SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

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

For the quarterly period ended ~~September~~December 3031, 2010

. TRANSITION REPORT UNDER SECTION 13 OR 15 ( d ) OF THE EXCHANGE ACT

For the transition period from ____________ to____________

Commission File No. 0-16056

TRUDY CORPORATION

(Exact name of Registrant as specified in its charter)

Delaware	06-1007765
Wyoming	06-1007765
(State or Other Jurisdiction of	(I.R.S. Employer Identification No.)
incorporation or organization)

1810 E. Sahara Ave, Suite 1517

Las Vegas, NV 89104

(Address of Principal Executive Offices)

(702) ~~622~~522-~~9046~~1914

(Registrant’s telephone number, including area code)

N/A

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

Indicate by check mark whether the Registrant has (1) filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 (the “Exchange Act”) 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 . No X . No .

Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See 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 is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes . No X .

APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY

PROCEEDINGS DURING THE PRECEDING FIVE YEARS

Indicate by check mark whether the 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 to the distribution of securities under a plan confirmed by a court.

Not applicable.

APPLICABLE ONLY TO CORPORATE ISSUERS

Indicate the number of shares outstanding of each of the Registrant’s classes of common stock, as of the latest practicable date:

~~December~~February 218, ~~2010~~2011

Common Stock, $.~~0001~~00001 par value: ~~700~~1,650,862,912 shares

PART I

Item 1. Financial Statements

The Financial Statements of the Registrant required to be filed with this 10-Q Quarterly Report were prepared by management and commence below, together with related notes. In the opinion of management, the Financial Statements fairly present the financial condition of the Registrant.


INDEX	PAGE NUMBER

PART I. FINANCIAL INFORMATION

Item 1. Financial Statements

Unaudited Balance Sheets – December 31, 2010 and March 31, 2010	3

Unaudited Statements of Operations for the three and nine months ended December 31, 2010 and December 31, 2009 and the period from entering the development stage (September 4, 2010) through December 31, 2010	4

Unaudited Consolidated Statements of Cash Flows for the nine months ended December 31, 2010 and December 31, 2009 and the period from entering the development stage (September 4, 2010) through December 31, 2010	5

Notes to Financial Statements (unaudited)	6

Item 2. Management's Discussion and Analysis	12

Item 3. Quantitative and Qualitative Disclosures about Market Risk	14

Item 4. Controls and Procedures	14

PART II. OTHER INFORMATION

Item 1. Legal Proceedings	15

Item 2. Changes in Securities	15

Item 3. Defaults upon Senior Securities	15

Item 4. Removed and Reserved	15

Item 5. Other Information	15

Item 6. Exhibits	15

Signatures	16

INDEX	PAGE NUMBER
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
Unaudited Balance Sheets – September 30, 2010 and March 31, 2010	4
Unaudited Statements of Operations for the three and six months ended September 30, 2010 and September 30, 2009and the period from entering the development stage (September 4,2010) through September 30, 2010	5
Unaudited Consolidated Statements of Cash Flows for the six months ended September 30, 2010 and September 30, 2009 and the period from entering the development stage (September 4, 2010) through September 30, 2010	6
Notes to Financial Statements (unaudited)	7
Item 2. Management's Discussion and Analysis	12
Item 3. Quantitative and Qualitative Disclosures about Market Risk	16
Item 4. Controls and Procedures	16
PART II. OTHER INFORMATION
Item 1. Legal Proceedings	17
Item 2. Changes in Securities	17
Item 3. Defaults upon Senior Securities	17
Item 4. Removed and Reserved	17
Item 5. Other Information	17
Item 6. Exhibits	18
Signatures	18

TRUDY CORPORATION

(An Development Stage Company)

Balance Sheets


ASSETS

			December 31,		March 31,
			2010		2010
CURRENT ASSETS			(Unaudited)
	Cash		$	579	$	-
	Net assets of discontinued operations			-		2,650,164

		Total Current Assets		579		2,650,164

PROPERTY AND EQUIPMENT, net				162,937		-

OTHER ASSETS
	Net assets of discontinued operations			-		1,095,883

		Total Other Assets		-		1,095,883

		TOTAL ASSETS	$	163,516	$	3,746,047

LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)

CURRENT LIABILITIES
	Accounts payable and accrued expenses – related party		$	54,978	$	-
	Accrued salaries			37,808
	Notes payable			8,399		-
	Related party note payable			165,000		-
	Net liabilities of discontinued operations			-		6,066,817

		Total Current Liabilities		266,185		6,066,817

		Total Liabilities		266,185		6,066,817

STOCKHOLDERS' EQUITY (DEFICIT)
	Series B Preferred Stock, $0.00001 par value, 10,000,000
	shares authorized, -0- and -0-
	shares issued and outstanding, respectively			-		-
	Common stock, $0.00001 par value, 29,800,000,000
	shares authorized, 1,500,862,912 and 700,862,912
	shares issued and outstanding, respectively			15,009		70,087
	Additional paid-in capital			10,695,504		7,246,419
	Stock subscription payable			295,000		-
	Accumulated deficit			(10,470,207)		(9,637,276)
	Deficit accumulated during the development stage			(637,975)		-

		Total Stockholders' Equity (Deficit)		(102,669)		(2,320,770)
		TOTAL LIABILITIES AND
		STOCKHOLDERS' EQUITY (DEFICIT)	$	163,516	$	3,746,047

~~Trudy~~TRUDY ~~Corporation~~CORPORATION

(AAn Development Stage Company)

~~Unaudited~~Statements ~~Balance~~of ~~Sheets~~Operations

~~September 30, 2010 and March 31, 2010~~(Unaudited)

		September 30,		March 31,
											Since
		2010		2010
											Re-entering the
Assets
											Development
Current assets
											Stage on
Cash and cash equivalents	$	38,399	$	-
											September 4, 2010
Prepaid expenses and other current assets		1,021		-
			For the Three Months Ended				For the Nine Months Ended				Through
Total current assets		39,420		-
			December 31,				December 31,				December 31,
Current assets held for sale
			2010		2009		2010		2009		2010
Cash and cash equivalents		-		94,954
REVENUE			$	-	$	-	$	-	$	-	$	-
Accounts receivable, net		-		994,945
COST OF SALES				-		-		-		-		-
Inventory, net		-		1,390,503
GROSS PROFIT				-		-		-		-		-
Prepaid expenses and other current assets		-		169,762
OPERATING EXPENSES
Total current assets held for sale		-		2,650,164
	Professional fees			347,147		-		352,547		-		352,547
Equipment, net		165,000		-
	Salaries and wages			277,808		-		277,808		-		277,808
Assets held for sale
	General and administrative expenses			4,392		-		4,392		-		4,392
Equipment, net		-		68,161
		Total Operating Expenses		629,347		-		634,747		-		634,747
Royalty advances, net		-		247,436
LOSS FROM OPERATIONS				(629,347)		-		(634,747)		-		(634,747)
Prepublication costs and other assets, net		-		452,700
OTHER EXPENSES
Intangible Assets, net		-		327,586
	Interest expense			(2,623)		-		(3,228)		-		(3,228)
Total other assets held for sale		-		1,095,883
		Total Other Expenses		(2,623)		-		(3,228)		-		(3,228)
Total assets	$	204,420	$	3,746,047
LOSS BEFORE DISCONTINUED OPERATIONS				(631,970)		-		(637,975)		-		(637,975)
Current liabilities
	Loss from discontinued operations			-		(75,549)		(832,931)		(637,891)		-
Convertible note payable - Third Party		165,000		-
LOSS BEFORE INCOME TAXES				(631,970)		(75,549)		(1,470,906)		(637,891)		(637,975)
Note payable		38,399		-
PROVISION FOR INCOME TAXES				-		-		-		-		-
Accounts payable and accrued expenses		6,720		-
NET LOSS			$	(631,970)	$	(75,549)	$	(1,470,906)	$	(637,891)	$	(637,975)
Total Current liabilities		210,119		-
BASIC AND DILUTED LOSS PER SHARE			$	(0.00)	$	(0.00)	$	(0.00)	$	(0.00)
Current liabilities associated with assets held for sale
WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING - BASIC AND DILUTED				1,231,297,695		700,862,912		878,317,457		700,862,912
Notes payable - Bank		-		710,706
Notes payable - Third Parties		-		429,251
Notes payable - Related parties		-		2,680,701
Accounts payable, related parties		-		93,553
Accounts payable and accrued expenses		-		1,504,240
Deferred Revenue		-		224,355
Royalties and commissions payable		-		424,011
Total Current liabilities associated with assets held for sale		-		6,066,817
Total liabilities		210,119		6,066,817
Commitments
Shareholders' deficit
Common stock - $ 0.0001 par value, 850,000,000 shares authorized, 700,862,912 issued and outstanding at September 30, 2010 and March 31, 2010, respectively		70,087		70,087
Paid-in capital		10,400,426		7,246,419
Deficit accumulated during development stage		(6,005)		-
Deficit accumulated before entering development stage		(10,470,207)		(9,637,276)
Total shareholders' deficit		(5,699)		(2,320,770)
Total liabilities and shareholders' deficit	$	204,420	$	3,746,047

The accompanying summary of significant accounting policies and notes to financial statements are an integral part of the consolidated financial statements.

~~Trudy~~TRUDY ~~Corporation~~CORPORATION

(AAn Development Stage Company)

~~Unaudited~~ Statements of ~~Operations~~Stockholders' Deficit

For the three and six months ended September 30, 2010 and 2009


													Deficit
													Accumulated
	Series B Preferred Stock			Common Stock			Additional		Stock				During the
	Series B Preferred Stock			Common Stock			Paid-in		Subscription		Accumulated		Development
	Shares	Amount		Shares	Amount		Capital		Payable		Deficit		Stage		Total

Balance, March 31, 2009	-	$	-	700,862,912	$	7,009	$	7,203828	$	-	$	(8,543,908)	$	-	$	(1,333,071)

Interest imputed on shareholder loan	-		-	-		-		105,669		-		-		-		105,669

Net loss for the year ended March 31, 2010	-		-	-		-		-		-		(1,093,368)		-		(1,093,368)

Balance, March 31, 2010	-		-	700,862,912		7,009		7,309,497		-		(9,637,276)		-		(2,320,770)

Contributed capital (unaudited)	-		-	-		-		3,154,007		-		-		-		3,154,007

Series B preferred stock issued for services (unaudited)	-		-	-		-		-		250,000		-		-		250,000

Common stock issued for services (unaudited)	-		-	800,000,000		8,000		232,000		45,000		-		-		285,000

Net loss for the nine months ended December 31, 2010 (unaudited)	-		-	-		-		-		-		(832,931)		(637,975)		(1,470,906)

Balance, December 31, 2010 (unaudited)	-	$	-	1,500,862,912	$	15,009	$	10,695,504	$	295,000	$	(10,470,207)	$	(637,975)	$	(102,669)

										Period from
		Three Month Period				Six Month Period				September 4, 2010
		Ended September 30,				Ended September 30,				through
		2010		2009		2010		2009		September 30, 2010
Net sales	$	-	$	-	$	-	$	-	$	-
Cost of sales		-		-		-		-		-
Gross profit		-		-		-		-		-
Operating expenses:
Selling, general and administrative		5,400		-		5,400		-		5,400
Loss from operations		(5,400)		-		(5,400)		-		(5,400)
Other expense		(605)		-		(605)		-		(605)
Net loss before discontinued operations		(6,005)				(6,005)				(6,005)
Loss from discontinued operations		(591,450)		(360,457)		(832,931)		(562,342)		-
Net Loss	$	(597,455)	$	(360,457)	$	(838,938)	$	(562,342)		(6,005)
Basic & diluted net loss per share from continuing operations	$	-	$	-	$	-	$	-
Basic & diluted net loss per share from discontinued operations	$	-	$	-	$	-	$	-
Basic & diluted net loss per share	$	-	$	-	$	-	$	-
Weighted average number of shares outstanding		700,862,912		700,862,912		700,862,912		700,862,912

The accompanying summary of significant accounting policies and notes to financial statements are an integral part of the consolidated financial statements.

~~Trudy~~TRUDY ~~Corporation~~CORPORATION

(AAn Development Stage Company)

~~Unaudited~~ Statements of Cash Flows

		2010		2009		September 4, 2010 through
						September 30, 2010
Cash Flows From Operating Activities
Net loss	$	(838,936)	$	-	$	(6,005)
Adjustments to reconcile net loss to net cash
used in operating activities:
Loss from discontinued operations		832,931
		-		-		-
Changes in operating assets and liabilities:
Prepaid expenses and other current assets		(1,021)				(1,021)
Accounts payable and accrued expenses		7,026				7,026
Net cash (used) / provided by operating activities		-		-		-
Investing activities:
Purchases of property and equipment		-		-		-
Pre-publication and royalty advances		-		-		-
Net cash (used) / provided by investing activities		-		-		-
Financing activities:
Borrowings on debt		-		-		-
Net cash provided/(used) by financing activities		-		-		-
Discontinued Operations
Net cash used in operating activities		(292,495)		(396,887)		-
Net cash used in investing activities		(66,461)		(56,335)		-
Net cash used in financing activities		302,401		597,255		-
Net cash used in discontinued operations		(56,555)		144,033		-
Net increase / (decrease) in cash and cash equivalents		(56,555)		144,033		-
Cash and cash equivalents at beginning of period		94,954		122,739		38,399
Cash and cash equivalents at end of period	$	38,399	$	266,772	$	38,399
Cash paid for interest	$	39,337	$	31,733	$	-
Cash paid for income taxes	$	-	$	-	$	-
Non-cash transactions
Purchase of fixed assets with conv. NP	$	165,000	$	-	$	165,000
Disposal transaction	$	6,324,099	$	-	$	-

(Unaudited)

The accompanying summary of significant accounting policies and notes to financial statements are an integral part of the consolidated financial statements.


							Since
							Re-entering the
							Development
							Stage on
							September 4, 2010
			For the Nine Months Ended				Through
			December 31,				December 31,
			2010		2009		2010
CASH FLOWS FROM OPERATING ACTIVITIES:
	Net loss		$	(1,470,906)	$	(637,891)	$	(637,975)
	Adjustments to reconcile net loss to net
	used by operating activities:
		Discontinued operations		832,931		-		-
		Preferred stock issued for services		250,000		-		250,000
		Common stock issued for services		285,000		-		285,000
		Depreciation		2,063		-		2,063
	Changes in operating assets and liabilities
		Accounts payable and accrued expenses – related party		93,092		-		93,092

		Net cash used in continuing operating activities		(7,820)		(637,891)		(7,820)
		Net cash used in discontinued operating activities		(292,495)		89,487		-
		Net Cash Used in Operating Activities		(300,315)		(548,404)		(7,820)

CASH FLOWS FROM INVESTING ACTIVITIES:
		Discontinued investing activities		(66,461)		(82,997)		-
		Net Cash Used in Investing Activities		(66,461)		(82,997)		-

CASH FLOWS FROM FINANCING ACTIVITIES:
	Repayment of notes payable			(30,000)		-		(30,000)

		Net cash used in continuing financing activities		(30,000)		-		(30,000)
		Net cash provided by discontinued financing activities		302,401		682,327		-
		Net Cash Provided by Financing Activities		272,401		682,327		(30,000)

NET INCREASE (DECREASE) IN CASH				(94,375)		50,926		(37,820)
CASH AT BEGINNING OF PERIOD				94,954		122,739		38,399
CASH AT END OF PERIOD			$	579	$	173,665	$	579

SUPPLEMENTAL DISCLOSURES OF
	CASH FLOW INFORMATION:
	CASH PAID FOR:
		Interest	$	-	$	79,111	$	-
		Income Taxes		-		-		-

	NON-CASH FINANCING ACTIVITIES:
		Purchase of fixed assets with convertible note payable	$	165,000	$	-	$	-
		Disposal transaction		6,324,099		-		-

TRUDY CORPORATION

~~NOTES~~Notes TOto ~~FINANCIAL~~the ~~STATEMENTS~~Financial Statements

~~(UNAUDITED)~~December 31, 2010 and March 31, 2010

NOTE 1. – CONDENSED FINANCIAL STATEMENTS

~~Description~~The accompanying financial statements have been prepared by the Company without audit. In the opinion of ~~Business~~management, ~~and~~all ~~Basis~~adjustments (which include only normal recurring adjustments) necessary to present fairly the financial position, results of ~~Presentation~~operations, and cash flows at December 31, 2010, and for all periods presented herein, have been made.

OnCertain ~~September~~information 3,and ~~2010~~footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the ~~Company~~United ~~closed~~States onof ~~its~~America ~~previously-announced~~have ~~transaction~~been condensed or omitted. It is suggested that these condensed financial statements be read in conjunction with the financial statements and ~~sold~~notes ~~substantially~~thereto ~~all~~included ofin ~~its~~the ~~assets~~Company's toMarch ~~MMAC~~31, ~~LLC,~~2010 aaudited ~~Delaware~~financial ~~limited~~statements. The ~~liability~~results ~~company~~of ~~(“MMAC”)~~operations for the periods ended December 31, ~~which~~2010 ~~also~~and ~~assumed~~2009 ~~certain~~are ~~liabilities~~not necessarily indicative of ~~Trudy.~~the operating results for the full years.

~~Please~~NOTE ~~refer to Note~~ 2 ~~and the Form 8~~-K ~~filed~~GOING ~~with the SEC on September 16, 2010.~~ CONCERN

OnThe ~~September~~Company's 3,financial ~~2010~~statements aare ~~group~~prepared ofusing ~~Trudy~~accounting ~~shareholders~~principles ~~including~~generally ~~three~~accepted ~~Directors~~in ~~and~~the ~~one~~United ~~other~~States ~~employee~~ of ~~the~~America ~~Company~~applicable ~~sold~~to a ~~controlling~~going ~~interest~~concern which contemplates the realization of ~~Trudy~~assets ~~for~~and ~~total~~liquidation ~~consideration~~of liabilities in the normal course of $1business.00 toThe Company has not yet established an ~~individual~~ongoing insource aof ~~private~~revenues ~~transaction~~sufficient ~~who~~to ~~appointed~~cover ~~new~~its ~~management~~operating costs and ~~elected~~allow it to continue as a ~~new~~going ~~Board~~concern. The ability of ~~Directors.~~the ~~Recognizing~~Company ~~this~~to ~~transaction~~continue as a going concern is dependent on the Company’s ~~Board~~obtaining adequate capital to fund operating losses until it becomes profitable. If the Company is unable to obtain adequate capital, it could be forced to cease operations. The Company has had no revenues, generated a net loss from continuing operations of ~~Directors~~$637,975 during the nine months ended December 31, 2010 and ~~senior~~has ~~management~~generated ~~resigned~~an ~~effective~~accumulated ~~September~~deficit 3during since reentering the development stage of approximately $637,975 as of December 31, 2010.

~~Prior~~In order to ~~September~~continue 3,as ~~2010,~~a ~~Trudy~~going ~~Corporation~~concern, ~~(hereinafter referred to as~~ the ‘Company~~’),~~ ~~published~~will ~~children's books~~need, ~~eBooks~~among ~~and~~other ~~audiobooks and designed~~things, ~~manufactured~~additional ~~and~~capital ~~marketed~~resources. ~~plush~~Management's ~~stuffed~~plan ~~toys,~~is ~~children’s~~to ~~instruments~~obtain ~~and~~such ~~musical~~resources ~~electronics~~ for ~~sale directly to consumers in~~ the ~~United~~Company ~~States~~by ~~and~~seeking toequity ~~domestic~~ and/or ~~international~~debt ~~retail and wholesale customers~~financing. ~~The~~However ~~Company's~~management ~~products~~cannot ~~were~~provide ~~sold~~any ~~under~~assurances ~~the~~that ~~trade names (i.e. imprints) of Studio Mouse, Soundprints, Little Soundprints, Fetching Books, Music for Little People and BeBop. This line of business for~~ the Company ~~ceased~~will onbe ~~September~~successful 3,in ~~2010~~accomplishing asany ~~a result~~ of ~~the sale of substantially all of~~ its ~~assets and certain assumed liabilities to MMAC~~plans.

~~Commencing~~The onability ~~September~~of ~~4, 2010~~ the Company’s ~~new~~to ~~line~~continue ofas ~~business~~a isgoing ~~pursuing~~concern ~~contracts~~is ~~for~~dependent ~~engineering~~upon ~~projects~~its ability to ~~design,~~successfully ~~build~~accomplish the plans described in the preceding paragraph and ~~own~~eventually ~~projects~~secure ~~for~~other ~~re-development~~sources inof ~~war~~financing ~~torn~~and ~~areas~~attain asprofitable ~~well~~operations. asThe ~~re-construction~~accompanying infinancial ~~areas~~statements ~~hit~~do bynot ~~natural~~include ~~disasters.~~any adjustments that might be necessary if the Company is unable to continue as a going concern.

~~The~~NOTE ~~accompanying~~3 ~~unaudited~~– ~~financial~~SUMMARY ~~statements~~OF ~~have~~SIGNIFICANT ~~been~~ACCOUNTING prepared in accordance with accounting principles generally accepted in the United States of America and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by accounting principles generally accepted in the United States of America for complete financial statements. In the opinion of management, all adjustments (including normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the three and six month periods ended September 30, 2010 are not indicative of the results that may be expected for the year ending March 31, 2011 as the Company’s new line of business will ensue. For further information, refer to the financial statements and footnotes thereto included in the Company's annual report on Form 10-K for the year ended March 31, 2010.POLICIES

~~Going~~Use ~~Concern~~of Estimates

The ~~Company~~preparation ~~has~~of ~~suffered~~financial ~~recurring~~statements ~~losses~~in ~~from~~conformity ~~operations~~with ~~and~~accounting ~~has~~principles agenerally ~~deficiency~~accepted in ~~net~~the ~~assets.~~United ~~Such~~States ~~factors~~of ~~continue~~America requires management to ~~raise~~make ~~substantial~~estimates ~~doubt~~and ~~about~~assumptions that affect the ~~Company’s~~reported ~~ability~~amounts toof ~~continue~~assets asand aliabilities ~~going~~at ~~concern~~the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates.

Reclassification of Financial Statement Accounts

Certain amounts in the December 31, 2009 financial statements have been reclassified to conform to the presentation in the December 31, 2010 financial statements.

Development Stage

As of September 4, 2010, Trudy is a development stage company with no current operating results and, accordingly, there is no basis on which to evaluate our ability to achieve our business objective. There is an extremely limited basis upon which to evaluate our ability to achieve our business objective of pursuing contracts for engineering projects to design, build and own projects for re-development in war torn areas as well as re-construction in areas hit by natural disasters. Trudy will not generate any significant revenues or income until, at the earliest, after the consummation of a business combination or transaction.

There is an extremely limited basis upon which to evaluate our ability to achieve our business objective of pursuing contracts for engineering projects to design, build and own projects for re-development in war torn areas as well as re-construction in areas hit by natural disasters. Trudy will not generate any significant revenues or income until, at the earliest, after the consummation of a business combination or transaction.

Reclassification

Certain items from prior period financial statements have been reclassified to conform with the current period financial statement presentation. There is no effect on net income, cash flows or stockholders’ deficit as a result of these reclassifications.

2.TRUDY CORPORATION

~~Discontinued~~Notes ~~Operations~~to the Financial Statements

OnDecember ~~September 3~~31, 2010 ~~the Company closed on its previously-announced transaction~~ and ~~sold~~March ~~substantially all of its assets to MMAC~~31, ~~LLC, a Delaware limited liability company (“MMAC”), which also assumed certain liabilities of Trudy.~~ 2010

~~The~~NOTE ~~assets~~3 ~~sold~~– ~~consisted~~SUMMARY ofOF ~~Trudy’s~~SIGNIFICANT ~~on-going~~ACCOUNTING ~~business~~POLICIES ~~as a publisher of children’s educational story, novelty and electronic books, audiobooks and plush toys.~~(CONTINUED)

~~The~~Recent ~~consideration~~Accounting being paid by MMAC for the Company’s assets consists of the following: (1) the assumption of substantially all of the secured and unsecured liabilities of the Company, including loans from an affiliate of MMAC to the Company in the principal amount of $545,000 and with the exception of $2.7 million of personal debt owed to a principal shareholder and Chairman of the Company, William W. Burnham (“Burnham”); and (2) upon the completion of the final calculation of the net asset value of the Company (estimated to be completed approximately 90-120 days from the closing) an equity interest in MMAC, estimated to be in the range of 4.75%, subject, however, to possible adjustment upon the final determination of such net asset value. In view of the initial determination at closing of the Company’s net asset value, the previously announced Buyer Note from MMAC to Trudy in the principal amount of $225,000 was not issued.Pronouncements

Management has considered all recent accounting pronouncements issued since the last audit of the Company’s financial statements. The Company’s management believes that these recent pronouncements will not have a material effect on the Company’s financial statements.

NOTE 4 – DISCONTINUED OPERATIONS

On September 4, 2010 the Company closed on its previously-announced transaction and sold substantially all of its assets to MMAC, LLC, a Delaware limited liability company (“MMAC”), which also assumed certain liabilities of Trudy. The assets sold consisted of Trudy’s on-going business as a publisher of children’s educational story, novelty and electronic books, audiobooks and plush toys.

The consideration paid by MMAC for the Company’s assets consisted of the following: (1) the assumption of substantially all of the secured and unsecured liabilities of the Company, including loans from an affiliate of MMAC to the Company in the principal amount of $545,000 and with the exception of $2.7 million of personal debt owed to a principal shareholder and Chairman of the Company, William W. Burnham (“Burnham”); and (2) upon the completion of the final calculation of the net asset value of the Company (estimated to be completed approximately 90-120 days from the closing) an equity interest in MMAC, estimated to be in the range of 4.75%, subject, however, to possible adjustment upon the final determination of such net asset value. In view of the initial determination at closing of the Company’s net asset value, the previously announced Buyer Note from MMAC to Trudy in the principal amount of $225,000 was not issued.

The amount of such consideration was determined by the Company and MMAC in arm’s length negotiations. Factors taken into consideration in the negotiations included the Company’s then current financial condition and future prospects, the Company’s results of operations, the value of the Company’s assets and the Company’s banking and shareholder obligations, together with those of the Company’s other creditors, both secured and unsecured.

Upon determination of the final percentage equity interest as described above, MMAC will transfer such equity to the Company which will then transfer it to Burnham in consideration of the cancellation by Burnham of the $2.7 million of personal debt owed by the Company to him. Excepted from cancellation is $50,000 of debt owed to Burnham which will remain outstanding and which will be repaid to Burnham one year following the closing if and to the extent the Company has not spent the $50,000 of cash it will retain at the closing for general corporate purposes. The final percentage equity interest is still to be determined.

At the closing, as required by agreement of the parties, Burnham made a capital contribution to MMAC of cash in the amount of $175,000 and a $25,000 promissory note. Adjustment upward or downward of such $200,000 in the aggregate may be made upon final determination of the net asset value of the Company.

The Company has accrued for all obligations related to the agreement with MMAC, LLC and William W. Burnham as of December 31, 2010 and September 34, 2010. This balance was $8,399 and $38,399 owed to William W. Burnham, respectively.

Holders of Trudy’s common stock did not receive any payment or distribution with respect to their shares pursuant to the sale of substantially all the Company’s assets.

The value of the assets sold on September 3, 2010 was $2,895,258 and the liabilities disposed of in the transaction were $3,455,623. The difference of $3,122,884 was recorded to additional paid in capital due to the primary debt relief in the transaction being debt owed to a related party.

In addition, MMAC entered into a new four year lease with Noreast Management, LLC, a company which is 91% owned by Burnham, for the Company’s current headquarters on substantially the same terms as the current lease with the Company.

Please refer to the Form 8-K filed with the SEC on September 16, 2010.

NOTE 4 – DISCONTINUED OPERATIONS (CONTINUED)

Ashley Andersen Zantop (“Andersen Zantop”), former CEO and President of the Company, Fell Herdeg (“Herdeg”), former CFO and Secretary of the Company, and Burnham, former Chairman and Director of Corporate Development of the Company, have been retained as employees by MMAC on substantially the same terms as their current employment with the Company. Andersen Zantop will serve as President and CEO of MMAC, Herdeg will serve as CFO of MMAC and Burnham will serve as Director of Corporate Development of MMAC. In addition, Burnham and Andersen Zantop will join the Board of Directors of MMAC.

On September 3, 2010 a group of Trudy shareholders including three Directors and one other employee of the Company sold a controlling interest of Trudy for $1.00 to an individual in a private transaction who appointed new management and elected a new Board of Directors. Recognizing this transaction the Company’s Board of Directors and senior management resigned effective September 3, 2010.

TRUDY CORPORATION

Notes to the Financial Statements

December 31, 2010 and March 31, 2010

On September 4, 2010 a group of Trudy shareholders including three Directors and one other employee of the Company sold a controlling interest of Trudy for $1.00 to an individual in a private transaction who appointed new management and elected a new Board of Directors. Recognizing this transaction the Company’s Board of Directors and senior management resigned effective September 4, 2010.

Assets Held for Sale

Since substantially all of the Company was sold prior to the quarter ended ~~September~~December 3031, 2010, the assets, liabilities and results of operations have been shown separately as discontinued operations on the accompanying balance sheets and statements of operations. Assets and liabilities of discontinued operations consisted of the following:

		September 30,		March 31,
				December 31,		March 31,
		~~2010~~		2010		2010
ASSETS
Current Assets
Current assets held for sale
Assets held for sale
	Cash and cash equivalents			$	-	$	94,954
Cash and cash equivalents	$	0	$	94,954
	Accounts receivable, net				-		994,945
Accounts receivable, net		0		994,945
	Inventory, net				-		1,390,503
Inventory, net		0		1,390,503
	Prepaid expenses and other current assets				-		169,762
Prepaid expenses and other current assets		0		169,762
		Total current assets			-		2,650,164
Total current assets		0		2,650,164
Long term assets held for sale
Assets held for sale
	Equipment, net				-		68,161
Equipment, net		0		68,161
	Royalty advances, net				-		247,436
Royalty advances, net		0		247,436
	Prepublication and other assets, net				-		452,700
Prepublication and other assets, net		0		452,700
	Prepaid acquisitions				-		327,586
Prepaid acquisitions		0		327,586
		Total other assets			-		1,095,883
Total other assets		0		1,095,883
		TOTAL ASSETS		$	-	$	3,746,047
Total assets	$	0	$	3,746,047
LIABILITIES
LIABILITIES
Current liabilities associated with assets held for sale
Current liabilities
	Notes payable – Bank			$	-	$	710,706
Current liabilities associated with assets held for sale
	Notes payable – Third party				-		429,251
Notes payable – Bank	$	0	$	710,706
	Notes payable – Related parties				-		2,680,701
Notes payable – Third party		0		429,251
	Accounts Payable – related parties				-		93,553
Notes payable – Related parties		0		2,680,701
	Accounts Payable and accrued expenses				-		1,504,240
Accounts Payable – related parties		0		93,553
	Deferred Revenue				-		224,355
Accounts Payable and accrued expenses		0		1,504,240
	Royalties and commissions payable				-		424,011
Deferred Revenue		0		224,355
		Total current liabilities			-		6,066,817
Royalties and commissions payable		0		424,011
		TOTAL LIABILITIES		$	-	$	6,066,817
Total Current Liabilities	$	0	$	6,066,817

~~Net~~NOTE ~~Sales~~4 ~~for~~– ~~the~~DISCONTINUED ~~six~~OPERATIONS ~~months ended September 30, 2010 and 2009 were $1,696,177 and $2,418,985, respectively.~~(CONTINUED)

NoAssets ~~gain~~Held ~~was~~for ~~recorded~~Sale on the disposal transaction due to the excess debt relief compared to the carrying value of the disposed assets on the sales transaction being from a related party. The value of the net assets sold on September 3, 2010 was $2,895,258. The liabilities disposed of in the transaction were $3,455,623. The difference of $3,122,884 was recorded to additional paid in capital due to the primary debt relief in the transaction being debt owed to a related party.(continued)

No gain was recorded on the disposal transaction due to the excess debt relief compared to the carrying value of the disposed assets on the sales transaction being from a related party. The value of the net assets sold on September 4, 2010 was $2,895,258. The liabilities disposed of in the transaction were $3,455,623. The difference of $3,122,884 was recorded to additional paid in capital due to the primary debt relief in the transaction being debt owed to a related party.

TRUDY CORPORATION

Notes to the Financial Statements

December 31, 2010 and March 31, 2010

a. Inventories

Inventories consist of the following:


	December 31,		March 31,
	2010		2010
Raw Materials	$	-	$	32,462
Finished Goods		-		1,636,004
Reserve for Obsolescence		-		277,963
Inventory	$	-	$	1,390,503

		September 30,		March 31,
		2010		2010
Raw Materials	$	0	$	32,462
Finished Goods		0		1,636,004
Reserve for Obsolescence		0		(277,963)
Inventory	$	0	$	1,390,503

b. Notes Payable, Bank and Related Parties

		September 30,		March 31,
		December 31,			March 31,
		2010		~~2010~~	2010
A revolving line of credit totaling $850,000. Interest is payable monthly equal to the Wall Street Journal reported prime rate plus 2.0% with interest rate not to be less than 7.5%. Borrowings are subject to a borrowing base equal to 80% of eligible accounts receivable. The note is also secured by all of the assets of the Company, a mortgage on the Company’s premises and a personal guarantee of a principal shareholder (William W. Burnham, Chairman of the Board).	$	0	$	710,706
Revolving line of credit (1)		$	-		$	710,706
Various notes payable, to principal shareholder (William W. Burnham, Chairman of the Board) due on demand. Interest is payable monthly at LIBOR + 1.25%.		0		2,680,701
Related party notes payable (2)			-			2,680,701
Notes payable, third party, due upon termination of the Asset Purchase Agreement. Interest accrues monthly at 7.0% on any unpaid principal and accrued interest.		0		429,251
Third party notes payable (3)			-			429,251
Total	$	0	$	3,820,658
Total Liabilities		$	-		$	3,820,658

3(1) A revolving line of credit totaling $850,000. ~~Continuing~~Interest ~~Operations~~is payable monthly equal to the Wall Street Journal reported prime rate plus 2.0% with interest rate not to be less than 7.5%. Borrowings are subject to a borrowing base equal to 80% of eligible accounts receivable. The note is also secured by all of the assets of the Company, a mortgage on the Company’s premises and a personal guarantee of a principal shareholder (William W. Burnham, Chairman of the Board).

(2) Various notes payable, to principal shareholder (William W. Burnham, Chairman of the Board) due on demand. Interest is payable monthly at LIBOR + 1.25%.

(3) Notes payable, third party, due upon termination of the Asset Purchase Agreement. Interest accrues monthly at 7.0% on any unpaid principal and accrued interest.

Continuing Operations

a. Notes Payable

		September 30,		March 31,
		December 31,			March 31,
		2010		~~2010~~	2010
Note payable, third party, due March 3, 2011. Interest accrues at an annual rate of 15.0% on any unpaid principal and accrued interest. Convertible in 6 months at par value. No beneficial conversion feature or derivative liability was recorded for this note at inception or at September 30, 2010 due to it not yet being convertible.	$	165,000	$	0
6% Note payable (1)		$	165,000		$	-
Note payable, third party, due September 3, 2010. The note does not bear any interest rate and is payable on or before December 31, 2010.		38,399		0
Non-interest bearing note payable (2)			8,399			-
Total	$	203,399	$	0
Total Notes Payable		$	173,399		$	-

10(1) See Note 6

(2) $50,000 of debt owed to Burnham due one year following the closing if and to the extent the Company has not spent the $50,000 of cash for general corporate purposes. The note bears no interest and is unsecured.

b. Equipment

The Company owns $165,000 in scaffolding equipment that will be used on the outside of buildings under construction to support the workers on the build. The expected useful life of the equipment is 20 years and the equipment will be placed in service on October 1, 2010. The equipment will be rented out to projects on a monthly or daily rental basis.

~~4. Recently~~NOTE ~~Issued~~5 ~~Accounting~~– ~~Pronouncements~~SIGNIFICANT AGREEMENTS

InOn ~~April~~October ~~2010~~1, ~~the FASB issued ASU No.~~ 2010~~-18~~ ~~regarding improving comparability by eliminating diversity in practice about~~ the ~~treatment~~Company ofentered ~~modifications~~into ofa ~~loans~~consulting ~~accounted~~agreement ~~for within pools under Subtopic 310-30 – Receivable – Loans and Debt Securities Acquired~~ with ~~Deteriorated~~an ~~Credit~~unrelated ~~Quality (“Subtopic 310-30”)~~party. ~~Furthermore, the amendments clarify guidance about maintaining the integrity of a pool as the unit of accounting for acquired loans with credit deterioration.~~ ~~Loans~~In ~~accounted~~exchange for ~~individually~~consulting ~~under~~services, ~~Subtopic 310-30 continue to be subject to~~ the ~~troubled~~Company ~~debt~~agreed ~~restructuring~~pay accounting provisions within Subtopic 310-40, Receivables—Troubled Debt Restructurings by Creditors. The amendments in this Update are effective for modifications of loans accounted for within pools under Subtopic 310-30 occurring in the ~~first~~following interim or annual period ending on or after July 15, 2010. The amendments are to be applied prospectively. Early adoption is permitted. The adoption of this ASU did not have a material impact on our financial statements.consideration:

In February 2010, the FASB issued ASU No. 2010-09 regarding subsequent events and amendments to certain recognition and disclosure requirements. Under this ASU, a public company that is a SEC filer, as defined, is not required to disclose the date through which subsequent events have been evaluated. This ASU is effective upon the issuance of this ASU. The adoption of this ASU did not have a material impact on our financial statements.10

InTRUDY January 2010, the FASB issued ASU No. 2010-06 regarding fair value measurements and disclosures and improvement in the disclosure about fair value measurements. This ASU requires additional disclosures regarding significant transfers in and out of Levels 1 and 2 of fair value measurements, including a description of the reasons for the transfers. Further, this ASU requires additional disclosures for the activity in Level 3 fair value measurements, requiring presentation of information about purchases, sales, issuances, and settlements in the reconciliation for fair value measurements. This ASU is effective for fiscal years beginning after December 15, 2010, and for interim periods within those fiscal years. We are currently evaluating the impact of this ASU; however, we do not expect the adoption of this ASU to have a material impact on our financial statements.CORPORATION

InNotes ~~June~~to ~~2009,~~ the Financial Accounting Standards Board (“FASB”) issued the FASB Accounting Standards Codification (the “ASC”). The ASC has become the single source of non-governmental accounting principles generally accepted in the United States (“GAAP”) recognized by the FASB in the preparation of financial statements. The Company adopted the ASC as of July 1, 2009. The ASC does not change GAAP and did not have an effect on the Company’s financial position, results of operations or cash flows.Statements

InDecember ~~May 2009~~31, the FASB issued ASC 855-10 entitled “Subsequent Events”. Companies are now required to disclose the date through which subsequent events have been evaluated by management. This was amended with ASU 2010~~-09~~ ~~in February of 2010 to enable companies to not disclose the specific date. Public entities (as defined) must conduct the evaluation as of the date the financial statements are issued,~~ and ~~provide~~March disclosure that such date was used for this evaluation. ASC 855-10 provides that financial statements are considered “issued” when they are widely distributed for general use and reliance in a form and format that complies with GAAP. ASC 855-10 is effective for interim and annual periods ending after June 1531, 2009 and must be applied prospectively. The adoption of ASC 855-10 upon inception did not have a significant effect on the Company’s financial statements as of that date or for the period then ended. In connection with preparing the accompanying financial statements for the periods ended September 30, 2010 ~~and 2009, management evaluated subsequent events through the date that such financial statements were issued.~~

100,000 Series B Preferred Stock (see Note 7)

150,000,000 Common Shares (see Note 8)

$5,000 per month payable from and only after the first tranche of money is received from an equity offering

Additional contingent fees based on services to be performed and capital to be raised

The agreement will remain in force until a private placement is completed or is terminated by either party upon 30 days’ notice.

On November 1, 2010 the Company entered into two management agreements with its two executives. The agreements entitled the executives to a combined total of 800,000,000 shares of common stock as a signing bonus. The Company valued the shares as described in Note 8. The Company also agreed to pay the executives total compensation of $230,000 to be earned over the one year agreement. As of December 31, 2010 the Company has recorded $37,808 in management fees and has recorded $37,808 in accrued salaries.

NOTE 6 – RELATED PARTY NOTES PAYABLE

On September 4, 2010 the Company entered into an agreement with a related party to purchase $165,000 of scaffolding equipment. As consideration for the purchase the Company signed a note agreement which is due on March 3, 2011, bears interest at 6% and is secured by the assets purchased. Upon default, the stated interest rate increases to 12% and becomes convertible into common stock at par. Due to the fact that the note is not convertible until it is in default, no beneficial conversion feature has been recorded. When and if the note becomes convertible, the Company will analyze the imbedded conversion feature in accordance with ASC 470 to determine whether a beneficial conversion feature exists. As of December 31, 2010 the Company has recorded $3,228 in interest expense and accrued interest payable.

NOTE 7 – PREFERRED STOCK

The Company is authorized to issue 200,000,000 shares of par value $0.00001 preferred stock consisting of 1,000,000 Series A Preferred, 10,000,000 shares of Series B Preferred, 10,000,000 Series C Preferred, 30,000,000 Series D Preferred, and the remaining 149,000,000 in yet to be determined series of preferred stock.

On October 1, 2010 the Company entered into a consulting agreement wherein the Company agreed to issue 100,000 Series B Preferred stock valued at $2.50 per share based on the fair value of the services received. The Company recorded a corresponding expense of $250,000 as professional fees. As of December 31, 2010 the Company has not issued this stock and it has been recorded as a stock subscription payable. The Company anticipates issuing this stock in the subsequent quarter.

NOTE 8 – COMMON STOCK

On October 1, 2010 the Company entered into a consulting agreement wherein the Company agreed to issue 150,000,000 shares of common stock value at $0.0003 per share based on the quoted market price on the date of issuance. Due to the fact that the agreement is cancellable by either party upon 30 days’ notice and the shares are fully vested at issuance, the Company recorded a corresponding expense of $45,000 as professional fees. As of December 31, 2010 the Company has not issued this stock and it has been recorded as a stock subscription payable. The Company anticipates issuing this stock in the subsequent quarter.

On November 1, 2010 the Company issued 800,000,000 shares of common stock to two Company executives for services valued at $0.0003 per share based on the quoted market price of the stock on the date of issuance. The Company recorded a corresponding expense of $240,000 as salaries and wages.

NOTE 9 – SUBSEQUENT EVENTS

On January 18, 2011 The Company acquired 100% of the outstanding shares of Alberta Scaffolding (“Alberta”) for 100,000 shares of the Company’s Preferred Class D stock and 150,000,000 shares of the Company’s common stock. As of the closing date the officers and directors of Alberta resigned with new officers and directors to be appointed by the Company.

In accordance with ASC 855, management evaluated subsequent events through the date these financial statements were issued and the Company had no additional material subsequent events to report.

~~Item~~ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF DISCONTINUED OPERATIONS

~~MANAGEMENT'S~~NET ~~DISCUSSION~~SALES ~~AND~~FROM ~~ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF~~ DISCONTINUED OPERATIONS

~~NET SALES FROM DISCONTINUED OPERATIONS~~Overview

~~Overview~~Three months ended December 31, 2010 compared to the three months ended December 31, 2009

~~Three~~During the three months ended ~~September~~December 3031, 2010 the company had no revenue from continuing operations. The Company had $629,347 in operating expenses from continuing operations compared to $0 in 2009. This increase is due to the 3fact that the company sold its operations effective September 4, 2010 and re-entered the development stage. The $629,347 in operating expenses consists of $347,147 in professional fees, $277,808 in salaries and wages, and $4,392 in general and administrative expenses. The Company also had $2,623 in interest expense. As a result of the above the Company recorded a net loss from continuing operations of $631,970 for the three months ended ~~September~~December 3031, 2010 as compared to $0 for the three month period ended December 31, 2009.

~~Net~~Our ~~Sales~~net loss from discontinued operations for the ~~Company’s~~three ~~September~~months ~~quarter~~ended ofDecember ~~fiscal~~31, ~~2011 decreased -54.5% versus the comparable quarter of fiscal~~ 2010. ~~The decline~~ was due to a shortened quarter due to the asset sale on September 3 and a reduction in holiday business from a major customer. Product costs from discontinued operations increased from 51.6% in the quarter ended September 30, 2009 to 53.1% in the current quarter as a result of an increase in lower margin sales to balance inventories, and continuing increases in manufacturing costs from vendors in China. The three month period resulted in a net loss from discontinued operations of $~~591,450~~0 ~~versus~~resulting ~~a net loss of $360,457 for the prior year. The three month period resulted~~ in a net loss ~~from continuing operations~~ of $6631,~~005~~970.

~~Six~~Nine months ended ~~September~~December 3031, 2010 compared to the ~~six~~nine months ended ~~September~~December 3031, 2009

~~Net~~During ~~Sales from discontinued operations for~~ the ~~first~~nine ~~six~~ months ofended ~~fiscal~~December ~~2011~~31, ~~decreased~~2010 ~~-29.9% versus~~ the ~~comparable~~company ~~six~~had ~~months~~no ofrevenue ~~fiscal~~from ~~2010~~continuing ~~due~~operations. The toCompany ahad ~~nearly~~$634,747 ~~33%~~in ~~shortened~~operating ~~September~~expenses ~~Quarter due to the September 3 asset sale and certain non repeating orders~~ from ~~certain~~continuing ~~warehouse~~operations ~~club~~compared ~~and direct~~ to ~~consumer~~$0 ~~distributor~~in ~~customers~~2009. This ~~Product~~increase ~~costs~~is ~~from~~due ~~discontinued~~to ~~operations~~the ~~increased~~fact ~~from~~that ~~43.1%~~the ~~for~~company ~~the~~sold ~~six~~its ~~months~~operations ~~ended~~effective September 304, ~~2009~~2010 toand ~~51.9%~~re-entered in the ~~current~~development ~~six~~stage. The ~~month~~$634,747 ~~period~~in ~~again~~operating asexpenses aconsists ~~result~~ of an$652,547 ~~increase~~ in ~~inventory~~professional ~~balancing~~fees, ~~efforts~~$277, ~~sales~~808 atin ~~reduced~~salaries ~~margins~~ and ~~continuing~~wages, ~~increases~~and $4,392 in ~~manufacturing~~general ~~costs~~and ~~from~~administrative ~~vendors in China~~expenses. The ~~six~~Company ~~month~~also ~~period~~had ~~operations~~$3,228 ~~resulted~~ in ainterest ~~net~~expense. As ~~loss~~a ~~from~~result ~~discontinued~~of ~~operations~~the ofabove ~~$832,931~~the ~~versus~~Company recorded a net loss from continuing operations of $~~562~~637,~~342~~975 for the ~~prior~~three ~~year. The~~months ~~three~~ended ~~month~~December ~~period~~31, ~~resulted~~2010 inas acompared ~~net~~to ~~loss~~$0 ~~from~~for ~~continuing~~the ~~operations~~three ofmonth $6period ended December 31,~~005.~~ 2009.

~~Three~~Our net loss from discontinued operations for the nine months ended ~~September~~December 3031, 2010 ~~compared~~was to$832,931 ~~the~~resulting ~~three~~in ~~months~~a ~~ended~~net ~~September~~loss ~~30,~~of ~~2009~~$1,470,906.

AsCritical ~~noted~~Accounting above, net sales from discontinued operations of $594,784 for the second quarter of fiscal 2011 decreased -54.5% versus the comparable quarter’s sales of $1,308,381 a year ago. The decrease was largely due to the shortened sales quarter due to the asset sale on September 3, 2010. Also, several channels of trade experienced decreased sales from discontinued operations for the quarter including, but not limited to direct-to-consumer accounts, domestic warehouse club distributors and direct-to-consumer book distributors.Estimates

~~Six~~Management ~~months~~has ~~ended~~considered ~~September~~all ~~30,~~recent ~~2010~~accounting ~~compared~~pronouncements toissued since the ~~six~~last ~~months~~audit ~~ended~~of ~~September~~the ~~30,~~Company’s ~~2009~~financial statements. The Company’s management believes that these recent pronouncements will not have a material effect on the Company’s financial statements.

AsLiquidity ~~noted~~and ~~above,~~Capital ~~net~~Resources ~~sales from discontinued operations of $1,696,177~~ for ~~the~~Discontinued ~~first six months of fiscal 2011 decreased -29.9% versus the comparable year’s six month sales of $2,418,985 a year ago.~~ Operations

InAs ~~addition~~of toDecember ~~the~~31, ~~shortened~~2010, ~~selling~~we ~~period~~had ~~due~~total tocurrent ~~the~~assets ~~September~~of ~~3 asset sale~~$579, ~~several~~consisting ~~channels~~entirely of ~~trade~~cash. Our ~~experienced~~total ~~decreased~~current ~~sales~~liabilities ~~from~~as ~~discontinued~~of ~~operations~~December ~~for~~31, ~~the~~2010 ~~six~~were ~~months~~$266,185, ~~including~~consisting of $54,978 ~~but~~in ~~not~~Accounts ~~limited~~Payable toand ~~direct~~Accrued Expenses-~~to-consumer~~Related ~~accounts~~Party, ~~domestic~~$37,808 ~~warehouse~~in ~~club~~accrued ~~distributors~~salaries, $8,399 in Notes Payable and ~~direct-to-consumer~~$165,000 ~~book~~in ~~distributors~~Related Party Notes Payable. Thus, we have a working capital deficit of $265,606 as of December 31, 2010.

~~COST~~We OFused ~~SALES~~$7,820 ~~FROM~~of ~~DISCONTINUED~~cash ~~OPERATIONS~~from continuing operating activities during the nine months ended December 31, 2010 compared to $0 during the nine months ended December 31, 2009. Since re-entering the development stage on September 4, 2010, we have used $7,820 in cash from operating activities.

~~Three~~We used $0 of cash from continuing investing activities during the nine months ended ~~September~~December 3031, 2010 compared to $0 during the ~~three~~nine months ended ~~September~~December 3031, 2009. Since re-entering the development stage on September 4, 2010, we have used $0 in cash from investing activities.

~~The~~We ~~Company’s~~used ~~cost~~$30,000 of ~~sales~~cash from ~~discontinued~~continuing ~~operations~~financing ~~for~~activities during the ~~quarter~~nine months ended ~~September~~December 3031, 2010 ~~decreased~~compared ~~$360,295~~to ~~from~~ $~~922,683~~0 induring the ~~prior~~nine ~~year’s~~months ~~quarter~~ended toDecember ~~$562~~31,~~388~~ ~~in the current year, a decrease of 39~~2009.~~0%.~~ Since ~~Cost~~re-entering ~~of sales from discontinued operations as a percentage of net sales from discontinued operations increased from 70.5% to 94.6% in~~ the ~~current~~development ~~quarter~~stage ~~primarily~~on asSeptember a4, ~~result~~2010, ofwe ~~increased~~have ~~amortization~~used ~~expenses related to the disposal of the assets held for sale~~$30,000 ~~and~~ in ~~smaller~~cash ~~part as a result of an increase in direct product costs~~ from ~~the~~financing ~~Company’s manufacturers in China and lower margin sales to balance inventories~~activities.

12Net cash used in discontinued operations was ($56,555) and $50,926 for the nine months ended December 31, 2010 and 2009, respectively.

~~Six months ended September 30, 2010 compared to the six months ended September 30, 2009~~12

~~The~~Going Company’s cost of sales from discontinued operations for the six months ended September 30, 2010 decreased $253,433 from $1,547,505 in the prior year’s six month period to $1,294,072 in the current year’s six month period, a decrease of 16.4%. Cost of sales from discontinued operations as a percentage of net sales from discontinued operations increased from 63.9% to 76.3% primarily as a result of increased amortization expenses related to the disposal of the assets held for sale, and in smaller part as a result of an increase in direct product costs from the Company’s manufacturers in China and lower margin sales to balance inventories. Concern

~~GROSS~~The ~~PROFIT~~Company's ~~FROM~~financial ~~DISCONTINUED~~statements ~~OPERATIONS~~are prepared using accounting principles generally accepted in the United States of America applicable to a going concern which contemplates the realization of assets and liquidation of liabilities in the normal course of business. The Company has not yet established an ongoing source of revenues sufficient to cover its operating costs and allow it to continue as a going concern. The ability of the Company to continue as a going concern is dependent on the Company obtaining adequate capital to fund operating losses until it becomes profitable. If the Company is unable to obtain adequate capital, it could be forced to cease operations. The Company has had no revenues, generated a net loss from continuing operations of $637,975 during the nine months ended December 31, 2010 and has generated an accumulated deficit during since reentering the development stage of approximately $637,975 as of December 31, 2010.

~~Three~~In ~~months~~order ~~ended~~to ~~September~~continue 30as a going concern, ~~2010~~the ~~compared~~Company will need, among other things, additional capital resources. Management's plan is to obtain such resources for the ~~three~~Company ~~months~~by ~~ended~~seeking ~~September~~equity ~~30,~~and/or ~~2009~~debt financing. However management cannot provide any assurances that the Company will be successful in accomplishing any of its plans.

The ~~resulting~~ability ~~gross~~of ~~profit~~the ~~from~~Company ~~discontinued~~to ~~operations~~continue ~~for~~as a going concern is dependent upon its ability to successfully accomplish the ~~quarter~~plans ~~ended~~described ~~September~~in ~~30,~~the ~~2010~~preceding ~~decreased~~paragraph ~~91.6%~~and ~~from~~eventually ~~$385,698~~secure toother ~~$32,396~~sources of financing and attain profitable operations. The ~~gross~~accompanying ~~margin~~financial ~~was~~statements ~~29.5%~~do innot ~~the~~include ~~prior~~any ~~comparable~~adjustments ~~quarter~~that ~~versus~~might ~~5.4%~~be innecessary if the ~~current~~Company ~~year’s~~is ~~quarter.~~unable to continue as a going concern.

~~Six~~Off ~~months~~Balance ~~ended~~Sheet ~~September 30, 2010 compared to the six months ended September 30, 2009~~Arrangements

~~The~~As ~~resulting~~of ~~gross~~December ~~profit from discontinued operations for the six months ended September 30~~31, 2010 ~~decreased 53.9% from $872~~,~~518~~ tothere ~~$402,105.~~were ~~The~~no ~~gross~~off ~~margin~~balance ~~was~~sheet 36arrangements.~~1% in the prior year’s comparable six month period versus 23.7% in the current year’s six month period.~~

~~SELLING,~~Discontinued ~~GENERAL & ADMINISTRATIVE COSTS FROM DISCONTINUED OPERATIONS.~~ Operations

~~Three~~The ~~months~~Company’s ~~ended~~children’s publishing operations, sold as of September 304, 2010, ~~compared~~suffered torecurring ~~the~~losses ~~three~~from ~~months~~operations ~~ended~~and ~~September~~had ~~30,~~a ~~2009~~deficiency in net assets.

~~The~~On ~~Company’s selling, general, and administrative costs from discontinued operations decreased 23.2% or $167,089 to $551,534 for the three months ended~~ September 304, 2010 ~~versus $718,623 for~~ the ~~three~~Company ~~months~~closed ~~ended~~on ~~September~~its ~~30,~~previously-announced ~~2009. As~~transaction ~~a percentage of net sales from discontinued operations, selling, general~~ and ~~administrative~~sold ~~expenses~~substantially ~~from~~all ~~discontinued operations increased from 54.9%~~ of ~~net~~its ~~sales~~assets ~~from discontinued operations from the prior comparable quarter~~ to ~~92.7%~~MMAC, ofLLC, ~~net~~a ~~sales~~Delaware ~~from~~limited ~~discontinued~~liability ~~operations~~company in(“MMAC”), ~~the~~which ~~current~~also ~~fiscal~~assumed ~~year.~~certain ~~This~~liabilities ~~was primarily attributable to increased legal and amortization expenses related to the disposal~~ of ~~the assets held for sale which heretofore were capitalized~~Trudy.

The ~~Company~~assets sold consisted of Trudy’s ~~selling,~~on-going ~~general,~~business ~~and~~as ~~administrative~~a ~~costs~~publisher ~~from~~of ~~continuing~~children’s ~~operations~~educational ~~was~~story $5and novelty books,~~400~~ audiobooks and plush toys.

~~Six~~The ~~months~~consideration ~~ended~~being ~~September~~paid 30by MMAC for the Company’s assets consists of the following: (1) the assumption of substantially all of the secured and unsecured liabilities of the Company, ~~2010~~including ~~compared~~loans from an affiliate of MMAC to the ~~six~~Company ~~months~~in ~~ended~~the ~~September~~principal 30amount of $545,000 ~~2009~~and with the exception of $2.7 million of personal debt owed to a principal shareholder and Chairman of the Company, William W. Burnham (“Burnham”); and (2) upon the completion of the final calculation of the net asset value of the Company (estimated to be completed approximately 90-120 days from the closing) an equity interest in MMAC, estimated to be in the range of 4.75%, subject, however, to possible adjustment upon the final determination of such net asset value. In view of the initial determination at closing of the Company’s net asset value, the previously announced Buyer Note from MMAC to Trudy in the principal amount of $225,000 was not issued.

The ~~Company’s~~amount ~~selling,~~of ~~general,~~such ~~and~~consideration ~~administrative~~was ~~costs~~determined ~~from~~by ~~discontinued~~the ~~operations~~Company ~~decreased~~and ~~20.0%~~MMAC orin ~~$274,523~~arm’s tolength ~~$1,103,804~~negotiations. ~~for~~Factors ~~the~~taken ~~six~~into ~~months~~consideration ~~ended~~in ~~September~~the ~~30,~~negotiations ~~2010~~included ~~versus~~the ~~$1,378,327~~Company’s ~~for~~then ~~the~~current ~~six~~financial ~~months~~condition ~~ended~~and ~~September~~future 30prospects, ~~2009. As~~the aCompany’s ~~percentage~~results of ~~net sales from discontinued~~ operations, ~~selling,~~the ~~general~~value ~~and administrative expenses from discontinued operations increased from 57.0%~~ of ~~net sales from discontinued operations from~~ the ~~prior year~~Company’s ~~six~~assets ~~month~~and ~~period to 65.1% of net sales from discontinued operations in~~ the ~~current year~~Company’s ~~six~~banking ~~month period. This was again primarily attributable increased legal~~ and ~~amortization~~shareholder ~~expenses~~obligations, ~~related~~together towith ~~the~~those ~~disposal~~ of the ~~assets~~Company’s ~~held~~other ~~for~~creditors, ~~sale~~both ~~which~~secured ~~heretofore~~and ~~were capitalized~~unsecured.

~~The~~Upon ~~Company’s~~determination ~~selling~~of the final percentage equity interest as described above, ~~general~~MMAC will transfer such equity to the Company which will simultaneously transfer it to Burnham in consideration of the cancellation by Burnham of the $2.7 million of personal debt owed by the Company to him. Excepted from cancellation is $50,000 of debt owed to Burnham which will remain outstanding and ~~administrative~~which ~~costs~~will ~~from~~be ~~continuing~~repaid ~~operations~~to ~~was~~Burnham one year following the closing if and to the extent the Company has not spent the $550,~~400~~000 of cash it will retain at the closing for general corporate purposes. The $38,399 note is the balance remaining and due to Burnham.

~~LOSS~~At ~~FROM~~the ~~DISCONTINUED~~closing, ~~OPERATIONS~~as required by agreement of the parties, Burnham made a capital contribution to MMAC of cash in the amount of $175,000 and a $25,000 promissory note. Adjustment upward or downward of such $200,000 in the aggregate may be made upon final determination of the net asset value of the Company as of August 26, 2010.

~~Three~~Holders ~~months~~of ~~ended~~Trudy’s ~~September~~common ~~30,~~stock ~~2010~~did ~~compared~~not receive any payment or distribution with respect to their shares pursuant to the ~~three~~sale ~~months~~of ~~ended~~substantially ~~September~~all ~~30,~~the ~~2009~~Company’s assets.

~~For the quarter ended September 30, 2010, the loss from discontinued operations prior to other income/expense was $519,139 versus a loss of $332,935 for the prior year’s quarter.~~ 13

~~For~~In ~~the~~addition, ~~quarter~~MMAC ~~ended~~entered ~~September~~into 30a new four year lease with Noreast Management, ~~2010~~LLC, a company which is 91% owned by Burnham, for the ~~loss~~Company’s ~~from~~current ~~continuing~~headquarters ~~operations~~on ~~prior~~substantially tothe ~~other~~same ~~income/expense~~terms ~~was~~as ~~$5,400~~the current lease with the Company.

13Ashley Andersen Zantop (“Andersen Zantop”), former CEO and President of the Company, Fell Herdeg (“Herdeg”), former CFO and Secretary of the Company, and Burnham, former Chairman and Director of Corporate Development of the Company, have been retained as employees by MMAC on substantially the same terms as their current employment with the Company. Andersen Zantop will serve as President and CEO of MMAC, Herdeg will serve as CFO of MMAC and Burnham will serve as Director of Corporate Development of MMAC. In addition, Burnham and Andersen Zantop will join the Board of Directors of MMAC.

~~Six~~Please ~~months~~refer ~~ended~~to ~~September~~the ~~30,~~Form ~~2010~~8-K ~~compared~~filed towith the ~~six~~SEC ~~months~~on ~~ended~~ September 3016, ~~2009~~2010.

~~For~~On ~~the~~September ~~six~~4, ~~months~~2010 ~~ended~~a ~~September~~group ~~30,~~of ~~2010,~~Trudy shareholders including three Directors and one other employee of the ~~loss~~Company ~~from~~sold ~~discontinued~~a ~~operations~~controlling ~~prior~~interest toof ~~other~~Trudy ~~income/expense~~in ~~was~~a private transaction for total consideration of $~~701,699~~1.00 ~~versus~~to an individual who appointed new management and elected a ~~loss~~new Board of ~~$505,809~~Directors. ~~for~~Recognizing ~~the~~this ~~prior~~transaction ~~year~~the Company’s ~~comparable~~Board ~~six~~of ~~month~~Directors ~~period~~and senior management resigned effective September 4, 2010.

For the six months ended September 30, 2010, the loss from continuing operations prior to other income/expense was $5,400.

OTHER INCOME/EXPENSE FROM DISCONTINUED OPERATIONS.

Three months ended September 30, 2010 compared to the three months ended September 30, 2009

The Company’s other expense from discontinued operations for the quarter ended September 30, 2010 was $72,286 versus expense of $27,532 for the quarter ended September 30, 2009. The increase is primarily a result of increased borrowing costs.

The Company’s other expense from continuing operations for the quarter ended September 30, 2010 was $605.

Six months ended September 30, 2010 compared to the six months ended September 30, 2009

The Company’s other expense from discontinued operations for the six months ended September 30, 2010 was $131,206 versus expense of $56,533 for the six months ended September 30, 2009. The increase is primarily a result of increased borrowing costs.

The Company’s other expense from continuing operations for the six months ended September 30, 2010 was $605.

NET LOSS FROM DISCONTINUED OPERATIONS.

Three months ended September 30, 2010 compared to the three months ended September 30, 2009

As a result of the items discussed above, the Company’s net loss from discontinued operations for the quarter ended September 30, 2010 was $591,405 compared to a net loss from discontinued operations of $360,457 for the comparable prior quarter.

The Company’s net loss from continuing operations for the quarter ended September 30, 2010 was $6,005.

Six months ended September 30, 2010 compared to the six months ended September 30, 2009

As a result of the items discussed above, the Company’s net loss from discontinued operations for the six months ended September 30, 2010 was $832,931 compared to a net loss from discontinued operations of $562,342 for the comparable prior year period.

The Company’s net loss from continuing operations for the six months ended September 30, 2010 was $6,005.

Critical Accounting Estimates

Management's discussion and analysis of financial condition and results of operations are based upon the Company's financial statements which have been prepared in accordance with accounting principles generally accepted in the United States of America. The preparation of these financial statements requires the Company to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses and related disclosures. On an ongoing basis, the Company evaluates its estimates and judgments based on historical experience and various other factors that are believed to be reasonable under the circumstances. Actual results may differ from these estimates under different assumptions or conditions. The Company annually reviews its financial reporting and disclosure practices and accounting policies to ensure that its financial reporting and disclosures provide accurate and transparent information relative to the current economic and business environment. The Company believes that of its significant accounting policies (see summary of significant accounting policies more fully described in Note 2 to our financial statements), the following policies involve a higher degree of judgment and/or complexity:

Pre-Publication Costs

Pre-publication costs are title development costs including but not limited to authors, illustrators and other artists, narration, audio production, and studio time for recording and mixing final audio products. These costs are capitalized through the date of publication. At the date of publication the costs begin amortization on an accelerated method over their expected revenue generating lives. The accelerated method is based on historical and future expected sales.

Prepaid Catalog Costs

Catalogs and brochures are amortized over the period benefited, not to exceed the publication date of the subsequent brochure or twelve months, whichever is less.

Inventory

The Company writes down its inventories for estimated slow moving and obsolete goods based upon historical selling patterns, assumptions about future demand and market conditions. A significant sudden increase in the demand for the Company’s products could result in a short-term increase in the cost of inventory purchases while a significant decrease in demand could result in an increase in the amount of excess inventory quantities on-hand. Additionally, the Company’s estimates of future product demand may prove to be inaccurate, in which case the Company may have understated or overstated the write-down required for excess and obsolete inventory. In the future, if the Company’s inventory is determined to be overvalued, it would be required to recognize such costs in its cost of goods sold at the time of such determination. Likewise, if the Company does not properly estimate the lower of cost or market of its inventory and it is therefore determined to be undervalued, it may have over-reported its cost of goods sold in previous periods and would be required to recognize such additional operating income at the time of sale. Therefore, although the Company makes every effort to ensure the accuracy of its forecasts of future product demand, any significant unanticipated changes in demand could have a significant impact on the value of the Company’s inventory and its reported operating results.

Liquidity and Capital Resources for Discontinued Operations

	For the Period Ended September 30, 2010	For the Period Ended March 31, 2010	Variance	% Change
Net assets (deficiency)	($5,699)	($2,320,770)	$2,315,071	99.8%
Working capital (deficiency)	(170,699)	(3,416,653)	3,245,954	95.0
Accounts payable and accrued expenses	6,720	1,504,240	(1,497,520)	-99.6
Royalties and commissions payable	0	424,011	(424,011)	-100.0
Accounts receivable, net	0	994,945	(994,945)	-100.0

The Company’s children’s publishing operations, sold as of September 3, 2010, suffered recurring losses from operations and had a deficiency in net assets.

On September 3, 2010 the Company closed on its previously-announced transaction and sold substantially all of its assets to MMAC, LLC, a Delaware limited liability company (“MMAC”), which also assumed certain liabilities of Trudy.

The assets sold consisted of Trudy’s on-going business as a publisher of children’s educational story and novelty books, audiobooks and plush toys.

The consideration being paid by MMAC for the Company’s assets consists of the following: (1) the assumption of substantially all of the secured and unsecured liabilities of the Company, including loans from an affiliate of MMAC to the Company in the principal amount of $545,000 and with the exception of $2.7 million of personal debt owed to a principal shareholder and Chairman of the Company, William W. Burnham (“Burnham”); and (2) upon the completion of the final calculation of the net asset value of the Company (estimated to be completed approximately 90-120 days from the closing) an equity interest in MMAC, estimated to be in the range of 4.75%, subject, however, to possible adjustment upon the final determination of such net asset value. In view of the initial determination at closing of the Company’s net asset value, the previously announced Buyer Note from MMAC to Trudy in the principal amount of $225,000 was not issued.

Upon determination of the final percentage equity interest as described above, MMAC will transfer such equity to the Company which will simultaneously transfer it to Burnham in consideration of the cancellation by Burnham of the $2.7 million of personal debt owed by the Company to him. Excepted from cancellation is $50,000 of debt owed to Burnham which will remain outstanding and which will be repaid to Burnham one year following the closing if and to the extent the Company has not spent the $50,000 of cash it will retain at the closing for general corporate purposes. The $38,399 note is the balance remaining and due to Burnham.

Holders of Trudy’s common stock did not receive any payment or distribution with respect to their shares pursuant to the sale of substantially all the Company’s assets.

Please refer to the Form 8-K filed with the SEC on September 16, 2010.

On September 3, 2010 a group of Trudy shareholders including three Directors and one other employee of the Company sold a controlling interest of Trudy in a private transaction for total consideration of $1.00 to an individual who appointed new management and elected a new Board of Directors. Recognizing this transaction the Company’s Board of Directors and senior management resigned effective September 3, 2010.

At September 30, 2010 the Company had a deficiency of net assets of $5,699 versus a deficiency of $2,320,770 at March 31, 2010. Working capital improved by $3,245,954 from a deficiency of $3,416,653 to a deficiency of $170,699 as of September 30, 2010.

Accounts payable and accrued expenses associated with assets held for sale decreased $1,497,520 versus the prior year from $1,504,240 to $6,720 at September 30, 2010. Royalties and commissions payable associated with assets held for sale decreased $424,011 versus the prior year from $424,011 at March 31, 2010 to $0 at September 30, 2010. Accounts receivable held for sale decreased from $994,945 at March 31, 2010 to $0 at September 30, 2010.

Item 3. Quantitative and Qualitative Disclosures about Market Risk

Not applicable.

Item 4. Controls and Procedures

There was no change in our internal control over financial reporting during the quarter ended ~~September~~December 3031, 2010, that materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

The Company’s Chief Executive Officer and the Chief Financial Officer conducted an evaluation of the Company’s critical disclosure controls and procedures (as defined in Rule 13a-15(e) under the Securities Exchange Act of 1934) as of March 31, 2010. Management updated that evaluation as of ~~September~~December 3031, 2010 and identified the following weaknesses:

(i) The Company does not have adequate office and financial staffing in place to effectively control the level of transaction activity and consistently address the complex accounting matters that arise. (ii) A principal shareholder and Director of the Company who is involved in certain functions of the daily operations of the Company, could in theory override normal operating procedures. (iii) The Company currently does not have an Audit Committee.

16The Company does not have adequate office and financial staffing in place to effectively control the level of transaction activity and consistently address the complex accounting matters that arise.

Given the above identified matters, with the change in operations and Management, Management believes that disclosure controls and procedures are now effective and these identified matters have been remedied as of September 30, 2010. A control system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met. Further, the design of a control system must reflect the fact that there are resource constraints and the benefits of controls must be considered relative to their costs. Because of the inherent limitations in control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within the registrant would be detected.(ii)

A principal shareholder and Director of the Company who is involved in certain functions of the daily operations of the Company, could in theory override normal operating procedures.

(iii)

The Company currently does not have an Audit Committee.

Given the above identified matters, Management believes that disclosure controls and procedures are not effective and these identified matters have been remedied as of December 31, 2010. A control system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met. Further, the design of a control system must reflect the fact that there are resource constraints and the benefits of controls must be considered relative to their costs. Because of the inherent limitations in control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within the registrant would be detected.

Forward-looking Statements

We have made forward-looking statements in this report that are subject to a number of risks and uncertainties, including without limitation, those described in our Annual Report on Form 10-K for the year ended March 31, 2010 and other risks and uncertainties indicated from time to time in our filings with the SEC. These forward-looking statements are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements include the information concerning possible or assumed future results of operations. Also, when we use words such as "believes," "expects," "anticipates" or similar expressions, we are making forward-looking statements. Readers should understand that the following important factors, in addition to those discussed in the referenced SEC filings, could affect our future financial results, and could cause actual results to differ materially from those expressed in our forward-looking statements:

* The implementation of our strategies;

* The availability of additional capital;

* Variations in stock prices and interest rates;

* Fluctuations in quarterly operating results; and

* Other risks and uncertainties described in our filings with the SEC.

We make no commitment to disclose any revisions to forward-looking statements, or any facts, events or circumstances after the date hereof that may bear upon forward-looking statements.

PART II OTHER INFORMATION

~~Item~~ITEM 1. Legal Proceedings

~~Legal Proceedings~~None.

~~None~~ITEM 2. Changes in Securities

~~Item 2~~None.

~~Changes~~ITEM in3. Defaults upon Senior Securities

None.

~~Item~~ITEM 34. Removed and Reserved

~~Defaults~~ITEM ~~upon~~5. ~~Senior~~Other ~~Securities~~Information

None.

~~Item~~ITEM 46. Exhibits.

Removed and Reserved


(a)	Exhibits
3a.	Certificate of Incorporation (incorporated by reference to the Company's registration statement on Form S-18 (file number 33-14379B)).

3b.	Certificate of Amendment of Certificate of Incorporation (incorporated by reference to the Company's registration statement on Form S-18 (file number 33-14379B)).

3c.	By-laws of Company (incorporated by reference to the Company's registration statement on Form S-18 (file number 33-14379B)).

3d.	Certificate of Incorporation of Norwest Manufacturing Company (incorporated by reference to the Company's registration statement on Form S-18 (file number 33-14379B)).

3e.	Certificate Amending Certificate of Incorporation of Norwest Manufacturing Company dated December 5, 1979 (incorporated by reference to the Company's registration statement on Form S-18 (file number 33-14379B)).

3f.	Certificate Amending Certificate of Incorporation of Trudy Toys Company, Inc. dated March 27, 1984 (incorporated by reference to the Company's registration statement on Form S-18 (file number 33-14379B)).

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

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

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

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

~~Item 5.~~15

~~Other Information~~SIGNATURES

~~None~~In accordance with the requirements of the Exchange Act, the Registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

17TRUDY CORPORATION

~~Item 6.~~(REGISTRANT)

~~Exhibits.~~Date: February 22, 2011

(a)	Exhibits
3a.	Certificate of Incorporation (incorporated by reference to the Company's registration statement on Form S-18 (file number 33-14379B)).
3b.	Certificate of Amendment of Certificate of Incorporation (incorporated by reference to the Company's registration statement on Form S-18 (file number 33-14379B)).
3c.	By-laws of Company (incorporated by reference to the Company's registration statement on Form S-18 (file number 33-14379B)).
3d.	Certificate of Incorporation of Norwest Manufacturing Company (incorporated by reference to the Company's registration statement on Form S-18 (file number 33-14379B)).
3e.	Certificate Amending Certificate of Incorporation of Norwest Manufacturing Company dated December 5, 1979 (incorporated by reference to the Company's registration statement on Form S-18 (file number 33-14379B)).
3f.	Certificate Amending Certificate of Incorporation of Trudy Toys Company, Inc. dated March 27, 1984 (incorporated by reference to the Company's registration statement on Form S-18 (file number 33-14379B)).
31.1	Certification of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2	Certification of Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1	Certification of Chief Executive Officer Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.2	Certification of Chief Financial Officer Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

By: /s/ Stan Larson

~~SIGNATURES~~Stan Larson, President

~~In accordance with the requirements of the Exchange Act, the Registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.~~16

TRUDY CORPORATION

(REGISTRANT)

Date: December 16, 2010

By: /s/ Stan Larson

Stan Larson,

President

Filing Compare · TRUDY CORP