UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C.  20549
FORM 10-Q


x
xQUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 2011

                                                               OR

For the quarterly period ended December 31, 2010
oTRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

OR

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

For the transition period from : Not applicable

Commission file number 0-4454

INTERDYNE  COMPANY
(Exact (Exact name of registrant as specified in its charter)

CALIFORNIA95-2563023
(State (State or other jurisdiction of incorporation or organization)(I.R.S.     (I.R.S.  Employer Identification No.)
26 Briarwood, Irvine, California92604
(Address (Address of principal executive offices)(Zip Code)


Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.  Yes xNoo

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 definitions of "large“large accelerated filer," "accelerated filer"” “accelerated filer” and "smaller“smaller reporting company"company” in Rule 12b-2 of the Exchange Act. (Check one):

Large acceleratedLargeaccelerated filer   o
o
Accelerated filer     o
Non-accelerated filer o
o
Smaller reporting companyx
(do not check if a smaller reporting company)x

(do not check if a smaller reporting company)
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).  Yesx Noo

As of January 31,May 3, 2011, there were 39,999,942 shares of Common Stock, no par value, issued and outstanding.

Exhibit Index Page No.:  None
 


 
 

 
 
INTERDYNE COMPANY

INDEX

FORM 10-QFINANCIAL INFORMATION

INDEX


  Page No.
Item 1.  Financial Statements 
PART I.   FINANCIAL INFORMATION 
   
Item 1.Financial Statements 
 
3
   
 4
   
 5
 
 6
Item 2.9
Item 3.9
PART II.  OTHER INFORMATION
Item 6.10
   
 Notes to Financial Statements     6
Item 2.  9
Item 4.Controls and Procedures  9
PART II.  OTHER INFORMATION
Item 6.Exhibits10
Signatures11

 
2


Part I. Financial Information
FINANCIAL INFORMATION
 
Item 1.     Financial Statements
INTERDYNE COMPANY
BALANCE SHEETSHEETS
  Mar 31, 2011  Jun 30, 2010 
  (Unaudited)  (Audited) 
        
ASSETS       
CURRENT ASSETS       
Cash  $10,835  $7,807 
Due from affiliates  231,658   246,028 
         
TOTAL CURRENT ASSETS  $242,493  $253,835 
         
         
LIABILITIES AND STOCKHOLDERS' EQUITY        
CURRENT LIABILITIES        
Accrued professional fees  $7,750  $8,450 
Accrued management fees to related party  14,000   18,500 
Other accrued expenses  1,280   4,078 
         
TOTAL CURRENT LIABILITIES  $23,030  $31,028 
         
STOCKHOLDERS' EQUITY        
Preferred stock, no par value, authorized 50,000,000 shares, no shares outstanding
  -   - 
Common stock, no par value, 100,000,000shares authorized, 40,000,000 shares issued and to be issued
  $500,000  $500,000 
Deficit since May 29, 1990  (280,537)  (277,193)
         
TOTAL STOCKHOLDERS' EQUITY  $219,463  $222,807 
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY  $242,493  $253,835 
  12/31/2010  6/30/2010 
  (Unaudited)  (Audited) 
       
ASSETS      
CURRENT ASSETS      
Cash $9,845  $7,807 
Due from affiliate  246,484   246,028 
TOTAL CURRENT ASSETS $256,329  $253,835 
       
         
LIABILITIES AND STOCKHOLDERS' EQUITY        
CURRENT LIABILITIES        
Accrued professional fees $14,500  $8,450 
Accrued management fees to related party  21,500   18,500 
Other accrued expenses  530   4,078 
TOTAL CURRENT LIABILITIES $36,530  $31,028 
         
STOCKHOLDERS' EQUITY        
Common stock, no par value, 100,000,000 shares authorized, 40,000,000 shares issued and to be issued $500,000  $500,000 
Accumulated deficit  (280,201)  (277,193)
TOTAL STOCKHOLDERS' EQUITY $219,799  $222,807 
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $256,329  $253,835 
 
 
3

 
INTERDYNE COMPANY
 
  Quarter Ended  Nine Months Ended 
  Mar 31, 2011  Mar 31, 2010  Mar 31, 2011  Mar 31, 2010 
  (Unaudited)  (Unaudited)  (Unaudited)  (Unaudited) 
  $   $   $   $  
                 
INCOME                
 Interest earned  5,174   5,258   15,629   16,540 
TOTAL INCOME  5,174   5,258   15,629   16,540 
                 
EXPENSES                
General and administrative  4,010   6,365   13,673   14,692 
Management Fees  1,500   1,500   4,500   4,500 
   5,510   7,865   18,173   19,192 
                 
NET PROFIT                
BEFORE TAXATION  (336)  (2,607)  (2,544)  (2,652)
TAXATION  0   0   (800)  (800)
NET PROFIT/(LOSS)                
AFTER TAXATION  (336)  (2,607)  (3,344)  (3,452)
                 
EARNING/(LOSS) PER SHARE $(0.0000) $(0.0001) $(0.0001) $(0.0001)
  Quarter Ended  Six Months Ended 
  12/31/2010  12/31/2009  12/31/2010  12/31/2009 
  (Unaudited)  (Unaudited)  (Unaudited)  (Unaudited) 
             
             
INCOME            
Interest earned $5,191  $5,610  $10,456  $11,281 
                 
EXPENSES                
General and administrative  5,520   4,246   9,664   8,326 
Management Fees  1,500   1,500   3,000   3,000 
  $7,020  $5,746  $12,664  $11,326 
                 
NET (LOSS)/PROFIT BEFORE TAXATION $(1,829) $(136) $(2,208) $(45)
                 
TAXATION  0   0   (800)  (800)
NET LOSS AFTER TAXATION $(1,829) $(136) $(3,008) $(845)
NET LOSS PER SHARE $(0.0000) $(0.0000) $(0.0001) $(0.0000)
 
 
4

 
 
       
  For Nine Months Ended 
  Mar 31, 2011  Mar 31, 2010 
  (Unaudited)  (Unaudited) 
  $   $  
CASH FLOWS FROM OPERATING ACTIVITIES        
         
Net loss  (3,344)  (3,452)
         
Adjustments to reconcile net loss to net cash used in operating activities:
        
Change in operating assets and liabilities:        
Due from affiliates  14,370   26,407 
Accrued expenses  (7,998)  (7,768)
         
Total adjustments  6,372   18,639 
 
        
Net cash generated/(used) in operating activities  3,028    15,187  
         
CASH, BEGINNING OF PERIOD  7,807   208 
  CASH, END OF PERIOD  10,835   15,395 
  6 Months Ended 
  12/31/2010  12/31/2009 
  (Unaudited)  (Unaudited) 
       
CASH FLOWS FROM OPERATING ACTIVITIES      
       
Net loss $(3,008) $(845)
Adjustments to reconcile net loss to net cash generated from/(used in) operating activities :        
Increase/decrease resulting from changes in :        
Due from affiliate  (456)  1,665 
Accrued expense  5,502   230 
Total adjustments  5,046   1,895 
NET CASH GENERATED/(USED) IN OPERATING ACTIVITIES  2,038   1,050 
         
CASH, BEGINNING OF PERIOD  7,807   208 
         
CASH, END OF PERIOD $9,845  $1,258 
 
5

 
INTERDYNE  COMPANY

NOTES TO FINANCIAL STATEMENTS

Note 1.  Interim Financial Statements

The accompanying financial statements are unaudited, but in the opinion of the management of the Company, contain all adjustments, consisting of only normal recurring accruals, necessary to present fairly the financial position as of Decemberat March 31, 20102011 and the results of operations for the quarter and sixnine months ended DecemberMarch 31, 20102011 and 20092010 and changes in cash flows for the sixnine months ended DecemberMarch 31, 20102011 and 2009.2010.  Certain information and footnote disclosures normally included in financial statements that have been prepared in accordance with generally accepted accounting principles have been condensed or omitted pursuant to the rules and regulations of the Securities and Exchange Commission, although management of the Company believes that the disclosures contained in these financial statements are adequate to make the i nformationinformation presented therein not misleading.  For further information, refer to the financial statements and footnotes thereto included in the Company's Annual Report in Form 10-K as of June 30, 2010, as filed with the Securities and Exchange Commission.  The results of operations for the quarter ended DecemberMarch 31, 20102011 are not necessarily indicative of the results of operations to be expected for the full fiscal year ending June 30, 2011.
 
Note 2.  Fair Value MeasurementsAccounting Policies

New Accounting Pronouncements

There are no newly issued accounting pronouncements that the Company expects to have a material effect on the financial statements.
Determination of Fair Value

In January 2010, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2010-06, an update that improves the requirements related to Fair Value Measurements and Disclosures Subtopic 820-10 of the FASB Accounting Standards Codification ("ASC") originally issued as FASB Statement 157. This update requires disclosures about transfers between Level 1, Level 2 and Level 3 assets and the disaggregated activity in the roll forward for level 3 Fair Value measurements. The Company adopted the measurement requirements of this guidance during the year with no impact to the financial statements.
At DecemberMarch 31, 2010,2011, the Company applied fair value to all assets based on quoted market prices, where available. For financial instruments for which quotes from recent exchange transactions are not available, the Company determines fair value based on discounted cash flow analysis and comparison to similar instruments. Discounted cash flow analysis is dependent upon estimated future cash flows and the level of interest rates. Valuation adjustments may be made to ensure that financial instruments are recorded at fair value.

The methods described above may produce a current fair value calculation that may not be indicative of net realizable value or reflective of future fair values. If readily determined market values became available or if actual performance were to vary appreciably from assumptions used, assumptions may need to be adjusted, which could result in material differences from the recorded carrying amounts. The Company believes its methods of determining fair value are appropriate and consistent with other market participants.

However, the use of different methodologies or different assumptions to value certain financial instruments could result in a different estimate of fair value.

Valuation Hierarchy

FASB ASC 820 establishes a three-level valuation hierarchy for the use of fair value measurements based upon the transparency of inputs to the valuation of an asset or liability as of the measurement date:

Level 1.     Inputs to the valuation methodology are quoted prices (unadjusted) for identical assets or liabilities in active markets. Level 1 assets and liabilities include debt and equity securities and derivative financial instruments actively traded on exchanges, as well as U.S. Treasury securities and U.S. Government and agency mortgage-backed securities that are actively traded in highly liquid over the counter markets.


Level 2.    Observable inputs other than Level 1 prices such as quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, and inputs that are observable or can be corroborated, either directly or indirectly, for substantially the full term of the financial instrument. Level 2 assets and liabilities include debt instruments that are traded less frequently than exchange traded securities and derivative instruments whose model inputs are observable in the market or can be corroborated by market observable data. Examples in this category are certain variable and fixed rate non-agency mortgage-backed securities, corporate debt securities and derivative contrac ts.contracts.

Level 3.     Inputs to the valuation methodology are unobservable but significant to the fair value measurement. Examples in this category include interests in certain securitized financial assets, certain private equity investments, and derivative contracts that are highly structured or long-dated.

Application of Valuation Hierarchy

A financial instrument's categorization within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement. The following is a description of the valuation methodologies used for instruments measured at fair value, as well as the general classification of such instruments pursuant to the valuation hierarchy.

Due from Affiliate.   Market prices are not available for the Company's loan due from an affiliate. As a result, the Company bases the fair value utilizing an internally-developed discounted cash flow model which includes assumptions regarding prepayment, the risk of default and the LIBOR forward interest rate curve. The loan due from the affiliate is carried at lower of cost or fair value and is classified within Level 3 of the valuation hierarchy.

The following table presents the financial instruments carried at fair value as of DecemberMarch 31, 2010,2011, by caption on the consolidated balance sheet and by FASB ASC 820 valuation hierarchy described above.

Assets measured at fair value on a recurring and nonrecurring basis at December 31, 2010:
 Level 1  Level 2  Level 3  Total carrying value 
Assets measured at fair
value on a recurring and
         
nonrecurring basis
at March 31, 2011:
 Level 1 Level 2 Level 3 Total carrying value 
Nonrecurring:                        
Loan held for sale  -   -  $246,484  $246,484   -   -  $231,658  $231,658 
                                
Total assets at fair value $-  $-  $246,484  $246,484  $-  $-  $231,658  $231,658 
                


Level 3  Gains and Losses

The following table sets forth a summary of changes in the fair value of the Company’s Level 3 assets for the sixnine months ended DecemberMarch 31, 2010.2011:


LEVEL 3 ASSETS 
Nine Months Ended March 31, 2011 
  Due from Affiliate 
    
Balance - July 1, 2010 $246,028 
Advances and (repayments), net  (14,370)
Balance - March 31, 2011 $231,658 
LEVEL 3 ASSETS 
Six Months Ended December 31, 2010 
  Due from Affiliate 
    
Balance - July 1, 2010 $246,028 
Advances and (repayments), net  456 
Balance - December 31, 2010 $246,484 


Item 2.
Item 2.Management's Discussion and Analysis of Financial Condition and Results of Operations

The Company is at present dormant and is looking for new opportunities.

The cash needs of the Company will be funded by collections fromthe collection of the amount due from its affiliate.

Item 3.
Item 3.     Quantitative and Qualitative Disclosures about Market Risk.

N/A


Our management, comprising the Chief Executive Officer and the Chief Financial Officer/Principal Accounting Officer, is responsible for establishing and maintaining disclosure controls and procedures for the Company.  It has designed such disclosure controls and procedures to ensure that material information is made known to it, particularly during the period in which this report was prepared.

As of the end of the period covered by this report, our management carried out an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures (as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934 (or Exchange Act)).  Based on this evaluation, as of the end of the period covered by this report, our management has concluded that our disclosure controls and procedures are effective considering the fact that the Company is dormant.

Our management is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Exchange Act Rule 13a-15(f).  Our management conducted an evaluation of the effectiveness of our internal control over financial reporting as of DecemberMarch 31, 20102011 based on the criteria set forth in Internal Control - Integrated Framework issued by the Committee of Sponsoring Organization of the Treadway Commission.  Based on this evaluation, our management concluded that our internal control over financial reporting was effective as of DecemberMarch 31, 20102011 considering the fact that the Company is dormant.

Our independent auditors have not audited and are not required to audit this assessment of our internal control over financial reporting for the period covered by this report.

During our most recent fiscal quarter, there has not occurred any change in our internal control over financial reporting (as such term is defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.


PART II
OTHER INFORMATION

Item 1.     Legal Proceedings

None

Item 1A.  Risk Factors.

None

Item 2.     Unregistered Sale of Equity Securities and Use of Proceeds.

None

Item 3.     Defaults upon Senior Securities.

None

Item 4.     Submission of Matters to a Vote of Security Holders.

None.

Item 5.     Other Information.

None


a.
a. Certification of the Company's Chief Executive Officer, Sun Tze Whang, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

b.
b.Certification of the Company's Chief Financial Officer/Principal Accounting Officer, Kit H. Tan, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

c.
c.Certification of the Company's Chief Executive Officer and Chief Financial Officer/Principal Accounting Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.


Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.



 INTERDYNE COMPANY
 (Registrant)
   (Registrant)
   
Date : February 1,May 3, 2011By :By:/s/Sun Tze Whang
Sun Tze Whang
Director /Chief Executive Officer
 
 By :  Sun Tze Whang
Director /Chief Executive Officer

By:/s/Kit H. Tan
 Kit H. Tan
  Director /Chief Financial Officer/Principal Accounting Officer

11