risk ~~The success of the Company's proposed plan of operation will depend to a great extent on the operations, financial condition and management of the identified target company~~Factors. While management will prefer business combinations with entities having established operating histories, there can be no assurance that the Company will be successful in locating candidates meeting such criteria. In the event the Company completes a business combination, of which there can be no assurance, the success of the Company's operations will be dependent upon management of the target company and numerous other factors beyond the Company's control.

~~The~~Not ~~Company is and will continue to be an insignificant participant in the business of seeking mergers with and acquisitions of business entities~~required. A large number of established and well-financed entities, including venture capital firms, are active in mergers and acquisitions of companies which may be merger or acquisition target candidates for the Company. Nearly all such entities have significantly greater financial resources, technical expertise and managerial capabilities than the Company and, consequently, the Company will be at a competitive disadvantage in identifying possible business opportunities and successfully completing a business combination. Moreover, the Company will also compete with numerous other small public companies in seeking merger or acquisition candidates.

~~The~~Item ~~Company has not yet come to a definitive agreement or understanding with respect to engaging in a merger with or acquisition of a specific business entity~~2. ~~The~~Unregistered ~~Company~~Sales continues to seek a possible business combination, but there can be no assurance that the Company will be successful in concluding a business combination. Management has not limited itself to any particular industry or specific business within an industry for evaluation by the Company. There is no assurance that the Company will be able to negotiate a business combination on terms favorable to the Company. The Company has not established a specific length of ~~operating~~Equity ~~history~~Securities orand aUse ~~specified level~~ of ~~earnings, assets, net worth or other criteria which it will require a target company to have achieved, or without which the Company would not consider a business combination with such business entity~~Proceeds. Accordingly, the Company may enter into a business combination with a business entity having no significant operating history, losses, limited or no potential for immediate earnings, limited assets, negative net worth or other negative characteristics.

~~Our~~None; management has limited time to devote to our business. While seeking a business combination, management anticipates devoting only a limited amount of time per month to the business of the Company. The Company's sole officer has not ~~entered into a written employment agreement with the Company and he is not expected to do so in the foreseeable future~~applicable. The Company has not obtained key man life insurance on its officer and director. Notwithstanding the combined limited experience and time commitment of management, loss of the services of this individual would adversely affect development of the Company's business and its likelihood of continuing operations.

The Company's officers and directors participate in other business ventures which may compete directly with the Company. Additional conflicts of interest and non-arms length transactions may also arise in the future. Management has adopted a policy that the Company will not seek a merger with, or acquisition of, any entity in which any member of management serves as an officer, director or partner, or in which they or their family members own or hold any ownership interest.12

~~Reporting~~Item ~~requirements may delay or preclude an acquisition~~3. ~~Section~~Defaults 13Upon ofSenior ~~the~~ Securities Exchange Act of 1934 (the "Exchange Act") requires companies subject thereto to provide certain information about significant acquisitions including certified financial statements for the company acquired covering one or two years, depending on the relative size of the acquisition. The time and additional costs that may be incurred by some target companies to prepare such financial statements may significantly delay or essentially preclude consummation of an otherwise desirable acquisition by the Company. Acquisition prospects that do not have or are unable to obtain the required audited statements may not be appropriate for acquisition so long as the reporting requirements of the Exchange Act are applicable.

~~The~~None; ~~Company~~not ~~has neither conducted, nor have others made available to it, market research indicating that demand exists for the transactions contemplated by the Company~~applicable. ~~Even in the event demand exists for a merger or acquisition of the type contemplated by the Company, there is no assurance the Company will be successful in completing any such business combination.~~

~~The~~Item ~~Company's proposed operations, even if successful, will in all likelihood result in the Company engaging in a business combination with only one business entity~~4. ~~Consequently,~~(Removed the Company's activities will be limited to those engaged in by the business entity which the Company merges with or acquires. The Company's inability to diversify its activities into a number of areas may subject the Company to economic fluctuations within a particular business or industry and ~~therefore increase the risks associated with the Company's operations~~Reserved).

12Item 5. Other Information.

~~Potential~~None; ~~for being classified an Investment Company. Although the Company will be subject to regulation under the Exchange Act, management believes the Company will~~ not ~~be subject to regulation under the Investment Company Act of 1940, insofar as the Company will not be engaged in the business of investing or trading in securities~~applicable. In the event the Company engages in business combinations which result in the Company holding passive investment interests in a number of entities, the Company could be subject to regulation under the Investment Company Act of 1940. In such event, the Company would be required to register as an investment company and could be expected to incur significant registration and compliance costs. The Company has obtained no formal determination from the Securities and Exchange Commission as to the status of the Company under the Investment Company Act of 1940 and, consequently, any violation of such Act could subject the Company to material adverse consequences.

AItem ~~business combination involving the issuance of the Company's common stock will, in all likelihood, result in shareholders of a target company obtaining a controlling interest in the Company~~6. ~~Any such business combination may require shareholders of the Company to sell or transfer all or a portion of the Company's common stock held by them~~Exhibits. The resulting change in control of the Company will likely result in removal of the present officer and director of the Company and a corresponding reduction in or elimination of his participation in the future affairs of the Company. Currently, there are no pending acquisitions, business combinations or mergers.

The Company's primary plan of operation is based upon a business combination with a business entity which, in all likelihood, will result in the Company issuing securities to shareholders of such business entity. The issuance of previously authorized and unissued common stock of the Company would result in reduction in percentage of shares owned by the present shareholders of the Company and would most likely result in a change in control or management of the Company.


Exhibit No.		Identification of Exhibit

31		Certification Pursuant to Section 302 of the Sarbanes-Oxley Act provided by Jeff Jenson, President, Treasurer and Director.

32		Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 provided by Jeff Jenson, President, Secretary, Treasurer and Director.

Federal and state tax consequences will, in all likelihood, be major considerations in any business combination the Company may undertake. Currently, such transactions may be structured so as to result in tax-free treatment to both companies, pursuant to various federal and state tax provisions. The Company intends to structure any business combination so as to minimize the federal and state tax consequences to both the Company and the target company; however, there can be no assurance that such business combination will meet the statutory requirements of a tax-free reorganization or that the parties will obtain the intended tax-free treatment upon a transfer of stock or assets. A non-qualifying reorganization could result in the imposition of both federal and state taxes which may have an adverse effect on both parties to the transaction.SIGNATURES

~~Management~~Pursuant ~~of the Company will request that any potential business opportunity provide audited financial statements. One or more attractive business opportunities may choose~~ to ~~forego~~ the ~~possibility~~requirements of ~~a business combination with~~ the ~~Company~~Securities ~~rather~~Exchange ~~than~~Act ~~incur~~of ~~the expenses associated with preparing audited financial statements. In such case~~1934, the ~~Company~~Registrant ~~may~~has ~~choose~~duly tocaused ~~obtain~~this ~~certain~~report ~~assurances as~~ to ~~the target company's assets, liabilities, revenues and expenses prior to consummating a business combination, with further assurances that an audited financial statement would~~ be ~~provided~~signed ~~after~~on ~~closing~~its ofbehalf ~~such~~by ~~a transaction. Closing documents relative thereto may include representations that~~ the ~~audited~~undersigned ~~financial~~thereunto ~~statements~~duly ~~will not materially differ from the representations included in such closing documents.~~authorized

~~Our stock will become subject to the Penny Stock rules~~UAGH, ~~which impose significant restrictions on the Broker-Dealers and may affect the resale of our stock~~INC. ~~Our stock will become subject to Penny Stock trading rules, and investors will experience resale restrictions and a lack of liquidity. A penny stock is generally a stock that:~~

·Date: November 15, 2010

isBy: ~~not~~/s/ ~~listed~~Jeff ~~on a national securities exchange or Nasdaq;~~Jenson

·President, Secretary, Treasurer,

isCEO, ~~listed~~CFO, inSole ~~"pink sheets" or on the NASD OTC Bulletin Board;~~Director

·13

has a price per share of less than $5.00; and

is issued by a company with net tangible assets less than $5 million.

The penny stock trading rules impose additional duties and responsibilities upon broker-dealers and salespersons effecting purchase and sale transactions in common stock and other equity securities, including:

determination of the purchaser's investment suitability;

delivery of certain information and disclosures to the purchaser; and

receipt of a specific purchase agreement from the purchaser prior to effecting the purchase transaction.

Due to the Penny Stock rules, many broker-dealers will not effect transactions in penny stocks except on an unsolicited basis. When our common stock becomes subject to the penny stock trading rules,

such rules may materially limit or restrict the ability to resell our common stock, and

the liquidity typically associated with other publicly traded equity securities may not exist.

It is possible that a liquid market for our stock will never develop and you will not be able to sell your stock. There is no assurance a market will be made in our stock. If no market exists, you will not be able to sell your shares publicly, making your investment of little or no value.

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

The Company did not sell or issue any securities during the period covered by this report.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES.

None

ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.

No matters were submitted during the period covered by this report to a vote of security holders.

ITEM 5. OTHER INFORMATION.

None

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K.

(a) Exhibits

Copies of the following documents are included as exhibits to this report pursuant to Item 601 of Regulation S-K.

Exhibit No.	Title of Document	Location
31.1	Certification of the Principal Executive Officer/ Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002	Attached
32.1	Certification of the Principal Executive Officer/ Principal Financial Officer pursuant to U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002*	Attached

(b) Reports on Form 8-K

None

* The Exhibit attached to this Form 10-Q shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934 (the "Exchange Act") or otherwise subject to liability under that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.

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.

UAGH, Inc.

Date May 17, 2010

By: /s/ Daniel Drummond

Daniel Drummond, President and CEO

Date: May 17, 2010

By: /s/ Alex Ferries

Alex Ferries, Secretary and CFO

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