SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-Q10-Q/A
(Mark One)

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

For the quarterly period ended September 30,March 31, 2009

OR

¨oTRANSITION REPORT UNDER SECTION 13 OF 15(d) OF THE EXCHANGE ACT
OF 1934

From the transition period from ___________ to ____________.

Commission File Number 000-29935

CROWN EQUITY HOLDINGS INC.
(Exact name of small business issuer as specified in its charter)

Nevada 33-0677140
(State or other jurisdiction of incorporation or organization)(IRS Employer Identification No.)

9663 St Claude Avenue Las Vegas NV 89148
(Address of principal executive offices)

(702) 448-1543
(Issuer's telephone number)

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

Indicate by check mark whether the Company (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter period that the Company was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days: Yes : x  No:o

Indicate by check mark whether the Company is a large accelerated filer, an accelerated file, non-accelerated filer, or a smaller reporting company.
Large accelerated filer ¨o
Non-accelerated filer ¨o
Accelerated filed ¨o
Smaller reporting company x

Indicate by check mark whether the Company is a shell company (as defined in Rule 12b-2 of the Exchange Act).
Yes ¨o   No x

As of November 12,May 13, 2009, there were 72,470,63271,990,632 shares of Common Stock of the issuer outstanding.
 
 
TABLE OF CONTENTS

TABLE OF CONTENTS
  Page
PART I: FINANCIAL INFORMATION  
   
Item 1.  Financial Statements (Unaudited) 3
Consolidated Balance Sheets as of September 30,March 31, 2009 and December 31, 2008(Unaudited)2008 3
Consolidated Statements of Operations For the Three and Nine Months Ended September 30,March 31, 2009 and 2008 (Unaudited) 4
Consolidated Statements of Cash Flows For  the NineThree Months Ended September 30,March 31, 2009 and 2008 (Unaudited) 5
Notes to (Unaudited) Financial Statements 6
   
Item 2.  Management’s Discussion and Analysis and Plan of Operation 97
   
Item 3.  Quantitative and Qualitative Disclosures About Market Risk 108
   
Item 4T.  Controls and Procedures 118
   
PART II: OTHER INFORMATION  
   
Item 1.  Legal Proceedings 119
   
Item 1A.  Risk Factors 119
   
Item 2.  Unregistered Sales of Equity Securities and Use of Proceeds 119
   
Item 3.  Defaults upon Senior Securities 1210
   
Item 4.  Submission of Matters to a vote of Security Holders 1210
   
Item 5.  Other Information 1210
   
Item 6.  Exhibits 1210
   
Signatures 1210

2

Crown Equity Holdings Inc.
CONSOLIDATED BALANCE SHEETS
(Unaudited)

 September 30,  December 31,  March 31,  December 31, 
 2009  2008  2009  2008 
Assets            
Current assets            
Cash and cash equivalents $252,510  $2,898 
Cash $4,570  $2,898 
                
Fixed assets                
Equipment and vehicles(net)  34,218   43,373 
        
Marketable securities-restricted holdings  125,000   — 
Equipment (net)  37,028   43,373 
                
Total Assets $411,728  $46,271  $41,598  $46,271 
            
Liabilities & Stockholder's Equity (Deficit)        
Liabilities & Stockholder's Deficit        
            
Current liabilities            
Accounts payable $7,138  $40,393 
Accounts payable and accrued expenses $28,187  $40,393 
Accounts payable - related party  6,135  74,718  74,886  74,718 
Advances from related parties 22,689  85,915  80,302  85,915 
Accrued interest  3,325   —   2,375   — 
Salaries payable  22,471   23,000   4,850   23,000 
Note payable - related party 53,860  51,210  53,860  51,210 
Note payable  12,700   13,700   15,700   13,700 
Deferred revenues  143,940   — 
Total current liabilities  272,258   288,936   260,160   288,936 
            
Stockholder's Equity (Deficit)        
Stockholder's Deficit        
            
Stockholders’ equity (deficit):        
Common stock, $.001 par value, 500,000,0000 shares authorized, 72,470,632 and 69,199,632 shares issued and outstanding  72,471   69,200 
Common stock, $.001 par value, 500,000,0000 shares authorized, 71,990,632 and 69,199,632 shares issued and outstanding  71,991   69,200 
Additional-paid-in-capital  6,439,147   6,030,904   6,307,213   6,030,904 
Accumulated deficit  (6,372,148)  (6,342,769)  (6,597,766)  (6,342,769)
Total stockholder's equity (deficit)  139,470   (242,665)
Total Liabilities & Stockholders’ Equity (Deficit) $411,728  $46,271 
Total stockholder's deficit  (218,562)  (242,665)
Total Liabilities & Stockholders’ Deficit $41,598  $46,271 

The accompanying notes are an integral part of the financial statements
 
3
 
Crown Equity Holdings Inc.
CONSOLIDATED STATEMENTS OF OPERATIONS
Three and Nine month periods ended September 30,March 31, 2009 and March 31, 2008
(Unaudited)

  Three  Months  Nine  Months 
  2009  2008  2009  2008 
             
  Revenue $334,602  $—  $418,959  $6,273 
Cost of goods sold  —   (5,366)  (1,893)  (13,159)
Gross margin  334,602   (5,366)  417,066   (6,886)
                 
Expenses:                
General and administrative  119,036   107,800   434,523   262,119 
Depreciation  6,692   6,345   19,466   19,035 
Operating income(loss)  208,874   (119,511)  (36,923)  (288,040)
                 
  Other Income (expense):                
Other income      —   438   — 
Interest income  81   —   81   — 
Realized gain/(loss) on securities  2,483   —   (7,242)  — 
Gain on debt  forgiveness  14,764   —   16,083   — 
Other expense  (100)  —   (100)  — 
Interest expense  (475)  (1,044)  (1,716)  (1,993)
Total other income(expense)  16,753   (1,044)  7,544   (1,993)
                 
Net income(loss) $225,627  $(120,555) $(29,379) $(290,033)
                 
Net income(loss) per share (basic and diluted): $0.00  $(0.00) $(0.00) $(0.00)
                 
Weighted average shares outstanding (basic and diluted):  72,350,357   68,933,328   71,575,193   68,657,436 
  2009  2008 
       
Revenue $6,144  $572 
Cost of revenues  (1,364)  - 
Gross profit  4,780   572 
         
Expenses:        
General and administrative  253,985   44,816 
Depreciation  6,345   6,345 
Operating loss  (255,550)  (50,589)
         
Other Income (expense)        
Debt forgiveness income  1,319   — 
Interest expense  (766)  — 
Total other income  553   — 
         
Net loss $(254,997) $(50,589)
         
Net loss per share (basic and diluted): $(0.00) $(0.00)
         
Weighted average shares outstanding (basic and diluted):  70,808,676   68,572,984 

The accompanying notes are an integral part of the unaudited financial statements

4

Crown Equity Holdings Inc.
CONSOLIDATED STATEMENTS OF CASH FLOWS
NineThree month periods ended September 30,March 31, 2009 and September 30,March 31, 2008
(Unaudited)

  2009  2008 
CASH FLOWS FROM OPERATING ACTIVITIES      
Net income (loss) $(29,379) $(290,033)
Adjustments to reconcile net income (loss) to cash used in operating activities:        
Depreciation expense  19,466   19,035 
Stock for services  242,950   94,137 
Gain on debt forgiveness  (16,083)  — 
Realized (gain)/loss on securities  7,242   — 
Net Change in:        
Accounts receivable  —   14,004 
Accounts payable and accrued expenses  (1,148)  26,534 
Accounts payable - related party  37,480   — 
Accrued salaries-related parties  22,471   23,000 
Deferred revenues  5,000   — 
         
TOTAL CASH FLOWS PROVIDED BY (USED IN) OPERATING ACTIVITIES  287,999   (113,323)
         
CASH FLOWS USED IN INVESTING ACTIVITIES        
Cash paid for purchase of fixed assets  (1,811)  — 
         
CASH FLOWS FROM FINANCING ACTIVITIES        
Advances from related party, net  (63,226)  59,134 
Proceeds from sale of stock  25,000   — 
Proceeds from notes payable, net  (1,000)  6,200 
Notes payable-related party  2,650   — 
TOTAL CASH FLOWS PROVIDED BY (USED IN) FINANCING ACTIVITIES  (36,576)  65,334 
         
Net Increase (Decrease) in Cash  249,612   (47,989)
Cash, beginning of period  2,898   48,952 
Cash, end of period $252,510  $963 
         
SUPPLEMENTAL CASH FLOW INFORMATION        
Interest paid $-  $- 
Income taxes paid  -   - 
         
Non Cash Investing and Financing        
Common stock for accounts payable and accrued liabilities $29,000  $15,000 
Common Stock for vehicles  8,500   - 
Securities received for deferred revenues  138,940   - 
Contributed capital  106,064   - 
  2009  2008 
       
CASH FLOWS FROM OPERATING ACTIVITIES      
Net loss $(254,997) $(50,589)
Adjustments to reconcile net loss to cash used in operating activities:        
Depreciation expense  6,345   6,345 
Stock for services  225,100   — 
Debt forgiveness income  (1,319)  — 
Net Change in:        
Accounts payable and accrued expenses  (3,089)  442 
Accounts payable - related party  270   — 
Accrued salaries  5,325   — 
TOTAL CASH FLOWS USED IN OPERATING ACTIVITIES  (22,365)  (43,802)
         
CASH FLOWS FROM FINANCING ACTIVITIES        
Advances from related party, net  (5,613)  11,809 
Proceeds from sale of stock  25,000   — 
Proceeds from notes payable  2,000   — 
Proceeds (repayments) on notes payable-related party  2,650   (10,000)
TOTAL CASH FLOWS PROVIDED BY FINANCING ACTIVITIES  24,037   1,809 
         
Net Increase (Decrease) in Cash  1,672   (41,993)
Cash, beginning of period  2,898   48,952 
Cash, end of period $4,570  $6,959 
         
SUPPLEMENTAL CASH FLOW INFORMATION        
Interest paid $-  $- 
Income taxes paid  -   - 
         
Non Monetary transactions        
Common stock issued for accounts payable and accrued liabilities  29,000   - 

The accompanying notes are an integral part of the unaudited financial statements

5

Crown Equity Holdings Inc.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)

NOTE 1 - BASIS OF PRESENTATION

The accompanying unaudited interim consolidated financial statements of Crown Equity Holdings Inc. (“Crown Equity”(the “Company”) have been prepared in accordance with accounting principles generally accepted in the United States of America and the rules of the Securities and Exchange Commission (“SEC”), and should be read in conjunction with the audited consolidated financial statements and notes thereto contained in Crown Equity’sthe Company’s December 31, 2008 Annual Report filed with the SEC on Form 10-K. In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of financial position and the results of operations for the interim periods presented have been reflected herein. The results of operations for interim periods are not necessarily indicative of the results to be expected for the full year. Notes to the financial statements which would substantially duplicate the disclosure contained in the audited financial statements for the most recent fiscal year end December 31, 2008 as reported on Form 10-K, have been omitted.

Certain prior year amounts have been reclassified to conform with the current year presentation.

NOTE 2 - GOING CONCERN

As shown in the accompanying financial statements, we incurred a net loss during the three months ended March 31, 2009, have an accumulated deficit and a working capital deficit as of September 30,March 31, 2009. This condition raisesThese conditions raise substantial doubt as to our ability to continue as a going concern. Management is trying to raise additional capital through increases in revenue and expansionsales of operations.common stock. The financial statements do not include any adjustments that might be necessary if we are unable to continue as a going concern.

NOTE 3 – MARKETABLE SECURITIES

Marketable securities are classified as available-for-sale and are presented in the balance sheet at fair market value.  Crown Equity classified certain securities as long-term due to restrictions on transfers.

Per Accounting Standards Codification (“ASC”) 820 “Fair Value Measurement”, fair value is defined, establishes a framework for measuring fair value under generally accepted accounting principles, and expands disclosures about fair value measurements. ASC 820 does not require any new fair value measurements.

ASC 820 establishes a valuation hierarchy for disclosure of the inputs to valuation used to measure fair value. This hierarchy prioritizes the inputs into three broad levels as follows:

Level 1: Quoted market prices in active markets for identical assets or liabilities
Level 2: Observable market based inputs or unobservable inputs that are corroborated by market data
Level 3: Unobservable inputs that are not corroborated by market data
6
Crown Equity has classified these marketable securities as level 1 with a fair value of $125,000 as of September 30, 2009.

Per Accounting Standards Codification 825 “The Fair Value Option for Financial Assets and Financial Liabilities—Including an Amendment of FASB Statement No. 115”, an entity is permitted to irrevocably elect fair value on a contract-by-contract basis for new assets or liabilities within the scope of ASC 825 as the initial and subsequent measurement attribute for those financial assets and liabilities and certain other items including property and casualty insurance contracts. Entities electing the fair value option are required to (i) recognize changes in fair value in earnings and (ii) expense any up-front costs and fees associated with the item for which the fair value option is elected. Entities electing the fair value option are required to distinguish, on the face of the statement of financial position, the fair value of assets and liabilities for which it has elected the fair value option, and similar assets and liabilities measured using another measurement attribute. An entity can accomplish this either by reporting the fair value and non-fair-value carrying amounts as separate line items or by aggregating those amounts and disclosing parenthetically the amount of fair value included in the aggregate amount.

Crown Equity adopted ASC 825 this quarter and elected the fair value option for their marketable securities.

NOTE 4 – REVENUE RECOGNITION

Crown Equity’s revenue is recognized pursuant to ASC 605 “Revenue Recognition.” The Company recognizes its revenue from services as those services are performed. Revenue recognition is limited to the amount that is not contingent upon delivery of any future product or service or meeting other specified performance conditions. Product sales, accounted for within fulfillment services, are recognized upon shipment to the customer and satisfaction of all obligations.

Contract revenues include royalties under license and collaboration agreements. Contract revenue related to technology licenses is fully recognized only after the license period has commenced, the technology has been delivered and no further involvement of Crown Equity is required.

Crown Equity receives payment for its services in both cash and equity instruments issued by the customer.  The equity instruments are accounted for in accordance with the provisions of ASC 718 “Compensation – Stock Compensation” and is based on the fair value of the consideration received or the fair value of the equity instrument issued, whichever is more reliably measurable. The measurement date of the fair value of the equity instrument issued is the date on which the equity instruments are received or the date on which the contract is issued for the services to be preformed related to the payments received by Crown Equity.

Amounts received for revenue not earned as of period end are accounted for as deferred revenues.
7
NOTE 5 - RELATED PARTY TRANSACTIONS

On September 29, 2009 Crown Marketing, Inc acquired from TaxMasters, Inc a majority of the outstanding shares of Crown Equity. As part of the merger agreement effective August 4, 2009 between Crown Partners, Inc and TaxMasters, Inc all outstanding balances due from Crown Equity to TaxMasters (Crown Partners) were forgiven. Just prior to the merger, Crown Equity owed Crown Partners $50,167 in advances and $55,897 in accounts payable.  Crown Equity recognized this reduction of debt as contributed capital.

Crown Equity’s Chief Financial Officer has advanced Crown Equity money for various purposes. As of September 30, 2009 Crown Equity was indebted to the Chief Financial Officer for notes payable of $53,860, advances of $22,689 and accounts payable of $6,135 for a total indebtedness of $82,684.COMMON STOCK

During the nine monthsquarter ended September 30,March 31, 2009 Crown Equitythe Company issued 2,225,0002,791,000 shares of common stock to four related parties for compensation and a vehicle with a value of $210,150.
NOTE 6 – EQUITY

On August 31, 2009 the Company amended their Articles of Incorporation to reduce the number of authorized shares from 5,000,000,000 to 500,000,000.

During the nine months ended September 30, 2009 Crown Equity issued 3,271,000 shares of common stock between $0.02 andat $0.10 per share. The shares were issued as follows:
 ·250,000 issued for cash of $25,000
 ·60,000 issued for accounts payable of $6,000
 ·230,000 issued for accrued compensation payable of $23,000
 ·2,506,0002,251,000 issued for compensation of $242,950
·100,000$225,100 of which 1,810,000 shares valued at $181,000 were issued for purchasing a vehicle from ato four related party for $2,000
·125,000 issued for purchasing a vehicle from a non related party for $6,500parties

Note 74 - CONTINGENCIES

There is pending litigation in Arizona small claims court - Strojnik v. Crown Equity Holdings, Inc. and Crown EquityPartners, Inc.  The Company has assessed the outcome of a loss as remote and furthermore the maximum liability in small claims court is $2,500.  Crown Equity has not accrued any amounts related to this contingency.

Note 8 – SUBSEQUENT EVENTS

Crown Equity evaluated events up through November 12, 2009 and determined that there are none to disclose.
86

Item 2.  MANAGEMENT’S DISCUSSION AND ANALYSIS

This report contains forward looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended and Section 21E of the Securities Exchange Act of 1934, as amended. Crown Equity’sThe Company’s actual results could differ materially from those set forth on the forward looking statements as a result of the risks set forth in Crown Equity’sthe Company’s filings with the Securities and Exchange Commission, general economic conditions, and changes in the assumptions used in making such forward looking statements.

OVERVIEW

Crown Equity Holdings Inc. (the "Crown Equity" or "CEH""Company") was incorporated on August 31, 1995 as "Visioneering Corporation" under the laws of the  State  of  Nevada,  to  engage  in  any  lawful  corporate  undertaking, including,  but not limited to, selected mergers and  acquisitions.

In 2007, Crown Equity,the Company, through its wholly-owned subsidiary, Crown Trading Systems, Inc. (“CTS”), a Nevada corporation, began to develop, sell, and produce computer systems which are capable of running multiple monitors from one computer.  At present, CTS is able to run 16 monitors off one CPU.  In late, 2007, CTS began to attend trade shows and started selling these systems.  On June 18,For the three months ended March 31, 2009, Crown Trading Systems, Inc was dissolved and the business became partCTS had gross revenues of Crown Equity.approximately $6,144.

Additionally, CTS has entered into reseller and distribution agreements with over 30 wholesale and retail computer components to sell their products on CTS’s website, www.crowntradingsystems.com.

Crown EquityThe Company is offering its services to companies and their management seekingor individuals looking to becomego public entities in the United States.  It has launched a website, www.crownequityholdings.com, which offers its services in a wide range of fields.

Crown Equity’sThe Company’s office is located at 9663 St Claude, Las Vegas, Nevada 89148.

As of September 30,March 31, 2009, Crown Equitythe Company had no employees but was utilizing the services of independent contractors and consultants.

RESULTS OF OPERATIONS

For the ninethree months ended September 30,March 31, 2009 and 2008, we had revenues of $418,959$6,144 and $6,273$572, respectively, for net loss of $29,379 and $ 290,033, respectively. For the three months period ending September 2009 and 2008 revenues were $ 334,602 and $ zero with net income of $225,627 and a net loss of $120,555$254,997 and $50,589, respectively. During the period ending September 30, 2009 Crown Equity incurred deferred revenues of $ 143,940.  General and administrative expense increased to $434,523$253,985 for the ninethree months ended September 30,March 31, 2009 as compared to $262,119$44,816 for the same period in 2008 and increased to $119,036 for the three months ended September 30, 2008 as compared to $107,800 for the three months ended September 30, 2009.2008. Interest expense incurred during the nine month period ending September 30,March 31, 2009 was $1,716$766 compared $1,993 for the same period in 2008 and for the respective three months was $475 in 2009 and $1,044zero for the same period for 2008. Depreciation for the threeboth March 31, 2009 and nine months period ending September 30, 20092008 was $6,692 and $19,466 respectively compared to 6,345 and $19,035 for the same periods in 2008. The revenue increases in 2009 are from a license sale of $250,000 and increased revenue from services of approximately $168,000.$6,345. The increase in net incomegeneral and administrative expense was primarily attributable to the Company’s growing operations and stock issued for the three month period  and decrease in lossservices during the nine month period was the result of revenue increases in 2009 periods over the 2008 periods.ending March 31, 2009.

97
 
Crown EquityThe Company will attempt to carry out its business plan as discussed above; however, it cannot predict to what extent its lack of liquidity and capital resources couldwill hinder its business plan.plan prior to the consummation of a business combination.

LIQUIDITY AND CAPITAL RESOURCES

At September 30,March 31, 2009, Crown Equitythe Company had current assets of $252,510$4,570 and current liabilities of $272,258,approximately $260,160, resulting in negativea working capital deficit of $ 19,748.  Shareholders' equity$255,590.  Accumulated deficit as of September 30,March 31, 2009 was $139,470.approximately $6,597,766. Further, there exist no agreements or understandings with regard to loan agreements by or with the Officers, Directors, principals, affiliates or shareholders of Crown Equity.

Cash flow from operations for the period ending September 30, 2009 was $287,999 compared to ($113,323) for the same period in 2008 a positive increase of $401,322. Cash flow from investing activities was ($ 1,811) during the 2009 for the period ending September 30 compared to zero during the same period in 2008.  Cash flow from financing activities during the period ended September 30, 2009 was ($36,576) compared to $65,334 in 2008, a decrease of $101,910. The increase in sales was a major factor in cash flow changes during the period ending September 30, 2009 compared to 2008.Company.

Our existing capital mayis not be sufficient to meet Crown Equity'sthe Company's cash needs, including the costs of compliance with the continuing reporting requirements of the Securities Exchange Act of 1934, as amended.  As shown in the accompanying consolidated financial statements, Crown Equity incurred a net loss of $254,997 for the ninethree months ended September 30,March 31, 2009, Crown Equity has an accumulated deficit of $6,597,766 and a working capital deficit. This condition raisesdeficit of $255,590 as of March 31, 2009. These conditions raise substantial doubt as to Crown Equity's ability to continue as a going concern. Management is trying to raise additional capital through sales of common stock. The financial statements do not include any adjustments that might be necessary if Crown Equity is unable to continue as a going concern.

EMPLOYEES

As of September 30,March 31, 2009, Crown Equitythe Company had no employees.

ITEM 3.   CONTROLS AND PROCEDURES

As a “smaller reporting company” as defined by Item 10 of Regulation S-K, Crown Equitythe Company is not required to provide information required under this Item.
10

ITEM 4T:    CONTROLS AND PROCEDURES

(a)  Evaluation of Disclosure Controls and Procedures
.

Based on their evaluation of ourThe Company maintains disclosure controls and procedures(asprocedures (as defined in Rule 13a-15e13a-15(e) and Rule 15d-15(e) under the Securities Exchange Act of 1934, the "Exchange Act"), our principal executive officer and principal financial officer have concludedas amended) that as of the end of the period covered by this quarterly report on Form 10-Q such disclosure controls and procedures were not effectiveare designed to ensure that information required to be disclosed by us in our periodic reports that we file or submitfiled under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in Securities and Exchange Commissionthe SEC’s rules and forms, and that such information is accumulated and communicated to our management, including our principal executive officer, to allow timely decisions regarding required disclosure.

8
Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, will be or have been detected.  These inherent limitations include the realities that judgments in decision-making can be faulty, and that breakdowns can occur because of simple error or mistake.  Additionally, controls can be circumvented by the identificationindividual acts of some persons, by collusion of two or more people, and/or by management override of the control.  The design of any system of controls also is based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions; over time, controls may become inadequate because of changes in conditions, and/or the degree of compliance with the policies and procedures may deteriorate. Because of the inherent limitations in a material weakness in ourcost-effective internal control over financial reporting which we view assystem, misstatements due to error or fraud may occur and not be detected.

The Company carried out an integral partevaluation of ourthe effectiveness of the design and operation of its disclosure controls and procedures. The material weakness relatesprocedures pursuant to Rule 13a-15 under the lackSecurities Exchange Act of segregation1934, as amended (“Exchange Act”). This evaluation was done under the supervision and with the participation of dutiesthe Company’s president. Based upon that evaluation, he concluded that the Company’s disclosure controls and procedures are not effective in financial reporting, as our financial reportinggathering, analyzing and all accounting functions are performed by an external consultant with no oversight by a professional with accounting expertise.  Our CEO and CFO do not possess accounting expertise and our company does not have an audit committee.  This weakness is duedisclosing information needed to satisfy the company’s lack of working capital to hire additional staff.  To remedy this material weakness, we intend to engage another accountant to assist with financial reporting as soon as our finances will allow.Company’s disclosure obligations under the Exchange Act.

Changes in Internal Control over Financial ReportingDisclosure Controls and Procedures.

Except as noted above, there have beenThere were no significant changes in our internal control over financial reporting identifiedthe Company’s disclosure controls and procedures, or in connection with the evaluation required by paragraph (d) of Exchange Act Rules 13a-15 or 15d-15factors that occurred during our first quarter that have materially affected, or are reasonably likely to materiallycould significantly affect our internal control over financial reporting.those controls and procedures, since their most recent evaluation.
 
PART II – OTHER INFORMATION

ITEM 1.  LEGAL PROCEEDINGS.

There is pending litigation in Arizona small claims court - Strojnik v. Crown Equity Holdings, Inc. and Crown EquityPartners, Inc.  The Company has assessed the outcome of a loss as remote and furthermore the maximum liability in small claims court is $2,500.  Crown has not accrued any amounts related to this contingency.

ITEM 1A.  RISK FACTORS.

There have been no material changes to Crown Equity’sthe Company’s risk factors as previously disclosed in our most recent 10-K filing for the year ending December 31, 2008.

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

During the nine monthsquarter ended September 30,March 31, 2009 Crown Equitythe Company issued 3,271,0002,791,000 shares of restricted common stock between $0.02 and $0.10 per share. The shares were issued as follows:

 ·250,000 issuedshares of common stock with a value of $ 25,000 ($0.10 per share) for cash of $25,000
 ·60,000 issuedshares of common stock with a value of $ 6,000 ($0.10 per share) for accounts payable of $6,000
·230,000 issued for accrued compensation payable of $23,000
·2,506,000 issued for compensation of $242,950
·100,000 issued for purchasing a vehicle from a related party for $2,000
 
119
 
 ·125,000 issued230,000 shares of common stock with a value of $ 23,000 ($0.10 per share) for purchasing a vehicle from a non related party for $6,500accrued compensation payable
·2,251,000 shares of common stock with a value of $225,100 ($0.10 per share) for compensation

ITEM  3.  DEFAULTS UPON SENIOR SECURITIES.

None

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

None

ITEM  5.  OTHER INFORMATION.

On October 1, 2009There were no reports on Form 8-K filed during the Crown Equity filed an 8-K related to the transfer of Crown Equity shares from TaxMaster (Crown Partners) to Crown Marketing, Inc. effective September 29,quarter ended March 31, 2009.

ITEM 6. EXHIBITS

EXHIBIT 31.1 Certification of Principal Executive Officer and Principal Financial Officer

EXHIBIT 32 Certification of Compliance to Sarbanes-Oxley

SIGNATURES

In accordance with 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.

CROWN EQUITY HOLDINGS INC.
 
By /s/ Kenneth Bosket
Kenneth Bosket, CEO
 
By /s/ Montse Zaman
Montse Zaman, CFO

Date: NovemberMay 12, 2009

1210